[Federal Register Volume 78, Number 25 (Wednesday, February 6, 2013)]
[Notices]
[Pages 8657-8659]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-02624]


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SECURITIES AND EXCHANGE COMMISSION


Self-Regulatory Organizations; EDGA Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change Relating to 
Amendment to EDGA Rule 13.9

January 31, 2013.
    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 January 22, 2013 the EDGA Exchange, Inc. (the ``Exchange'' or 
``EDGA'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II, which items have been prepared by the self-regulatory organization. 
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

    The Exchange proposes a rule change to amend Rule 13.9 to allow 
Members the option to opt-out their routed orders from inclusion in the 
Edge Routed

[[Page 8658]]

Liquidity Report\SM\ on a market participant identifier(s) 
(``MPID(s)'') basis. All of the changes described herein are applicable 
to EDGA Members. The text of the proposed rule change is available on 
the Exchange's Internet Web site at www.directedge.com, at the 
Exchange's principal office, and at the Public Reference Room of the 
Commission.

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 these statements may be examined at 
the places specified in Item IV below. The self-regulatory organization 
has prepared summaries, set forth in sections A, B and C below, of the 
most significant aspects of such statements.

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

1. Purpose
    In SR-EDGA-2012-38 (the ``Filing''),\3\ the Exchange introduced a 
new market data product, Edge Routed Liquidity Report (``Edge Routed 
Liquidity Report'' or the ``Service'') to Members \4\ and non-Members 
of the Exchange (collectively referred to as ``Subscribers''). The Edge 
Routed Liquidity Report is a data feed that contains all historical 
order information for orders routed to away destinations by the 
Exchange. The Filing stated that Edge Routed Liquidity Report is 
offered as either a standard report (the ``Standard Report'') or a 
premium report (the ``Premium Report'') (the Standard Report and the 
Premium Report shall be collectively referred to as the ``Reports''). 
In SR-EDGA-2012-42,\5\ the Exchange amended Rule 13.9 to provide 
additional information regarding the features of the Standard Report 
and the Premium Report.
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    \3\ Securities Exchange Act Release No. 67765 (August 31, 2012), 
77 FR 55248 (September 7, 2012) (SR-EDGA-2012-38).
    \4\ A Member is any registered broker or dealer that has been 
admitted to membership in the Exchange.
    \5\ See Securities Exchange Act Release No. 67909 (September 21, 
2012), 77 FR 59441 (September 27, 2012) (SR-EDGA-2012-42).
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    The Exchange proposes to amend Rule 13.9 to state that Members will 
have the ability to request, on a MPID basis, and in a form prescribed 
by the Exchange, that their routed orders will not be included in the 
Edge Routed Liquidity Report.
    If a Member wishes to opt-out their routed orders from inclusion in 
the Service, such Member must submit a request to the Exchange in a 
form prescribed by the Exchange. Such request will prevent the display 
of the Member's routed orders in the Service effective as of the day 
the request was submitted. Members can notify the Exchange via email if 
they wish to revoke their election. Such request will be effective as 
of the day the request was submitted.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the objectives of Section 6 of the Act,\6\ in general, and with 
Section 6(b)(5) of the Act \7\ in particular, which requires, among 
other things, that the Exchange's rules are not designed to unfairly 
discriminate between customers, issuers, brokers or dealers and are 
designed to prevent fraudulent and manipulative acts and practices, to 
promote just and equitable principles of trade, to foster cooperation 
and coordination with persons engaged in regulating, clearing, 
settling, processing information with respect to, and facilitating 
transactions in securities, to remove impediments to and perfect the 
mechanism of a free and open market and a national market system, and, 
in general, to protect investors and the public interest.
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    \6\ 15 U.S.C. 78f.
    \7\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed amendment is consistent 
with those principles as Members' election to be included or excluded 
in the Service is completely voluntary at any time. Providing Members 
the ability to opt-out their routed orders from inclusion in the 
Service makes available an additional choice that previously did not 
exist. Members that do not wish to represent their orders in the 
Service for any reason will be allowed to opt-out their routed orders 
(on an MPID basis) from being included in the Service and any Member 
may cancel their subscription to the Service at any time.
    The Exchange also believes that the proposed amendment is 
consistent with the principles of Section 6(b)(5) of the Act because 
allowing Members the ability to opt-out their routed order data from 
inclusion in the Service does not implicate any concerns related to 
manipulation or fraud. Because all data in the Service is displayed on 
an anonymous basis, Subscribers will be unaware of which Members have 
chosen to opt-out their routed order data from the Service.
    Lastly, the proposal is nondiscriminatory because it applies 
uniformly to all Members. The Exchange believes that it is important to 
make this feature transparent to Subscribers of the Service by 
proposing to codify this principle in Rule 13.9.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purposes of the Act. As the Service 
is similar to those historical data products already provided by other 
exchanges, the Exchange believes the Service increases competition in 
the market for historical data products.\8\ In addition, the Exchange 
believes that the ability of Members to exclude their routed orders 
from the Service will help to maintain the competitiveness of the 
Service. This is because the Exchange believes that this additional 
feature will attract greater order flow to the Exchange as certain 
Members that do not wish their routed order information from being 
provisioned within the Service will simply exclude their routed orders 
from the Service as opposed to taking that additional order flow to 
other competing exchanges. Accordingly, allowing Members the option to 
exclude their routed order flow from the Service enables the Exchange 
to remain competitive with other exchanges.
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    \8\ See Securities Exchange Act Release No. 61885 (April 9, 
2010), 75 FR 20018 (April 16, 2010) (SR-BATS-2010-002) (adopting 
BATS market data products, including BATS Historical Data Products); 
see also, NYSE Technologies, Market Data, www.nyxdata.com (providing 
information regarding historical data products offered by the NYSE; 
see also, NASDAQ Rules 7022 and 7023 (establishing fees for 
Historical Research and Administrative Reports and NASDAQ Depth-of-
Book Data); see also, Securities Exchange Act Release No. 61416 
(January 25, 2010), 75 FR 5821 (February 4, 2010) (SR-NASDAQ-2010-
010) (relating to NASDAQ rule governing Historical ModelView 
product); see also, Securities Exchange Act Release No. 66403 
(February 15, 2012), 77 FR 10593 (February 22, 2012) (SR-EDGA-2012-
05) (adopting EdgeBook Cloud service); see also, Securities Exchange 
Act Release No. 66402 (February 15, 2012), 77 FR 10595 (February 22, 
2012) (SR-EDGX-2012-05) (adopting EdgeBook Cloud service).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants or Others

    The Exchange has not solicited, and does not intend to solicit, 
comments on this proposed rule change. The Exchange has not received 
any

[[Page 8659]]

unsolicited written comments from its Members or other interested 
parties.

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

    Because the foregoing proposed rule change: (1) Does not 
significantly affect the protection of investors or the public 
interest; (2) does not impose any significant burden on competition; 
and (3) by its terms does not become operative for 30 days after the 
date of this filing, or such shorter time as the Commission may 
designate if consistent with the protection of investors and the public 
interest, the proposed rule change has become effective pursuant to 
Section 19(b)(3)(A) \9\ of the Act and Rule 19b-4(f)(6) thereunder.\10\
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    \9\ 15 U.S.C. 78s(b)(3)(A).
    \10\ 17 CFR 240.19b-4(f)(6).
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    A proposed rule change filed under 19b-4(f)(6) normally may not 
become operative prior to 30 days after the date of filing.\11\ 
However, Rule 19b-4(f)(6)(iii) \12\ permits the Commission to designate 
a shorter time if such action is consistent with the protection of 
investors and the public interest. The Exchange has requested that the 
Commission waive the 30-day operative delay. The Exchange notes that 
waiver of the 30-day operative delay will allow Members who wish to 
opt-out their routed orders from inclusion in the Service to do so 
immediately without further delay. The Exchange notes that, without the 
ability to opt-out their routed orders from inclusion in the Service, 
Members may elect to redirect their routed order flow to the Exchange's 
competitors. Accordingly, the Exchange believes that this additional 
feature should not be delayed as it will allow the Exchange to remain 
competitive with other market centers. The Commission believes that 
waiving the 30-day operative delay is consistent with the protection of 
investors and the public interest because such waiver would allow 
Members who wish to maintain order flow to the Exchange but who do not 
want their routed orders included in the Service to opt-out 
immediately. For this reason, the Commission designates the proposed 
rule change to be operative upon the operative date of the Filing.\13\
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    \11\ 17 CFR 240.19b-4(f)(6)(iii). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
    \12\ Id.
    \13\ For the purposes only of waiving the 30-day operative 
delay, the Commission has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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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-EDGA-2013-02 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.

All submissions should refer to File Number SR-EDGA-2013-02. 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 Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available 
for inspection and copying at the principal office of EDGA. 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-EDGA-2013-02 and should be 
submitted on or before February 27, 2013.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-02624 Filed 2-5-13; 8:45 am]
BILLING CODE 8011-01-P