[Federal Register Volume 78, Number 11 (Wednesday, January 16, 2013)]
[Notices]
[Pages 3485-3486]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-00771]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-68620; File No. SR-CHX-2012-20]


Self Regulatory Organizations; Chicago Stock Exchange, Inc.; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Alter Exchange Rules and Fee Schedule Relating to Annual Listing 
Maintenance Fees

January 10, 2013.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on December 31, 2012, the Chicago Stock Exchange, Inc. (``CHX'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``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

    CHX proposes to amend Exchange Rules and its Schedule of 
Participant Fees and Assessments (the ``Fee Schedule'') to alter fees 
relating to listings. The Exchange proposes to implement the fee change 
on January 1, 2013. The text of this proposed rule change is available 
on the Exchange's Web site at http://www.chx.com/rules/proposed_rules.htm, at the principal office of the Exchange, 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
    The Exchange proposes to amend its listings rules and Fee Schedule 
to revise its existing annual listing maintenance fee. The Exchange 
proposes to make the fee change operative on January 1, 2013 as its 
listing maintenance fee is assessed annually on that date. Should the 
proposed fee changes take effect after January 1, 2013, the Exchange 
notes that it will fail to benefit from significant revenue associated 
with the proposed fee change.
    Currently, the Exchange imposes an annual listing maintenance fee 
of $1 per 20,000 shares to maintain listings. Under the existing rules, 
the Exchange imposes a minimum annual maintenance fee of $1,250 but 
also caps the fee at a maximum annual maintenance fee of $3,000. The 
Exchange proposes to keep its current minimum annual maintenance fee at 
$1,250 but to increase its maximum annual maintenance fee to $5,000. 
The change is proposed to increase revenue to the Exchange \3\ and to 
defray the costs associated with supporting the listing program. The 
Exchange proposes increasing the maximum annual maintenance fee to 
better compensate the Exchange for those listings that incur greater 
costs.
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    \3\ The Commission notes that the Exchange has represented that 
the increased revenue from the fee change will defray costs 
associated with supporting its listing program. See ``Statutory 
Basis'' infra.
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act \4\ in general, and furthers the 
objectives of Sections 6(b)(4) and 6(b)(5) of the Act \5\ in particular 
because it provides for the equitable allocation of reasonable dues, 
fees, and other charges among its members and issuers and other persons 
using its facilities and does not unfairly discriminate between 
customers, issuers, or broker dealers.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange believes that the change is reasonable because the 
increased revenue from the fee change will defray costs associated with 
supporting its listing program. Further, the Exchange believes that 
increasing the cap on the annual listing maintenance fee is a 
reasonable and equitable solution as many of the costs associated with 
the listing program are associated with the maintenance of currently 
listed companies. Furthermore, while the Exchange believes that the 
minimum annual listing maintenance fee of $1,250 compensates it, at 
this time, for the fixed costs associated with maintaining any listing, 
the variable costs associated with larger or additional listings can be 
much higher and, as such, the Exchange believes it is reasonable to 
raise the annual maintenance fee cap. The Exchange notes that the fee 
change is reasonable in comparison to continuing annual listing fees at 
certain other U.S. Equities exchanges.\6\
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    \6\ See NYSE Arca, Nasdaq, and BATS listing fees for differing 
calculations.
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    The Exchange also believes that the proposed change is not unfairly 
discriminatory because the proposed fee changes are directly related to 
those current CHX listings that incur additional costs to the Exchange. 
For example, a large CHX listing incurs additional costs to the 
Exchange's listing department though it may qualify for the maximum 
annual maintenance fee cap. The Exchange believes that raising the 
annual maintenance fee cap

[[Page 3486]]

is an equitable and non-discriminatory way to directly recuperate the 
increased ongoing costs associated with those listings that are 
primarily responsible for such costs. In raising its maximum annual 
listing maintenance fee, the Exchange will receive revenue from 
continuing listings and thereby directly aid in supporting its listing 
program.
    Finally, the Exchange notes that it operates in a highly 
competitive market in which market participants can readily favor 
competing venues. In such an environment, the Exchange must continually 
review, and consider adjusting, its fees and credits to remain 
competitive with other exchanges. For the reasons described above, the 
Exchange believes that the proposed rule change reflects this 
competitive environment.

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. The rule change is designed 
to raise the annual maintenance fee cap as an equitable and non-
discriminatory way to directly recuperate the increased ongoing costs 
associated with those listings that are primarily responsible for such 
costs. As those listings incur additional costs to the Exchange, the 
Exchange believes that the proposed rule change more fairly allocates 
costs associated with this activity. The Exchange therefore believes 
that the rule change does not impose a disparate burden on competition 
either among or between classes of market participants. As stated 
above, the proposed change will raise revenue to the Exchange and 
defray costs associated with continuing to support its listing program. 
Further, supporting a listing program on an exchange benefits 
competition in the industry as market participants have choices, 
including the option to list on that exchange. In addition, the 
Exchange notes that it operates in a highly competitive market in which 
market participants can readily favor competing venues. In such an 
environment, the Exchange must continually review, and consider 
adjusting, its fees and credits to remain competitive with other 
exchanges. For the reasons described above, the Exchange believes that 
the proposed rule change promotes a competitive environment.

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

    The foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \7\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \8\ thereunder, because it establishes a due, fee, or other charge 
imposed by CHX.
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    \7\ 15 U.S.C. 78s(b)(3)(A).
    \8\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act.

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 email to [email protected]. Please include 
File Number SR-CHX-2012-20 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 Number SR-CHX-2012-20. 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 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 Web site viewing and 
printing in the Commission's Public Reference Section, 100 F Street 
NE., Washington, DC 20549-1090, on official business days between 10:00 
a.m. and 3:00 p.m. Copies of the filing will also be available for 
inspection and copying at the CHX's principal office and on its 
Internet Web site at www.chx.com. 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 Number SR-CHX-2012-20 and should be submitted on or before 
February 6, 2013.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\9\
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    \9\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-00771 Filed 1-15-13; 8:45 am]
BILLING CODE 8011-01-P