80_FR_43645 80 FR 43505 - Self-Regulatory Organizations; Municipal Securities Rulemaking Board; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Consisting of an Amendment to MSRB Rule G-45, on Reporting of Information on Municipal Fund Securities

80 FR 43505 - Self-Regulatory Organizations; Municipal Securities Rulemaking Board; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Consisting of an Amendment to MSRB Rule G-45, on Reporting of Information on Municipal Fund Securities

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 140 (July 22, 2015)

Page Range43505-43507
FR Document2015-17899

Federal Register, Volume 80 Issue 140 (Wednesday, July 22, 2015)
[Federal Register Volume 80, Number 140 (Wednesday, July 22, 2015)]
[Notices]
[Pages 43505-43507]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-17899]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75454; File No. SR-MSRB-2015-05]


Self-Regulatory Organizations; Municipal Securities Rulemaking 
Board; Notice of Filing and Immediate Effectiveness of a Proposed Rule 
Change Consisting of an Amendment to MSRB Rule G-45, on Reporting of 
Information on Municipal Fund Securities

July 15, 2015.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on June 30, 2015, the Municipal Securities Rulemaking Board (the 
``MSRB'' or ``Board'') filed with the Securities and Exchange 
Commission (the ``SEC'' or ``Commission'') the proposed rule change as 
described in Items I and II below, which Items have been prepared by 
the MSRB. 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\ 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 MSRB filed with the Commission a proposed rule change 
consisting of an amendment to MSRB Rule G-45, on reporting of 
information on municipal fund securities (``proposed rule change''). 
The proposed rule change would delay by 60 days, until October 28, 
2015, the date on which the first submissions must be made pursuant to 
Rule G-45. The first submissions on Form G-45 currently are due August 
29, 2015. The MSRB proposes an immediate effectiveness for the proposed 
rule change. The proposed rule change would extend by 60 days the due 
date under a previously approved rule for the first submissions on Form 
G-45.
    The text of the proposed rule change is available on the MSRB's Web 
site at www.msrb.org/Rules-and-Interpretations/SEC-Filings/2015-Filings.aspx, at the MSRB's principal office, 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 MSRB 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 these statements may be examined at the places specified in 
Item IV below. The MSRB has prepared summaries, set forth in Sections 
A, B, and C below, of the most significant aspects of such statements.

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

1. Purpose
    The MSRB proposes to extend by 60 days until October 28, 2015 the 
date the first submissions are due under Rule G-45 on Form G-45. On 
February 21, 2014, the Commission approved the adoption of Rule G-45, 
on reporting of municipal fund securities, and electronic Form G-45, as 
well as associated amendments to Rules G-8, on books and records, and 
G-9, on preservation of records.\3\ The effective date for that rule 
change was February 24, 2015. The first submissions under Rule G-45 are 
due August 29, 2015, which is 60 days from the end of the first 
reporting period of January 1-June 30, 2015. The purpose of Rule G-45 
is to enable the MSRB to collect reliable information about 529 college 
savings plans (``529 plans'') solely for regulatory purposes and to 
analyze that information to better understand the market and the manner 
in which assets are invested.
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    \3\ Exchange Act Release No. 71598 (Feb. 21, 2014), 79 FR 11161 
(Feb. 27, 2014) (SR-MSRB-2013-04).
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    After the SEC's approval of Rule G-45 and Form G-45, MSRB staff 
formed an industry User Group to develop the Form G-45 User's Manual 
(the ``manual''), which the rule specifies would include technical 
specifications for the Form, such as data entry. User Group members 
include representatives from twelve different industry organizations 
ranging from organizations that are involved in the distribution of 
multiple 529 plans to those that participate in the distribution of 
interests in only one plan. The range of expertise of User Group 
members includes data services provision and program management.
    The User Group recommended that underwriters be afforded two 
methods of submitting data to the MSRB on Form G-45--manual submissions 
through the MSRB's Electronic Municipal Market Access Web site 
(``EMMA[supreg]'') \4\ dataport web user interface and automated 
submissions through a computer-to-computer (``B2B'') interface. MSRB 
staff was responsive to those recommendations, and developed the two 
interfaces.
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    \4\ EMMA is a registered trademark of the MSRB.
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    In February 2015, the MSRB released the manual and opened a beta 
test environment to assist underwriters with their submissions. Since 
that time, underwriters and industry trade groups have discussed with 
MSRB staff the challenges that underwriters are facing with programming 
the data for submission to the Board on Form G-45. Their concerns 
center on the ability to program automated B2B submissions, 
particularly information about investment options in 529 plans.
    529 plans typically offer numerous investment options with multiple 
underlying mutual funds. To gather adequate information about 529 
plans, Form G-45 requires detailed data about the various investment 
options available in 529 plans. The MSRB understands that the 
programming of such information for a Form G-45 submission is 
particularly challenging for underwriters because the required data 
must be collected from multiple computer systems. While the programmers 
for underwriters may be challenged by meeting the unextended deadline 
for the first filings on Form G-45, after the first B2B filing, the 
process would be automated and is expected to become more routine.
    To help ensure that the MSRB receives reliable, complete and 
accurate filings on Form G-45 and to mitigate the burdens imposed on 
underwriters that are making their first submission under Rule G-45, 
the MSRB submits this proposed rule change to extend the date that the 
first submissions on Form G-45 are due by 60 days, until October 28, 
2015. The proposed rule change would double the time allowed for

[[Page 43506]]

underwriters to make their first submissions. The MSRB believes that 
the extension will provide underwriters with sufficient time to submit 
complete and accurate filings.\5\ Subsequent Form G-45 filings would 
remain due 60 days from the end of each semi-annual reporting period.
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    \5\ Representatives of industry trade associations have 
suggested that the MSRB implement a one-year pilot period for 
submissions. According to those associations, this would allow 
underwriters sufficient time to work through any difficulties in the 
programming and data collection while not being subject to potential 
enforcement actions. The MSRB, however, believes that filings on 
Form G-45 must remain fully subject to MSRB rules and all other 
applicable federal securities laws, rules and regulations, and that 
a full year would be an excessive delay in the MSRB's gathering of 
reliable information about 529 plans.
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2. Statutory Basis
    The MSRB believes that the proposed rule change is consistent with 
Section 15B(b)(2)(C) of the Act,\6\ which provides that the MSRB's 
rules shall:
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    \6\ 15 U.S.C. 78o-4(b)(2)(C).

be designed to prevent fraudulent and manipulative acts and 
practices, to promote just and equitable principles of trade, to 
foster cooperation and coordination with persons engaged in 
regulating, clearing, settling, processing information with respect 
to, and facilitating transactions in municipal securities and 
municipal financial products, to remove impediments to and perfect 
the mechanism of a free and open market in municipal securities and 
municipal financial products, and, in general, to protect investors, 
---------------------------------------------------------------------------
municipal entities, obligated persons, and the public interest.

    In response to industry concerns about the ability to submit 
reliable, accurate and complete data on a timely basis, the proposed 
rule change would extend the date that the first submissions are due 
under a previously approved rule.

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

    Section 15B(b)(2)(C) of the Act \7\ requires that MSRB rules be 
designed not to impose any burden on competition not necessary or 
appropriate in furtherance of the purposes of the Act. The MSRB does 
not believe that the proposed rule change would impose any burden on 
competition not necessary or appropriate in furtherance of the Act. The 
proposed rule change would extend the date that the first submissions 
on Form G-45 are due by 60 days from August 29, 2015 until October 28, 
2015.
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    \7\ Id.
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    Written comments were neither solicited nor received on the 
proposed rule change.

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

    Pursuant to Section 19(b)(3)(A) \8\ of the Act and Rule 19b-4(f)(6) 
\9\ thereunder, the MSRB has designated the proposed rule change as one 
that effects a change that: (i) Does not significantly affect the 
protection of investors or the public interest; (ii) does not impose 
any significant burden on competition; and (iii) by its terms, does not 
become operative for 30 days after the date of the filing, or such 
shorter time as the Commission may designate.
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 17 CFR 240.19b-4(f)(6).
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    A proposed rule change filed under Rule 19b-4(f)(6) normally does 
not become operative until 30 days after the date of filing.\10\ 
However, Rule 19b-4(f)(6)(iii) \11\ permits the Commission to designate 
a shorter time if such action is consistent with the protection of 
investors and the public interest.\12\ The MSRB has requested that the 
Commission designate the proposed rule change operative upon 
filing,\13\ as specified in Rule 19b-4(f)(6)(iii),\14\ which would make 
the proposed rule change operative on June 30, 2015. The MSRB has 
stated that an earlier operative date would provide underwriters with 
certainty regarding the due date of their first submission on Form G-
45.\15\
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    \10\ Id.
    \11\ 17 CFR 240.19b-4(f)(6)(iii).
    \12\ In addition, Rule 19b-4(f)(6)(iii) requires a self-
regulatory organization to give the Commission written notice of its 
intent to file a proposed rule change, along with a brief 
description and text of such proposed rule change, at least five 
business days prior to the date of filing, or such shorter time as 
designated by the Commission. The MSRB satisfied this requirement on 
June 23, 2015.
    \13\ See SR-MSRB-2015-05.
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
    \15\ See supra note 13.
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    The Commission hereby grants the MSRB's request and believes that 
designating the proposed rule change operative upon filing is 
consistent with the protection of investors and the public 
interest.\16\ According to the MSRB, Rule G-45 is designed to enable 
the MSRB to collect reliable information about 529 plans solely for 
regulatory purposes and to analyze that information to better 
understand the market and the manner in which assets are invested.\17\ 
The Commission believes that designating the proposed rule change 
operative upon filing is consistent with the protection of investors 
and the public interest because it will provide underwriters with 
certainty regarding the due date of their initial Form G-45 submission, 
as well as help ensure that the MSRB receives reliable, complete and 
accurate filings on Form G-45. In addition, the proposed rule change is 
not making any substantive changes to MSRB rules; it is only extending 
the deadline under Rule G-45 for initial submissions of Form G-45 by 60 
days, until October 28, 2015. Therefore, the Commission hereby 
designates the proposed rule change operative upon filing.
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    \16\ For the purposes only of accelerating the operative date of 
this proposal, the Commission has considered the proposed rule 
change's impact on efficiency, competition, and capital formation. 
See 15 U.S.C. 78c(f).
    \17\ See supra Section II.A.I.
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily 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.

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 rule-comments@sec.gov. Please include 
File Number SR-MSRB-2015-05 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-MSRB-2015-05. 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

[[Page 43507]]

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 the filing also will be available for inspection 
and copying at the principal office of the MSRB. 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-MSRB-2015-05 and should be submitted on 
or before August 12, 2015.

    For the Commission, pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-17899 Filed 7-21-15; 8:45 am]
BILLING CODE 8011-01-P



                                                                             Federal Register / Vol. 80, No. 140 / Wednesday, July 22, 2015 / Notices                                                  43505

                                              10:00 a.m. and 3:00 p.m. Copies of such                  Rule G–45. The first submissions on                   would include technical specifications
                                              filing also will be available for                        Form G–45 currently are due August 29,                for the Form, such as data entry. User
                                              inspection and copying at the principal                  2015. The MSRB proposes an immediate                  Group members include representatives
                                              office of the Exchange. All comments                     effectiveness for the proposed rule                   from twelve different industry
                                              received will be posted without change;                  change. The proposed rule change                      organizations ranging from
                                              the Commission does not edit personal                    would extend by 60 days the due date                  organizations that are involved in the
                                              identifying information from                             under a previously approved rule for the              distribution of multiple 529 plans to
                                              submissions. You should submit only                      first submissions on Form G–45.                       those that participate in the distribution
                                              information that you wish to make                           The text of the proposed rule change               of interests in only one plan. The range
                                              available publicly. All submissions                      is available on the MSRB’s Web site at                of expertise of User Group members
                                              should refer to File Number SR–C2–                       www.msrb.org/Rules-and-                               includes data services provision and
                                              2015–020, and should be submitted on                     Interpretations/SEC-Filings/2015-                     program management.
                                              or before August 12, 2015.                               Filings.aspx, at the MSRB’s principal                    The User Group recommended that
                                                For the Commission, by the Division of                 office, and at the Commission’s Public                underwriters be afforded two methods
                                              Trading and Markets, pursuant to delegated               Reference Room.                                       of submitting data to the MSRB on Form
                                              authority.14                                                                                                   G–45—manual submissions through the
                                                                                                       II. Self-Regulatory Organization’s
                                              Robert W. Errett,                                                                                              MSRB’s Electronic Municipal Market
                                                                                                       Statement of the Purpose of, and
                                              Deputy Secretary.                                                                                              Access Web site (‘‘EMMA®’’) 4 dataport
                                                                                                       Statutory Basis for, the Proposed Rule
                                                                                                                                                             web user interface and automated
                                              [FR Doc. 2015–17891 Filed 7–21–15; 08:45 am]             Change
                                                                                                                                                             submissions through a computer-to-
                                              BILLING CODE 8011–01–P                                      In its filing with the Commission, the             computer (‘‘B2B’’) interface. MSRB staff
                                                                                                       MSRB included statements concerning                   was responsive to those
                                                                                                       the purpose of and basis for the                      recommendations, and developed the
                                              SECURITIES AND EXCHANGE
                                                                                                       proposed rule change and discussed any                two interfaces.
                                              COMMISSION
                                                                                                       comments it received on the proposed                     In February 2015, the MSRB released
                                              [Release No. 34–75454; File No. SR–MSRB–                 rule change. The text of these statements             the manual and opened a beta test
                                              2015–05]                                                 may be examined at the places specified               environment to assist underwriters with
                                                                                                       in Item IV below. The MSRB has                        their submissions. Since that time,
                                              Self-Regulatory Organizations;                           prepared summaries, set forth in                      underwriters and industry trade groups
                                              Municipal Securities Rulemaking                          Sections A, B, and C below, of the most               have discussed with MSRB staff the
                                              Board; Notice of Filing and Immediate                    significant aspects of such statements.               challenges that underwriters are facing
                                              Effectiveness of a Proposed Rule                                                                               with programming the data for
                                              Change Consisting of an Amendment                        A. Self-Regulatory Organization’s
                                                                                                       Statement of the Purpose of, and                      submission to the Board on Form G–45.
                                              to MSRB Rule G–45, on Reporting of                                                                             Their concerns center on the ability to
                                              Information on Municipal Fund                            Statutory Basis for, the Proposed Rule
                                                                                                       Change                                                program automated B2B submissions,
                                              Securities                                                                                                     particularly information about
                                              July 15, 2015.                                           1. Purpose                                            investment options in 529 plans.
                                                 Pursuant to Section 19(b)(1) of the                      The MSRB proposes to extend by 60                     529 plans typically offer numerous
                                              Securities Exchange Act of 1934 (the                     days until October 28, 2015 the date the              investment options with multiple
                                              ‘‘Act’’) 1 and Rule 19b–4 thereunder,2                   first submissions are due under Rule G–               underlying mutual funds. To gather
                                              notice is hereby given that on June 30,                  45 on Form G–45. On February 21,                      adequate information about 529 plans,
                                              2015, the Municipal Securities                           2014, the Commission approved the                     Form G–45 requires detailed data about
                                              Rulemaking Board (the ‘‘MSRB’’ or                        adoption of Rule G–45, on reporting of                the various investment options available
                                              ‘‘Board’’) filed with the Securities and                 municipal fund securities, and                        in 529 plans. The MSRB understands
                                              Exchange Commission (the ‘‘SEC’’ or                      electronic Form G–45, as well as                      that the programming of such
                                              ‘‘Commission’’) the proposed rule                        associated amendments to Rules G–8,                   information for a Form G–45 submission
                                              change as described in Items I and II                    on books and records, and G–9, on                     is particularly challenging for
                                              below, which Items have been prepared                    preservation of records.3 The effective               underwriters because the required data
                                              by the MSRB. The Commission is                           date for that rule change was February                must be collected from multiple
                                              publishing this notice to solicit                        24, 2015. The first submissions under                 computer systems. While the
                                              comments on the proposed rule change                     Rule G–45 are due August 29, 2015,                    programmers for underwriters may be
                                              from interested persons.                                 which is 60 days from the end of the                  challenged by meeting the unextended
                                                                                                       first reporting period of January 1–June              deadline for the first filings on Form G–
                                              I. Self-Regulatory Organization’s                        30, 2015. The purpose of Rule G–45 is                 45, after the first B2B filing, the process
                                              Statement of the Terms of Substance of                   to enable the MSRB to collect reliable                would be automated and is expected to
                                              the Proposed Rule Change                                 information about 529 college savings                 become more routine.
                                                 The MSRB filed with the Commission                    plans (‘‘529 plans’’) solely for regulatory              To help ensure that the MSRB
                                              a proposed rule change consisting of an                  purposes and to analyze that                          receives reliable, complete and accurate
                                              amendment to MSRB Rule G–45, on                          information to better understand the                  filings on Form G–45 and to mitigate the
                                              reporting of information on municipal                    market and the manner in which assets                 burdens imposed on underwriters that
                                              fund securities (‘‘proposed rule                         are invested.                                         are making their first submission under
                                              change’’). The proposed rule change                         After the SEC’s approval of Rule G–                Rule G–45, the MSRB submits this
tkelley on DSK3SPTVN1PROD with NOTICES




                                              would delay by 60 days, until October                    45 and Form G–45, MSRB staff formed                   proposed rule change to extend the date
                                              28, 2015, the date on which the first                    an industry User Group to develop the                 that the first submissions on Form G–45
                                              submissions must be made pursuant to                     Form G–45 User’s Manual (the                          are due by 60 days, until October 28,
                                                                                                       ‘‘manual’’), which the rule specifies                 2015. The proposed rule change would
                                                14 17 CFR 200.30–3(a)(12).                                                                                   double the time allowed for
                                                1 15 U.S.C. 78s(b)(1).                                   3 Exchange Act Release No. 71598 (Feb. 21, 2014),
                                                2 17 CFR 240.19b–4.                                    79 FR 11161 (Feb. 27, 2014) (SR–MSRB–2013–04).          4 EMMA   is a registered trademark of the MSRB.



                                         VerDate Sep<11>2014   19:59 Jul 21, 2015   Jkt 235001   PO 00000   Frm 00120   Fmt 4703   Sfmt 4703   E:\FR\FM\22JYN1.SGM   22JYN1


                                              43506                        Federal Register / Vol. 80, No. 140 / Wednesday, July 22, 2015 / Notices

                                              underwriters to make their first                         C. Self-Regulatory Organization’s                           about 529 plans solely for regulatory
                                              submissions. The MSRB believes that                      Statement on Comments on the                                purposes and to analyze that
                                              the extension will provide underwriters                  Proposed Rule Change Received From                          information to better understand the
                                              with sufficient time to submit complete                  Members, Participants, or Others                            market and the manner in which assets
                                              and accurate filings.5 Subsequent Form                     Written comments were neither                             are invested.17 The Commission
                                              G–45 filings would remain due 60 days                                                                                believes that designating the proposed
                                                                                                       solicited nor received on the proposed
                                              from the end of each semi-annual                                                                                     rule change operative upon filing is
                                                                                                       rule change.
                                              reporting period.                                                                                                    consistent with the protection of
                                                                                                       III. Date of Effectiveness of the                           investors and the public interest
                                              2. Statutory Basis                                       Proposed Rule Change and Timing for                         because it will provide underwriters
                                                                                                       Commission Action                                           with certainty regarding the due date of
                                                The MSRB believes that the proposed                                                                                their initial Form G–45 submission, as
                                              rule change is consistent with Section                      Pursuant to Section 19(b)(3)(A) 8 of
                                                                                                       the Act and Rule 19b–4(f)(6) 9                              well as help ensure that the MSRB
                                              15B(b)(2)(C) of the Act,6 which provides                                                                             receives reliable, complete and accurate
                                              that the MSRB’s rules shall:                             thereunder, the MSRB has designated
                                                                                                       the proposed rule change as one that                        filings on Form G–45. In addition, the
                                              be designed to prevent fraudulent and                    effects a change that: (i) Does not                         proposed rule change is not making any
                                              manipulative acts and practices, to promote              significantly affect the protection of                      substantive changes to MSRB rules; it is
                                              just and equitable principles of trade, to               investors or the public interest; (ii) does                 only extending the deadline under Rule
                                              foster cooperation and coordination with                 not impose any significant burden on                        G–45 for initial submissions of Form G–
                                              persons engaged in regulating, clearing,                 competition; and (iii) by its terms, does                   45 by 60 days, until October 28, 2015.
                                              settling, processing information with respect            not become operative for 30 days after                      Therefore, the Commission hereby
                                              to, and facilitating transactions in municipal           the date of the filing, or such shorter                     designates the proposed rule change
                                              securities and municipal financial products,             time as the Commission may designate.                       operative upon filing.
                                              to remove impediments to and perfect the                                                                                At any time within 60 days of the
                                                                                                          A proposed rule change filed under
                                              mechanism of a free and open market in                                                                               filing of the proposed rule change, the
                                                                                                       Rule 19b–4(f)(6) normally does not
                                              municipal securities and municipal financial                                                                         Commission summarily may
                                                                                                       become operative until 30 days after the
                                              products, and, in general, to protect                                                                                temporarily suspend such rule change if
                                                                                                       date of filing.10 However, Rule 19b–
                                              investors, municipal entities, obligated                                                                             it appears to the Commission that such
                                                                                                       4(f)(6)(iii) 11 permits the Commission to
                                              persons, and the public interest.                                                                                    action is necessary or appropriate in the
                                                                                                       designate a shorter time if such action
                                                                                                                                                                   public interest, for the protection of
                                                In response to industry concerns                       is consistent with the protection of
                                                                                                                                                                   investors, or otherwise in furtherance of
                                              about the ability to submit reliable,                    investors and the public interest.12 The
                                                                                                                                                                   the purposes of the Act.
                                              accurate and complete data on a timely                   MSRB has requested that the
                                              basis, the proposed rule change would                    Commission designate the proposed                           IV. Solicitation of Comments
                                              extend the date that the first                           rule change operative upon filing,13 as                       Interested persons are invited to
                                              submissions are due under a previously                   specified in Rule 19b–4(f)(6)(iii),14                       submit written data, views, and
                                                                                                       which would make the proposed rule                          arguments concerning the foregoing,
                                              approved rule.
                                                                                                       change operative on June 30, 2015. The                      including whether the proposed rule
                                              B. Self-Regulatory Organization’s                        MSRB has stated that an earlier                             change is consistent with the Act.
                                              Statement on Burden on Competition                       operative date would provide                                Comments may be submitted by any of
                                                                                                       underwriters with certainty regarding                       the following methods:
                                                Section 15B(b)(2)(C) of the Act 7                      the due date of their first submission on
                                              requires that MSRB rules be designed                     Form G–45.15                                                Electronic Comments
                                              not to impose any burden on                                 The Commission hereby grants the                           • Use the Commission’s Internet
                                              competition not necessary or                             MSRB’s request and believes that                            comment form (http://www.sec.gov/
                                              appropriate in furtherance of the                        designating the proposed rule change                        rules/sro.shtml); or
                                              purposes of the Act. The MSRB does not                   operative upon filing is consistent with                      • Send an email to rule-comments@
                                              believe that the proposed rule change                    the protection of investors and the                         sec.gov. Please include File Number SR–
                                              would impose any burden on                               public interest.16 According to the                         MSRB–2015–05 on the subject line.
                                              competition not necessary or                             MSRB, Rule G–45 is designed to enable
                                                                                                                                                                   Paper Comments
                                              appropriate in furtherance of the Act.                   the MSRB to collect reliable information
                                              The proposed rule change would extend                                                                                  • Send paper comments in triplicate
                                              the date that the first submissions on
                                                                                                            8 15
                                                                                                               U.S.C. 78s(b)(3)(A).                                to Secretary, Securities and Exchange
                                                                                                            9 17
                                                                                                               CFR 240.19b–4(f)(6).                                Commission, 100 F Street NE.,
                                              Form G–45 are due by 60 days from                           10 Id.
                                                                                                                                                                   Washington, DC 20549.
                                              August 29, 2015 until October 28, 2015.                     11 17 CFR 240.19b–4(f)(6)(iii).
                                                                                                          12 In addition, Rule 19b–4(f)(6)(iii) requires a self-
                                                                                                                                                                   All submissions should refer to File
                                                5 Representatives of industry trade associations       regulatory organization to give the Commission              Number SR–MSRB–2015–05. This file
                                              have suggested that the MSRB implement a one-            written notice of its intent to file a proposed rule        number should be included on the
                                              year pilot period for submissions. According to          change, along with a brief description and text of          subject line if email is used. To help the
                                              those associations, this would allow underwriters        such proposed rule change, at least five business           Commission process and review your
                                              sufficient time to work through any difficulties in      days prior to the date of filing, or such shorter time
                                                                                                       as designated by the Commission. The MSRB                   comments more efficiently, please use
                                              the programming and data collection while not
                                              being subject to potential enforcement actions. The      satisfied this requirement on June 23, 2015.                only one method. The Commission will
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                                              MSRB, however, believes that filings on Form G–             13 See SR–MSRB–2015–05.                                  post all comments on the Commission’s
                                              45 must remain fully subject to MSRB rules and all          14 17 CFR 240.19b–4(f)(6)(iii).
                                                                                                                                                                   Internet Web site (http://www.sec.gov/
                                              other applicable federal securities laws, rules and         15 See supra note 13.
                                                                                                                                                                   rules/sro.shtml). Copies of the
                                              regulations, and that a full year would be an               16 For the purposes only of accelerating the
                                              excessive delay in the MSRB’s gathering of reliable                                                                  submission, all subsequent
                                                                                                       operative date of this proposal, the Commission has
                                              information about 529 plans.                             considered the proposed rule change’s impact on             amendments, all written statements
                                                6 15 U.S.C. 78o–4(b)(2)(C).
                                                                                                       efficiency, competition, and capital formation. See
                                                7 Id.                                                  15 U.S.C. 78c(f).                                            17 See   supra Section II.A.I.



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                                                                             Federal Register / Vol. 80, No. 140 / Wednesday, July 22, 2015 / Notices                                                   43507

                                              with respect to the proposed rule                        I. Self-Regulatory Organization’s                       offered by PIMCO ETF Trust (the
                                              change that are filed with the                           Statement of the Terms of the Substance                 ‘‘Trust’’), a statutory trust organized
                                              Commission, and all written                              of the Proposed Rule Change                             under the laws of the State of Delaware
                                              communications relating to the                              The Exchange proposes to reflect a                   and registered with the Commission as
                                              proposed rule change between the                         change in the size of a Creation Unit                   an open-end management investment
                                              Commission and any person, other than                    applicable to shares of the PIMCO Total                 company.6 The investment manager to
                                              those that may be withheld from the                      Return Active Exchange-Traded Fund                      the Fund is Pacific Investment
                                              public in accordance with the                            from 100,000 Shares to at least 50,000                  Management Company LLC (‘‘PIMCO’’
                                              provisions of 5 U.S.C. 552, will be                      Shares. The Fund is currently listed and                or the ‘‘Adviser’’). The Fund’s Shares
                                              available for Web site viewing and                       traded on the Exchange under NYSE                       are currently listed and traded on the
                                              printing in the Commission’s Public                      Arca Equities Rule 8.600. The text of the               Exchange under NYSE Arca Equities
                                              Reference Room, 100 F Street NE.,                        proposed rule change is available on the                Rule 8.600.7
                                              Washington, DC 20549 on official                         Exchange’s Web site at www.nyse.com,                       According to the Registration
                                              business days between the hours of                       at the principal office of the Exchange,                Statement and the Prior Release, Shares
                                              10:00 a.m. and 3:00 p.m. Copies of the                   and at the Commission’s Public                          of the Fund that trade in the secondary
                                              filing also will be available for                        Reference Room.                                         market are created at net asset value
                                              inspection and copying at the principal                                                                          (‘‘NAV’’) by Authorized Participants
                                              office of the MSRB. All comments                         II. Self-Regulatory Organization’s                      only in block-size Creation Units of
                                              received will be posted without change;                  Statement of the Purpose of, and                        100,000 Shares or multiples thereof.
                                              the Commission does not edit personal                    Statutory Basis for, the Proposed Rule                     The Exchange proposes to reflect a
                                              identifying information from                             Change                                                  change in the size of a Creation Unit
                                              submissions. You should submit only                         In its filing with the Commission, the               from 100,000 Shares to at least 50,000
                                              information that you wish to make                        self-regulatory organization included                   Shares.8 The size of a Creation Unit will
                                              available publicly. All submissions                      statements concerning the purpose of,                   be subject to change. The Exchange
                                              should refer to File Number SR–MSRB–                     and basis for, the proposed rule change                 believes that the change to the size of a
                                              2015–05 and should be submitted on or                    and discussed any comments it received                  Creation Unit will not adversely impact
                                              before August 12, 2015.                                  on the proposed rule change. The text                   investors or Exchange trading. A
                                                                                                       of those statements may be examined at                  reduction in the size of a Creation Unit
                                                For the Commission, pursuant to delegated                                                                      may provide potential benefits to
                                              authority.18                                             the places specified in Item IV below.
                                                                                                       The Exchange has prepared summaries,                    investors by facilitating additional
                                              Robert W. Errett,                                                                                                creation and redemption activity in the
                                                                                                       set forth in sections A, B, and C below,
                                              Deputy Secretary.                                                                                                Shares, thereby potentially resulting in
                                                                                                       of the most significant parts of such
                                              [FR Doc. 2015–17899 Filed 7–21–15; 8:45 am]              statements.                                             increased secondary market trading
                                              BILLING CODE 8011–01–P                                                                                           activity, tighter bid/ask spreads and
                                                                                                       A. Self-Regulatory Organization’s                       narrower premiums or discounts to
                                                                                                       Statement of the Purpose of, and                        NAV.9
                                              SECURITIES AND EXCHANGE                                  Statutory Basis for, the Proposed Rule
                                              COMMISSION                                               Change                                                  5.2(j)(3), seeks to provide investment results that
                                                                                                                                                               correspond generally to the price and yield
                                              [Release No. 34–75475; File No. SR–                      1. Purpose                                              performance of a specific foreign or domestic stock
                                              NYSEArca–2015–63]                                           The Commission has approved a                        index, fixed income securities index or combination
                                                                                                                                                               thereof.
                                                                                                       proposed rule change relating to listing                   6 The Trust is registered under the Investment
                                              Self-Regulatory Organizations; NYSE                      and trading on the Exchange of shares                   Company Act of 1940 (‘‘1940 Act’’). On October 27,
                                              Arca, Inc.; Notice of Filing and                         (‘‘Shares’’) of the PIMCO Total Return                  2014, the Trust filed with the Commission the most
                                              Immediate Effectiveness of Proposed                      Active Exchange-Traded Fund (‘‘Fund’’)                  recent post-effective amendment to its registration
                                              Rule Change Relating to a Change in                      under NYSE Arca Equities Rule 8.600,4                   statement under the Securities Act of 1933 (15
                                              the Size of a Creation Unit Applicable                                                                           U.S.C. 77a) (‘‘1933 Act’’) and under the 1940 Act
                                                                                                       which governs the listing and trading of                relating to the Fund (File Nos. 333–155395 and
                                              to Shares of the PIMCO Total Return                      Managed Fund Shares.5 The Shares are                    811–22250) (the ‘‘Registration Statement’’). The
                                              Active Exchange-Traded Fund                                                                                      description of the operation of the Trust and the
                                                                                                          4 See Securities Exchange Act Release No. 65988      Fund herein is based, in part, on the Registration
                                              July 16, 2015.                                                                                                   Statement. A change to the name of the Fund from
                                                                                                       (December 16, 2011), 76 FR 79741 (December 22,
                                                 Pursuant to Section         19(b)(1) 1
                                                                                of the                 2011) (SR–NYSEArca-2011–95) (notice of filing of        PIMCO Total Return Exchange-Traded Fund to
                                              Securities Exchange Act of 1934 (the                     proposed rule change relating to listing and trading    PIMCO Total Return Active Exchange-Traded Fund
                                                                                                       of Shares of the Fund on the Exchange) (‘‘Prior         was reflected in such amendment to the
                                              ‘‘Act’’) 2 and Rule 19b–4 thereunder,3                                                                           Registration Statement. In addition, the
                                                                                                       Notice’’); 66321 (February 3, 2012), 77 FR 6850
                                              notice is hereby given that, on July 10,                 (February 9, 2012) (SR–NYSEArca-2011–95) (order         Commission has issued an order granting certain
                                              2015, NYSE Arca, Inc. (the ‘‘Exchange’’                  approving listing and trading of Shares of the Fund     exemptive relief to the Trust under the 1940 Act.
                                              or ‘‘NYSE Arca’’) filed with the                         on the Exchange) (‘‘Prior Order’’ and, together with    See Investment Company Act Release No. 28993
                                                                                                       the Prior Notice, the ‘‘Prior Release’’). See also      (November 10, 2009) (File No. 812–13571)
                                              Securities and Exchange Commission                                                                               (‘‘Exemptive Order’’).
                                                                                                       Securities Exchange Act Release No. 72666 (July 24,
                                              (the ‘‘Commission’’) the proposed rule                   2014), 79 FR 44224 (July 30, 2014) (SR–NYSEArca-           7 The Trust implemented a change in the name of

                                              change as described in Items I and II                    2013–122) (order approving proposed rule change         the Fund from PIMCO Total Return Exchange-
                                              below, which Items have been prepared                    relating to use of derivatives by the Fund).            Traded Fund to PIMCO Total Return Active
                                                                                                          5 A Managed Fund Share is a security that            Exchange-Traded Fund on October 31, 2014.
                                              by the Exchange. The Commission is                                                                                  8 The change to size of a Creation Unit will be
                                                                                                       represents an interest in an investment company
                                              publishing this notice to solicit                        registered under the Investment Company Act of          effective upon filing with the Commission of an
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                                              comments on the proposed rule change                     1940 (15 U.S.C. 80a–1) (‘‘1940 Act’’) organized as      amendment to the Trust’s Registration Statement on
                                              from interested persons.                                 an open-end investment company or similar entity        Form N–1A, and shareholders will be notified of
                                                                                                       that invests in a portfolio of securities selected by   such change by means of such amendment.
                                                18 17
                                                                                                       its investment adviser consistent with its                 9 The Exchange notes that the Commission has
                                                      CFR 200.30–3(a)(12).                             investment objectives and policies. In contrast, an     approved the listing and trading of other issues of
                                                1 15 U.S.C. 78s(b)(1).                                 open-end investment company that issues                 Managed Fund Shares that have applied a
                                                2 15 U.S.C. 78a.
                                                                                                       Investment Company Units, listed and traded on          minimum Creation Unit size of 50,000 shares or
                                                3 17 CFR 240.19b–4.                                    the Exchange under NYSE Arca Equities Rule                                                        Continued




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Document Created: 2015-12-15 12:54:44
Document Modified: 2015-12-15 12:54:44
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 43505 

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