80_FR_34879 80 FR 34763 - Self-Regulatory Organizations; Miami International Securities Exchange LLC; Order Approving a Proposed Rule Change To Amend Exchange Rule 515

80 FR 34763 - Self-Regulatory Organizations; Miami International Securities Exchange LLC; Order Approving a Proposed Rule Change To Amend Exchange Rule 515

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 116 (June 17, 2015)

Page Range34763-34765
FR Document2015-14826

Federal Register, Volume 80 Issue 116 (Wednesday, June 17, 2015)
[Federal Register Volume 80, Number 116 (Wednesday, June 17, 2015)]
[Notices]
[Pages 34763-34765]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-14826]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75152; File No. SR-MIAX-2015-19)


Self-Regulatory Organizations; Miami International Securities 
Exchange LLC; Order Approving a Proposed Rule Change To Amend Exchange 
Rule 515

June 11, 2015.

I. Introduction

    On April 13, 2015, Miami International Securities Exchange LLC 
(``MIAX'' or ``Exchange'') filed with the Securities and Exchange 
Commission (``Commission''), pursuant to Section 19(b)(1) of the 
Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 
thereunder,\2\ a proposed rule change to amend Exchange Rule 515 
regarding the functionality of Customer Cross Order and Qualified 
Contingent Cross Order types. The proposed rule change was published 
for comment in the Federal Register on April 30, 2015.\3\ The 
Commission did not receive any comments on the proposal. This order 
approves the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 74809 (April 24, 
2015), 80 FR 24297 (SR-MIAX-2015-19) (``Notice'').
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II. Description of the Proposal

    The Exchange proposes amendments to MIAX Rule 515(h) to provide 
that trading interest that is subject to an ongoing timer or auction 
will maintain priority over a new incoming Customer Cross Order or 
Qualified Contingent Cross Order. MIAX Rule 515(h)(1) provides that 
Customer Cross Orders \4\ are automatically executed upon entry 
provided that the execution (i) is at or between the best bid and offer 
on the Exchange; (ii) is not at the same price as a Priority Customer 
Order on the Exchange's Book; and (iii) will not trade at a price 
inferior to the national best bid or offer (``NBBO''). Customer Cross 
Orders are automatically canceled if they cannot be executed.\5\ 
Customer Cross Orders may only be entered in the minimum trading 
increments applicable to the options class under Rule 510.\6\
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    \4\ See MIAX Rules 515(h)(1) and 516(i). The Commission notes 
that the Customer Cross Order type is currently not available for 
use on the Exchange. See MIAX Options Regulatory Circular, RC-2015-
05.
    \5\ See Notice, supra note 3, at 24297.
    \6\ See MIAX Rule 515(h)(1).
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    MIAX Rule 515(h)(2) provides that Qualified Contingent Cross Orders 
\7\ are automatically executed upon entry provided that the execution 
(i) is not at the same price as a Priority Customer Order on the 
Exchange's Book; and (ii) is at or between the NBBO. Qualified 
Contingent Cross Orders are automatically canceled if they cannot be 
executed.\8\ Qualified Contingent Cross Orders may only be entered in 
the minimum trading increments applicable to the options class under 
MIAX Rule 510.\9\
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    \7\ See MIAX Rules 515(h)(2) and 516(j). See also MIAX Rule 516, 
Interpretations and Policies .01. The Qualified Contingent Cross 
Order is currently not deployed; however, the Exchange represents 
that it intends to make the order type available pending Commission 
approval of the proposed rule change. See Notice, supra note 3, at 
24297.
    \8\ See Notice, supra note 3, at 24297.
    \9\ See MIAX Rule 515(h)(2).
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    Although neither the Customer Cross Order nor the Qualified 
Contingent Cross Order may be executed at a price inferior to the NBBO, 
the Exchange notes that there are situations at the Exchange during 
which trading interest may exist in the Exchange's System that could be 
executable at prices up to the NBBO but is not automatically executed 
because the Exchange is either attempting to obtain additional price 
improvement for the order or additional liquidity to trade against the 
order on the Exchange. The Exchange states that it employs a variety of 
timers and auctions to provide market participants with an opportunity 
to obtain additional price improvement for their order or to access 
additional liquidity to trade against the order on the Exchange. 
Specifically, during the liquidity refresh pause or managed interest 
process

[[Page 34764]]

pursuant to MIAX Rule 515(c),\10\ or a route timer pursuant to MIAX 
Rule 529,\11\ the Exchange has trading interest that exists that may be 
executable up to the NBBO but is displayed at a price one minimum price 
increment away. In addition, during the price improvement mechanisms 
such as the PRIME Auction or PRIME Solicitation Auction pursuant to 
MIAX Rule 515A,\12\ the Exchange has trading interest that exists that 
may be executable up to the NBBO but is not displayed.\13\
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    \10\ The ``liquidity refresh pause'' is a process during which 
the System will pause the market for a time period not to exceed one 
second to allow additional orders or quotes refreshing the liquidity 
at the MIAX best bid or offer (``MBBO'') to be received when at the 
time of receipt or reevaluation of the initiating order by the 
System: (A) either the initiating order is a limit order whose limit 
price crosses the NBBO or the initiating order is a market order, 
and the limit order or market order could only be partially 
executed; (B) a Market Maker quote was all or part of the MBBO when 
the MBBO is alone at the NBBO; and (C) and the Market Maker quote 
was exhausted. See MIAX Rule 515(c)(2). The ``managed interest 
process'' is a process for non-routable orders during which, if the 
limit price locks or crosses the current opposite side NBBO, the 
System will display the order one MPV away from the current opposite 
side NBBO, and book the order at a price that will lock the current 
opposite side NBBO. Should the NBBO price change to an inferior 
price level, the order's Book price will continuously re-price to 
lock the new NBBO and the managed order's displayed price will 
continuously re-price one MPV away from the new NBBO until (i) the 
order has traded to and including its limit price, (ii) the order 
has traded to and including its price protection limit at which any 
remaining contracts are cancelled, (iii) the order is fully executed 
or (iv) the order is cancelled. See MIAX Rule 515(c)(1)(ii).
    \11\ See MIAX Rule 529. The ``route timer'' is a process for 
those initiating Public Customer orders that are routable, but do 
not meet the additional criteria for Immediate Routing, during which 
the System will implement a route timer not to exceed one second, in 
order to allow Market Makers and other participants an opportunity 
to interact with the initiating order.
    \12\ The ``PRIME Auction'' is a process by which a Member may 
electronically submit for execution (``auction'') an order it 
represents as agent (``agency order'') against principal interest, 
and/or an agency order against solicited interest. See MIAX Rule 
515A(a). The ``PRIME Solicitation Mechanism'' is a process by which 
a Member that represents agency orders of a size of 500 contracts or 
more may electronically execute against solicited orders provided it 
submits both the agency order and solicited orders for electronic 
execution into the PRIME Solicitation Mechanism pursuant to Rule 
515A. See MIAX Rule 515A(b).
    \13\ See Notice, supra note 3, at 24298.
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    According to the Exchange, the execution of a Customer Cross Order 
or Qualified Contingent Cross Order that arrives during a timer or 
auction at a potentially better price than the interest subject to the 
timer or auction has the potential to cause confusion and perceived 
disruption to market participants that are subject to the pre-existing 
timers or auctions that may see executions occurring at better prices 
than their trading interest. In addition, the Exchange believes that 
the timers and auctions provide a valuable service to market 
participants and that the use of these mechanisms, which provide market 
participants with opportunities to obtain additional price improvement 
for their orders or to access additional liquidity to trade against the 
orders, should be promoted on the Exchange. The Exchange proposes to 
modify its Rules in order to maintain the priority of trading interest 
subject to timers and auctions that are initiated prior to the arrival 
of these specified order types. The proposed changes also would codify 
existing functionality for Customer Cross Orders that is not currently 
detailed in the Exchange's Rules.\14\
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    \14\ See id. at 24297.
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    Thus, the Exchange proposes to amend Rule 515 to provide that 
Customer Cross Orders and Qualified Contingent Cross Orders will be 
rejected if there is a timer or price improvement auction in progress 
when either of these orders is received. Specifically, the Exchange 
proposes to amend Rule 515(h)(1) to provide that if trading interest 
exists on the MIAX Book that is subject to the liquidity refresh pause 
or managed interest process pursuant to Rule 515(c), or a route timer 
pursuant to Rule 529, when the Exchange receives a Customer Cross 
Order, the System will reject the Customer Cross Order. The Exchange 
also proposes to amend Rule 515(h)(1) to provide that if trading 
interest exists that is subject to a PRIME Auction or PRIME 
Solicitation Auction pursuant to Rule 515A when the Exchange receives a 
Customer Cross Order, the System will reject the Customer Cross Order.
    In addition, the Exchange proposes to amend Rule 515(h)(2) to 
provide that if trading interest exists on the MIAX Book that is 
subject to the liquidity refresh pause or managed interest process 
pursuant to Rule 515(c), or a route timer pursuant to Rule 529, when 
the Exchange receives a Qualified Contingent Cross Order, the System 
will reject the Qualified Contingent Cross Order. The Exchange also 
proposes to amend Rule 515(h)(2) to provide that if trading interest 
exists that is subject to a PRIME Auction or PRIME Solicitation Auction 
pursuant to Rule 515A when the Exchange receives a Qualified Contingent 
Cross Order, the System will reject the Qualified Contingent Cross 
Order. The Exchange proposes no changes to the Customer Cross Order and 
the Qualified Contingent Cross Order order types, and represents that 
both order types will continue to be subject to the same requirements 
as before.\15\
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    \15\ See id. at 24298.
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III. Discussion and Commission's Findings

    After careful review, the Commission finds that the proposed rule 
change is consistent with the requirements of Section 6 of the Act \16\ 
and the rules and regulations thereunder applicable to a national 
securities exchange.\17\ Specifically, the Commission finds that the 
proposed rule change is consistent with Section 6(b)(5) of the Act,\18\ 
which requires, among other things, that the Exchange's rules be 
designed to promote just and equitable principles of trade, 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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    \16\ 15 U.S.C. 78f.
    \17\ Additionally, in approving the proposed rule change, the 
Commission has considered the proposed rule's impact on efficiency, 
competition, and capital formation. See 15 U.S.C. 78c(f).
    \18\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission believes that it is reasonable for the Exchange's 
rules to provide that trading interest subject to ongoing timers and 
auctions will maintain priority over a new incoming Customer Cross 
Order or Qualified Contingent Cross Order. The proposed rule change 
provides that a Customer Cross Order or Qualified Contingent Cross 
Order will be rejected by the System if there is a timer or price 
improvement auction in progress. In that instance, market participants 
may choose to route their orders to other exchanges or resubmit their 
Customer Cross Order or Qualified Contingent Cross Order to the 
Exchange. The proposed rule change may eliminate potential confusion by 
market participants as to the functionality of the Customer Cross Order 
and Qualified Contingent Cross Order types. The proposed rule change 
also provides clarity regarding the functionality of Customer Cross 
Orders; the Commission notes that the proposed changes would codify 
existing functionality for Customer Cross Orders that is not currently 
detailed in the Exchange's Rules.\19\ Finally, the Commission 
emphasizes that the proposed rule change does not change any of the 
requirements for submitting a Customer Cross Order or Qualified 
Contingent Cross Order set forth in Rule 515.\20\
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    \19\ See Notice, supra note 3, at 24297.
    \20\ See id. at 24298.

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[[Page 34765]]

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\21\ that the proposed rule change (File No. SR-MIAX-2015-19) be, 
and hereby is, approved.
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    \21\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\22\
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    \22\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-14826 Filed 6-16-15; 8:45 am]
 BILLING CODE 8011-01-P



                                                                                     Federal Register / Vol. 80, No. 116 / Wednesday, June 17, 2015 / Notices                                                 34763

                                                    C. Self-Regulatory Organization’s                          available for Web site viewing and                     ongoing timer or auction will maintain
                                                    Statement on Comments on the                               printing in the Commission’s Public                    priority over a new incoming Customer
                                                    Proposed Rule Change Received From                         Reference Room, 100 F Street NE.,                      Cross Order or Qualified Contingent
                                                    Members, Participants, or Others                           Washington, DC 20549 on official                       Cross Order. MIAX Rule 515(h)(1)
                                                      No written comments were either                          business days between the hours of                     provides that Customer Cross Orders 4
                                                    solicited or received.                                     10:00 a.m. and 3:00 p.m. Copies of such                are automatically executed upon entry
                                                                                                               filing also will be available for                      provided that the execution (i) is at or
                                                    III. Date of Effectiveness of the                          inspection and copying at the principal                between the best bid and offer on the
                                                    Proposed Rule Change and Timing for                        offices of the Exchange. All comments                  Exchange; (ii) is not at the same price as
                                                    Commission Action                                          received will be posted without change;                a Priority Customer Order on the
                                                       The foregoing change has become                         the Commission does not edit personal                  Exchange’s Book; and (iii) will not trade
                                                    effective pursuant to Section 19(b)(3)(A)                  identifying information from                           at a price inferior to the national best
                                                    of the Act 17 and paragraph (f) of Rule                    submissions. You should submit only                    bid or offer (‘‘NBBO’’). Customer Cross
                                                    19b–4 18 thereunder. At any time within                    information that you wish to make                      Orders are automatically canceled if
                                                    60 days of the filing of the proposed rule                 available publicly. All submissions                    they cannot be executed.5 Customer
                                                    change, the Commission summarily may                       should refer to File Number SR–BX–                     Cross Orders may only be entered in the
                                                    temporarily suspend such rule change if                    2015–033, and should be submitted on                   minimum trading increments applicable
                                                    it appears to the Commission that such                     or before July 8, 2015.                                to the options class under Rule 510.6
                                                    action is necessary or appropriate in the                                                                            MIAX Rule 515(h)(2) provides that
                                                                                                                 For the Commission, by the Division of
                                                    public interest, for the protection of                     Trading and Markets, pursuant to delegated             Qualified Contingent Cross Orders 7 are
                                                    investors, or otherwise in furtherance of                  authority.19                                           automatically executed upon entry
                                                    the purposes of the Act.                                   Robert W. Errett,                                      provided that the execution (i) is not at
                                                                                                                                                                      the same price as a Priority Customer
                                                    IV. Solicitation of Comments                               Deputy Secretary.
                                                                                                                                                                      Order on the Exchange’s Book; and (ii)
                                                      Interested persons are invited to                        [FR Doc. 2015–14819 Filed 6–16–15; 8:45 am]
                                                                                                                                                                      is at or between the NBBO. Qualified
                                                    submit written data, views, and                            BILLING CODE 8011–01–P
                                                                                                                                                                      Contingent Cross Orders are
                                                    arguments concerning the foregoing,                                                                               automatically canceled if they cannot be
                                                    including whether the proposed rule                                                                               executed.8 Qualified Contingent Cross
                                                    change is consistent with the Act.                         SECURITIES AND EXCHANGE
                                                                                                                                                                      Orders may only be entered in the
                                                    Comments may be submitted by any of                        COMMISSION
                                                                                                                                                                      minimum trading increments applicable
                                                    the following methods:                                     [Release No. 34–75152; File No. SR–MIAX–               to the options class under MIAX Rule
                                                    Electronic Comments                                        2015–19)                                               510.9
                                                                                                                                                                         Although neither the Customer Cross
                                                      • Use the Commission’s Internet                          Self-Regulatory Organizations; Miami                   Order nor the Qualified Contingent
                                                    comment form (http://www.sec.gov/                          International Securities Exchange LLC;                 Cross Order may be executed at a price
                                                    rules/sro.shtml); or                                       Order Approving a Proposed Rule                        inferior to the NBBO, the Exchange
                                                      • Send an email to rule-comments@                        Change To Amend Exchange Rule 515                      notes that there are situations at the
                                                    sec.gov. Please include File Number SR–                                                                           Exchange during which trading interest
                                                    BX–2015–033 on the subject line.                           June 11, 2015.
                                                                                                                                                                      may exist in the Exchange’s System that
                                                    Paper Comments                                             I. Introduction                                        could be executable at prices up to the
                                                                                                                                                                      NBBO but is not automatically executed
                                                      • Send paper comments in triplicate                         On April 13, 2015, Miami
                                                                                                               International Securities Exchange LLC                  because the Exchange is either
                                                    to Secretary, Securities and Exchange
                                                                                                               (‘‘MIAX’’ or ‘‘Exchange’’) filed with the              attempting to obtain additional price
                                                    Commission, 100 F Street NE.,
                                                                                                               Securities and Exchange Commission                     improvement for the order or additional
                                                    Washington, DC 20549–1090.
                                                                                                               (‘‘Commission’’), pursuant to Section                  liquidity to trade against the order on
                                                    All submissions should refer to File                                                                              the Exchange. The Exchange states that
                                                    Number SR–BX–2015–033. This file                           19(b)(1) of the Securities Exchange Act
                                                                                                               of 1934 (‘‘Act’’) 1 and Rule 19b–4                     it employs a variety of timers and
                                                    number should be included on the                                                                                  auctions to provide market participants
                                                    subject line if email is used. To help the                 thereunder,2 a proposed rule change to
                                                                                                               amend Exchange Rule 515 regarding the                  with an opportunity to obtain additional
                                                    Commission process and review your                                                                                price improvement for their order or to
                                                    comments more efficiently, please use                      functionality of Customer Cross Order
                                                                                                               and Qualified Contingent Cross Order                   access additional liquidity to trade
                                                    only one method. The Commission will                                                                              against the order on the Exchange.
                                                    post all comments on the Commission’s                      types. The proposed rule change was
                                                                                                               published for comment in the Federal                   Specifically, during the liquidity refresh
                                                    Internet Web site (http://www.sec.gov/                                                                            pause or managed interest process
                                                    rules/sro.shtml). Copies of the                            Register on April 30, 2015.3 The
                                                    submission, all subsequent                                 Commission did not receive any
                                                                                                                                                                        4 See MIAX Rules 515(h)(1) and 516(i). The
                                                    amendments, all written statements                         comments on the proposal. This order                   Commission notes that the Customer Cross Order
                                                    with respect to the proposed rule                          approves the proposed rule change.                     type is currently not available for use on the
                                                    change that are filed with the                                                                                    Exchange. See MIAX Options Regulatory Circular,
                                                                                                               II. Description of the Proposal                        RC–2015–05.
                                                    Commission, and all written                                                                                         5 See Notice, supra note 3, at 24297.
                                                                                                                  The Exchange proposes amendments
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                                                    communications relating to the                                                                                      6 See MIAX Rule 515(h)(1).
                                                    proposed rule change between the                           to MIAX Rule 515(h) to provide that
                                                                                                                                                                        7 See MIAX Rules 515(h)(2) and 516(j). See also

                                                    Commission and any person, other than                      trading interest that is subject to an                 MIAX Rule 516, Interpretations and Policies .01.
                                                    those that may be withheld from the                                                                               The Qualified Contingent Cross Order is currently
                                                                                                                 19 17  CFR 200.30–3(a)(12).                          not deployed; however, the Exchange represents
                                                    public in accordance with the                                1 15  U.S.C. 78s(b)(1).                              that it intends to make the order type available
                                                    provisions of 5 U.S.C. 552, will be                           2 17 CFR 240.19b–4.                                 pending Commission approval of the proposed rule
                                                                                                                  3 See Securities Exchange Act Release No. 74809     change. See Notice, supra note 3, at 24297.
                                                      17 15   U.S.C. 78s(b)(3)(A).                                                                                      8 See Notice, supra note 3, at 24297.
                                                                                                               (April 24, 2015), 80 FR 24297 (SR–MIAX–2015–19)
                                                      18 17   CFR 240.19b–4(f).                                (‘‘Notice’’).                                            9 See MIAX Rule 515(h)(2).




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                                                    34764                         Federal Register / Vol. 80, No. 116 / Wednesday, June 17, 2015 / Notices

                                                    pursuant to MIAX Rule 515(c),10 or a                      the Exchange believes that the timers                  subject to the same requirements as
                                                    route timer pursuant to MIAX Rule                         and auctions provide a valuable service                before.15
                                                    529,11 the Exchange has trading interest                  to market participants and that the use
                                                    that exists that may be executable up to                  of these mechanisms, which provide                     III. Discussion and Commission’s
                                                    the NBBO but is displayed at a price one                  market participants with opportunities                 Findings
                                                    minimum price increment away. In                          to obtain additional price improvement                    After careful review, the Commission
                                                    addition, during the price improvement                    for their orders or to access additional               finds that the proposed rule change is
                                                    mechanisms such as the PRIME Auction                      liquidity to trade against the orders,                 consistent with the requirements of
                                                    or PRIME Solicitation Auction pursuant                    should be promoted on the Exchange.
                                                    to MIAX Rule 515A,12 the Exchange has                                                                            Section 6 of the Act 16 and the rules and
                                                                                                              The Exchange proposes to modify its
                                                    trading interest that exists that may be                                                                         regulations thereunder applicable to a
                                                                                                              Rules in order to maintain the priority
                                                    executable up to the NBBO but is not                                                                             national securities exchange.17
                                                                                                              of trading interest subject to timers and
                                                    displayed.13                                              auctions that are initiated prior to the               Specifically, the Commission finds that
                                                       According to the Exchange, the                         arrival of these specified order types.                the proposed rule change is consistent
                                                    execution of a Customer Cross Order or                    The proposed changes also would                        with Section 6(b)(5) of the Act,18 which
                                                    Qualified Contingent Cross Order that                     codify existing functionality for                      requires, among other things, that the
                                                    arrives during a timer or auction at a                    Customer Cross Orders that is not                      Exchange’s rules be designed to promote
                                                    potentially better price than the interest                currently detailed in the Exchange’s                   just and equitable principles of trade, to
                                                    subject to the timer or auction has the                   Rules.14                                               remove impediments to and perfect the
                                                    potential to cause confusion and                             Thus, the Exchange proposes to                      mechanism of a free and open market
                                                    perceived disruption to market                            amend Rule 515 to provide that                         and a national market system, and, in
                                                    participants that are subject to the pre-                 Customer Cross Orders and Qualified                    general, to protect investors and the
                                                    existing timers or auctions that may see                  Contingent Cross Orders will be rejected               public interest.
                                                    executions occurring at better prices                     if there is a timer or price improvement                  The Commission believes that it is
                                                    than their trading interest. In addition,                 auction in progress when either of these               reasonable for the Exchange’s rules to
                                                       10 The ‘‘liquidity refresh pause’’ is a process
                                                                                                              orders is received. Specifically, the                  provide that trading interest subject to
                                                    during which the System will pause the market for
                                                                                                              Exchange proposes to amend Rule                        ongoing timers and auctions will
                                                    a time period not to exceed one second to allow           515(h)(1) to provide that if trading                   maintain priority over a new incoming
                                                    additional orders or quotes refreshing the liquidity      interest exists on the MIAX Book that is               Customer Cross Order or Qualified
                                                    at the MIAX best bid or offer (‘‘MBBO’’) to be            subject to the liquidity refresh pause or
                                                    received when at the time of receipt or reevaluation                                                             Contingent Cross Order. The proposed
                                                    of the initiating order by the System: (A) either the     managed interest process pursuant to                   rule change provides that a Customer
                                                    initiating order is a limit order whose limit price       Rule 515(c), or a route timer pursuant to              Cross Order or Qualified Contingent
                                                    crosses the NBBO or the initiating order is a market      Rule 529, when the Exchange receives a                 Cross Order will be rejected by the
                                                    order, and the limit order or market order could          Customer Cross Order, the System will
                                                    only be partially executed; (B) a Market Maker                                                                   System if there is a timer or price
                                                    quote was all or part of the MBBO when the MBBO           reject the Customer Cross Order. The
                                                                                                                                                                     improvement auction in progress. In
                                                    is alone at the NBBO; and (C) and the Market Maker        Exchange also proposes to amend Rule
                                                                                                                                                                     that instance, market participants may
                                                    quote was exhausted. See MIAX Rule 515(c)(2). The         515(h)(1) to provide that if trading
                                                    ‘‘managed interest process’’ is a process for non-                                                               choose to route their orders to other
                                                                                                              interest exists that is subject to a PRIME
                                                    routable orders during which, if the limit price
                                                                                                              Auction or PRIME Solicitation Auction                  exchanges or resubmit their Customer
                                                    locks or crosses the current opposite side NBBO,
                                                    the System will display the order one MPV away            pursuant to Rule 515A when the                         Cross Order or Qualified Contingent
                                                    from the current opposite side NBBO, and book the         Exchange receives a Customer Cross                     Cross Order to the Exchange. The
                                                    order at a price that will lock the current opposite
                                                                                                              Order, the System will reject the                      proposed rule change may eliminate
                                                    side NBBO. Should the NBBO price change to an                                                                    potential confusion by market
                                                    inferior price level, the order’s Book price will         Customer Cross Order.
                                                    continuously re-price to lock the new NBBO and               In addition, the Exchange proposes to               participants as to the functionality of
                                                    the managed order’s displayed price will                  amend Rule 515(h)(2) to provide that if                the Customer Cross Order and Qualified
                                                    continuously re-price one MPV away from the new                                                                  Contingent Cross Order types. The
                                                    NBBO until (i) the order has traded to and                trading interest exists on the MIAX
                                                    including its limit price, (ii) the order has traded      Book that is subject to the liquidity                  proposed rule change also provides
                                                    to and including its price protection limit at which      refresh pause or managed interest                      clarity regarding the functionality of
                                                    any remaining contracts are cancelled, (iii) the          process pursuant to Rule 515(c), or a                  Customer Cross Orders; the Commission
                                                    order is fully executed or (iv) the order is cancelled.
                                                    See MIAX Rule 515(c)(1)(ii).                              route timer pursuant to Rule 529, when                 notes that the proposed changes would
                                                       11 See MIAX Rule 529. The ‘‘route timer’’ is a         the Exchange receives a Qualified                      codify existing functionality for
                                                    process for those initiating Public Customer orders       Contingent Cross Order, the System will                Customer Cross Orders that is not
                                                    that are routable, but do not meet the additional         reject the Qualified Contingent Cross                  currently detailed in the Exchange’s
                                                    criteria for Immediate Routing, during which the
                                                    System will implement a route timer not to exceed         Order. The Exchange also proposes to                   Rules.19 Finally, the Commission
                                                    one second, in order to allow Market Makers and           amend Rule 515(h)(2) to provide that if                emphasizes that the proposed rule
                                                    other participants an opportunity to interact with        trading interest exists that is subject to             change does not change any of the
                                                    the initiating order.                                     a PRIME Auction or PRIME Solicitation                  requirements for submitting a Customer
                                                       12 The ‘‘PRIME Auction’’ is a process by which a

                                                    Member may electronically submit for execution
                                                                                                              Auction pursuant to Rule 515A when                     Cross Order or Qualified Contingent
                                                    (‘‘auction’’) an order it represents as agent (‘‘agency   the Exchange receives a Qualified                      Cross Order set forth in Rule 515.20
                                                    order’’) against principal interest, and/or an agency     Contingent Cross Order, the System will
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                                                    order against solicited interest. See MIAX Rule           reject the Qualified Contingent Cross                    15 See id. at 24298.
                                                    515A(a). The ‘‘PRIME Solicitation Mechanism’’ is a
                                                    process by which a Member that represents agency
                                                                                                              Order. The Exchange proposes no                          16 15 U.S.C. 78f.
                                                    orders of a size of 500 contracts or more may             changes to the Customer Cross Order                      17 Additionally, in approving the proposed rule

                                                    electronically execute against solicited orders           and the Qualified Contingent Cross                     change, the Commission has considered the
                                                    provided it submits both the agency order and                                                                    proposed rule’s impact on efficiency, competition,
                                                                                                              Order order types, and represents that                 and capital formation. See 15 U.S.C. 78c(f).
                                                    solicited orders for electronic execution into the
                                                    PRIME Solicitation Mechanism pursuant to Rule
                                                                                                              both order types will continue to be                     18 15 U.S.C. 78f(b)(5).

                                                    515A. See MIAX Rule 515A(b).                                                                                       19 See Notice, supra note 3, at 24297.
                                                       13 See Notice, supra note 3, at 24298.                  14 See   id. at 24297.                                  20 See id. at 24298.




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                                                                                 Federal Register / Vol. 80, No. 116 / Wednesday, June 17, 2015 / Notices                                                          34765

                                                    IV. Conclusion                                          any transaction in a security, or to                      contrary to the Act and inconsistent
                                                      It is therefore ordered, pursuant to                  report such transaction, ‘‘unless such                    with the public interest and the
                                                    Section 19(b)(2) of the Act,21 that the                 exchange (1) is registered as a national                  protection of investors.
                                                    proposed rule change (File No. SR–                      securities exchange . . . or (2) is
                                                                                                                                                                      II. Background
                                                    MIAX–2015–19) be, and hereby is,                        exempted from such registration upon
                                                    approved.                                               application by the exchange because, in                   A. Procedural History
                                                                                                            the opinion of the Commission, by
                                                      For the Commission, by the Division of                                                                             On July 7, 2014, AMSE filed with the
                                                                                                            reason of the limited volume of
                                                    Trading and Markets, pursuant to delegated                                                                        Commission an application seeking a
                                                    authority.22
                                                                                                            transactions effected on such exchange,
                                                                                                                                                                      limited volume exemption, under
                                                                                                            it is not practicable and not necessary or
                                                    Robert W. Errett,                                                                                                 Section 5 of the Act, from the
                                                                                                            appropriate in the public interest or for
                                                    Deputy Secretary.                                                                                                 requirement to register as a national
                                                                                                            the protection of investors to require
                                                    [FR Doc. 2015–14826 Filed 6–16–15; 8:45 am]                                                                       securities exchange under Section 6 of
                                                                                                            such registration.’’ 2
                                                    BILLING CODE 8011–01–P                                     AMSE has chosen the latter option,                     the Act.6 Notice of AMSE’s exemption
                                                                                                            seeking from the Commission an                            application was published for comment
                                                                                                            exemption from registration as a                          in the Federal Register on July 29,
                                                    SECURITIES AND EXCHANGE                                 national securities exchange.3 After a                    2014.7
                                                    COMMISSION                                              careful review of the exemption                              On October 23, 2014, the Commission
                                                    [Release No. 34–75157; File No. 10–214]                 application, however, we have                             issued an order instituting proceedings
                                                                                                            determined to deny it.                                    to determine whether to grant or deny
                                                    Automated Matching Systems                                 Although our review leads us to                        AMSE’s exemption application.8 In that
                                                    Exchange, LLC; Order Denying an                         identify a number of potential issues                     order, the Commission explained that it
                                                    Application for a Limited Volume                        that might warrant this result (including                 ‘‘is concerned that AMSE’s exemption
                                                    Exemption From Registration as a                        whether AMSE would even qualify as                        application does not meet a key
                                                    National Securities Exchange Under                      an exchange),4 we find that the                           threshold requirement for being granted
                                                    Section 5 of the Securities Exchange                    application is fatally flawed because                     an exemption from exchange
                                                    Act of 1934                                             AMSE is proposing to possess the broad                    registration—namely, that the applicant
                                                                                                            regulatory powers and responsibilities                    actually be an ‘exchange’ as defined
                                                    June 11, 2015.                                                                                                    under Section 3(a)(1) of the Exchange
                                                                                                            that are reserved for self-regulatory
                                                    I. Introduction                                         organizations (‘‘SROs’’), while                           Act and Rule 3b–16 thereunder.’’ 9 The
                                                                                                            simultaneously seeking exemption from                     Commission specifically identified the
                                                       Automated Matching Systems
                                                                                                            registration as an exchange.5 Under the                   fact that ‘‘it does not appear that any
                                                    Exchange, LLC (‘‘AMSE’’) believes that
                                                                                                            Act, for an exchange to possess the                       AMSE system would operate as an
                                                    its proposed business model would
                                                                                                            powers and responsibilities of an SRO,                    exchange by bringing together
                                                    qualify it as an exchange. As defined in
                                                                                                            it must register as a national securities                 purchasers and sellers of securities.’’ 10
                                                    Section 3(a)(1) of the Securities
                                                    Exchange Act of 1934 (‘‘Exchange Act’’                  exchange. An exchange that is exempt
                                                                                                                                                                         6 In the interest of completeness, we note the
                                                    or ‘‘Act’’), an ‘‘exchange’’ is ‘‘any                   from such registration does not meet the
                                                                                                                                                                      events that preceded AMSE’s filing of its July 7th
                                                    organization, association, or group of                  definition of an SRO under the Act.                       application. From December 2013 through March
                                                    persons, whether incorporated or                        Moreover, the Commission has never                        2014, staff had numerous communications with
                                                    unincorporated, which constitutes,                      allowed an exempt exchange to possess                     AMSE about its (then-draft) application, including
                                                    maintains, or provides a market place or                the broad range of regulatory powers                      multiple email exchanges and at least one phone
                                                                                                                                                                      call; during these exchanges, the staff explained
                                                    facilities for bringing together                        and responsibilities of an SRO. We                        that it was concerned that AMSE’s proposed
                                                    purchasers and sellers of securities or                 believe that doing so here would be                       business model was not an ‘‘exchange.’’ In March
                                                    for otherwise performing with respect to                                                                          2014, AMSE formally submitted a Form 1
                                                    securities the functions commonly                         2 15 U.S.C. 78e.                                        application. On April 24, 2014, the staff returned
                                                                                                              3 We  note that, in a December 2014 public notice,      AMSE’s application because, based on its review,
                                                    performed by a stock exchange as that                                                                             the staff believed that AMSE had erred in
                                                                                                            the Commission expressly stated that it understood
                                                    term is generally understood, and                       AMSE to be seeking an exemption under Section             submitting an application for an exchange and
                                                    includes the market place and the                       5—not registration—and that AMSE did not                  instead should have submitted an application for a
                                                    market facilities maintained by such                    respond otherwise. See Securities Exchange Act            national securities association, a classification that
                                                                                                            Release No. 73911 (December 22, 2014), 79 FR              the staff believed better fit with AMSE’s proposed
                                                    exchange.’’ 1 Under Section 5 of the Act,                                                                         business model. On May 6, 2014, the staff had a
                                                                                                            78507, note 1 (December 30, 2014) (‘‘Amendment
                                                    it is unlawful for an exchange to effect                Notice’’) (‘‘The Commission notes that AMSE’s             phone call with AMSE in which the staff again
                                                                                                            application only seeks a limited volume exemption         explained its view that AMSE’s proposed business
                                                      21 15  U.S.C. 78s(b)(2).                              under Section 5 of the Exchange Act from                  model was not an exchange. On June 16, 2014,
                                                      22 17  CFR 200.30–3(a)(12).                           registration as a national securities exchange under      AMSE brought suit against the Commission in the
                                                      1 15 U.S.C. 78c(a)(1). Rule 3b–16 under the Act       Section 6 of the Exchange Act. AMSE’s application         U.S. District Court for the District of South Dakota
                                                                                                            does not seek to register as a national securities        seeking certain injunctive and declaratory relief in
                                                    further provides that an organization, association,
                                                                                                            exchange.’’). We therefore deem any claim to the          connection with its application. See AMSE v. SEC,
                                                    or group of persons shall be considered to
                                                                                                            contrary waived.                                          Civ. 14–4095 (D.S.D.). On June 24, 2014, the
                                                    constitute, maintain, or provide ‘a market place or
                                                                                                              4 See infra Section III.A.                              Commission staff and AMSE reached an agreement
                                                    facilities for bringing together purchasers and
                                                                                                                                                                      pursuant to which AMSE would submit a new
                                                    sellers of securities or for otherwise performing         5 SROs are privately-funded entities, entrusted
                                                                                                                                                                      Form 1 application that would include certain
                                                    with respect to securities the functions commonly       with quasi-governmental authority, which generally
                                                                                                                                                                      additional information needed to complete the
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                    performed by a stock exchange,’ as those terms are      adopt rules to govern their members and enforce
                                                                                                                                                                      application and the staff would thereafter proceed
                                                    used in Section 3(a)(1) of the Act, (15 U.S.C.          these rules as well as the federal securities laws. See
                                                                                                                                                                      to process the revised application for Commission
                                                    78c(a)(1)), if such organization, association, or       generally Free Enterprise Fund v. Public Co.
                                                                                                                                                                      consideration.
                                                    group of persons: (1) Brings together the orders for    Accounting Oversight Bd., 561 U.S. 477, 484 (2010)           7 See Securities Exchange Act Release No. 72661
                                                    securities of multiple buyers and sellers; and (2)      (explaining that ‘‘private self-regulatory
                                                    Uses established, non-discretionary methods             organizations in the securities industry—such as          (July 23, 2014), 79 FR 44070.
                                                                                                                                                                         8 See Securities Exchange Act Release No. 73419,
                                                    (whether by providing a trading facility or by          the New York Stock Exchange—. . . investigate and
                                                    setting rules) under which such orders interact with    discipline their own members subject to                   79 FR 64421 (October 29, 2014) (‘‘Order Instituting
                                                    each other, and the buyers and sellers entering such    Commission oversight’’). The quasi-governmental           Proceedings’’).
                                                                                                                                                                         9 Id. at 64422.
                                                    orders agree to the terms of a trade. 17 CFR 240.3b–    authority afforded to SROs includes prosecutorial,
                                                    16(a).                                                  adjudicatory, and rulemaking authority.                      10 Id.




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Document Created: 2015-12-15 14:22:42
Document Modified: 2015-12-15 14:22:42
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation80 FR 34763 

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