

[Federal Register: March 13, 2006 (Volume 71, Number 48)]
[Notices]               
[Page 12744-12745]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr13mr06-86]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-53430; File No. SR-Amex-2005-124]

 
Self-Regulatory Organizations; American Stock Exchange LLC; Order 
Granting Accelerated Approval of Proposed Rule Change and Amendments 
Nos. 1 and 3 Thereto Relating to Increases in the Original Listing and 
Annual Fees

March 7, 2006.

I. Introduction

    On December 6, 2005, the American Stock Exchange LLC (``Amex'' 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 Sections 140 and 141 of the Amex Company Guide and 
the Amex Fee Schedule to increase the original listing and the annual 
issuer fees. On December 28, 2005, Amex filed Amendment No. 1 to the 
proposed rule change. On January 23, 2006, Amex filed Amendment No. 2 
to the proposed rule change and withdrew Amendment No. 2 on January 31, 
2006. On January 27, 2006, Amex filed Amendment No. 3 to the proposed 
rule change. The proposed rule change, as amended, was published for 
comment in the Federal Register on February 8, 2006.\3\ The Commission 
received no comments regarding the proposal.\4\ This order approves the 
proposed rule change, as amended, on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Securities Exchange Act Release No. 53205 (February 1, 
2006), 71 FR 6528.
    \4\ The comment period expired on March 1, 2006.
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II. Description of the Proposal

    This proposal amends Sections 140 and 141 of the Amex Company Guide 
and the Amex Fee Schedule to increase the original listing and the 
annual issuer fees. Amex proposes to implement the increased annual 
fees as of January 2006 and the increased original listing fees upon 
the Commission's approval of this proposal.
    Currently the original listing fees pursuant to Section 140 of the 
Amex Company Guide for stock issues range from $35,000 to $65,000 
(which includes a non-refundable application processing fee of $5,000) 
depending on the number of shares to be listed. Amex proposes that the 
original listing fees be increased as follows:

------------------------------------------------------------------------
          Number of shares              Current fee*      Proposed fee*
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Less than 5,000,000 shares..........           $35,000           $45,000
5,000,000 to 10,000,000 shares......            45,000            55,000
10,000,001 to 15,000,000 shares.....            55,000            60,000
In excess of 15,000,000 shares......            65,000            70,000
------------------------------------------------------------------------
* Includes the non-refundable application-processing fee of $5,000.

    In addition, the original listing fee for non-U.S. companies listed 
on a foreign stock exchange is currently 50% of the fees charged to 
U.S. companies. Amex proposes that the original listing fee for non-
U.S. companies be a flat fee of $40,000, which will include the one-
time, non-refundable application-processing fee of $5,000.
    The annual fees set forth in Section 141 of the Amex Company Guide 
currently range from $15,000 to $30,000 depending on the number of 
shares

[[Page 12745]]

outstanding. Amex proposes that the annual fees be increased as 
follows:

------------------------------------------------------------------------
          Number of shares               Current fee      Proposed fee
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5,000,000 shares or less............           $15,000           $16,500
5,000,001 to 10,000,000 shares......            17,500            19,000
10,000,001 to 25,000,000 shares.....            20,000            21,500
25,000,001 to 50,000,000 shares.....            22,500            24,500
50,000,001 to 75,000,000 shares.....            30,000            32,500
In excess of 75,000,000 shares......            30,000            34,000
------------------------------------------------------------------------

    Amex also proposes other minor technical changes to Sections 140 
and 141 of the Amex Company Guide, which will not further alter the 
fees but will clarify the text of these Sections.

III. Discussion

    After careful consideration, 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.\5\ In particular, the Commission believes that the proposal 
is consistent with Section 6(b)(4) of the Act,\6\ in that the proposed 
rule change provides for the equitable allocation of reasonable dues, 
fees, and other charges among the Exchange's members and issuers and 
other persons using its facilities. The Commission notes that the 
Exchange has represented that the proposal is necessary to cover 
increased costs it has incurred in the enhancement and development of 
its trading technology and improvements in the overall level of 
services provided to its members and listed companies. The Commission 
also notes that the Exchange's original and annual listing fees have 
not increased since 2002, and that pursuant to the proposed rule 
change, companies with a fewer number of shares will continue to be 
charged less than companies with a greater number of shares. The new 
original listing fees and annual fees therefore are consistent with the 
Exchange's stated goals of attracting and retaining the listing of 
small and mid-size companies and in recognition of the greater impact 
of fees on small and mid-size companies. In addition, with respect to 
non-U.S. companies, the Exchange represents that the amended original 
listing fee is below the lowest rate paid by U.S. companies, but is 
still competitive with rates charged by other markets.
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    \5\ 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).
    \6\ 15 U.S.C. 78f(b)(4).
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    The Exchange has requested accelerated approval of the proposed 
rule change. The Exchange represents that its practice is to invoice 
its issuers the annual fee in January, and that therefore billing of 
the annual fee this year has been delayed until the Commission approved 
this proposal.\7\ The Exchange represented that issuers have contacted 
the Exchange regarding the delay in billing and in one instance that 
they noted that they need the invoice for accrual purposes.\8\ The 
Exchange believes that further delay in approving the proposal, as well 
as uncertainty in knowing when invoices will be issued, will continue 
to place a burden on the Exchange's issuers.\9\ The Exchange also notes 
that this delay in invoicing the annual fee has resulted in at least a 
two month delay in the Exchange collecting the increased revenue 
generated by the annual listing fees, and that it had anticipated that 
the increase in the original listing fee would be in place in January 
as well.\10\ The Exchange believes that further delay in the 
implementation of the increased annual listing fee and original listing 
fees will negatively impact the collection of this necessary 
revenue.\11\ In addition, the Commission notes that the proposed rule 
change was published for a full notice and comment period and no 
comments were received. Accordingly, the Commission finds good cause, 
pursuant to Section 19(b)(2) of the Act,\12\ for approving the proposed 
rule change prior to the thirtieth day after the date of publication of 
notice in the Federal Register.
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    \7\ See e-mail from Claire McGrath, Senior Vice President and 
General Counsel, Amex, to Heather Seidel, Senior Special Counsel, 
Division of Market Regulation, Commission, dated March 2, 2006.
    \8\ Id.
    \9\ Id.
    \10\ See id. The Exchange represents that based upon 2005 
financial statements, the revenue generated by the annual fee 
accounts for 6% of the Amex's total revenues and is used to fund the 
operations and regulatory programs of the Exchange.
    \11\ Id.
    \12\ 15 U.S.C. 78s(b)(2).
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IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\13\ that the proposed rule change (SR-Amex-2005-124) is hereby 
approved on an accelerated basis.
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    \13\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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Nancy M. Morris,
Secretary.
 [FR Doc. E6-3491 Filed 3-10-06; 8:45 am]

BILLING CODE 8010-01-P
