[Federal Register Volume 79, Number 38 (Wednesday, February 26, 2014)]
[Notices]
[Pages 10861-10862]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-04129]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71586; File No. SR-Topaz-2014-06]


Self-Regulatory Organizations; Topaz Exchange, LLC; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change Relating to 
the Amendment of Topaz Exchange, LLC's Constitution, Certificate of 
Formation, Limited Liability Company Agreement, Rules and Schedule of 
Fees To Change the Name of the Exchange to ISE Gemini, LLC

February 20, 2014.
    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 February 10, 2014, Topaz Exchange, LLC (the ``Exchange'') filed 
with the Securities and Exchange Commission (the ``Commission'') the 
proposed rule change as described in Items I and II below, 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 to amend its Constitution, Certificate of 
Formation, LLC Agreement, Rules and Schedule of Fees to change the name 
of the Exchange to ISE Gemini, LLC. The Exchange is also proposing one 
other technical change to its LLC Agreement for clarification purposes. 
The text of the proposed rule change is available at the Commission's 
Public Reference Room and on the Exchange's Internet Web site at http://www.ise.com.

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 Exchange 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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend its Constitution, Certificate of 
Formation, LLC Agreement, Rules and Schedule of Fees, in each case, to 
change the name of the Exchange to ISE Gemini, LLC. The Exchange is 
also proposing one technical revision to the LLC Agreement to reflect 
that the LLC Agreement has been approved.
    At the time of formation, the name of the Exchange was established 
as ``Topaz Exchange, LLC.'' As of the launch date, the Exchange was 
doing business as ``ISE Gemini.'' The Exchange has now determined that 
for marketing purposes, it would be desirable to change the name of the 
Exchange to ``ISE Gemini, LLC.''
    Specifically, the Constitution and Certificate of Formation \3\ 
would be amended to remove the reference to ``Topaz Exchange, LLC'' and 
replace it with ``ISE Gemini, LLC.''
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    \3\ Upon effectiveness of this rule change to change the name of 
the Exchange to ISE Gemini, LLC, the Exchange will officially amend 
its Certificate of Formation in the State of Delaware to reflect the 
new name, as indicated in Exhibit 5B attached hereto.
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    In the LLC Agreement, references to ``Topaz Exchange, LLC'' and 
``Topaz'' would be replaced with ``ISE Gemini, LLC'' and ``ISE 
Gemini,'' respectively. In addition, the following language located on 
the signature page of the LLC Agreement would be deleted in light of 
the fact that the LLC Agreement has been approved:
    ``To be approved at the first meeting of the Interim Board of 
Directors of Topaz Exchange, LLC which will be held after the grant of 
registration of the Topaz Form 1 application by the U.S. Securities 
Exchange Commission.''
    In the Exchange's Rules and Schedule of Fees, references to ``Topaz 
Exchange, LLC'' and ``Topaz,'' would be replaced with ``ISE Gemini, 
LLC'' and ``ISE Gemini,'' respectively.
    None of the foregoing changes are substantive.
2. Statutory Basis
    The basis under the Securities Exchange Act of 1934 (the ``Exchange 
Act'') for this proposed rule change is the requirement under Section 
6(b)(5) that an exchange have rules that are designed to prevent 
fraudulent and manipulative acts and practices, to promote just and 
equitable principles of trade, to remove impediments to and perfect the 
mechanism for a free and open market and a national market system, and, 
in general, to protect investors and the public interest. The Exchange 
proposes to change its name for marketing purposes, and the proposed 
rule change is intended to accurately reflect the name change in the 
Exchange's rules and governing documents. In addition, as a technical 
change, the Exchange is proposing to delete an outdated explanation on 
the signature page of the LLC Agreement to reflect the current state of 
affairs, which is in line with good corporate governance practices.

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

    The proposed rule change does not impose any burden on competition 
that is not necessary or appropriate in furtherance of the purposes of 
the Act. The proposed rule change to change the name of the Exchange to 
ISE Gemini, LLC is technical in nature, and therefore, does not 
implicate any burdens on competition.

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 unsolicited written comments from members or other interested 
parties.

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

    The foregoing rule change has become effective pursuant to Section 
19(b)(3) of

[[Page 10862]]

the Act \4\ and Rule 19b-4(f)(3) \5\ thereunder. At any time within 60 
days of the filing of such proposed rule change, the Commission may 
summarily 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. If the Commission takes such action, the 
Commission shall institute proceedings to determine whether the 
proposed rule should be approved or disapproved.
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    \4\ 15 U.S.C. 78s(b)(3)(A).
    \5\ 17 CFR 19b-4(f)(3).
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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 No. SR-Topaz-2014-06 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-Topaz-2014-06. 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 the filing also will be available for inspection 
and copying at the principal office of the Exchange. 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-Topaz-2014-06 and should be 
submitted on or before March 19, 2014.
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    \6\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\6\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-04129 Filed 2-25-14; 8:45 am]
BILLING CODE 8011-01-P