
[Federal Register: December 10, 2009 (Volume 74, Number 236)]
[Notices]               
[Page 65568-65569]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr10de09-89]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-61104; File No. SR-NYSEArca-2009-106]

 
Self-Regulatory Organizations; Notice of Filing of Proposed Rule 
Change by NYSE Arca, Inc. Relating to the Listing Fee and Annual Fee 
Applicable to Derivative Securities Products

December 3, 2009.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that, on November 24, 2009, NYSE Arca, Inc. (``NYSE Arca'' or the 
``Exchange'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I, II, 
and III below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    NYSE Arca, through its wholly owned subsidiary NYSE Arca Equities, 
Inc. (``NYSE Arca Equities''), is proposing to amend its Schedule of 
Fees and Charges for Exchange Services (``Fee Schedule'') to revise the 
Listing Fees and Annual Fees applicable to Derivative Securities 
Products listed on NYSE Arca, LLC (``NYSE Arca Marketplace''), the 
equities facility of NYSE Arca Equities. The revised portions of the 
Fee Schedule are attached to the filing as Exhibit 5. A copy of this 
filing is available on the Exchange's Web site at http://www.nyx.com, 
at the Exchange's principal office and at the Commission's Public 
Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    NYSE Arca has determined to amend the Exchange's Schedule of Fees 
and Changes for Exchange Services to revise the Listing Fee and Annual 
Fee applicable to Derivative Securities Products (``DSPs'') listed on 
the NYSE Arca Marketplace.\3\ Specifically, the Exchange proposes to 
increase the Listing Fee for each issue of DSPs, with the exception of 
Managed Fund Shares listed under NYSE Arca Equities Rule 8.600, and 
Managed Trust Securities listed under NYSE Arca Equities Rule 8.700, 
from $5,000 to $7,500. For Managed Fund Shares and Managed Trust 
Securities, the Listing Fee will be $10,000.
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    \3\ As specified in footnote 3 to the Fee Schedule, for the 
purposes of the Fee Schedule, the term ``Derivative Securities 
Products'' includes securities described in NYSE Arca Equities Rules 
5.2(j)(3) (Investment Company Units); 8.100 (Portfolio Depositary 
Receipts); 8.200 (Trust Issued Receipts); 8.201 (Commodity-Based 
Trust Shares); 8.202 (Currency Trust Shares); 8.203 (Commodity Index 
Trust Shares); 8.204 (Commodity Futures Trust Shares); 8.300 
(Partnership Units); 8.500 (Trust Units); 8.600 (Managed Fund 
Shares), and 8.700 (Managed Trust Securities).
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    In addition, the Exchange proposes to amend the Annual Fee 
applicable to DSPs. For DSPs, with the exception of Managed Fund Shares 
and Managed Trust Securities, the Exchange proposes to increase the 
Annual Fee to $5,000 for each such issue with fewer than 25 million 
shares outstanding; $7,500 for each such issue with 25 million to 
49,999,999 shares outstanding; and $10,000 for each such issue with 50 
million to 99,999,999 shares outstanding. The current Annual Fee for 
all DSP issues is $2,000 for an issue with less than 25 million shares 
outstanding; $4,000 for an issue with 25 million to 49,999,999 shares 
outstanding; and $8,000 for an issue with 50 million to 99,999,999 
shares outstanding. For DSP issues, except for Managed Fund Shares and 
Managed Trust Securities, that have 100 million shares or more 
outstanding, the Annual Fee will remain unchanged.
    For Managed Fund Shares and Managed Trust Securities, the Exchange 
proposes to impose an Annual Fee for each such issue as follows:

------------------------------------------------------------------------
                                                                 Annual
               Shares outstanding (each issue)                    fee
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Less than 25 million.........................................     $7,500
25 million up to 49,999,999..................................     10,000
50 million up to 99,999,999..................................     12,500
100 million up to 249,999,999................................     20,000
250 million up to 499,999,999................................     30,000
500 million and over.........................................     40,000
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    The Exchange believes that the proposed increases in the Listing 
Fee and, for certain DSPs, in the Annual Fee, are reasonable and 
appropriate in view of the increased costs incurred by the Exchange to 
support the rule making process, listing administration process, issuer 
services, and consultative legal services provided to issuers in 
support of new product development as the industry evolves with 
innovative product lines for investors.

[[Page 65569]]

    The Exchange believes that a higher Listing Fee and Annual Fee for 
Managed Fund Shares and Managed Trust Securities, compared to other 
DSPs, is appropriate in that the Exchange generally expends greater 
resources to provide services in connection with the listing and 
administration of such securities than for other DSPs.
    The Exchange notes further that the proposed Listing Fee and Annual 
Fee for DSPs are substantially lower than such fees for listing of 
common and preferred stock on the Exchange. The Listing Fee for common 
and preferred stock ranges from $100,000 to $150,000, and the Annual 
Fee ranges from $30,000 to $85,000.
    The Listing Fee and Annual Fee as proposed to be amended will take 
effect as of January 1, 2010.
2. Statutory Basis
    NYSE Arca believes that the proposal is consistent with Section 
6(b) \4\ of the Securities Exchange Act of 1934 (the ``Act''), in 
general, and Section 6(b)(4) \5\ of the Act, in particular, in that it 
provides for the equitable allocation of reasonable dues, fees and 
other charges among its issuers and other persons using its facilities. 
The Exchange believes that the proposed Listing Fee and, for certain 
DSPs, Annual Fee increases are reasonable and appropriate in view of 
costs incurred for administrative and regulatory services provided by 
the Exchange with respect to such DSP issues.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(4).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within 35 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) By order approve the proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://
www.sec.gov/rules/sro.shtml); or
     Send an e-mail to rule-comments@sec.gov. Please include 
File No. SR-NYSEArca-2009-106 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-1090.
    All submissions should refer to File No. SR-NYSEArca-2009-106. This 
file number should be included on the subject line if e-mail is used. 
To help the Commission process and review your comments more 
efficiently, please use only one method. The Commission will post all 
comments on the Commission's Internet Web site (http://www.sec.gov/
rules/sro.shtml). Copies of the submission,\6\ all subsequent 
amendments, all written statements with respect to the proposed rule 
change that are filed with the Commission, and all written 
communications relating to the proposed rule change between the 
Commission and any person, other than those that may be withheld from 
the public in accordance with the provisions of 5 U.S.C. 552, will be 
available for inspection and copying in the Commission's Public 
Reference Room, 100 F Street, NE., Washington, DC 20549, on official 
business days between the hours of 10 a.m. and 3 p.m. Copies of such 
filing also will be available for inspection and copying at the 
principal office of NYSE Arca. All comments received will be posted 
without change; the Commission does not edit personal identifying 
information from submissions. You should submit only information that 
you wish to make available publicly. All submissions should refer to 
File No. SR-NYSEArca-2009-106 and should be submitted on or before 
December 31, 2009.
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    \6\ The text of the proposed rule change is available on NYSE 
Arca's Web site at http://www.nyx.com, on the Commission's Web site 
at http://www.sec.gov, at NYSE Arca, and at the Commission's Public 
Reference Room.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\7\
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    \7\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-29392 Filed 12-9-09; 8:45 am]

BILLING CODE 8011-01-P
