80 FR 55691 - ISE Mercury, LLC; Notice of Filing of Application for Registration as a National Securities Exchange Under Section 6 of the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 179 (September 16, 2015)

Page Range		55691-55692
FR Document		2015-23220
Federal Register, Volume 80 Issue 179 (Wednesday, September 16, 2015)
[Federal Register Volume 80, Number 179 (Wednesday, September 16, 2015)]
[Notices]
[Pages 55691-55692]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-23220]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75884; File No. 10-221]


ISE Mercury, LLC; Notice of Filing of Application for 
Registration as a National Securities Exchange Under Section 6 of the 
Securities Exchange Act of 1934

September 10, 2015.
    On September 29, 2014, ISE Mercury, LLC (``ISE Mercury'' or 
``Applicant'') submitted to the Securities and Exchange Commission 
(``Commission'') a Form 1 application under the Securities Exchange Act 
of 1934 (``Exchange Act''), seeking registration as a national 
securities exchange under Section 6 of the Exchange Act.\1\ On June

[[Page 55692]]

26, 2015, ISE Mercury submitted Amendment No. 1 to its Form 1 
application.
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    \1\ On September 9, 2015, the Commission issued an order 
granting the Applicant exemptive relief, subject to certain 
conditions, in connection with the filing of its Form 1 application. 
See Securities Exchange Act Release No. 75867. Because the 
Applicant's Form 1 application was incomplete without the exemptive 
relief, the date of filing of such application is September 9, 2015.
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    The Commission is publishing this notice to solicit comments on ISE 
Mercury's Form 1 application, as amended. The Commission will take any 
comments it receives into consideration in making its determination 
about whether to grant ISE Mercury's request to be registered as a 
national securities exchange. The Commission will grant the 
registration if it finds that the requirements of the Exchange Act and 
the rules and regulations thereunder with respect to ISE Mercury are 
satisfied.\2\
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    \2\ 15 U.S.C. 78s(a).
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    The Applicant's Form 1 application, as amended, provides detailed 
information on how ISE Mercury proposes to satisfy the requirements of 
the Exchange Act. The Form 1 application also provides that ISE Mercury 
would operate a fully automated electronic trading platform for the 
trading of listed options and would not maintain a physical trading 
floor. It also provides that liquidity would be derived from orders to 
buy and orders to sell submitted to ISE Mercury electronically by its 
registered broker-dealer members, as well as from quotes submitted 
electronically by market makers. Further, the Form 1 application states 
that ISE Mercury would be wholly-owned by its parent company, 
International Securities Exchange Holdings, Inc. (``ISE Holdings''), 
which also is the parent company of two existing national securities 
exchanges, ISE and ISE Gemini, LLC.
    A more detailed description of the manner of operation of ISE 
Mercury's proposed system can be found in Exhibit E to ISE Mercury's 
Form 1 application. The proposed rulebook for the proposed exchange can 
be found in Exhibit B to ISE Mercury's Form 1 application, and the 
governing documents for both ISE Mercury and ISE Holdings can be found 
in Exhibit A and Exhibit C to ISE Mercury's Form 1 application, 
respectively. A listing of the officers and directors of ISE Mercury 
can be found in Exhibit J to ISE Mercury's Form 1 application.
    ISE Mercury's Form 1 application, including all of the Exhibits 
referenced above, is available online at www.sec.gov/rules/other.shtml 
as well as in the Commission's Public Reference Room. Interested 
persons are invited to submit written data, views, and arguments 
concerning ISE Mercury's Form 1, including whether the application is 
consistent with the Exchange 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 10-221 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number 10-221. 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/other.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to ISE Mercury's Form 1 filed with the 
Commission, and all written communications relating to the application 
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. 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 
publicly available. All submissions should refer to File Number 10-221 
and should be submitted on or before November 2, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\3\
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    \3\ 17 CFR 200.30-3(a)(57).
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Brent J. Fields,
Secretary.
[FR Doc. 2015-23220 Filed 9-15-15; 8:45 am]
 BILLING CODE 8011-01-P
Federal Register / Vol. 80, No. 179 / Wednesday, September 16, 2015 / Notices 55691

5. The Fund of Funds Adviser, or a comparable period of time in less than six years thereafter, the first
trustee or Sponsor of an Investing Trust, underwritings other than Affiliated two years in an easily accessible place.
as applicable, will waive fees otherwise Underwritings or to a benchmark such 10. Before approving any advisory
payable to it by the Fund of Funds in as a comparable market index; and (iii) contract under section 15 of the Act, the
an amount at least equal to any whether the amount of securities board of directors or trustees of each
compensation (including fees received purchased by the Fund in Affiliated Investing Management Company
pursuant to any plan adopted by a Fund Underwritings and the amount including a majority of the disinterested
under rule 12b–l under the Act) purchased directly from an directors or trustees, will find that the
received from a Fund by the Fund of Underwriting Affiliate have changed advisory fees charged under such
Funds Adviser, or trustee or Sponsor of significantly from prior years. The contract are based on services provided
the Investing Trust, or an affiliated Board will take any appropriate actions that will be in addition to, rather than
person of the Fund of Funds Adviser, or based on its review, including, if duplicative of, the services provided
trustee or Sponsor of the Investing appropriate, the institution of under the advisory contract(s) of any
Trust, other than any advisory fees paid procedures designed to ensure that Fund in which the Investing
to the Fund of Funds Adviser, or trustee purchases of securities in Affiliated Management Company may invest.
or Sponsor of an Investing Trust, or its Underwritings are in the best interest of These findings and their basis will be
affiliated person by the Fund, in shareholders of the Fund. fully recorded in the minute books of
connection with the investment by the 8. Each Fund will maintain and the appropriate Investing Management
Fund of Funds in the Fund. Any Fund preserve permanently in an easily Company.
of Funds Sub-Adviser will waive fees accessible place a written copy of the 11. Any sales charges and/or service
otherwise payable to the Fund of Funds procedures described in the preceding fees charged with respect to shares of a
Sub-Adviser, directly or indirectly, by condition, and any modifications to Fund of Funds will not exceed the
the Investing Management Company in such procedures, and will maintain and limits applicable to a fund of funds as
an amount at least equal to any preserve for a period of not less than six set forth in NASD Conduct Rule 2830.
compensation received from a Fund by years from the end of the fiscal year in 12. No Fund will acquire securities of
the Fund of Funds Sub-Adviser, or an which any purchase in an Affiliated an investment company or company
affiliated person of the Fund of Funds Underwriting occurred, the first two relying on section 3(c)(1) or 3(c)(7) of
Sub-Adviser, other than any advisory years in an easily accessible place, a the Act in excess of the limits contained
fees paid to the Fund of Funds Sub- written record of each purchase of in section 12(d)(1)(A) of the Act, except
Adviser or its affiliated person by the securities in Affiliated Underwritings to the extent the Fund acquires
Fund, in connection with the once an investment by a Fund of Funds securities of another investment
investment by the Investing in the securities of the Fund exceeds the company pursuant to exemptive relief
Management Company in the Fund limit of section 12(d)(1)(A)(i) of the Act, from the Commission permitting the
made at the direction of the Fund of setting forth from whom the securities Fund to acquire securities of one or
Funds Sub-Adviser. In the event that the were acquired, the identity of the more investment companies for short-
Fund of Funds Sub-Adviser waives fees, underwriting syndicate’s members, the term cash management purposes.
the benefit of the waiver will be passed For the Commission, by the Division of
terms of the purchase, and the
through to the Investing Management Investment Management, under delegated
information or materials upon which
Company. authority.
6. No Fund of Funds or Fund of the Board’s determinations were made.
9. Before investing in a Fund in Brent J. Fields,
Funds Affiliate (except to the extent it Secretary.
is acting in its capacity as an investment excess of the limit in section
12(d)(1)(A), a Fund of Funds and the [FR Doc. 2015–23270 Filed 9–15–15; 8:45 am]
adviser to a Fund) will cause a Fund to
purchase a security in any Affiliated applicable Trust will execute a FOF BILLING CODE 8011–01–P

Underwriting. Participation Agreement stating,
7. The Board of a Fund, including a without limitation, that their respective
boards of directors or trustees and their SECURITIES AND EXCHANGE
majority of the non-interested Board
investment advisers, or trustee and COMMISSION
members, will adopt procedures
reasonably designed to monitor any Sponsor, as applicable, understand the [Release No. 34–75884; File No. 10–221]
purchases of securities by the Fund in terms and conditions of the order, and
an Affiliated Underwriting, once an agree to fulfill their responsibilities ISE Mercury, LLC; Notice of Filing of
investment by a Fund of Funds in the under the order. At the time of its Application for Registration as a
securities of the Fund exceeds the limit investment in Shares of a Fund in National Securities Exchange Under
of section 12(d)(1)(A)(i) of the Act, excess of the limit in section Section 6 of the Securities Exchange
including any purchases made directly 12(d)(1)(A)(i), a Fund of Funds will Act of 1934
from an Underwriting Affiliate. The notify the Fund of the investment. At
September 10, 2015.
Board will review these purchases such time, the Fund of Funds will also
On September 29, 2014, ISE Mercury,
periodically, but no less frequently than transmit to the Fund a list of the names
LLC (‘‘ISE Mercury’’ or ‘‘Applicant’’)
annually, to determine whether the of each Fund of Funds Affiliate and
submitted to the Securities and
purchases were influenced by the Underwriting Affiliate. The Fund of
Exchange Commission (‘‘Commission’’)
investment by the Fund of Funds in the Funds will notify the Fund of any
asabaliauskas on DSK7TPTVN1PROD with NOTICES

a Form 1 application under the
Fund. The Board will consider, among changes to the list of the names as soon
Securities Exchange Act of 1934
other things: (i) Whether the purchases as reasonably practicable after a change
(‘‘Exchange Act’’), seeking registration
were consistent with the investment occurs. The Fund and the Fund of
as a national securities exchange under
objectives and policies of the Fund; (ii) Funds will maintain and preserve a
Section 6 of the Exchange Act.1 On June
how the performance of securities copy of the order, the FOF Participation
purchased in an Affiliated Underwriting Agreement, and the list with any 1 On September 9, 2015, the Commission issued
compares to the performance of updated information for the duration of an order granting the Applicant exemptive relief,
comparable securities purchased during the investment and for a period of not Continued

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Document Created: 2018-02-26 10:16:33
Document Modified: 2018-02-26 10:16:33
Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
FR Citation		80 FR 55691