NDAQ » Topics » 13. Regulatory and Related Party Transactions

These excerpts taken from the NDAQ 10-K filed Feb 27, 2009.

13. Regulatory and Related Party Transactions

 

Prior to December 20, 2006 we were a subsidiary of FINRA and transactions between Nasdaq and FINRA were considered related party transactions. FINRA fully divested ownership of our common stock in 2006 and the preferred stock held by FINRA was redeemed by Nasdaq on December 20, 2006. Therefore, as of December 20, 2006, FINRA was no longer considered a related party.

 

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The NASDAQ OMX Group, Inc.

 

Notes to Consolidated Financial Statements—(Continued)

 

Since we sought to preserve a regulatory separation upon operation as a national securities exchange, FINRA continues to provide regulatory services and charges us for costs incurred related to our market regulation and enforcement. These charges were included in regulatory expense in 2008 and 2007 and were included in support costs from related parties, net for 2006 in the Consolidated Statements on Income.

 

13. Regulatory and Related Party Transactions

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Prior to December 20, 2006 we were a subsidiary of FINRA and
transactions between Nasdaq and FINRA were considered related party transactions. FINRA fully divested ownership of our common stock in 2006 and the preferred stock held by FINRA was redeemed by Nasdaq on December 20, 2006. Therefore, as of
December 20, 2006, FINRA was no longer considered a related party.

 


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The NASDAQ OMX Group, Inc.

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Notes to Consolidated Financial Statements—(Continued)

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Since we sought to preserve a regulatory separation upon operation as a national securities exchange,
FINRA continues to provide regulatory services and charges us for costs incurred related to our market regulation and enforcement. These charges were included in regulatory expense in 2008 and 2007 and were included in support costs from related
parties, net for 2006 in the Consolidated Statements on Income.

 

SIZE="2">Surveillance and Other Regulatory Charges from FINRA

 

SIZE="2">As noted above, FINRA provides regulatory services to The NASDAQ Stock Market, The NASDAQ Options Market and, once fully implemented in March 2009, the markets operated or regulated by NASDAQ OMX BX, including the regulation of trading
activity and surveillance and investigative functions. FINRA charges us for these services based upon FINRA management’s estimated percentage of costs incurred by each FINRA department that are attributable directly to us.

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The following table represents the composition of costs, primarily charged by
FINRA to us, which are included in regulatory expense for 2008 and 2007 and support costs from related parties, net expense for 2006 in the Consolidated Statements of Income:

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   Year Ended December 31,
   2008  2007  2006
   (in thousands)

Compensation and benefits

  $13,091  $14,167  $16,187

Professional and contract services

   11,048   7,211   8,133

Occupancy

   906   711   991

Computer operations and data communications

   1,057   2,317   2,447

Depreciation

   2,264   3,755   4,879

General, administrative and other

   577   704   1,134
            

Total

  $28,943  $28,865  $33,771
            

 

This excerpt taken from the NDAQ 10-K filed Feb 25, 2008.

13. Regulatory and Related Party Transactions

 

Prior to December 20, 2006 we were a subsidiary of FINRA and transactions between Nasdaq and FINRA were considered related party transactions. As discussed in Note 1, “Organization and Nature of Operations,” FINRA achieved full divestiture of ownership of our common stock in 2006 and the one share of Series D preferred stock held by FINRA was redeemed by Nasdaq on December 20, 2006. Therefore, as of December 20, 2006, FINRA no longer maintains voting control of us and is not considered a related party.

 

Since we sought to preserve a regulatory separation upon operation as a national securities exchange, FINRA continues to provide regulatory services to the Exchange. FINRA charges us for costs incurred related to our market regulation and enforcement. These charges were included in regulatory expense in 2007 and were included in support costs from related parties, net for 2006 and 2005 in the Consolidated Statements on Income.

 

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The Nasdaq Stock Market, Inc.

 

Notes to Consolidated Financial Statements—(Continued)

 

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