80 FR 61253 - Self-Regulatory Organizations; BATS Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Related to Fees for Use of BATS Exchange, Inc.

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 196 (October 9, 2015)

Page Range		61253-61256
FR Document		2015-25697

Federal Register, Volume 80 Issue 196 (Friday, October 9, 2015)

[Federal Register Volume 80, Number 196 (Friday, October 9, 2015)]
[Notices]
[Pages 61253-61256]
From the Federal Register Online [www.thefederalregister.org]
[FR Doc No: 2015-25697]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76070; File No. SR-BATS-2015-82]

Self-Regulatory Organizations; BATS Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change Related to
Fees for Use of BATS Exchange, Inc.

October 5, 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 September 30, 2015, BATS Exchange,

[[Page 61254]]

Inc. (the ``Exchange'' or ``BATS'') filed with the Securities and
Exchange Commission (``Commission'') the proposed rule change as
described in Items I, II, and III below, which Items have been prepared
by the Exchange. The Exchange has designated the proposed rule change
as one establishing or changing a member due, fee, or other charge
imposed by the Exchange under Section 19(b)(3)(A)(ii) of the Act \3\
and Rule 19b-4(f)(2) thereunder,\4\ which renders the proposed rule
change effective upon filing with the Commission. 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.
\3\ 15 U.S.C. 78s(b)(3)(A)(ii).
\4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change

The Exchange filed a proposal to amend its fees and rebates
applicable to Members \5\ of the Exchange pursuant to Rule 15.1(a) and
(c) (``Fee Schedule'') applicable to the use of the Exchange's equities
trading platform (``BZX Equities'') to: (i) Adopt a new Step-Up Tier 4
under footnote 2; and (ii) amend the Tape B Volume Tier under footnote
13 to: (A) Adopt a new Tape B Volume Tier to be named ``Tier 1''; and
(B) rename the existing Tape B Volume Tier as ``Tier 2''.
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\5\ A Member is defined as ``any registered broker or dealer
that has been admitted to membership in the Exchange.'' See Exchange
Rule 1.5(n).
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The text of the proposed rule change is available at the Exchange's
Web site at www.batstrading.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 Exchange 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 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
Statutory Basis for, the Proposed Rule Change

1. Purpose
The Exchange proposes amend [sic] the BZX Equities Fee Schedule to:
(i) Adopt a new Step-Up Tier 4 under footnote 2; and (ii) amend the
Tape B Volume Tier under footnote 13 to: (A) Adopt a new Tape B Volume
Tier to be named ``Tier 1''; and (B) rename the existing Tape B Volume
Tier as ``Tier 2''. As is the case with any other rebates on the Fee
Schedule, to the extent that a Member qualifies for higher rebates than
those provided under the proposed tiers, the higher rebates shall
apply.
Step-Up Tier 4
Currently, the Exchange determines the liquidity adding rebate that
it will provide to Members using the Exchange's tiered pricing
structure, which is based on the Member meeting certain volume tiers
based on their ADAV \6\ as a percentage of TCV \7\ or ADV \8\ as a
percentage of TCV. Under such pricing structure, a Member will receive
an adding rebate of anywhere between $0.0020 and $0.0032 per share
executed, depending on the volume tier for which such Member qualifies.
The Exchange also maintains additional Step-Up Tiers in addition to the
volume tiers described above. The Step-Up Tiers provide Members with
additional ways to qualify for enhanced rebates.
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\6\ As provided in the Fee Schedule, for purposes of BATS
Equities pricing, ``ADAV'' means average daily added volume
calculated as the number of shares added per day on a monthly basis;
the Exchange excludes from the ADAV calculation routed shares as
well as shares added on any day that the Exchange's system
experiences a disruption that lasts for more than 60 minutes during
regular trading hours (``Exchange System Disruption''), on any day
with a scheduled early market close and on the last Friday in June
(the ``Russell Reconstitution Day'').
\7\ As provided in the Fee Schedule, for purposes of BATS
Equities pricing, ``TCV'' means total consolidated volume calculated
as the volume reported by all exchanges and trade reporting
facilities to a consolidated transaction reporting plan for the
month for which the fees apply, excluding volume on any day that the
Exchange experiences an Exchange System Disruption, on any with a
scheduled early market close and the Russell Reconstitution Day.
\8\ As provided in the fee schedule, for purposes of BATS
Equities pricing, ``ADV'' means average daily volume calculated as
the number of shares added or removed, combined, per day on a
monthly basis; the Exchange excludes from the ADV calculation routed
shares, and shares added on any day that the Exchange's system
experiences an Exchange System Disruption, on any day with a
scheduled early market close and on the Russell Reconstitution Day.
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The Exchange currently offers three Step-Up Tiers under footnote 2
of its Fe [sic] Schedule. Under Tier 1, a Members [sic] receives a
rebate of $0.0025 per share where their Step-Up Add TCV \9\ from
January 2014 is equal to or greater than 0.07%. Under Tier 2, a Members
[sic] receives a rebate of $0.0029 per share where their Step-Up Add
TCV from January 2014 is equal to or greater than 0.10%. Lastly, under
Tier 3, a Members [sic] receives a rebate of $0.0030 per share where
their Step-Up Add TCV from January 2014 is equal to or greater than
0.15%. The Exchange proposes to add a fourth tier under footnote 2.
Under proposed Tier 4, a Members [sic] would receive a rebate of
$0.0030 per share where their Step-Up Add TCV from August 2015 is equal
to or greater than 0.08%; and (2) Member's ADAV as a percentage of TCV
is equal to or greater than 0.35%.
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\9\ As provided in the fee schedule, for purposes of BATS
Equities pricing, ``Step-Up Add TCV'' means ADAV as a percentage of
TCV in the relevant baseline month subtracted from current ADAV as a
percentage of TCV.
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Tape B Volume Tiers
Currently, the Exchange offers a rebate of $0.0020 per share as the
standard rebate for orders with fee code B, which applies to orders
that add liquidity to the Exchange in Tape B securities. The Exchange
also offers a Tape B Volume Tier that provide Members with the
opportunity to earn a higher rebate by meeting certain volume metrics.
Specifically, the Tape B Volume Tier provides a rebate of $0.0027 per
share to a Member's orders with fee code B for which the Member's Tape
B ADAV as a percentage of TCV is equal to or greater than 0.08%. The
Exchange proposes to adopt a new Tape B Volume Tier to be named ``Tier
1'' under footnote 13 and rename the existing Tape B Volume Tier as
``Tier 2''. Under proposed Tier 1, a rebate of $0.0025 per share would
be provided to a Member's orders with a fee code of B for which the
Member's Tape B ADAV as a percentage of TCV is equal to or greater than
0.05%.
Implementation Date
The Exchange proposes to implement this amendment to its Fee
Schedule on October 1, 2015.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the objectives of Section 6 of the Act,\10\ in general, and
furthers the objectives of Section 6(b)(4),\11\ in particular, as it is
designed to provide for the equitable allocation of reasonable dues,
fees and other charges among its Members and other persons using its
facilities. The

[[Page 61255]]

Exchange also notes that it operates in a highly-competitive market in
which market participants can readily direct order flow to competing
venues if they deem fee levels at a particular venue to be excessive.
The proposed rule change reflects a competitive pricing structure
designed to incent market participants to direct their order flow to
the Exchange. The Exchange believes that the proposed rates are
equitable and non-discriminatory in that they apply uniformly to all
Members. The Exchange believes the fees and credits remain competitive
with those charged by other venues and therefore continue to be
reasonable and equitably allocated to Members.
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\10\ 15 U.S.C. 78f.
\11\ 15 U.S.C. 78f(b)(4).
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Volume-based rebates and fees such as those proposed herein have
been widely adopted by equities and options exchanges and are equitable
because they are open to all Members on an equal basis and provide
additional benefits or discounts that are reasonably related to the
value to an exchange's market quality associated with higher levels of
market activity, such as higher levels of liquidity provision and/or
growth patterns, and introduction of higher volumes of orders into the
price and volume discovery processes. The Exchange believes that
proposed tiers are a reasonable, fair and equitable, and not unfairly
discriminatory allocation of fees and rebates because they will provide
Members with an additional incentive to reach certain thresholds on the
Exchange.
Further, the Exchange believes that the proposed tiers will provide
such enhancements in market quality on the Exchange by incentivizing
participation. The Exchange notes that it is not proposing to modify
any of the existing Step-Up Tiers or the Tape B Volume Tier (other than
to rename the existing Tape B Volume Tier as Tier 2), but rather to add
two new tiers that will provide Members with additional ways to receive
higher rebates. Accordingly, under the proposal a Member will receive
either the same or a higher rebate than they would receive today.
Accordingly, the Exchange believes that the proposed additions to the
Exchange's tiered pricing structure and incentives are not unfairly
discriminatory because they will apply uniformly to all Members and are
consistent with the overall goals of enhancing market quality on the
Exchange.
In particular, the Exchange believes the addition of a second Tape
B Volume Tier is a reasonable means to encourage Members to increase
their liquidity in Tape B securities. The Exchange also believes
providing a rebate of $0.0025 per share where a Member's Tape B ADAV as
a percentage of TCV is equal to or greater than 0.05% is also equitable
and reasonable. The Exchange notes that it currently provides a rebate
of $0.0027 per share to Member's Tape B ADAV as a percentage of TCV is
equal to or greater than 0.08%. Such pricing programs thereby reward a
Member's growth pattern in Tape B securities and such increased volume
increases potential revenue to the Exchange, and will allow the
Exchange to continue to provide and potentially expand the incentive
programs operated by the Exchange. The Exchange also believes that the
rebate amount provided by proposed Tier 1 is equitable and reasonable
as compared to the existing Tape B Volume Tier because it reflects the
lower criteria necessary to achieve the tier.
The Exchange believes that providing additional financial
incentives to Members that demonstrate an increase over their August
2015 Step-Up Add TCV through the new proposed Step-Up Tier 4 offers
additional, flexible ways to achieve financial incentives from the
Exchange and encourage Members to add liquidity to the Exchange. The
Exchange believes that these incentives are reasonable, fair and
equitable because the liquidity from each of these proposals also
benefits all investors by deepening the Exchange's liquidity pool,
offering additional flexibility for all investors to enjoy cost
savings, supporting the quality of price discovery, promoting market
transparency and improving investor protection. Such pricing programs
thereby reward a Member's growth pattern and such increased volume
increase [sic] potential revenue to the Exchange, and will allow the
Exchange to continue to provide and potentially expand the incentive
programs operated by the Exchange. These pricing programs are also fair
and equitable in that they are available to all Members and will result
in Members receiving either the same or an increased rebate than they
would currently receive.
The Exchange also believes proposing a baseline eligibility for the
proposed Step-Up Tier 4 is equitable and reasonable. The Exchange notes
that current Tier 3 provides the same rebate as that proposed for Tier
4, $0.0030 per share. However, Tier 3 calculates a Member's Step-Up Add
TCV from a January 2014 baseline, while proposed Tier 4 would calculate
a Member's Step-Up Add TCV from an August 2015 baseline. The primary
objective of differing baseline eligibility criteria for the Step-Up
Tiers is to increase the number of Members who may be eligible to
achieve either the [sic] tier and receives [sic] the same $0.0030 per
share rebate. The choice of baseline criteria will enhance the value of
the Step-Up Tiers to Members whose market participation was higher in
January 2014 than August 2015, thereby encouraging them to increase
their volume on the Exchange over such baseline. It also provides
Members with additional means to achieve the $0.0030 per share rebate
that may not satisfy the current baseline criteria set forth in Tier 3
that is based on a Step-Up Add TCV from January 2014. Such increased
volume would increase potential revenue to the Exchange and allow the
Exchange to spread its administrative and infrastructure costs over a
greater number of shares, which would result in lower per share costs.
The Exchange may then pass on these savings to Members in the form of
reduced fees. The increased liquidity would also benefit all investors
by deepening the Exchange's liquidity pool, offering additional
flexibility for all investors to enjoy cost savings, supporting the
quality of price discovery, promoting market transparency and improving
investor protection.
Lastly, the Exchange believes that it is reasonable and equitable
to offer an enhanced rebate to Members who satisfy a certain baseline
eligibility because the Exchange believes that such Members are most
likely to provide consistent liquidity during periods of market stress
and to manage their quotes/orders in a coordinated manner that promotes
price discovery and market stability.

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

The Exchange does not believe its proposed amendments to its Fee
Schedule would impose any burden on competition that is not necessary
or appropriate in furtherance of the purposes of the Act. The Exchange
does not believe that the proposed changes represent a significant
departure from previous pricing offered by the Exchange or pricing
offered by the Exchange's competitors. Additionally, Members may opt to
disfavor the Exchange's pricing if they believe that alternatives offer
them better value. Accordingly, the Exchange does not believe that the
proposed change will impair the ability of Members or competing venues
to maintain their competitive standing in the financial markets.
The Exchange does not believe that the proposed new tiers would
burden competition, but instead, enhances [sic] competition, as they
are intended to increase the competitiveness of and

[[Page 61256]]

draw additional volume to the Exchange. As stated above, the Exchange
notes that it operates in a highly competitive market in which market
participants can readily direct order flow to competing venues if the
deem fee structures to be unreasonable or excessive. The proposed
changes are generally intended to enhance the rebates for liquidity
added to the Exchange, which is intended to draw additional liquidity
to the Exchange. The Exchange does not believe the proposed tiers would
burden intramarket competition as they would apply to all Members
uniformly.

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

The Exchange has not solicited, and does not intend to solicit,
comments on this proposed rule change. The Exchange has not received
any unsolicited written comments from Members or other interested
parties.

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

The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \12\ and paragraph (f) of Rule 19b-4
thereunder.\13\ 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.
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\12\ 15 U.S.C. 78s(b)(3)(A).
\13\ 17 CFR 240.19b-4(f).
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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-BATS-2015-82 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-BATS-2015-82. 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 also will 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-BATS-2015-82, and should be
submitted on or before October 30, 2015.

For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-25697 Filed 10-8-15; 8:45 am]
BILLING CODE 8011-01-P

Federal Register / Vol. 80, No. 196 / Friday, October 9, 2015 / Notices 61253

Specifically, the Information Circular securities to 10% of its net assets performing under the applicable
will discuss the following: (a) The (calculated at the time of investment). agreement, and the Fund will seek,
procedures for purchases and (10) The Fund may invest in where possible, to use counterparties
redemptions of Shares in creation units exchange-listed equity index futures whose financial status is such that the
(and that Shares are not individually contracts, in exchange-listed and OTC risk of default is reduced.
redeemable); (b) Nasdaq Rule 2111A, index credit default swaps, and in (16) The Fund’s investments in
which imposes suitability obligations on forward foreign currency exchange derivative instruments will be
Nasdaq members with respect to contracts; however, the Fund will limit consistent with the Fund’s investment
recommending transactions in the the aggregate notional value of its objective and the 1940 Act and will not
Shares to customers; (c) how positions in these instruments be used to seek to achieve a multiple or
information regarding the Intraday (calculated at the time of investment) to inverse multiple of an index.
Indicative Value is disseminated; (d) the 20% of the value of its net assets. (17) A minimum of 100,000 Shares
risks involved in trading the Shares (11) The Fund intends to enter into will be outstanding at the
during the Pre-Market and Post-Market repurchase agreements only with commencement of trading on the
Sessions when an updated Intraday financial institutions and dealers Exchange.
Indicative Value will not be calculated believed by the Adviser or the Sub- This approval order is based on all of
or publicly disseminated; (e) the Adviser to present minimal credit risks the Exchange’s representations,
requirement that members deliver a in accordance with criteria approved by including those set forth above and in
prospectus to investors purchasing the Board of Trustees of the Trust. The Amendment Nos. 1 and 2 to the
newly issued Shares prior to or Adviser or the Sub-Adviser will review proposal, and the Exchange’s
concurrently with the confirmation of a and monitor the creditworthiness of description of the Fund.
transaction; and (f) trading information. such institutions. The Adviser or the For the foregoing reasons, the
(5) For initial and continued listing, Sub-Adviser will monitor the value of Commission finds that the proposed
the Fund must be in compliance with the collateral at the time the transaction rule change, as modified by Amendment
Rule 10A–3 under the Act.39 is entered into and at all times during Nos. 1 and 2 thereto, is consistent with
(6) Under normal market conditions, the term of the repurchase agreement. Section 6(b)(5) of the Act 41 and the
(12) The Fund may only invest in rules and regulations thereunder
the Fund will invest at least 80% of its
commercial paper rated A–1 or higher applicable to a national securities
total assets in Convertible Securities.
by S&P Ratings, Prime-1 or higher by exchange.
(7) The Adviser expects that, under Moody’s or F1 or higher by Fitch.
normal market conditions, generally, for (13) Under normal market conditions, IV. Conclusion
a Convertible Security to be considered convertible Rule 144A securities will It is therefore ordered, pursuant to
as an eligible investment, after taking have at the time of original issuance Section 19(b)(2) of the Act,42 that the
into account such an investment, at $100 million or more principal amount proposed rule change (SR–NASDAQ–
least 75% of the Fund’s net assets that outstanding to be considered eligible 2015–075), as modified by Amendment
are invested in Convertible Securities investments. Nos. 1 and 2 thereto, be, and it hereby
will be invested in Convertible (14) The Fund may hold up to an is, approved.
Securities that will have at the time of aggregate amount of 15% of its net
original issuance $200 million or more For the Commission, by the Division of
assets in illiquid assets (calculated at Trading and Markets, pursuant to delegated
par amount outstanding. the time of investment), including Rule authority.43
(8) At least 90% of the Fund’s net 144A securities deemed illiquid by the
assets that are invested in Exchange- Robert W. Errett,
Adviser or the Sub-Adviser.40 The Fund
Listed Convertible Securities; ETNs; Deputy Secretary.
will monitor its portfolio liquidity on an
Depositary Receipts, BDCs, Post- ongoing basis to determine whether, in [FR Doc. 2015–25701 Filed 10–8–15; 8:45 am]
Conversion Underlying Securities, and light of current circumstances, an BILLING CODE 8011–01–P
other Equity Securities; exchange-listed adequate level of liquidity is being
equity index futures contracts; and maintained, and will consider taking
exchange-listed index credit default appropriate steps in order to maintain SECURITIES AND EXCHANGE
swaps (in the aggregate) will be invested adequate liquidity if, through a change COMMISSION
in investments that trade in markets that in values, net assets, or other [Release No. 34–76070; File No. SR–BATS–
are members of ISG or are parties to a circumstances, more than 15% of the 2015–82]
comprehensive surveillance sharing Fund’s net assets are held in illiquid
agreement with the Exchange. Further, assets. Self-Regulatory Organizations; BATS
at least 90% of the Underlying (15) The Fund will only enter into Exchange, Inc.; Notice of Filing and
Securities corresponding to the pre- transactions in OTC index credit default Immediate Effectiveness of a Proposed
conversion Convertible Securities held swaps and forward foreign currency Rule Change Related to Fees for Use
by the Fund (measured by par value) exchange contracts with counterparties of BATS Exchange, Inc.
will trade in markets that are members that the Adviser or the Sub-Adviser October 5, 2015.
of ISG or parties to a comprehensive reasonably believes are capable of
surveillance sharing agreement with the Pursuant to Section 19(b)(1) of the
Exchange. 40 In reaching liquidity decisions, the Adviser and
Securities Exchange Act of 1934 (the
(9) The Fund’s investments in options the Sub-Adviser may consider the following factors: ‘‘Act’’),1 and Rule 19b–4 thereunder,2
The frequency of trades and quotes for the security; notice is hereby given that on
tkelley on DSK3SPTVN1PROD with NOTICES

will be limited to options that represent
a component of a synthetic convertible
the number of dealers wishing to purchase or sell September 30, 2015, BATS Exchange,
the security and the number of other potential
security, and any such options will be purchasers; dealer undertakings to make a market 41 15 U.S.C. 78f(b)(5).
exchange-listed. The Fund will limit its in the security; and the nature of the security and 42 15 U.S.C. 78s(b)(2).
investments in synthetic convertible the nature of the marketplace in which it trades
43 17 CFR 200.30–3(a)(12).
(e.g., the time needed to dispose of the security, the
1 15 U.S.C. 78s(b)(1).
method of soliciting offers and the mechanics of
39 See 17 CFR 240.10A–3. transfer). 2 17 CFR 240.19b 4.

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Document Created: 2015-12-15 08:34:12
Document Modified: 2015-12-15 08:34:12

Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
FR Citation		80 FR 61253