
[Federal Register: August 22, 2008 (Volume 73, Number 164)]
[Notices]               
[Page 49728]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr22au08-123]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58379; File No. SR-NYSEArca-2008-47]

 
Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving 
Proposed Rule Change To Waive Retroactively as of June 24, 2008, 
Initial Listing Fees for Companies Who Apply To List Securities 
Currently Listed on Another National Securities Exchange

August 18, 2008.

I. Introduction

    On June 24, 2008, NYSE Arca, Inc. (``NYSE Arca'' 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 proposed rule change to 
waive retroactively as of June 24, 2008, initial listing fees for 
companies who apply to list securities currently listed on another 
national securities exchange. The proposed rule change was published in 
the Federal Register on July 14, 2008.\3\ The Commission received no 
comments on 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. 58109 (July 7, 
2008), 73 FR 40415.
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II. Description of the Proposal

    The Exchange proposes to waive initial listing fees for companies 
who apply to list securities currently listed on another national 
securities exchange. The waiver would apply to all classes of 
securities. The proposed fee waiver would be applied retroactively to 
any companies that apply to list after June 24, 2008. The Exchange had 
previously waived initial listing fees for all companies that 
transferred from the New York Stock Exchange (``NYSE'') at any time or 
from Nasdaq Stock Market (``Nasdaq'') or the American Stock Exchange 
prior to December 31, 2007, or had applied to list prior to that 
date.\4\
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    \4\ See Securities Exchange Act Release No. 54007 (June 16, 
2006), 71 FR 36155 (June 23, 2006) (SR-PCX-2006-16).
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III. Discussion

    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 and, in 
particular, the requirements of Section 6(b) of the Act and the rules 
and regulations thereunder. Specifically, the Commission finds that the 
proposal is consistent with Sections 6(b)(4) \5\ and 6(b)(5) of the 
Act,\6\ which require that an exchange have rules that provide for the 
equitable allocation of reasonable dues, fees, and other charges among 
its members and other persons using its facilities, and are designed, 
among other things, 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, to protect investors and the 
public interest, and to not permit unfair discrimination between 
customers, issuers, brokers, or dealers.\7\
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    \5\ 15 U.S.C. 78f(b)(4).
    \6\ 15 U.S.C. 78f(b)(5).
    \7\ In approving this proposed rule change, the Commission notes 
that it has considered the proposed rules' impact on efficiency, 
competition, and capital formation. See 15 U.S.C. 78c(f).
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    The Commission notes that an issuer seeking to transfer to the 
Exchange has already paid initial listing fees to another national 
securities exchange when it became a publicly traded company. In 
addition, the Commission notes that the Exchange does not expect the 
loss of initial listing fees to be material and has stated that the fee 
waiver will not affect the Exchange's commitment of resources to its 
regulatory oversight of the listing process or its regulatory program. 
The Exchange would continue to assess annual fees and listing of 
additional shares fees from these issuers. Further, the Exchange 
believes that there will be lower burdens associated with its 
eligibility review of issuers transferring from another national 
securities exchange. However, the Commission expects, and the Exchange 
has represented, that a full and independent review of compliance with 
the listing standards will be conducted for any company seeking to take 
advantage of the fee waiver, just as for any company that applies for 
listing on the Exchange. Finally, the Commission also notes that The 
Nasdaq Stock Market and the New York Stock Exchange have similar 
provisions.\8\ The Commission believes that the proposed waiver could 
enhance competition among the markets, as the Exchange seeks to become 
a more attractive listing venue and a viable alternative to listing on 
other national securities exchanges.
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    \8\ See Nasdaq Rule IM-4500-4 and NYSE Listed Company Manual 
Section 902.02.
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    Based on the above, the Commission believes the proposed fee 
waiver, which is retroactively effective to June 24, 2008, the date of 
the filing of the proposed rule change,\9\ does not constitute an 
inequitable allocation of reasonable dues, fees, and other charges 
under Section 6(b)(4) of the Act,\10\ does not permit unfair 
discrimination between issuers under Section 6(b)(5) of the Act,\11\ 
and is otherwise consistent with the requirements of the Act.
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    \9\ See supra note 3.
    \10\ 15 U.S.C. 78f(b)(4).
    \11\ 15 U.S.C. 78f(b)(5).
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IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\12\ that the proposed rule change (SR-NYSEArca-2008-47) is hereby 
approved.
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    \12\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-19513 Filed 8-21-08; 8:45 am]

BILLING CODE 8010-01-P
