[Federal Register Volume 77, Number 20 (Tuesday, January 31, 2012)]
[Notices]
[Pages 4841-4842]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-2022]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-66242; File No.10-206]


BOX Options Exchange LLC; Notice of Filing of Application, as 
Amended, for Registration as a National Securities Exchange Under 
Section 6 of the Securities Exchange Act of 1934

January 26, 2012.
    On December 19, 2011, BOX Options Exchange LLC (the ``Applicant'' 
or ``BOX Exchange'') submitted to the Securities and Exchange 
Commission (``Commission'') a Form 1 application under the Securities 
Exchange Act of 1934 (``Exchange Act''), seeking registration as a 
national securities exchange under Section 6 of the Exchange Act.\1\ On 
December 28, 2011, the Applicant submitted Amendment No. 1 to its Form 
1 application.\2\ The Commission is publishing this notice to solicit 
comments on the Applicant's Form 1 application, as amended. The 
Commission will take these comments into consideration in making its 
determination about whether to grant the Applicant's request to be 
registered as a national securities exchange. The Commission will grant 
the registration if it finds that the requirements of the Exchange Act 
and the rules and regulations thereunder with respect to the Applicant 
are satisfied.\3\
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    \1\ On January 26, 2012, the Commission issued an order granting 
the Applicant exemptive relief, subject to certain conditions, in 
connection with the filing of its Form 1 application. See Securities 
Exchange Act Release No. 66241. Because the Applicant's Form 1 
application was incomplete without the exemptive relief, the date of 
filing of such application is January 26, 2012.
    \2\ Amendment No. 1, among other things, provides the 
unconsolidated financial statements for certain affiliates of the 
Applicant that are required in Exhibit D to Form 1 but were not 
included in the Applicant's initial Form 1 application. In its 
initial Form 1 application, the Applicant only submitted 
consolidated financials for certain of these affiliates.
    \3\ 15 U.S.C. 78s(a).
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    The Applicant's Form 1 application, as amended, provides detailed 
information on how it proposes to satisfy the requirements of the 
Exchange Act. BOX Market LLC (``BOX Market''), a wholly-owned 
subsidiary of BOX Holdings Group LLC (``BOX Holdings'') would own and 
operate the options trading platform as a facility of the Applicant.. 
Specifically, BOX Market would operate the Boston Options Exchange 
(``BOX'') options trading platform, which would be operated as a 
facility of the Applicant, as the successor-in-interest to BOX Options 
Exchange Group, LLC, which currently operates BOX. BOX would be an all-
electronic marketplace for the trading of listed options and would not 
maintain a physical trading floor. Liquidity on BOX would be derived 
from orders to buy and orders to sell submitted electronically by order 
flow providers, as well as from market makers, which would have certain 
market making obligations. The Applicant's Form 1 application is 
available at the Commission's Public Reference Room and www.sec.gov.
    Interested persons are invited to submit written data, views, and 
arguments concerning the Applicant's Form 1 application, as amended, 
including whether the application is consistent with the Exchange Act. 
In addition to any other areas for which interested persons may wish to 
submit comments, the Commission seeks comment on the proposed corporate 
structure of the Applicant. In order to approve the registration, the 
Commission must find that the Applicant is ``so organized and has the 
capacity to be able to carry out the purposes of [the Exchange Act].'' 
\4\ As noted above, the Applicant, BOX Exchange, would be a separate 
corporate entity from BOX Market, the owner and operator of its trading 
facility, BOX. BOX Market would in turn be owned by BOX Holdings. As 
discussed in further detail in the Form 1 documents, the same persons 
would own BOX Exchange and BOX Holdings, albeit in different 
percentages. The Commission requests comment on all aspects of this 
proposed structure, including:
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    \4\ See Section 6(b)(1) of the Exchange Act, 15 U.S.C. 
78f(b)(1).
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    [cir] Commenters views on the registration of an entity as a 
national securities exchange that does not own or operate its trading 
facility.
    [cir] How, if at all, the proposed corporate structure (including 
that the Applicant will not own the facility) potentially would impact 
the ability of the Applicant to carry out its statutory obligations to 
regulate and oversee BOX. If commenters believe there would be an 
impact, and that the impact could be detrimental, what, if any, steps 
do commenters think the Commission could take to address the potential 
impact?
    [cir] How, if at all, the proposed corporate structure potentially 
would impact the ability of the Commission to carry out its oversight 
responsibilities with respect to BOX Exchange and its trading facility 
BOX.
    [cir] What are commenters' views as to whether the separation of 
the regulatory and oversight function of the Applicant from the market 
operations function in the manner proposed would have an impact on the 
independence of the regulatory function of the Applicant and its 
ability to fulfill its responsibilities? If commenters believe that 
there would be an impact, please describe the nature of the impact and 
the reasoning as to why they believe it would occur.
    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 email to [email protected]. Please include 
File Number 10-206) on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, Station Place, 100 F 
Street NE., Washington, DC 20549-1090.

All submissions should refer to File Number 10-206. This file number 
should be included on the subject line if email 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, all subsequent amendments, all written 
statements with respect to the Applicant's Form 1 applications filed 
with the Commission, and all written communications relating to the 
application 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 Web site viewing and printing 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. 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

[[Page 4842]]

available publicly. All submissions should refer to File Number 10-206 
and should be submitted on or before March 16, 2012.

    By the Commission.
Elizabeth M. Murphy,
Secretary.
[FR Doc. 2012-2022 Filed 1-30-12; 8:45 am]
BILLING CODE 8011-01-P