[Federal Register Volume 79, Number 213 (Tuesday, November 4, 2014)]
[Notices]
[Pages 65436-65437]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-26119]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-73457; File No. SR-CTA/CQ-2014-02]
Consolidated Tape Association; Order Approving the Twentieth
Substantive Amendment to the Second Restatement of the Consolidated
Tape Association Plan and Fourteenth Substantive Amendment to the
Restated Consolidated Quotation Plan
October 29, 2014.
I. Introduction
On August 6, 2014, the Chicago Board Options Exchange,
Incorporated, on behalf of Participants in the Second Restatement of
the Consolidated Tape Association (``CTA'') Plan and the Restated
Consolidated Quotation (``CQ'') Plan (collectively the
``Participants'') \1\ filed with the Securities and Exchange Commission
(``SEC'' or ``Commission'') pursuant to Section 11A of the Securities
Exchange Act of 1934 (``Act''),\2\ and Rule 608 thereunder,\3\ a
proposal to amend the Second Restatement of the CTA Plan and Restated
CQ Plan (collectively, the ``Plans'').\4\ The proposal represents the
twentieth substantive amendment to the CTA Plan (``Twentieth Amendment
to the CTA Plan'') and the fourteenth substantive amendment to the CQ
Plan (``Fourteenth Amendment to the CQ Plan''), and reflects changes
unanimously adopted by the Participants. The Twentieth Amendment to the
CTA Plan and the Fourteenth Amendment to the CQ Plan (collectively
``the Amendments'') would amend the Plans to change certain voting
requirements under the CTA Plan and the CQ Plan. The proposed
Amendments were published for comment in the Federal Register on
October 7, 2014.\5\ No comment letters were received in response to the
Notice. This order approves the proposed Amendments to the Plans.
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\1\ Each participant executed the proposed amendment. The
Participants are: BATS Exchange, Inc., BATS-Y Exchange, Inc.,
Chicago Board Options Exchange, Incorporated, Chicago Stock
Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., Financial
Industry Regulatory Authority, Inc., International Securities
Exchange, LLC, NASDAQ OMX BX, Inc., NASDAQ OMX PHLX, Inc., Nasdaq
Stock Market LLC, National Stock Exchange, Inc., New York Stock
Exchange LLC, NYSE Arca, Inc. and NYSE MKT LLC.
\2\ 15 U.S.C. 78k-1.
\3\ 17 CFR 242.608.
\4\ See Securities Exchange Act Release Nos. 10787 (May 10,
1974), 39 FR 17799 (May 20, 1974) (declaring the CTA Plan
effective); 15009 (July 28, 1978), 43 FR 34851 (August 7, 1978)
(temporarily authorizing the CQ Plan); and 16518 (January 22, 1980),
45 FR 6521 (January 28, 1980) (permanently authorizing the CQ Plan).
The most recent restatement of both Plans was in 1995. The CTA Plan,
pursuant to which markets collect and disseminate last sale price
information for non-NASDAQ listed securities, is a ``transaction
reporting plan'' under Rule 601 under the Act, 17 CFR 242.601, and a
``national market system plan'' under Rule 608 under the Act, 17 CFR
242.608. The CQ Plan, pursuant to which markets collect and
disseminate bid/ask quotation information for listed securities, is
a ``national market system plan'' under Rule 608 under the Act, 17
\5\ See Securities Exchange Act Release No. 73285 (October 1,
2014), 79 FR 60555 (``Notice'').
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II. Description of the Proposal
The Amendments propose (a) to change the voting requirement for
amending the capacity planning process under both the CTA Plan and the
CQ Plan from a unanimous vote to the affirmative vote of a majority of
all Participants entitled to vote, (b) to change the voting requirement
for reducing a fee under both the CTA Plan and the CQ Plan from
unanimity to the affirmative vote of two-thirds of all Participants
entitled to vote, and (c) to change the voting requirement for
establishing a new fee or to delete an existing fee under the CQ Plan
from unanimity to the affirmative vote of two-thirds of all
Participants entitled to vote.
III. Discussion
After careful review, the Commission finds that the Amendments to
the Plans are consistent with the requirements of the Act and the rules
and regulations thereunder,\6\ and, in particular, Section 11A(a)(1) of
the Act \7\ and Rule 608 thereunder \8\ in that they are necessary or
appropriate in the public interest, for the protection of investors and
the maintenance of fair and orderly markets, to remove impediments to,
and perfect the mechanisms of, a national market system. The Commission
believes a majority vote, rather than a unanimous vote, will provide
the CTA and the CQ Plan's Operating Committee greater flexibility to
revise the capacity planning process when they find it beneficial to do
so. The Commission notes that the Nasdaq/UTP Plan requires a majority
vote to effect changes to the capacity planning process.
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\6\ The Commission has considered the proposed amendments'
impact on efficiency, competition, and capital formation. 15 U.S.C.
78c(f).
\7\ 15 U.S.C. 78k-1(a)(1).
\8\ 17 CFR 240.608.
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Similarly, the Commission believes that a two-thirds majority vote
to reduce or eliminate an existing fee or establish
[[Page 65437]]
a new fee should provide the Participants more flexibility to change
fees. Current voting requirements for reducing or eliminating an
existing fee or for establishing a new fee vary widely under the CTA
and CQ Plans.\9\ The proposed Amendments harmonize requirements under
the Plans for effecting fee-related changes. As a result of the
proposed Amendments, both Plans would require a two-thirds vote to
establish or increase a fee or to eliminate or reduce a fee. These
changes would provide Participants with greater flexibility with
respect to the Plans' fee schedule. The changes would also harmonize
voting requirements under the CTA Plan and the CQ Plan with
corresponding requirements under the OPRA Plan.
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\9\ See Notice at 60555.
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IV. Conclusion
It is therefore ordered, pursuant to Section 11A of the Act,\10\
and the rules thereunder, that the proposed Amendments to the CTA and
CQ Plans are approved.
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\10\ 15 U.S.C. 78k-1.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\11\
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\11\ 17 CFR 200.30-3(a)(27).
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Kevin M. O'Neil,
Deputy Secretary.
[FR Doc. 2014-26119 Filed 11-3-14; 8:45 am]
BILLING CODE 8011-01-P