80_FR_32295 80 FR 32187 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to a Representation Regarding Investment in Certain Mortgage-Related Securities by the AdvisorShares Sage Core Reserves ETF

80 FR 32187 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to a Representation Regarding Investment in Certain Mortgage-Related Securities by the AdvisorShares Sage Core Reserves ETF

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 108 (June 5, 2015)

Page Range32187-32190
FR Document2015-13723

Federal Register, Volume 80 Issue 108 (Friday, June 5, 2015)
[Federal Register Volume 80, Number 108 (Friday, June 5, 2015)]
[Notices]
[Pages 32187-32190]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-13723]


=======================================================================
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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75087; File No. SR-NYSEArca-2015-46]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change Relating to a 
Representation Regarding Investment in Certain Mortgage-Related 
Securities by the AdvisorShares Sage Core Reserves ETF

June 1, 2015.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on May 27, 2015, NYSE Arca, Inc. (the ``Exchange'' or 
``NYSE Arca'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to change a representation regarding 
investment in certain mortgage-related securities by the AdvisorShares 
Sage Core Reserves ETF. Shares of the AdvisorShares Sage Core Reserves 
ETF have been approved for listing and trading on the Exchange under 
NYSE Arca Equities Rule 8.600. The text of the proposed rule change is 
available on the Exchange's Web site at www.nyse.com, at the principal 
office of the Exchange, and at the Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Commission has approved a proposed rule change relating to 
listing and trading on the Exchange of shares (``Shares'') of the 
AdvisorShares Sage Core Reserves ETF (the ``Fund'') under NYSE Arca 
Equities Rule 8.600,\4\ which governs the listing and trading of 
Managed Fund Shares.\5\ The Fund's Shares are currently listed and 
traded on the Exchange under NYSE Arca Equities Rule 8.600.
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    \4\ See Securities Exchange Act Release No. 71263 (January 9, 
2014), 79 FR 2715 (January 15, 2014) (SR-NYSEArca-2013-121) (the 
``Prior Order''). The notice with respect to the Prior Order was 
published in Securities Exchange Act Release No. 70902 (November 19, 
2013), 78 FR 70370 (November 25, 2013) (``Prior Notice'' and, 
together with the Prior Order, the ``Prior Release'').
    \5\ A Managed Fund Share is a security that represents an 
interest in an investment company registered under the Investment 
Company Act of 1940 (15 U.S.C. 80a-1) (``1940 Act'') organized as an 
open-end investment company or similar entity that invests in a 
portfolio of securities selected by its investment adviser 
consistent with its investment objectives and policies. In contrast, 
an open-end investment company that issues Investment Company Units, 
listed and traded on the Exchange under NYSE Arca Equities Rule 
5.2(j)(3), seeks to provide investment results that correspond 
generally to the price and yield performance of a specific foreign 
or domestic stock index, fixed income securities index or 
combination thereof.
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    The Shares are offered by AdvisorShares Trust (the ``Trust''), a 
statutory trust organized under the laws of the State of Delaware and 
registered with the Commission as an open-end management investment 
company.\6\ The investment adviser to the Fund is AdvisorShares 
Investments, LLC (the ``Adviser''). Sage Advisory Services Ltd. Co. 
(``Sub-Adviser'') is the Fund's sub-adviser and provides day-to-day 
portfolio management of the Fund.
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    \6\ The Trust is registered under the 1940 Act. On August 13, 
2013, the Trust filed with the Commission an amendment to its 
registration statement on Form N-1A under the Securities Act of 1933 
(15 U.S.C. 77a) (``Securities Act''), and under the 1940 Act 
relating to the Fund (File Nos. 333-157876 and 811-22110) 
(``Registration Statement''). The description of the operation of 
the Trust and the Fund herein is based, in part, on the Registration 
Statement. In addition, the Commission has issued an order granting 
certain exemptive relief to the Trust under the 1940 Act. See 
Investment Company Act Release No. 29291 (May 28, 2010) (File No. 
812-13677) (``Exemptive Order'').
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    According to the Registration Statement, the Fund will seek to 
preserve capital while maximizing income. Under normal market 
conditions, the Sub-Adviser will seek to achieve the Fund's investment 
objective by investing at least 80% of the Fund's net assets in a 
variety of fixed income securities issued by U.S. and foreign issuers. 
Such fixed income securities will be U.S. dollar-denominated investment 
grade debt securities rated Baa or higher by Moody's Investors Service, 
Inc. (``Moody's''), or equivalently rated by Standard & Poor's Ratings 
Services (``S&P'') or Fitch, Inc. (``Fitch''), or, if unrated, 
determined by the Sub-Adviser to be of comparable quality.\7\ The Fund 
may retain a security if its rating falls below investment grade and 
the Sub-Adviser determines that retention of the security is in the 
Fund's best interest. The Exchange notes that the Fund's investment 
portfolio of fixed income securities will meet certain criteria for 
index-based, fixed income exchange-traded funds (``ETFs'') contained in 
NYSE Arca Equities Rule 5.2(j)(3), Commentary .02.\8\
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    \7\ See note 9 of the Prior Notice.
    \8\ See note 10 of the Prior Notice.
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    The Fund may invest, among other securities and financial 
instruments, in

[[Page 32188]]

mortgage-related securities and asset-backed securities (``ABSs''). 
Mortgage-related securities are interests in pools of residential or 
commercial mortgage loans, including mortgage loans made by savings and 
loan institutions, mortgage bankers, commercial banks, and others. 
Pools of mortgage loans are assembled as securities for sale to 
investors by various governmental, government-related and private 
organizations. The Fund also may invest in debt securities which are 
secured with collateral consisting of mortgage related securities. 
Interests in pools of mortgage-related securities differ from other 
forms of debt securities, which normally provide for periodic payment 
of interest in fixed amounts with principal payments at maturity or 
specified call dates. Instead, these securities provide a monthly 
payment which consists of both interest and principal payments.
    The Prior Release stated that the Fund may invest up to 10% of its 
net assets in privately issued (non-government sponsored entity 
(``GSE'')) mortgage-related securities, including commercial mortgage-
backed securities, collateralized mortgage obligations (``CMOs''), and 
adjustable rate mortgage backed securities (``ARMBSs'') (the ``10% 
Representation''). The Prior Release further stated that the Fund will 
not purchase mortgage-related securities (including non-GSE mortgage-
related securities) or any other assets which in the Sub-Adviser's 
opinion are illiquid if, as a result, more than 15% of the Fund's net 
assets will be invested in illiquid securities.\9\
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    \9\ As stated in the Prior Release, the Sub-Adviser seeks to 
manage the portion of the Fund's assets committed to privately 
issued mortgage-related securities in a manner consistent with the 
Fund's investment objective, policies and overall portfolio risk 
profile. In determining whether and how much to invest in privately 
issued mortgage-related securities, and how to allocate those 
assets, the Sub-Adviser considers a number of factors. These 
include, but are not limited to: (1) The nature of the borrowers 
(e.g., residential vs. commercial); (2) the collateral loan type 
(e.g., for residential: First Lien--Jumbo/Prime, First Lien--Alt-A, 
First Lien--Subprime, First Lien--Pay-Option or Second Lien; for 
commercial: Conduit, Large Loan or Single Asset/Single Borrower); 
and (3) in the case of residential loans, whether they are fixed 
rate or adjustable mortgages. Each of these criteria can cause 
privately issued mortgage-related securities to have differing 
primary economic characteristics and distinguishable risk factors 
and performance characteristics.
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    The Exchange has notified the Fund that it currently is not in 
compliance with the 10% Representation.\10\ In order to permit the 
continued listing and trading of Shares of the Fund, the Exchange 
proposes to amend such statement in the Prior Release to provide that 
the Fund may invest up to 20% of its net assets in privately issued 
(non-GSE) mortgage-related securities, including commercial mortgage-
backed securities, CMOs, and adjustable rate mortgage backed 
securities.
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    \10\ The Trust issued a press release, dated March 24, 2015, 
relating to the non-compliance. The Exchange also has added a 
``below compliance'' (``.BC'') indicator to the Fund's trading 
symbol.
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    The Adviser represents that an increase to 20% in Fund assets that 
may be invested in the mortgage-related instruments enumerated above 
will provide the Fund with added flexibility to invest in instruments 
in furtherance of the Fund's investment objective. In addition, such 
increase will permit the Fund to invest in such instruments consistent 
with investment parameters approved by the Commission for other 
actively-managed ETFs. The Exchange notes that the Commission has 
previously approved similar percentage limitations for other funds 
listed on the Exchange under NYSE Arca Equities Rule 8.600.\11\
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    \11\ See, e.g., Securities Exchange Act Release No. 71125 
(December 18, 2013), 78 FR 77743 (December 24, 2013) (SR-NYSEArca-
2013-106) (order approving listing and trading on the Exchange of 
shares of the PIMCO Diversified Income Exchange-Traded Fund and the 
PIMCO Low Duration Exchange-Traded Fund).
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    Except for the change described above, all other representations 
made in the Prior Release remain unchanged.\12\ The Fund will comply 
with all initial and continued listing requirements under NYSE Arca 
Equities Rule 8.600.
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    \12\ See notes 4 and 9, supra. All terms referenced but not 
defined herein are defined in the Prior Release.
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    The Exchange represents that the trading in the Shares will be 
subject to the existing trading surveillances, administered by the 
Financial Industry Regulatory Authority (``FINRA'') on behalf of the 
Exchange, which are designed to detect violations of Exchange rules and 
applicable federal securities laws.\13\ The Exchange represents that 
these procedures are adequate to properly monitor Exchange trading of 
the Shares in all trading sessions and to deter and detect violations 
of Exchange rules and federal securities laws applicable to trading on 
the Exchange. FINRA, on behalf of the Exchange, will communicate as 
needed regarding trading in the Shares and exchange-listed equity 
securities (including ADRs) with other markets and other entities that 
are members of the ISG, and FINRA, on behalf of the Exchange, may 
obtain trading information regarding trading in the Shares and 
exchange-listed equity securities (including ADRs) from such markets 
and other entities. The Exchange may obtain information regarding 
trading in the Shares and exchange-listed equity securities (including 
ADRs) from markets and other entities that are members of ISG or with 
which the Exchange has in place a comprehensive surveillance sharing 
agreement.\14\ In addition, as stated in the Prior Release, investors 
have ready access to information regarding the Fund's holdings, the 
Portfolio Indicative Value, the Disclosed Portfolio, and quotation and 
last sale information for the Shares.
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    \13\ FINRA surveils trading on the Exchange pursuant to a 
regulatory services agreement. The Exchange is responsible for 
FINRA's performance under this regulatory services agreement.
    \14\ For a list of the current members of ISG, see 
www.isgportal.org. The Exchange notes that not all of the components 
of the portfolio for the Fund may trade on exchanges that are 
members of the ISG or with which the Exchange has in place a 
comprehensive surveillance sharing agreement.
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2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \15\ that an exchange have rules that 
are designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to remove 
impediments to, and perfect the mechanism of a free and open market 
and, in general, to protect investors and the public interest.
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    \15\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed rule change is designed to 
prevent fraudulent and manipulative acts and practices in that the 
Shares are listed and traded on the Exchange pursuant to the initial 
and continued listing criteria in NYSE Arca Equities Rule 8.600.
    The Adviser represents that an increase to 20% in Fund assets that 
may be invested in the mortgage-related instruments enumerated above 
will provide the Fund with added flexibility to invest in instruments 
in furtherance of the Fund's investment objective. In addition, such 
increase will permit the Fund to invest in such instruments consistent 
with investment parameters approved by the Commission for other 
actively-managed ETFs. The Commission has previously approved similar 
percentage limitations for other funds listed on the Exchange under 
NYSE Arca Equities Rule 8.600.\16\ The Exchange has in place 
surveillance procedures that are adequate to properly monitor trading 
in the Shares in all trading sessions and to deter and detect 
violations of Exchange rules and applicable federal securities laws. 
The Exchange may obtain information via the ISG from other exchanges 
that are

[[Page 32189]]

members of ISG or with which the Exchange has entered into a 
comprehensive surveillance sharing agreement. FINRA, on behalf of the 
Exchange, will communicate as needed regarding trading in the Shares, 
underlying exchange-traded equity securities (including, without 
limitation, ETFs, equity-related financial instruments and other 
exchange-traded products, REITs and mortgage-related securities), 
futures, options on futures, and exchange-traded options with other 
markets and other entities that are members of the ISG, and FINRA, on 
behalf of the Exchange, may obtain trading information regarding 
trading in the Shares, underlying exchange-traded equity securities, 
futures, options on futures, and exchange-traded options from such 
markets and other entities. In addition, the Exchange may obtain 
information regarding trading in the Shares, underlying exchange-traded 
equity securities (including, without limitation, ETFs, equity-related 
financial instruments and other exchange-traded products, REITs and 
mortgage-related securities), futures, options on futures, and 
exchange-traded options from markets and other entities that are 
members of ISG or with which the Exchange has in place a comprehensive 
surveillance sharing agreement.\17\ In addition, FINRA, on behalf of 
the Exchange, is able to access, as needed, trade information for 
certain fixed income securities held by the Fund reported to FINRA's 
Trade Reporting and Compliance Engine (``TRACE'').
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    \16\ See note 11, supra.
    \17\ For a list of the current members of ISG, see 
www.isgportal.org. The Exchange notes that not all components of the 
Disclosed Portfolio for the Fund may trade on markets that are 
members of ISG or with which the Exchange has in place a 
comprehensive surveillance sharing agreement.
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    The proposed rule change is designed to promote just and equitable 
principles of trade and to protect investors and the public interest in 
that the net asset value (``NAV'') per Share is calculated daily and 
that the NAV and the Disclosed Portfolio is made available to all 
market participants at the same time. In addition, a large amount of 
information is publicly available regarding the Fund and the Shares, 
thereby promoting market transparency. The Portfolio Indicative Value, 
as defined in NYSE Arca Equities Rule 8.600(c)(3), is disseminated by 
one or more major market data vendors at least every 15 seconds during 
the Exchange's Core Trading Session. On a daily basis, the Fund's Web 
site discloses for each portfolio security and other financial 
instrument of the Fund the following information: Ticker symbol (if 
applicable); name and, when available, the individual identifier 
(CUSIP) of the security and/or financial instrument; number of shares 
(if applicable) and dollar value of securities and financial 
instruments held in the portfolio; and percentage weighting of the 
security and financial instrument in the portfolio. Information 
regarding market price and trading volume of the Shares is continually 
available on a real-time basis throughout the day on brokers' computer 
screens and other electronic services. Information regarding the 
previous day's closing price and trading volume information for the 
Shares is published daily in the financial section of newspapers. 
Quotation and last-sale information for the Shares and U.S. exchange-
listed equity securities, including ETFs, ETNs, exchange-traded pooled 
vehicles, ADRs, equity-related financial instruments and other 
exchange-traded products, REITs and mortgage-related securities, is 
available via the Consolidated Tape Association high-speed line, and is 
available from the national securities exchange on which they are 
listed. Information regarding unsponsored ADRs is available from major 
market data vendors. Intra-day and closing price information relating 
to the fixed income and equities investments of the Fund, as well as 
Fund investments in spot currencies and derivatives, including futures, 
forwards, options, options on futures and swaps, is available from 
major market data vendors and from securities and futures exchanges, as 
applicable. Information relating to U.S. exchange-listed options is 
available via the Options Price Reporting Authority. In addition, the 
Portfolio Indicative Value, as defined in NYSE Arca Equities Rule 
8.600(c)(3), is widely disseminated at least every 15 seconds during 
the Core Trading Session by one or more major market data vendors. 
Trading in Shares of the Fund will be halted if the circuit breaker 
parameters in NYSE Arca Equities Rule 7.12 have been reached or because 
of market conditions or for reasons that, in the view of the Exchange, 
make trading in the Shares inadvisable. Trading in the Shares is 
subject to NYSE Arca Equities Rule 8.600(d)(2)(D), which sets forth 
circumstances under which Shares of the Fund may be halted. The Web 
site for the Fund includes a form of the prospectus for the Fund and 
additional data relating to NAV and other applicable quantitative 
information. In addition, as stated in the Prior Notice, investors have 
ready access to information regarding the Fund's holdings, the 
Portfolio Indicative Value, the Disclosed Portfolio, and quotation and 
last sale information for the Shares.
    The proposed rule change is designed to perfect the mechanism of a 
free and open market and, in general, to protect investors and the 
public interest. As noted above, the Exchange represents that the 
trading in the Shares is subject to the existing trading surveillances, 
administered by FINRA on behalf of the Exchange, which are designed to 
detect violations of Exchange rules and applicable federal securities 
laws. The Exchange represents that these procedures are adequate to 
properly monitor Exchange trading of the Shares in all trading sessions 
and to deter and detect violations of Exchange rules and federal 
securities laws applicable to trading on the Exchange. In addition, as 
stated in the Prior Release, investors have ready access to information 
regarding the Fund's holdings, the Portfolio Indicative Value, the 
Disclosed Portfolio, and quotation and last sale information for the 
Shares. The Adviser represents that the proposed change, as described 
above, is consistent with the Fund's investment objective, and will 
further assist the Adviser and Sub-Adviser to achieve such investment 
objective.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purpose of the Act. The Exchange believes the 
proposed rule change is designed to allow the Fund to invest in a 
broader range of mortgage-related securities thereby helping the Fund 
to achieve its investment objective, and will enhance competition among 
issues of Managed Fund Shares that invest in fixed income securities.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, if

[[Page 32190]]

consistent with the protection of investors and the public interest, 
the proposed rule change has become effective pursuant to Section 
19(b)(3)(A) of the Act \18\ and Rule 19b-4(f)(6) thereunder.\19\
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    \18\ 15 U.S.C. 78s(b)(3)(A).
    \19\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission may temporarily suspend such rule change if it 
appears to the Commission that such action is necessary or appropriate 
in the public interest, for the protection of investors, or otherwise 
in furtherance of the purposes of the Act. If the Commission takes such 
action, the Commission shall institute proceedings to determine whether 
the proposed rule should be approved or disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the 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 SR-NYSEArca-2015-46 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2015-46. 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/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change 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. Copies of such filing will also be available 
for inspection and copying at the principal office of the Exchange. 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 available publicly. All 
submissions should refer to File Number SR-NYSEArca-2015-46 and should 
be submitted on or before June 26, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\20\
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    \20\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2015-13723 Filed 6-4-15; 8:45 am]
 BILLING CODE 8011-01-P



                                                                                      Federal Register / Vol. 80, No. 108 / Friday, June 5, 2015 / Notices                                                      32187

                                                    consider the Request pertaining to the                   (the ‘‘Commission’’) the proposed rule                  Shares are currently listed and traded
                                                    proposed Priority Mail Contract 124                      change as described in Items I and II                   on the Exchange under NYSE Arca
                                                    product and the related contract,                        below, which Items have been prepared                   Equities Rule 8.600.
                                                    respectively.                                            by the self-regulatory organization. The                   The Shares are offered by
                                                      The Commission invites comments on                     Commission is publishing this notice to                 AdvisorShares Trust (the ‘‘Trust’’), a
                                                    whether the Postal Service’s filings in                  solicit comments on the proposed rule                   statutory trust organized under the laws
                                                    the captioned dockets are consistent                     change from interested persons.                         of the State of Delaware and registered
                                                    with the policies of 39 U.S.C. 3632,                                                                             with the Commission as an open-end
                                                                                                             I. Self-Regulatory Organization’s
                                                    3633, or 3642, 39 CFR part 3015, and 39                                                                          management investment company.6 The
                                                                                                             Statement of the Terms of Substance of
                                                    CFR part 3020, subpart B. Comments are                                                                           investment adviser to the Fund is
                                                                                                             the Proposed Rule Change
                                                    due no later than June 8, 2015. The                                                                              AdvisorShares Investments, LLC (the
                                                    public portions of these filings can be                     The Exchange proposes to change a                    ‘‘Adviser’’). Sage Advisory Services Ltd.
                                                    accessed via the Commission’s Web site                   representation regarding investment in                  Co. (‘‘Sub-Adviser’’) is the Fund’s sub-
                                                    (http://www.prc.gov).                                    certain mortgage-related securities by                  adviser and provides day-to-day
                                                      The Commission appoints Kenneth R.                     the AdvisorShares Sage Core Reserves                    portfolio management of the Fund.
                                                    Moeller to serve as Public                               ETF. Shares of the AdvisorShares Sage                      According to the Registration
                                                    Representative in these dockets.                         Core Reserves ETF have been approved                    Statement, the Fund will seek to
                                                                                                             for listing and trading on the Exchange                 preserve capital while maximizing
                                                    III. Ordering Paragraphs                                 under NYSE Arca Equities Rule 8.600.                    income. Under normal market
                                                      It is ordered:                                         The text of the proposed rule change is                 conditions, the Sub-Adviser will seek to
                                                      1. The Commission establishes Docket                   available on the Exchange’s Web site at                 achieve the Fund’s investment objective
                                                    Nos. MC2015–53 and CP2015–81 to                          www.nyse.com, at the principal office of                by investing at least 80% of the Fund’s
                                                    consider the matters raised in each                      the Exchange, and at the Commission’s                   net assets in a variety of fixed income
                                                    docket.                                                  Public Reference Room.                                  securities issued by U.S. and foreign
                                                      2. Pursuant to 39 U.S.C. 505, Kenneth                                                                          issuers. Such fixed income securities
                                                                                                             II. Self-Regulatory Organization’s
                                                    R. Moeller is appointed to serve as an                                                                           will be U.S. dollar-denominated
                                                                                                             Statement of the Purpose of, and
                                                    officer of the Commission to represent                                                                           investment grade debt securities rated
                                                                                                             Statutory Basis for, the Proposed Rule
                                                    the interests of the general public in                                                                           Baa or higher by Moody’s Investors
                                                                                                             Change
                                                    these proceedings (Public                                                                                        Service, Inc. (‘‘Moody’s’’), or
                                                    Representative).                                            In its filing with the Commission, the               equivalently rated by Standard & Poor’s
                                                      3. Comments are due no later than                      self-regulatory organization included                   Ratings Services (‘‘S&P’’) or Fitch, Inc.
                                                    June 8, 2015.                                            statements concerning the purpose of,                   (‘‘Fitch’’), or, if unrated, determined by
                                                      4. The Secretary shall arrange for                     and basis for, the proposed rule change                 the Sub-Adviser to be of comparable
                                                    publication of this order in the Federal                 and discussed any comments it received                  quality.7 The Fund may retain a security
                                                    Register.                                                on the proposed rule change. The text                   if its rating falls below investment grade
                                                                                                             of those statements may be examined at                  and the Sub-Adviser determines that
                                                      By the Commission.
                                                                                                             the places specified in Item IV below.                  retention of the security is in the Fund’s
                                                    Shoshana M. Grove,
                                                                                                             The Exchange has prepared summaries,                    best interest. The Exchange notes that
                                                    Secretary.                                               set forth in sections A, B, and C below,
                                                    [FR Doc. 2015–13751 Filed 6–4–15; 8:45 am]
                                                                                                                                                                     the Fund’s investment portfolio of fixed
                                                                                                             of the most significant parts of such                   income securities will meet certain
                                                    BILLING CODE 7710–FW–P                                   statements.                                             criteria for index-based, fixed income
                                                                                                             A. Self-Regulatory Organization’s                       exchange-traded funds (‘‘ETFs’’)
                                                                                                             Statement of the Purpose of, and the                    contained in NYSE Arca Equities Rule
                                                    SECURITIES AND EXCHANGE                                                                                          5.2(j)(3), Commentary .02.8
                                                                                                             Statutory Basis for, the Proposed Rule
                                                    COMMISSION                                                                                                          The Fund may invest, among other
                                                                                                             Change
                                                    [Release No. 34–75087; File No. SR–                                                                              securities and financial instruments, in
                                                    NYSEArca–2015–46]                                        1. Purpose
                                                                                                                The Commission has approved a                        investment objectives and policies. In contrast, an
                                                    Self-Regulatory Organizations; NYSE                      proposed rule change relating to listing                open-end investment company that issues
                                                    Arca, Inc.; Notice of Filing and                                                                                 Investment Company Units, listed and traded on
                                                                                                             and trading on the Exchange of shares                   the Exchange under NYSE Arca Equities Rule
                                                    Immediate Effectiveness of Proposed                      (‘‘Shares’’) of the AdvisorShares Sage                  5.2(j)(3), seeks to provide investment results that
                                                    Rule Change Relating to a                                Core Reserves ETF (the ‘‘Fund’’) under                  correspond generally to the price and yield
                                                    Representation Regarding Investment                      NYSE Arca Equities Rule 8.600,4 which                   performance of a specific foreign or domestic stock
                                                    in Certain Mortgage-Related Securities                                                                           index, fixed income securities index or combination
                                                                                                             governs the listing and trading of                      thereof.
                                                    by the AdvisorShares Sage Core                           Managed Fund Shares.5 The Fund’s                          6 The Trust is registered under the 1940 Act. On
                                                    Reserves ETF                                                                                                     August 13, 2013, the Trust filed with the
                                                                                                                4 See Securities Exchange Act Release No. 71263      Commission an amendment to its registration
                                                    June 1, 2015.                                            (January 9, 2014), 79 FR 2715 (January 15, 2014)        statement on Form N–1A under the Securities Act
                                                       Pursuant to Section       19(b)(1) 1
                                                                                     of the                  (SR–NYSEArca–2013–121) (the ‘‘Prior Order’’). The       of 1933 (15 U.S.C. 77a) (‘‘Securities Act’’), and
                                                    Securities Exchange Act of 1934 (the                     notice with respect to the Prior Order was              under the 1940 Act relating to the Fund (File Nos.
                                                                                                             published in Securities Exchange Act Release No.        333–157876 and 811–22110) (‘‘Registration
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                    ‘‘Act’’) 2 and Rule 19b–4 thereunder,3                   70902 (November 19, 2013), 78 FR 70370                  Statement’’). The description of the operation of the
                                                    notice is hereby given that, on May 27,                  (November 25, 2013) (‘‘Prior Notice’’ and, together     Trust and the Fund herein is based, in part, on the
                                                    2015, NYSE Arca, Inc. (the ‘‘Exchange’’                  with the Prior Order, the ‘‘Prior Release’’).           Registration Statement. In addition, the
                                                    or ‘‘NYSE Arca’’) filed with the                            5 A Managed Fund Share is a security that            Commission has issued an order granting certain
                                                                                                             represents an interest in an investment company         exemptive relief to the Trust under the 1940 Act.
                                                    Securities and Exchange Commission                                                                               See Investment Company Act Release No. 29291
                                                                                                             registered under the Investment Company Act of
                                                                                                             1940 (15 U.S.C. 80a–1) (‘‘1940 Act’’) organized as      (May 28, 2010) (File No. 812–13677) (‘‘Exemptive
                                                      1 15 U.S.C. 78s(b)(1).                                                                                         Order’’).
                                                                                                             an open-end investment company or similar entity
                                                      2 15 U.S.C. 78a.                                                                                                 7 See note 9 of the Prior Notice.
                                                                                                             that invests in a portfolio of securities selected by
                                                      3 17 CFR 240.19b–4.                                    its investment adviser consistent with its                8 See note 10 of the Prior Notice.




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                                                    32188                              Federal Register / Vol. 80, No. 108 / Friday, June 5, 2015 / Notices

                                                    mortgage-related securities and asset-                     Exchange proposes to amend such                       securities (including ADRs) from such
                                                    backed securities (‘‘ABSs’’). Mortgage-                    statement in the Prior Release to provide             markets and other entities. The
                                                    related securities are interests in pools                  that the Fund may invest up to 20% of                 Exchange may obtain information
                                                    of residential or commercial mortgage                      its net assets in privately issued (non-              regarding trading in the Shares and
                                                    loans, including mortgage loans made                       GSE) mortgage-related securities,                     exchange-listed equity securities
                                                    by savings and loan institutions,                          including commercial mortgage-backed                  (including ADRs) from markets and
                                                    mortgage bankers, commercial banks,                        securities, CMOs, and adjustable rate                 other entities that are members of ISG or
                                                    and others. Pools of mortgage loans are                    mortgage backed securities.                           with which the Exchange has in place
                                                    assembled as securities for sale to                           The Adviser represents that an                     a comprehensive surveillance sharing
                                                    investors by various governmental,                         increase to 20% in Fund assets that may               agreement.14 In addition, as stated in the
                                                    government-related and private                             be invested in the mortgage-related                   Prior Release, investors have ready
                                                    organizations. The Fund also may invest                    instruments enumerated above will                     access to information regarding the
                                                    in debt securities which are secured                       provide the Fund with added flexibility               Fund’s holdings, the Portfolio Indicative
                                                    with collateral consisting of mortgage                     to invest in instruments in furtherance               Value, the Disclosed Portfolio, and
                                                    related securities. Interests in pools of                  of the Fund’s investment objective. In                quotation and last sale information for
                                                    mortgage-related securities differ from                    addition, such increase will permit the               the Shares.
                                                    other forms of debt securities, which                      Fund to invest in such instruments
                                                                                                                                                                     2. Statutory Basis
                                                    normally provide for periodic payment                      consistent with investment parameters
                                                    of interest in fixed amounts with                          approved by the Commission for other                     The basis under the Act for this
                                                    principal payments at maturity or                          actively-managed ETFs. The Exchange                   proposed rule change is the requirement
                                                    specified call dates. Instead, these                       notes that the Commission has                         under Section 6(b)(5) 15 that an
                                                    securities provide a monthly payment                       previously approved similar percentage                exchange have rules that are designed to
                                                    which consists of both interest and                        limitations for other funds listed on the             prevent fraudulent and manipulative
                                                    principal payments.                                        Exchange under NYSE Arca Equities                     acts and practices, to promote just and
                                                       The Prior Release stated that the Fund                  Rule 8.600.11                                         equitable principles of trade, to remove
                                                    may invest up to 10% of its net assets                        Except for the change described                    impediments to, and perfect the
                                                    in privately issued (non-government                        above, all other representations made in              mechanism of a free and open market
                                                    sponsored entity (‘‘GSE’’)) mortgage-                      the Prior Release remain unchanged.12                 and, in general, to protect investors and
                                                    related securities, including commercial                   The Fund will comply with all initial                 the public interest.
                                                    mortgage-backed securities,                                and continued listing requirements                       The Exchange believes that the
                                                    collateralized mortgage obligations                        under NYSE Arca Equities Rule 8.600.                  proposed rule change is designed to
                                                    (‘‘CMOs’’), and adjustable rate mortgage                      The Exchange represents that the                   prevent fraudulent and manipulative
                                                    backed securities (‘‘ARMBSs’’) (the                        trading in the Shares will be subject to              acts and practices in that the Shares are
                                                    ‘‘10% Representation’’). The Prior                         the existing trading surveillances,                   listed and traded on the Exchange
                                                    Release further stated that the Fund will                  administered by the Financial Industry                pursuant to the initial and continued
                                                    not purchase mortgage-related securities                   Regulatory Authority (‘‘FINRA’’) on                   listing criteria in NYSE Arca Equities
                                                    (including non-GSE mortgage-related                        behalf of the Exchange, which are                     Rule 8.600.
                                                    securities) or any other assets which in                   designed to detect violations of                         The Adviser represents that an
                                                    the Sub-Adviser’s opinion are illiquid if,                 Exchange rules and applicable federal                 increase to 20% in Fund assets that may
                                                    as a result, more than 15% of the Fund’s                   securities laws.13 The Exchange                       be invested in the mortgage-related
                                                    net assets will be invested in illiquid                    represents that these procedures are                  instruments enumerated above will
                                                    securities.9                                               adequate to properly monitor Exchange                 provide the Fund with added flexibility
                                                       The Exchange has notified the Fund                      trading of the Shares in all trading                  to invest in instruments in furtherance
                                                    that it currently is not in compliance                     sessions and to deter and detect                      of the Fund’s investment objective. In
                                                    with the 10% Representation.10 In order                    violations of Exchange rules and federal              addition, such increase will permit the
                                                    to permit the continued listing and                        securities laws applicable to trading on              Fund to invest in such instruments
                                                    trading of Shares of the Fund, the                         the Exchange. FINRA, on behalf of the                 consistent with investment parameters
                                                                                                               Exchange, will communicate as needed                  approved by the Commission for other
                                                       9 As stated in the Prior Release, the Sub-Adviser
                                                                                                               regarding trading in the Shares and                   actively-managed ETFs. The
                                                    seeks to manage the portion of the Fund’s assets                                                                 Commission has previously approved
                                                    committed to privately issued mortgage-related             exchange-listed equity securities
                                                    securities in a manner consistent with the Fund’s          (including ADRs) with other markets                   similar percentage limitations for other
                                                    investment objective, policies and overall portfolio       and other entities that are members of                funds listed on the Exchange under
                                                    risk profile. In determining whether and how much                                                                NYSE Arca Equities Rule 8.600.16 The
                                                    to invest in privately issued mortgage-related
                                                                                                               the ISG, and FINRA, on behalf of the
                                                    securities, and how to allocate those assets, the Sub-     Exchange, may obtain trading                          Exchange has in place surveillance
                                                    Adviser considers a number of factors. These               information regarding trading in the                  procedures that are adequate to properly
                                                    include, but are not limited to: (1) The nature of the     Shares and exchange-listed equity                     monitor trading in the Shares in all
                                                    borrowers (e.g., residential vs. commercial); (2) the                                                            trading sessions and to deter and detect
                                                    collateral loan type (e.g., for residential: First Lien—
                                                    Jumbo/Prime, First Lien—Alt-A, First Lien—
                                                                                                                 11 See, e.g., Securities Exchange Act Release No.   violations of Exchange rules and
                                                    Subprime, First Lien—Pay-Option or Second Lien;            71125 (December 18, 2013), 78 FR 77743 (December      applicable federal securities laws. The
                                                    for commercial: Conduit, Large Loan or Single              24, 2013) (SR–NYSEArca–2013–106) (order               Exchange may obtain information via
                                                                                                               approving listing and trading on the Exchange of
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                    Asset/Single Borrower); and (3) in the case of                                                                   the ISG from other exchanges that are
                                                    residential loans, whether they are fixed rate or          shares of the PIMCO Diversified Income Exchange-
                                                    adjustable mortgages. Each of these criteria can           Traded Fund and the PIMCO Low Duration
                                                    cause privately issued mortgage-related securities to      Exchange-Traded Fund).                                   14 For a list of the current members of ISG, see

                                                    have differing primary economic characteristics and          12 See notes 4 and 9, supra. All terms referenced   www.isgportal.org. The Exchange notes that not all
                                                    distinguishable risk factors and performance               but not defined herein are defined in the Prior       of the components of the portfolio for the Fund may
                                                    characteristics.                                           Release.                                              trade on exchanges that are members of the ISG or
                                                       10 The Trust issued a press release, dated March          13 FINRA surveils trading on the Exchange           with which the Exchange has in place a
                                                    24, 2015, relating to the non-compliance. The              pursuant to a regulatory services agreement. The      comprehensive surveillance sharing agreement.
                                                                                                                                                                        15 15 U.S.C. 78f(b)(5).
                                                    Exchange also has added a ‘‘below compliance’’             Exchange is responsible for FINRA’s performance
                                                    (‘‘.BC’’) indicator to the Fund’s trading symbol.          under this regulatory services agreement.                16 See note 11, supra.




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                                                                                     Federal Register / Vol. 80, No. 108 / Friday, June 5, 2015 / Notices                                           32189

                                                    members of ISG or with which the                        information: Ticker symbol (if                         holdings, the Portfolio Indicative Value,
                                                    Exchange has entered into a                             applicable); name and, when available,                 the Disclosed Portfolio, and quotation
                                                    comprehensive surveillance sharing                      the individual identifier (CUSIP) of the               and last sale information for the Shares.
                                                    agreement. FINRA, on behalf of the                      security and/or financial instrument;                     The proposed rule change is designed
                                                    Exchange, will communicate as needed                    number of shares (if applicable) and                   to perfect the mechanism of a free and
                                                    regarding trading in the Shares,                        dollar value of securities and financial               open market and, in general, to protect
                                                    underlying exchange-traded equity                       instruments held in the portfolio; and                 investors and the public interest. As
                                                    securities (including, without                          percentage weighting of the security and               noted above, the Exchange represents
                                                    limitation, ETFs, equity-related                        financial instrument in the portfolio.                 that the trading in the Shares is subject
                                                    financial instruments and other                         Information regarding market price and                 to the existing trading surveillances,
                                                    exchange-traded products, REITs and                     trading volume of the Shares is                        administered by FINRA on behalf of the
                                                    mortgage-related securities), futures,                  continually available on a real-time                   Exchange, which are designed to detect
                                                    options on futures, and exchange-traded                 basis throughout the day on brokers’                   violations of Exchange rules and
                                                    options with other markets and other                    computer screens and other electronic                  applicable federal securities laws. The
                                                    entities that are members of the ISG, and               services. Information regarding the                    Exchange represents that these
                                                    FINRA, on behalf of the Exchange, may                   previous day’s closing price and trading               procedures are adequate to properly
                                                    obtain trading information regarding                    volume information for the Shares is                   monitor Exchange trading of the Shares
                                                    trading in the Shares, underlying                       published daily in the financial section               in all trading sessions and to deter and
                                                    exchange-traded equity securities,                      of newspapers. Quotation and last-sale                 detect violations of Exchange rules and
                                                    futures, options on futures, and                        information for the Shares and U.S.                    federal securities laws applicable to
                                                    exchange-traded options from such                       exchange-listed equity securities,                     trading on the Exchange. In addition, as
                                                    markets and other entities. In addition,                including ETFs, ETNs, exchange-traded                  stated in the Prior Release, investors
                                                    the Exchange may obtain information                     pooled vehicles, ADRs, equity-related                  have ready access to information
                                                    regarding trading in the Shares,                        financial instruments and other                        regarding the Fund’s holdings, the
                                                    underlying exchange-traded equity                       exchange-traded products, REITs and                    Portfolio Indicative Value, the Disclosed
                                                    securities (including, without                          mortgage-related securities, is available              Portfolio, and quotation and last sale
                                                    limitation, ETFs, equity-related                                                                               information for the Shares. The Adviser
                                                                                                            via the Consolidated Tape Association
                                                    financial instruments and other                                                                                represents that the proposed change, as
                                                                                                            high-speed line, and is available from
                                                    exchange-traded products, REITs and                                                                            described above, is consistent with the
                                                                                                            the national securities exchange on
                                                    mortgage-related securities), futures,                                                                         Fund’s investment objective, and will
                                                                                                            which they are listed. Information
                                                    options on futures, and exchange-traded                                                                        further assist the Adviser and Sub-
                                                                                                            regarding unsponsored ADRs is
                                                    options from markets and other entities                                                                        Adviser to achieve such investment
                                                                                                            available from major market data
                                                    that are members of ISG or with which                                                                          objective.
                                                                                                            vendors. Intra-day and closing price
                                                    the Exchange has in place a
                                                                                                            information relating to the fixed income               B. Self-Regulatory Organization’s
                                                    comprehensive surveillance sharing
                                                                                                            and equities investments of the Fund, as               Statement on Burden on Competition
                                                    agreement.17 In addition, FINRA, on
                                                    behalf of the Exchange, is able to access,              well as Fund investments in spot                          The Exchange does not believe that
                                                    as needed, trade information for certain                currencies and derivatives, including                  the proposed rule change will impose
                                                    fixed income securities held by the                     futures, forwards, options, options on                 any burden on competition that is not
                                                    Fund reported to FINRA’s Trade                          futures and swaps, is available from                   necessary or appropriate in furtherance
                                                    Reporting and Compliance Engine                         major market data vendors and from                     of the purpose of the Act. The Exchange
                                                    (‘‘TRACE’’).                                            securities and futures exchanges, as                   believes the proposed rule change is
                                                       The proposed rule change is designed                 applicable. Information relating to U.S.               designed to allow the Fund to invest in
                                                    to promote just and equitable principles                exchange-listed options is available via               a broader range of mortgage-related
                                                    of trade and to protect investors and the               the Options Price Reporting Authority.                 securities thereby helping the Fund to
                                                    public interest in that the net asset value             In addition, the Portfolio Indicative                  achieve its investment objective, and
                                                    (‘‘NAV’’) per Share is calculated daily                 Value, as defined in NYSE Arca Equities                will enhance competition among issues
                                                    and that the NAV and the Disclosed                      Rule 8.600(c)(3), is widely disseminated               of Managed Fund Shares that invest in
                                                    Portfolio is made available to all market               at least every 15 seconds during the                   fixed income securities.
                                                    participants at the same time. In                       Core Trading Session by one or more
                                                    addition, a large amount of information                 major market data vendors. Trading in                  C. Self-Regulatory Organization’s
                                                    is publicly available regarding the Fund                Shares of the Fund will be halted if the               Statement on Comments on the
                                                    and the Shares, thereby promoting                       circuit breaker parameters in NYSE Arca                Proposed Rule Change Received From
                                                    market transparency. The Portfolio                      Equities Rule 7.12 have been reached or                Members, Participants, or Others
                                                    Indicative Value, as defined in NYSE                    because of market conditions or for                      No written comments were solicited
                                                    Arca Equities Rule 8.600(c)(3), is                      reasons that, in the view of the                       or received with respect to the proposed
                                                    disseminated by one or more major                       Exchange, make trading in the Shares                   rule change.
                                                    market data vendors at least every 15                   inadvisable. Trading in the Shares is
                                                                                                            subject to NYSE Arca Equities Rule                     III. Date of Effectiveness of the
                                                    seconds during the Exchange’s Core
                                                                                                            8.600(d)(2)(D), which sets forth                       Proposed Rule Change and Timing for
                                                    Trading Session. On a daily basis, the
                                                                                                            circumstances under which Shares of                    Commission Action
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                    Fund’s Web site discloses for each
                                                    portfolio security and other financial                  the Fund may be halted. The Web site                      Because the foregoing proposed rule
                                                    instrument of the Fund the following                    for the Fund includes a form of the                    change does not: (i) Significantly affect
                                                                                                            prospectus for the Fund and additional                 the protection of investors or the public
                                                      17 For a list of the current members of ISG, see      data relating to NAV and other                         interest; (ii) impose any significant
                                                    www.isgportal.org. The Exchange notes that not all      applicable quantitative information. In                burden on competition; and (iii) become
                                                    components of the Disclosed Portfolio for the Fund
                                                    may trade on markets that are members of ISG or
                                                                                                            addition, as stated in the Prior Notice,               operative for 30 days from the date on
                                                    with which the Exchange has in place a                  investors have ready access to                         which it was filed, or such shorter time
                                                    comprehensive surveillance sharing agreement.           information regarding the Fund’s                       as the Commission may designate, if


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                                                    32190                              Federal Register / Vol. 80, No. 108 / Friday, June 5, 2015 / Notices

                                                    consistent with the protection of                         those that may be withheld from the                   Exchange’s fees pursuant to this
                                                    investors and the public interest, the                    public in accordance with the                         proposal are effective upon filing.
                                                    proposed rule change has become                           provisions of 5 U.S.C. 552, will be                      The text of the proposed rule change
                                                    effective pursuant to Section 19(b)(3)(A)                 available for Web site viewing and                    is available at the Exchange’s Web site
                                                    of the Act 18 and Rule 19b–4(f)(6)                        printing in the Commission’s Public                   at www.batstrading.com, at the
                                                    thereunder.19                                             Reference Room, 100 F Street NE.,                     principal office of the Exchange, and at
                                                       At any time within 60 days of the                      Washington, DC 20549, on official                     the Commission’s Public Reference
                                                    filing of the proposed rule change, the                   business days between the hours of                    Room.
                                                    Commission may temporarily suspend                        10:00 a.m. and 3:00 p.m. Copies of such
                                                    such rule change if it appears to the                     filing will also be available for                     II. Self-Regulatory Organization’s
                                                    Commission that such action is                            inspection and copying at the principal               Statement of the Purpose of, and
                                                    necessary or appropriate in the public                    office of the Exchange. All comments                  Statutory Basis for, the Proposed Rule
                                                    interest, for the protection of investors,                received will be posted without change;               Change
                                                    or otherwise in furtherance of the                        the Commission does not edit personal                   In its filing with the Commission, the
                                                    purposes of the Act. If the Commission                    identifying information from                          Exchange included statements
                                                    takes such action, the Commission shall                   submissions. You should submit only                   concerning the purpose of and basis for
                                                    institute proceedings to determine                        information that you wish to make                     the proposed rule change and discussed
                                                    whether the proposed rule should be                       available publicly. All submissions                   any comments it received on the
                                                    approved or disapproved.                                  should refer to File Number SR–                       proposed rule change. The text of these
                                                                                                              NYSEArca–2015–46 and should be                        statements may be examined at the
                                                    IV. Solicitation of Comments                              submitted on or before June 26, 2015.                 places specified in Item IV below. The
                                                      Interested persons are invited to                         For the Commission, by the Division of              Exchange has prepared summaries, set
                                                    submit written data, views, and                           Trading and Markets, pursuant to delegated            forth in Sections A, B, and C below, of
                                                    arguments concerning the foregoing,                       authority.20                                          the most significant parts of such
                                                    including whether the proposed rule                       Brent J. Fields,                                      statements.
                                                    change is consistent with the Act.                        Secretary.
                                                    Comments may be submitted by any of                                                                             A. Self-Regulatory Organization’s
                                                                                                              [FR Doc. 2015–13723 Filed 6–4–15; 8:45 am]
                                                    the following methods:                                                                                          Statement of the Purpose of, and
                                                                                                              BILLING CODE 8011–01–P
                                                                                                                                                                    Statutory Basis for, the Proposed Rule
                                                    Electronic Comments                                                                                             Change
                                                      • Use the Commission’s Internet                         SECURITIES AND EXCHANGE                               1. Purpose
                                                    comment form (http://www.sec.gov/                         COMMISSION
                                                    rules/sro.shtml); or                                                                                               On August 30, 2011, the Exchange
                                                      • Send an email to rule-comments@                       [Release No. 34–75085; File No. SR–BATS–              received approval of rules applicable to
                                                    sec.gov. Please include File Number SR–                   2015–39]                                              the qualification, listing, and delisting
                                                    NYSEArca–2015–46 on the subject line.                                                                           of companies on the Exchange,3 which
                                                                                                              Self-Regulatory Organizations; BATS                   it modified on February 8, 2012 in order
                                                    Paper Comments                                            Exchange, Inc.; Notice of Filing and                  to adopt pricing for the listing of
                                                                                                              Immediate Effectiveness of a Proposed
                                                       • Send paper comments in triplicate                                                                          exchange traded products (‘‘ETPs’’) 4 on
                                                                                                              Rule To Amend Fees Applicable to                      the Exchange,5 which it subsequently
                                                    to Secretary, Securities and Exchange
                                                                                                              Securities Listed on BATS Exchange,                   modified again on June 4, 2014.6 On
                                                    Commission, 100 F Street NE.,
                                                                                                              Inc. Pursuant to BATS Rule 14.13
                                                    Washington, DC 20549–1090.                                                                                      October 16, 2014, the Exchange
                                                    All submissions should refer to File                      June 1, 2015.                                         modified Rule 14.13, entitled ‘‘Company
                                                    Number SR–NYSEArca–2015–46. This                             Pursuant to Section 19(b)(1) of the                Listing Fees’’ to eliminate the annual
                                                    file number should be included on the                     Securities Exchange Act of 1934 (the                  fees for ETPs that are not participating
                                                    subject line if email is used. To help the                ‘‘Act’’),1 and Rule 19b–4 thereunder,2                in the competitive liquidity provider
                                                    Commission process and review your                        notice is hereby given that on May 22,                program under Interpretation and Policy
                                                    comments more efficiently, please use                     2015, BATS Exchange, Inc. (the                        .02 to Rule 11.8, but did not eliminate
                                                    only one method. The Commission will                      ‘‘Exchange’’ or ‘‘BATS’’) filed with the              the $5,000 application fee for ETPs.7
                                                    post all comments on the Commission’s                     Securities and Exchange Commission                    The Exchange is now proposing to
                                                    Internet Web site (http://www.sec.gov/                    (‘‘Commission’’) the proposed rule                    eliminate the $5,000 application fee for
                                                    rules/sro.shtml). Copies of the                           change as described in Items I, II, and               all ETPs, which would eliminate all
                                                    submission, all subsequent                                III, below, which Items have been                     compulsory fees for both new ETP
                                                    amendments, all written statements                        prepared by the Exchange. The                         issues and transfer listings in ETPs on
                                                    with respect to the proposed rule                         Commission is publishing this notice to               the Exchange.
                                                    change that are filed with the                            solicit comments on the proposed rule
                                                    Commission, and all written                               change from interested persons.                          3 See Securities Exchange Act Release No. 65225

                                                                                                                                                                    (August 30, 2011) 76 FR 55148 (September 6, 2011)
                                                    communications relating to the                            I. Self-Regulatory Organization’s                     (SR–BATS–2011–018).
                                                    proposed rule change between the                          Statement of the Terms of Substance of                   4 As defined in BATS Rule 11.8(e)(1)(A), the term
                                                    Commission and any person, other than                     the Proposed Rule Change                              ‘‘ETP’’ means any security listed pursuant to
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                                                                                                                                    Exchange Rule 14.11.
                                                      18 15  U.S.C. 78s(b)(3)(A).                                The Exchange filed a proposal to                      5 See Securities Exchange Act Release No. 66422

                                                      19 17  CFR 240.19b–4(f)(6). In addition, Rule 19b–      amend the fees applicable to securities               (February 17, 2012) 77 FR 11179 (February 24,
                                                    4(f)(6) requires a self-regulatory organization to give   listed on the Exchange pursuant to                    2012) (SR–BATS–2012–010).
                                                                                                                                                                       6 See Securities Exchange Act Release No. 72377
                                                    the Commission written notice of its intent to file       BATS Rule 14.13. Changes to the
                                                    the proposed rule change at least five business days                                                            (June 12, 2014) 79 FR 34822 (June 18, 2014) (SR–
                                                    prior to the date of filing of the proposed rule                                                                BATS–2014–024).
                                                                                                                20 17 CFR 200.30–3(a)(12).
                                                    change, or such shorter time as designated by the                                                                  7 See Securities Exchange Act Release No. 73414
                                                                                                                1 15 U.S.C. 78s(b)(1).
                                                    Commission. The Exchange has satisfied this                                                                     (October 23, 2014) 79 FR 64434 (October 29, 2014)
                                                    requirement.                                                2 17 CFR 240.19b–4.                                 (SR–BATS–2014–050).



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Document Created: 2015-12-15 15:21:01
Document Modified: 2015-12-15 15:21:01
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 32187 

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