

[Federal Register: November 3, 2005 (Volume 70, Number 212)]
[Notices]               
[Page 66881-66882]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr03no05-95]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-52696; File No. SR-NYSE-2005-35]

 
Self-Regulatory Organizations; New York Stock Exchange, Inc.; 
Order Approving a Proposed Rule Change Relating to Changes to Listed 
Company Manual Section 902.00 Regarding Listing Fees

October 28, 2005.

I. Introduction

    On May 18, 2005, the New York Stock Exchange, Inc. (``NYSE'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to section 19(b)(1) of the Securities 
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a 
proposal to amend the current fee chapter set out in sections 902.01 to 
902.04 of the Listed Company Manual (``Manual'') and reorganize the 
relevant sections of the Manual into a format setting out fees by

[[Page 66882]]

type of listed security. The proposed rule change was published for 
comment in the Federal Register on September 23, 2005.\3\ The 
Commission received no comments regarding the proposal. This order 
approves the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 52463 (September 16, 
2005), 70 FR 55933.
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    The filing proposes to amend and to reorganize the current listing 
fees chapter set forth in section 902.00 through section 902.04 of the 
Manual. Among other things, the Exchange proposes to decrease the 
current total issuer per annum fee cap by 50% from $1 million to 
$500,000, with certain exceptions. In addition, the Exchange proposes 
reducing the Listing Fee schedule to three tiers instead of the current 
four-tier structure. The Exchange also proposes to set forth Listing 
Fees for all types of securities as per share numbers instead of the 
current per million share approach and specify the fees applicable to 
tracking stocks. The Exchange further proposes to decrease the Listing 
Fee cap for shares issued in conjunction with stock splits by 40% to 
$150,000 per stock split and eliminate the three year cap on stock 
splits as well as apply the $150,000 fee cap to stock dividends.
    The Exchange also proposes increasing the current minimum 
application fee in certain situations; increasing the current minimum 
application fee for the authorization of a subsequent application to 
list additional securities or another class of equity securities, or to 
make changes (such as a change in the name or par value) applicable to 
issuers that list equity securities; increasing the special charge that 
is applied when a company first lists a class of common stock; and 
eliminating the current application fee applicable to processing minor 
amendments to previously filed applications. With respect to annual 
listing fees, the Exchange proposes increasing the current minimum 
annual fee payable on a common stock or a preferred-only listing from 
$35,000 to $38,000; clarifying that the annual fee for each class of 
equity security listed is equal to the greater of the minimum fee or 
the fee calculated on a per share basis of $0.00093; and clearly 
setting out the minimum and per share rates applicable to each type of 
listed security. Finally, the Exchange is proposing to make a number of 
changes and clarifications to its current billing policies.
    The Commission finds that the proposed rule change is consistent 
with the requirements of the Act and the rules and regulations 
thereunder applicable to a national securities exchange.\4\ In 
particular, the Commission finds that the proposed rule change is 
consistent with section 6(b)(5) of the Act,\5\ which requires, among 
other things, that the rules of a national securities exchange be 
designed to prevent fraudulent and manipulative acts and practices, to 
promote just and equitable principles of trade, to remove impediments 
to and perfect the mechanism of a free and open market and a national 
market system, and, in general, to protect investors and the public 
interest.
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    \4\ In approving this proposed rule change, the Commission has 
considered the proposed rule's impact on efficiency, competition, 
and capital formation. 15 U.S.C. 78c(f).
    \5\ 15 U.S.C. 78f(b)(5).
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    The Commission believes that the reorganization of the current fee 
chapter set out in sections 902.01 to 902.04 of the Listed Company 
Manual will make those sections clearer, more concise, and easier to 
use. Guidelines on how fees are calculated as well as numerical 
examples in each section provide appropriate clarification, where 
necessary. Further, the Commission believes that the modifications to 
the Listing Fee schedule simplifies the fee structure for its members. 
While certain companies may pay higher listing fees than under the 
current fee schedule, the fee schedule overall is consistent with the 
Exchange's recent revisions to their fees generally.\6\
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    \6\ See, e.g. Securities Exchange Act Release No. 49414 (March 
12, 2004), 69 FR 13078 (March 19, 2004).
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IV. Conclusion

    It is therefore ordered, pursuant to section 19(b)(2) of the 
Act,\7\ that the proposed rule change (SR-NYSE-2005-35) is approved.
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    \7\ 15 U.S.C. 78s(b)(2).
    \8\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\8\
Jonathan G. Katz,
Secretary.
 [FR Doc. E5-6092 Filed 11-2-05; 8:45 am]

BILLING CODE 8010-01-P
