Table of Contents Boston Stock Exchange Inc. Officials 2005 Board Level Committees 2005 Non-Board Level Committees 2005 Constitutional Committees Constitution of the BSE, Inc. Article I Title – Object – Definitions Sec. 1 Title Sec. 2 Object Sec. 3 Definitions Article II Board of Governors Sec. 1 Composition of the Board Sec. 2 Non-Member Governors Sec. 3 General Powers Sec. 4 Specific Powers Sec. 5 Procedural Powers Sec. 6 Delegation of Powers Sec. 7 Removal for Absence Sec. 8 Quorum Sec. 9 Filling Vacancies Sec. 10 Special meetings Sec. 11 Unanimous Action Without Meeting Sec. 12 Indemnification Article III Chairman – Chief Executive Officer Sec. 1 Chairman – Chief Executive Officer Sec. 2 Appointment of Officers Sec. 3 Appointment of Employees Sec. 4 Vice Chairman Article IV Treasurer Sec. 1 Duties Article V Secretary Sec. 1 Duties Article VI Annual Meeting – Annual Election Sec. 1 Date Sec. 2 Nominating Committee Sec. 3 Voting Sec. 4 Meetings of Nominating Committee – Reports Sec. 5 Eligibility of Member for Position Sec. 6 Vacancies through Suspension or Expulsion Sec. 7 Special Meetings of Exchange Article VII Committees Sec. 1 Appointments Sec. 2 Executive Committee Sec. 3 Arbitration Committee Sec. 4 Market Performance Committee Sec. 5 Hearing Committee Sec. 6 Audit Committee Sec. 7 Quorum Article VIII Appeal from Decisions of Board of Governors Sec. 1 Appeals Sec. 2 Interested Officials Not to Participate Article IX Membership Sec. 1 Number of Memberships Sec. 2 Transfer of Membership Sec. 3 Qualification for Membership Sec. 4 Qualification for Member Organizations Sec. 5 Standards of Financial Responsibility and Operational Capability Sec. 6 Investigation and Acceptance by Exchange Sec. 7 Corporation Sec. 8 Allied Members Sec. 9 Signing of Constitution Sec. 10 Non-liability of Exchange Sec. 11 Status of Death of Member Article X Dues and Fines Sec. 1 How Fixed Sec. 2 Failure to Pay Sec. 3 Member Liable for Any Charges of Member Organization Sec. 4 Disposition of Membership for Default of Payments Article XI Transfer of Membership Sec.1 Approval by Board of Governors Sec. 2 Transfer Fee Sec. 3 Maturity of Contracts Sec. 4 Application of Proceeds Sec. 5 Unmatured Obligations Sec. 6 Failure to File Claims Sec. 7 Accounts to Be Filed with Secretary Sec. 8 Accounts between Partners Sec. 9 Membership of Deceased Member Sec. 10 Membership of Expelled Member Sec. 11 Creditors Rights Sec. 12 Death of Creditor Members Sec. 13 Death of Sole Exchange Member Sec. 14 Recognition of Agreements of Purported Transferees Article XII Contracts Subject to the Rules of the Exchange Sec. 1 Contracts Subject to the Rules of the Exchange Sec.2 Article XIII Insolvent Members Sec. 1 Notice to the Exchange Sec. 2 Notification by the Exchange Sec. 3 Procedure for Reinstatement Sec. 4 Lien on Membership Sec. 5 Failure to Apply for Reinstatement Sec. 6 Statement Required Sec. 7 Reckless or Unbusinesslike Conduct Article XIV Expulsion and Suspension 2 Sec. 1 Necessary Votes for Expulsion and Suspension Sec. 2 Expulsion for Fraudulent Acts Sec. 3 Penalty for Misstatements Sec. 3A Suspension or Expulsion for a Dealing on Other Local Exchanges Sec. 4 Suspension or Expulsion for Violation of Constitution or Rules Sec. 5 Suspension for Acts Detrimental Sec. 6 Exchange Inquiries Sec. 7 Penalties Sec. 7A Hearings for Minor Offenses Sec. 8 Announcement of Expulsion or Suspension and Its Effect Article XV Commissions Sec. 1 Commissions Article XVI Offices and Associates Sec. 1 Address of Members Sec. 2 Approval of Firms and Corporations Sec. 3 Membership on Only One Firm or Corporation Sec. 4 Joining with Suspended or Insolvent Persons Prohibited Sec. 5 Members Responsible for Acts of Partners and Officers Sec. 6 Notices to Estates of Deceased Members Sec. 7 Alternates for Members Absent Article XVII The Gratuity Fund Sec. 1 Obligations and Eligibility Sec. 2 Contributions Sec. 3 Trustees of Fund Sec. 4 Payment to Beneficiaries Sec. 5 How Distributed Sec. 6 Limit on Liability Sec. 7 Not Pledgeable Sec. 8 How Assessed and Collected Sec. 9 To Whom Privilege Extends Article XVIII Meetings Sec. 1 Non-attendance Article XIX Books for Constitution and Rules Sec. 1 Books for Constitution and Rules Article XX Amendments to the Constitution Sec. 1 Procedure Sec. 2 Gratuity Fund Obligation Article XXI Market Maker Membership Sec. 1 Market Maker Membership Rules of the Board of Governors Rules of the Board of Governors Chapter I – Definitions Sec. 1 Exchange Board of Governors Sec. 2 “Member”, “Membership”, “Member-Firm”, etc. Sec. 3 Orders Chapter I-A – Access to Records 3 Chapter I-B – Business Hours Sec. 1 Primary Session Sec. 2 Dealings on the Floor – Hours Sec. 3 Dealings on the Floor – Persons Sec. 4 Confidentiality Chapter II – Dealings on the Exchange Sec. 1 What May Be Dealt In Sec. 2 Recording of Sales Sec. 3 Bids and Offers Binding Sec. 4 Units of Trading Sec. 5 “Next day” Sales of Government Bonds Sec. 6 Bids and Offers for Stocks Sec. 7 Dissemination of Quotations Sec. 8 Excessive Trading by Members Sec. 9 Trading for Joint Account Sec. 10 Discretionary Transactions Sec. 11 Trading While Acting as a Broker as to Market Orders Sec. 12 Successive Transactions Sec. 13 Trading Against Privileges Sec. 14 Unbusinesslike Dealing Sec. 15 Record of Orders from Offices to Floor Sec. 16 Short Sales Sec. 17 Stop Orders Sec. 18 Orders to Buy and Sell in the Same Security Sec. 19 Wide Market Sec. 20 Undisclosed Compensation Sec. 21 Fictitious Transactions Sec. 22 Procedures for Handling Market-On-Close (“MOC”) Orders Sec. 23 Dealing on Other Exchanges, or Publicly Outside the Exchange Sec. 24 Report of Options Relating to Listed Securities Sec. 25 Violation of Securities Exchange Act of 1934 Sec. 26 Anti-Manipulative Provisions Sec. 27 Anti-Manipulative Provisions Sec. 28 Anti-Manipulative Provisions Sec. 29 Anti-Manipulative Provisions Sec. 30 Anti-Manipulative Provisions Sec. 31 Anti-Manipulative Provisions Sec. 32 Orders Subject to Section 11(a) of the Securities Exchange Act of 1934 Sec. 33Execution Guarantee Sec. 34A Trading Halts Due to Extraordinary Market Volatility Sec. 34B Limitations on Trading During Significant Market Moves Sec. 35 Stop Order Bans Sec. 36 Specialist Member Organizations Affiliated with an Approved Person Sec. 37 ITSFEA Procedures Sec. 38 Stopping Stock Sec. 39 Periodic Reports Sec. 40 Limit Order Display Rule Sec. 41 Minimum Price Variation Sec. 42 Anti-Money Laundering Compliance Program Chapter IIB – Post 4:00 PM Trading Sec. 1 Application of Chapter Sec. 2 GTX Orders Sec. 3 Post Primary Session 4 Sec. 4 Facilitation of Customer Average Pricing Programs “CP”s Eligible for Reporting During PPS Sec. 5 After-Hours Risk Portfolio Crosses “RP”s Eligible for PPS Chapter IIC – Extended Hours Crossing Session Sec. 1 Sec. 2 Extended Trading Session Hours Sec. 3 ETS Sec. 4 Customer Disclosures Sec. 5 Order Execution Sec. 6 Orders for Primary Session Chapter III – Comparisons – Liability on Contracts Sec. 1 Reporting Transactions Sec. 2 Penalty for Neglect Sec. 3 Errors in Comparison Sec. 4 Failures to Compare Sec. 5 Substitution of Principals Sec. 6 Floor Brokers Responsibility Sec. 7 Book-Entry Settlement Sec. 8 Depository Eligibility Rule Chapter IV – Contracts on Time – Deposits On Sec. 1 Interest Thereon Sec. 2 Falling Due on Holidays Sec. 3 Deposits Required Sec. 4 Failure to Make Deposit Sec. 5 Deposits – Where Made Chapter V – Unit of Delivery – Payment for Deliveries – Transfers Sec. 1 Current Securities – Size of Delivery – Bonds Sec. 2 Unit of Delivery – Payment for Deliveries – Transfers Sec. 3 Size of Delivery – Stocks Sec. 4 Stocks Subject to Assessment Sec. 5 Fee for Collecting Dividends Sec. 6 Due-bills Sec. 7 Bonds in Default Sec. 8 Bonds in Default Sec. 9 Notice on Return of Borrowed Stocks Sec. 10 Delivery Closing Time Sec. 11 Settlement for Odd Lots When Books Closed Sec. 12 Reclamations Chapter VI – Failure to Fulfill Contracts Sec. 1 Closing Contracts Sec. 2 Notice of Closing Contracts Sec. 3 Procedure – Notice of Intention to Buy or Sell Sec. 4 How Default May Be Cured Sec. 5 Notice As To Closed Contract Sec. 6 Notice As To Closed Contract Sec. 7 Orders Must Be In Writing Sec. 8 Orders Must Be In Writing Sec. 9 Penalties for Defaults Sec. 10 Penalties for Defaults Sec. 11 Failure to Deliver the Stock Sec. 12 Failure to Deliver the Stock 5 Sec. 13 Payment of Loan Money Chapter VII – Carrying of Accounts – Customers’ Securities – Give-Up Orders Sec. 1 Adequate Margin Required Sec. 2 Improper Margin Transactions Prohibited Sec. 3 Improper Use of Customer’s Securities Sec. 4 “Give-ups” Sec. 5 Securities to Be Available to Customer Chapter VIII – Minimum Amount of Margin on Transactions Made During the Course of a Single Day in Accounts of Members, Allied-Members and Member-Organizations Sec. 1 Members’ and Allied-Members’ Accounts Sec. 2 Member-organization Accounts Chapter IX – Unissued Securities – Margin Requirements Sec. 1 Margin Requirementson Unissued Securities Sec. 2 Nature of Contract Chapter X – Ex-dates – Buyer’s Rights – Due Bills Sec. 1 “Cash” and “Ex-dividend” Transactions Sec. 2 Buyer’s Rights Sec. 3 Collection Charge Sec. 4 Interest or Premiums on Borrowed Stocks Sec. 5 Interest or Premiums on Borrowed Stocks Sec. 6 Assessments Chapter XI – Alternate Specialists Sec. 1 Registration Sec. 2 Transactions Sec. 3 Negligence Chapter XII – Odd-lot Dealers in Securities the Primary Market for Which is on Another Exchange Sec. 1 Odd-lot Dealers in Securities the Primary Market for Which is on Another Exchange Sec. 2 Procedures for the Pricing of Standard Odd-lot Market Orders in AT&T and Equity Issues Created as a Result of Divestiture Chapter XII-B – Rules for Trading by Odd-lot Dealers in Round Lots of Securities the Primary market for Which Is on Another Exchange Chapter XII-C – Dealings in Securities, the Primary Market for Which Is on Another Exchange When Such Exchange Shall Be Closed Chapter XIII – Odd-lot Dealers in Fully Listed Securities Having a Primary Market on this Exchange Chapter XIV – Independent Floor Brokers Independent Floor Brokers Floor Clerks Chapter XV – Specialists Sec.