80 FR 71880 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to the Listing and Trading of Shares of the RiverFront Strategic Income Fund Under NYSE Arca Equities Rule 8.600
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 80, Issue 221 (November 17, 2015)
Federal Register Volume 80, Issue 221 (November 17, 2015)
| Page Range | 71880-71883 | |
| FR Document | 2015-29232 |
[Federal Register Volume 80, Number 221 (Tuesday, November 17, 2015)] [Notices] [Pages 71880-71883] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2015-29232] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-76412; File No. SR-NYSEArca-2015-111] Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to the Listing and Trading of Shares of the RiverFront Strategic Income Fund Under NYSE Arca Equities Rule 8.600 November 10, 2015. Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given that, on November 4, 2015, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE Arca'') filed with the Securities and Exchange Commission (the ``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by the self-regulatory organization. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C.78s(b)(1). \2\ 15 U.S.C. 78a. \3\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to reflect a change to the means of achieving the investment objective applicable to shares of the RiverFront Strategic Income Fund, which has been approved by the Securities and Exchange Commission (``Commission''), and is currently listed and traded on the Exchange, under NYSE Arca Equities Rule 8.600. The proposed rule change is available on the Exchange's Web site at www.nyse.com, at the principal office of the Exchange, and at the Commission's Public Reference Room. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the self-regulatory organization included statements concerning the purpose of, [[Page 71881]] and basis for, the proposed rule change and discussed any comments it received on the proposed rule change. The text of those statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant parts of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change 1. Purpose The Commission has approved listing and trading on the Exchange of shares (``Shares'') of the RiverFront Strategic Income Fund (the ``Fund''), a series of the ALPS ETF Trust (the ``Trust''),\4\ under NYSE Arca Equities Rule 8.600, which governs the listing and trading of Managed Fund Shares. The Fund is an actively managed exchange traded fund. The Shares are offered by the Trust.\5\ Shares of the Fund are currently listed and traded on the Exchange under NYSE Arca Equities Rule 8.600. --------------------------------------------------------------------------- \4\ See Securities Exchange Act Release No. 68030 (October 10, 2012), 77 FR 63380 (October 16, 2012) (SR-NYSEArca-2012-88) (``Prior Order''). See also Securities Exchange Act Release No. 67715 (August 22, 2012), 77 FR 52083 (August 28, 2012) (``Prior Notice'', and together with the Prior Order, the ``Prior Release''). \5\ The Trust is registered under the Investment Company Act of 1940 (``1940 Act''). On March 30, 2015, the Trust filed with the Commission an amendment to its registration statement on Form N-1A under the Securities Act of 1933 (``Securities Act'') and the1940 Act relating to the Fund (File Nos. 333-148826 and 811-22175) (``Registration Statement''). The description of the operation of the Trust and the Fund herein is based, in part, on the Registration Statement. --------------------------------------------------------------------------- RiverFront Investment Group, LLC (``RiverFront'') is the investment sub-adviser for the Fund (the ``Sub-Adviser''). As stated in the Prior Release, the Fund's investment objective is to seek total return, with an emphasis on income as the source of that total return. The Fund seeks to achieve its investment objective by investing in a global portfolio of fixed income securities of various maturities, ratings and currency denominations. The Fund utilizes various investment strategies in a broad array of fixed income sectors. The Fund allocates its investments based upon the analysis of the Sub- Adviser of the pertinent economic and market conditions, as well as yield, maturity and currency considerations. In this proposed rule change, the Exchange proposes to reflect a change to the description of the investments the Sub-Adviser will utilize to implement the Fund's investment objective, as described below.\6\ --------------------------------------------------------------------------- \6\ The changes described herein will be effective upon filing with the Commission of another amendment to the Trust's Registration Statement and/or a supplement to the Fund's prospectus and/or Statement of Additional Information. See note 5, supra. The Sub- Adviser represents that the Sub-Adviser will not implement the changes described herein until the instant proposed rule change is operative. --------------------------------------------------------------------------- First, the Prior Release stated that the Fund may invest up to 5% of its assets in mortgage-backed securities (``MBS'') (which may include commercial MBS) or other asset-backed securities (``ABS'') issued or guaranteed by private issuers.\7\ The Sub-Adviser wishes to change this representation to state that the Fund may invest up to 20% of its total assets in MBS and ABS that are privately issued, non- agency and non-government sponsored entity (``Private MBS/ABS'').\8\ Such holdings would be subject to the limitation on the Fund's investments in illiquid assets. The liquidity of a security, especially in the case of Private MBS/ABS, will be a substantial factor in the Fund's security selection process. --------------------------------------------------------------------------- \7\ This limitation does not apply to securities issued or guaranteed by federal agencies and/or U.S. government sponsored instrumentalities, such as the Government National Mortgage Administration (``GNMA''), the Federal Housing Administration (``FHA''), the Federal National Mortgage Association (``FNMA''), and the Federal Home Loan Mortgage Corporation (``FHLMC''). \8\ As described in the Prior Release, the MBS in which the Fund may invest are either pass-through securities or collateralized mortgage obligations (``CMOs''). --------------------------------------------------------------------------- The Sub-Adviser believes the revised representations will permit the Sub-Adviser, through such additional flexibility, to better achieve the Fund's stated investment objective to seek total return, with an emphasis on income as the source of that total return. The Fund will continue to primarily invest in fixed income instruments. The Sub- Adviser represents that the purpose of this change is to provide additional flexibility to the Sub-Adviser to meet the Fund's investment objective by potentially expanding the percentage of the Fund's assets that may be allocated to Private MBS/ABS that would provide the Fund with an enhanced ability to identify debt issues that have sound investment characteristics while providing the potential for an increased yield for investors. Second, the Prior Release stated that the Fund may not hold more than 15% of its net assets in: (1) illiquid securities (which include participation interests); and (2) Rule 144A securities. Going forward, the Fund wishes to change this representation to state that, as an investment restriction of the Fund, the Fund may not hold more than 15% of its net assets in illiquid assets (calculated at the time of investment),\9\ including Rule 144A securities deemed illiquid by the Sub-Adviser, consistent with Commission guidance.\10\ The Exchange notes that the Commission has approved similar representations relating to issues of Managed Fund Shares proposed to be listed and traded on the Exchange.\11\ The Sub-Adviser represents that the Sub-Adviser and the Trust's Board of Trustees will continue to evaluate each Rule 144A security based on the Fund's valuation procedures to oversee liquidity and valuation concerns. --------------------------------------------------------------------------- \9\ In reaching liquidity decisions, the Sub-Adviser may consider the following factors: the frequency of trades and quotes for the security; the number of dealers wishing to purchase or sell the security and the number of other potential purchasers; dealer undertakings to make a market in the security; and the nature of the security and the nature of the marketplace trades (e.g., the time needed to dispose of the security, the method of soliciting offers, and the mechanics of transfer). \10\ The Commission has stated that long-standing Commission guidelines have required open-end funds to hold no more than 15% of their net assets in illiquid securities and other illiquid assets. See Investment Company Act Release No. 28193 (March 11, 2008), 73 FR 14618 (March 18, 2008), footnote 34. See also, Investment Company Act Release No. 5847 (October 21, 1969), 35 FR 19989 (December 31, 1970) (Statement Regarding ``Restricted Securities''); Investment Company Act Release No. 18612 (March 12, 1992), 57 FR 9828 (March 20, 1992) (Revisions of Guidelines to Form N-1A). A fund's portfolio security is illiquid if it cannot be disposed of in the ordinary course of business within seven days at approximately the value ascribed to it by the fund. See Investment Company Act Release No. 14983 (March 12, 1986), 51 FR 9773 (March 21, 1986) (adopting amendments to Rule 2a-7 under the 1940 Act); Investment Company Act Release No. 17452 (April 23, 1990), 55 FR 17933 (April 30, 1990) (adopting Rule 144A under the 1933 Act). \11\ See, e.g., Securities Exchange Act Release No. 70282 (August 29, 2013), 78 FR 54700 (September 5, 2013) (SR-NYSEArca- 2013-70) (order approving listing and trading on the exchange of First Trust Inflation Managed Fund). --------------------------------------------------------------------------- Third, the Prior Release stated that the Fund may also invest in structured notes.\12\ Going forward, the Fund proposes that the Fund may invest up to 20% of its total assets in structured notes. The Exchange notes that the Commission has previously approved listing and trading on the Exchange of issues of Managed Fund Shares that may hold up to 20% of total assets in structured notes.\13\ --------------------------------------------------------------------------- \12\ As noted in the Prior Release, structured notes are notes on which the amount of principal repayment and interest payments are based on the movement of one or more specified factors, such as the movement of a particular bond or bond index. \13\ See, e.g., Securities Exchange Act Release No. 74093 (January 20, 2015), 80 FR 4015 (January 26, 2015) (SR-NYSEArca-2014- 126) (order approving listing and trading of Shares of the AdvisorShares Pacific Asset Enhanced Floating Rate ETF under NYSE Arca Equities Rule 8.600). --------------------------------------------------------------------------- Fourth, the Prior Release stated the Fund may invest without limitation in debt securities denominated in foreign [[Page 71882]] currencies and in U.S. dollar-denominated debt securities of foreign issuers, including securities of issuers located in emerging markets. Going forward, the Fund wishes to change this representation to state that the debt securities in which the Fund may invest may be denominated in foreign currencies or U.S. dollars. The Sub-Adviser represents that there is no change to the Fund's investment objective. The Fund will continue to comply with all initial and continued listing requirements under NYSE Arca Equities Rule 8.600. Except for the changes noted above, all other facts presented (except the statement ``[t]he Fund will be managed by WisdomTree Asset Management, Inc.'', given that ALPS Advisors, Inc. currently serves as the Fund's investment adviser) and representations made in the Prior Release remain unchanged. All terms referenced but not defined herein are defined in the Prior Release. 2. Statutory Basis The basis under the Act for this proposed rule change is the requirement under Section 6(b)(5) \14\ that an exchange have rules that are designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to remove impediments to, and perfect the mechanism of a free and open market and, in general, to protect investors and the public interest. --------------------------------------------------------------------------- \14\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- The Exchange believes that the proposed rule change is designed to prevent fraudulent and manipulative acts and practices in that the Shares will continue to be listed and traded on the Exchange pursuant to the initial and continued listing criteria in NYSE Arca Equities Rule 8.600. The Sub-Adviser represents that increasing the Fund's flexibility to invest in Private MBS/ABS would allow the Sub-Adviser to better achieve the Fund's investment objective. In addition, the liquidity of Private MBS/ABS will be a substantial factor in the Fund's security selection process. The Fund's proposed limitation on investments in structured notes to up to 20% of its total assets is comparable to the limitation for investments in structured notes previously approved by the Commission for other issues of Managed Fund Shares.\15\ The Exchange believes that the proposed changes are consistent with the representation in the Prior Release that the operation of the Fund as described in the Prior Release is designed to prevent fraudulent and manipulative acts and practices. The proposed expansion of permitted investments would provide the Fund with an enhanced ability to identify debt issues that have sound investment characteristics while providing the potential for an increased yield for investors. The Fund will continue to comply with all initial and continued listing requirements under NYSE Arca Equities Rule 8.600. --------------------------------------------------------------------------- \15\ See note 13, supra. --------------------------------------------------------------------------- The proposed rule change is designed to promote just and equitable principles of trade and to protect investors and the public interest in that the Sub-Adviser represents that there is no change to the Fund's investment objective. As noted above, the liquidity of Private MBS/ABS will be a substantial factor in the Fund's security selection process. The Sub-Adviser also represents that the purpose of this change is to provide additional flexibility to the Sub-Adviser to meet the Fund's investment objective by potentially expanding the percentage of the Fund's assets that may be allocated to Private MBS/ABS that would provide the Fund with an enhanced ability to identify debt issues that have sound investment characteristics while providing the potential for an increased yield for investors. With respect to the 15% limitation on investments in illiquid assets, the Exchange notes that the Commission has approved similar representations relating to issues of Managed Fund Shares proposed to be listed and traded on the Exchange.\16\ The Sub-Adviser represents that the Sub-Adviser and the Trust's Board of Trustees will continue to evaluate each Rule 144A security based on the Fund's valuation procedures to oversee liquidity and valuation concerns. --------------------------------------------------------------------------- \16\ See note 11, supra. --------------------------------------------------------------------------- The proposed rule change is designed to perfect the mechanism of a free and open market and, in general, to protect investors and the public interest in that the Fund will continue to comply with all initial and continued listing requirements under NYSE Arca Equities Rule 8.600. Except for the changes noted above, all other representations made in the Rule 19b-4 filing underlying the Prior Release remain unchanged. B. Self-Regulatory Organization's Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The Exchange believes the proposed rule change regarding investments in asset-backed and/or mortgage-backed debt securities is consistent with other similar actively managed fixed income funds which the Commission has approved for listing and trading \17\ and will promote competition among actively managed funds utilizing such investments, to the benefit of the investing public. --------------------------------------------------------------------------- \17\ See, e.g., Securities Exchange Act Release No. 75566 (July 30, 2015), 80 FR 46612 (August 5, 2015) (SR-NYSEArca-2015-42) (order approving listing and trading of shares of the Newfleet Multi-Sector Unconstrained Bond ETF under NYSE Arca Equities Rule 8.600). --------------------------------------------------------------------------- C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were solicited or received with respect to the proposed rule change. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Because the proposed rule change does not (i) significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; and (iii) become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate, if consistent with the protection of investors and the public interest, the proposed rule change has become effective pursuant to Section 19(b)(3)(A) of the Act \18\ and Rule 19b- 4(f)(6) thereunder.\19\ --------------------------------------------------------------------------- \18\ 15 U.S.C. 78s(b)(3)(A). \19\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b- 4(f)(6)(iii), the Exchange provided the Commission with written notice of its intent to file the proposed rule change, along with a brief description and the text of the proposed rule change, at least five business days prior to the date of filing of the proposed rule change, or such shorter time as designated by the Commission. --------------------------------------------------------------------------- At any time within 60 days of the filing of such 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. If the Commission takes such action, the Commission shall institute proceedings under Section 19(b)(2)(B) of the Act \20\ to determine whether the proposed rule change should be approved or disapproved. --------------------------------------------------------------------------- \20\ 15 U.S.C. 78s(b)(2)(B). --------------------------------------------------------------------------- IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule [[Page 71883]] change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic CommentsUse 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-NYSEArca-2015-111 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-NYSEArca-2015-111. 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 Section, 100 F Street NE., Washington, DC 20549 on official business days between 10 a.m. and 3 p.m. Copies of the filing will also be available for inspection and copying at the NYSE's principal office and on its Internet Web site at www.nyse.com. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR- NYSEArca-2015-111 and should be submitted on or before December 8, 2015. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\21\ --------------------------------------------------------------------------- \21\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Robert W. Errett, Deputy Secretary. [FR Doc. 2015-29232 Filed 11-16-15; 8:45 am] BILLING CODE 8011-01-P
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proposed amendment is non- temporarily suspend such rule change if For the Commission, by the Division of
discriminatory because it applies it appears to the Commission that such Trading and Markets, pursuant to delegated
uniformly to all Members. The action is necessary or appropriate in the authority.11
Exchange also believes that the changes public interest, for the protection of Robert W. Errett,
to add EDGX Options to the list of investors, or otherwise in furtherance of Deputy Secretary.
affiliates under Unicast Access and the the purposes of the Act. [FR Doc. 2015–29222 Filed 11–16–15; 8:45 am]
re-naming of BATS Options as BZX BILLING CODE 8011–01–P
IV. Solicitation of Comments
Options is consistent with the Act. Such
changes reflect and are in connection Interested persons are invited to
with the launch of EDGX Options but do submit written data, views, and SECURITIES AND EXCHANGE
not result in any material change to the arguments concerning the foregoing, COMMISSION
Exchange’s Fee Schedule or impose any including whether the proposed rule
change is consistent with the Act. [Release No. 34–76412; File No. SR–
new or different fee. NYSEArca–2015–111]
Comments may be submitted by any of
(B) Self-Regulatory Organization’s the following methods:
Statement on Burden on Competition Self-Regulatory Organizations; NYSE
Electronic Comments Arca, Inc.; Notice of Filing and
These proposed rule changes do not Immediate Effectiveness of Proposed
impose any burden on competition that • Use the Commission’s Internet
comment form (http://www.sec.gov/ Rule Change Relating to the Listing
is not necessary or appropriate in and Trading of Shares of the
furtherance of the purposes of the Act. rules/sro.shtml); or
• Send an email to rule- RiverFront Strategic Income Fund
The Exchange does not believe that any Under NYSE Arca Equities Rule 8.600
of these changes represent a significant comments@sec.gov. Please include File
departure from previous pricing offered Number SR–BYX–2015–47 on the November 10, 2015.
by the Exchange or pricing offered by subject line. Pursuant to Section 19(b)(1) 1 of the
the Exchange’s competitors. Paper Comments Securities Exchange Act of 1934 (the
Additionally, Members may opt to • Send paper comments in triplicate ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
disfavor the Exchange’s pricing if they to Brent J. Fields, Secretary, Securities notice is hereby given that, on
believe that alternatives offer them and Exchange Commission, 100 F Street November 4, 2015, NYSE Arca, Inc. (the
better value. Accordingly, the Exchange NE., Washington, DC 20549–1090. ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with
does not believe that the proposed the Securities and Exchange
All submissions should refer to File
changes will impair the ability of Commission (the ‘‘Commission’’) the
Number SR–BYX–2015–47. This file
Members or competing venues to proposed rule change as described in
number should be included on the
maintain their competitive standing in Items I and II below, which Items have
subject line if email is used. To help the
the financial markets. The Exchange been prepared by the self-regulatory
Commission process and review your
believes that its proposal to charge a fee organization. The Commission is
comments more efficiently, please use
of $0.00265 per share for Members’ publishing this notice to solicit
only one method. The Commission will
orders that yield fee code D would comments on the proposed rule change
post all comments on the Commission’s
increase intermarket competition from interested persons.
Internet Web site (http://www.sec.gov/
because it offers customers an
rules/sro.shtml). Copies of the I. Self-Regulatory Organization’s
alternative means to route to NYSE at a
submission, all subsequent Statement of the Terms of Substance of
discounted rate. The Exchange believes
amendments, all written statements the Proposed Rule Change
that its proposal would not burden
with respect to the proposed rule The Exchange proposes to reflect a
intramarket competition because the
change that are filed with the change to the means of achieving the
proposed rate would apply uniformly to
Commission, and all written investment objective applicable to
all Members.
communications relating to the shares of the RiverFront Strategic
(C) Self-Regulatory Organization’s proposed rule change between the Income Fund, which has been approved
Statement on Comments on the Commission and any person, other than by the Securities and Exchange
Proposed Rule Change Received From those that may be withheld from the Commission (‘‘Commission’’), and is
Members, Participants or Others public in accordance with the currently listed and traded on the
The Exchange has not solicited, and provisions of 5 U.S.C. 552, will be Exchange, under NYSE Arca Equities
does not intend to solicit, comments on available for Web site viewing and Rule 8.600. The proposed rule change is
this proposed rule change. The printing in the Commission’s Public available on the Exchange’s Web site at
Exchange has not received any Reference Room, 100 F Street NE., www.nyse.com, at the principal office of
unsolicited written comments from Washington, DC 20549, on official the Exchange, and at the Commission’s
Members or other interested parties. business days between the hours of Public Reference Room.
10:00 a.m. and 3:00 p.m. Copies of the
III. Date of Effectiveness of the filing will also be available for II. Self-Regulatory Organization’s
Proposed Rule Change and Timing for inspection and copying at the principal Statement of the Purpose of, and
Commission Action office of the Exchange. All comments Statutory Basis for, the Proposed Rule
The foregoing rule change has become received will be posted without change; Change
mstockstill on DSK4VPTVN1PROD with NOTICES
effective pursuant to Section 19(b)(3)(A) the Commission does not edit personal In its filing with the Commission, the
of the Act 9 and paragraph (f) of Rule identifying information from self-regulatory organization included
19b–4 thereunder.10 At any time within submissions. You should submit only statements concerning the purpose of,
60 days of the filing of the proposed rule information that you wish to make
change, the Commission summarily may available publicly. All submissions 11 17 CFR 200.30–3(a)(12).
should refer to File Number SR–BYX– 1 15 U.S.C.78s(b)(1).
9 15 U.S.C. 78s(b)(3)(A). 2015–47 and should be submitted on or 2 15 U.S.C. 78a.
10 17 CFR 240.19b–4(f). before December 8, 2015. 3 17 CFR 240.19b–4.
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currencies and in U.S. dollar- manipulative acts and practices. The securities is consistent with other
denominated debt securities of foreign proposed expansion of permitted similar actively managed fixed income
issuers, including securities of issuers investments would provide the Fund funds which the Commission has
located in emerging markets. Going with an enhanced ability to identify approved for listing and trading 17 and
forward, the Fund wishes to change this debt issues that have sound investment will promote competition among
representation to state that the debt characteristics while providing the actively managed funds utilizing such
securities in which the Fund may invest potential for an increased yield for investments, to the benefit of the
may be denominated in foreign investors. The Fund will continue to investing public.
currencies or U.S. dollars. comply with all initial and continued
The Sub-Adviser represents that there C. Self-Regulatory Organization’s
listing requirements under NYSE Arca
is no change to the Fund’s investment Statement on Comments on the
Equities Rule 8.600.
objective. The Fund will continue to The proposed rule change is designed Proposed Rule Change Received From
comply with all initial and continued to promote just and equitable principles Members, Participants, or Others
listing requirements under NYSE Arca of trade and to protect investors and the No written comments were solicited
Equities Rule 8.600. public interest in that the Sub-Adviser or received with respect to the proposed
Except for the changes noted above, represents that there is no change to the rule change.
all other facts presented (except the Fund’s investment objective. As noted III. Date of Effectiveness of the
statement ‘‘[t]he Fund will be managed above, the liquidity of Private MBS/ABS Proposed Rule Change and Timing for
by WisdomTree Asset Management, will be a substantial factor in the Fund’s Commission Action
Inc.’’, given that ALPS Advisors, Inc. security selection process. The Sub-
currently serves as the Fund’s Adviser also represents that the purpose Because the proposed rule change
investment adviser) and representations of this change is to provide additional does not (i) significantly affect the
made in the Prior Release remain flexibility to the Sub-Adviser to meet protection of investors or the public
unchanged. the Fund’s investment objective by interest; (ii) impose any significant
All terms referenced but not defined potentially expanding the percentage of burden on competition; and (iii) become
herein are defined in the Prior Release. the Fund’s assets that may be allocated operative for 30 days from the date on
to Private MBS/ABS that would provide which it was filed, or such shorter time
2. Statutory Basis as the Commission may designate, if
the Fund with an enhanced ability to
The basis under the Act for this identify debt issues that have sound consistent with the protection of
proposed rule change is the requirement investment characteristics while investors and the public interest, the
under Section 6(b)(5) 14 that an providing the potential for an increased proposed rule change has become
exchange have rules that are designed to yield for investors. effective pursuant to Section 19(b)(3)(A)
prevent fraudulent and manipulative With respect to the 15% limitation on of the Act 18 and Rule 19b–4(f)(6)
acts and practices, to promote just and investments in illiquid assets, the thereunder.19
equitable principles of trade, to remove Exchange notes that the Commission At any time within 60 days of the
impediments to, and perfect the has approved similar representations filing of such proposed rule change, the
mechanism of a free and open market relating to issues of Managed Fund Commission summarily may
and, in general, to protect investors and Shares proposed to be listed and traded temporarily suspend such rule change if
the public interest. on the Exchange.16 The Sub-Adviser it appears to the Commission that such
The Exchange believes that the represents that the Sub-Adviser and the action is necessary or appropriate in the
proposed rule change is designed to Trust’s Board of Trustees will continue public interest, for the protection of
prevent fraudulent and manipulative to evaluate each Rule 144A security investors, or otherwise in furtherance of
acts and practices in that the Shares will based on the Fund’s valuation the purposes of the Act. If the
continue to be listed and traded on the procedures to oversee liquidity and Commission takes such action, the
Exchange pursuant to the initial and valuation concerns. Commission shall institute proceedings
continued listing criteria in NYSE Arca The proposed rule change is designed under Section 19(b)(2)(B) of the Act 20 to
Equities Rule 8.600. The Sub-Adviser to perfect the mechanism of a free and determine whether the proposed rule
represents that increasing the Fund’s open market and, in general, to protect change should be approved or
flexibility to invest in Private MBS/ABS investors and the public interest in that disapproved.
would allow the Sub-Adviser to better the Fund will continue to comply with IV. Solicitation of Comments
achieve the Fund’s investment all initial and continued listing
objective. In addition, the liquidity of Interested persons are invited to
requirements under NYSE Arca Equities
Private MBS/ABS will be a substantial submit written data, views, and
Rule 8.600. Except for the changes noted
factor in the Fund’s security selection arguments concerning the foregoing,
above, all other representations made in
process. The Fund’s proposed limitation including whether the proposed rule
the Rule 19b–4 filing underlying the
on investments in structured notes to up Prior Release remain unchanged. 17 See, e.g., Securities Exchange Act Release No.
to 20% of its total assets is comparable 75566 (July 30, 2015), 80 FR 46612 (August 5, 2015)
to the limitation for investments in B. Self-Regulatory Organization’s
(SR–NYSEArca–2015–42) (order approving listing
structured notes previously approved by Statement on Burden on Competition and trading of shares of the Newfleet Multi-Sector
the Commission for other issues of The Exchange does not believe that Unconstrained Bond ETF under NYSE Arca
Equities Rule 8.600).
Managed Fund Shares.15 The Exchange the proposed rule change will impose 18 15 U.S.C. 78s(b)(3)(A).
mstockstill on DSK4VPTVN1PROD with NOTICES
believes that the proposed changes are any burden on competition that is not 19 17 CFR 240.19b–4(f)(6). As required under Rule
consistent with the representation in the necessary or appropriate in furtherance 19b–4(f)(6)(iii), the Exchange provided the
Prior Release that the operation of the of the purposes of the Act. The Commission with written notice of its intent to file
Fund as described in the Prior Release Exchange believes the proposed rule the proposed rule change, along with a brief
description and the text of the proposed rule
is designed to prevent fraudulent and change regarding investments in asset- change, at least five business days prior to the date
backed and/or mortgage-backed debt of filing of the proposed rule change, or such
14 15 U.S.C. 78f(b)(5). shorter time as designated by the Commission.
15 See note 13, supra. 16 See note 11, supra. 20 15 U.S.C. 78s(b)(2)(B).
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![Federal Register / Vol. 80, No. 221 / Tuesday, November 17, 2015 / Notices 71883
change is consistent with the Act. SECURITIES AND EXCHANGE concerning the purpose of and basis for
Comments may be submitted by any of COMMISSION the proposed rule change and discussed
the following methods: any comments it received on the
[Release No. 34–76405; File No. SR–MIAX– proposed rule change. The text of these
Electronic Comments 2015–63] statements may be examined at the
• Use the Commission’s Internet Self-Regulatory Organizations: Miami places specified in Item IV below. The
comment form (http://www.sec.gov/ International Securities Exchange LLC; Exchange has prepared summaries, set
rules/sro.shtml); or Notice of Filing and Immediate forth in sections A, B, and C below, of
• Send an email to rule- Effectiveness of a Proposed Rule the most significant aspects of such
comments@sec.gov. Please include File Change To Delete Exchange Rule 610, statements.
Number SR–NYSEArca–2015–111 on Limitations on Dealings A. Self-Regulatory Organization’s
the subject line. Statement of the Purpose of, and
November 10, 2015.
Paper Comments Statutory Basis for, the Proposed Rule
Pursuant to the provisions of Section Change
• Send paper comments in triplicate 19(b)(1) of the Securities Exchange Act
to Brent J. Fields, Secretary, Securities of 1934 (‘‘Act’’) 1 and Rule 19b–4 1. Purpose
and Exchange Commission, 100 F Street thereunder,2 notice is hereby given that The Exchange proposes to adopt a
NE., Washington, DC 20549–1090. on November 4, 2015, Miami principles-based approach to prohibit
International Securities Exchange LLC the misuse of material, non-public
All submissions should refer to File
(‘‘MIAX’’ or ‘‘Exchange’’) filed with the information by Market Makers by
Number SR–NYSEArca–2015–111. This
Securities and Exchange Commission deleting Rule 610 (Limitations on
file number should be included on the
(‘‘Commission’’) a proposed rule change Dealings). In so doing, the Exchange
subject line if email is used. To help the
as described in Items I, II, and III below, would harmonize its rules amongst its
Commission process and review your
which Items have been prepared by the Members 4 relating to protecting against
comments more efficiently, please use
Exchange. The Commission is the misuse of material, non-public
only one method. The Commission will
publishing this notice to solicit information. The Exchange believes that
post all comments on the Commission’s
comments on the proposed rule change Rule 610 is no longer necessary because
Internet Web site (http://www.sec.gov/
from interested persons. all Members, including Market Makers,
rules/sro.shtml). Copies of the
submission, all subsequent I. Self-Regulatory Organization’s are subject to the Exchange’s general
amendments, all written statements Statement of the Terms of Substance of principles-based requirements
with respect to the proposed rule the Proposed Rule Change governing the protection against the
change that are filed with the misuse of material, non-public
The Exchange is filing a proposal to information, pursuant to Exchange Rule
Commission, and all written adopt a principles-based approach to
communications relating to the 303 (Prevention of the Misuse of
prohibit the misuse of material, non- Material Nonpublic Information), which
proposed rule change between the public information by Exchange Market
Commission and any person, other than obviates the need for separately-
Makers 3 by deleting Exchange Rule 610, prescribed requirements for a subset of
those that may be withheld from the Limitations on Dealings.
public in accordance with the market participants on the Exchange.
The text of the proposed rule change
provisions of 5 U.S.C. 552, will be is available on the Exchange’s Web site Background
available for Web site viewing and at http://www.miaxoptions.com/filter/ The Exchange has three classes of
printing in the Commission’s Public wotitle/rule_filing, at MIAX’s principal registered Market Makers. Pursuant to
Reference Section, 100 F Street NE., office, and at the Commission’s Public Rule 600, a Market Maker is a Member
Washington, DC 20549 on official Reference Room. with Registered Options Traders that is
business days between 10 a.m. and 3
II. Self-Regulatory Organization’s registered with the Exchange for the
p.m. Copies of the filing will also be
Statement of the Purpose of, and purpose of making transactions as a
available for inspection and copying at
Statutory Basis for, the Proposed Rule dealer-specialist. As the rule further
the NYSE’s principal office and on its
Change provides, a Market Maker can be either
Internet Web site at www.nyse.com. All
a RMM, a LMM or a PLMM. All Market
comments received will be posted In its filing with the Commission, the Makers are subject to the requirements
without change; the Commission does Exchange included statements of Rules 603 and 604, which set forth
not edit personal identifying
the obligations of Market Makers,
information from submissions. You 1 15 U.S.C. 78s(b)(1). particularly relating to quoting.
should submit only information that 2 17 CFR 240.19b–4.
Rule 603 specifies the obligations of
you wish to make available publicly. All 3 The term ‘‘Market Makers’’ refers to ‘‘Lead
Market Makers,’’ ‘‘Primary Lead Market Makers’’ Market Makers, which include making
submissions should refer to File
and ‘‘Registered Market Makers’’ collectively. A markets ‘‘that, absent changed market
Number SR–NYSEArca–2015–111 and Lead Market Maker (‘‘LMM’’) is a Member conditions, will be honored for the
should be submitted on or before registered with the Exchange for the purpose of number of contracts entered into the
December 8, 2015. making markets in securities traded on the
Exchange and that is vested with the rights and Exchange’s System in all series of
For the Commission, by the Division of responsibilities specified in Chapter VI of the options classes to which the Market
Trading and Markets, pursuant to delegated Exchange Rules with respect to Lead Market Maker is appointed.’’ The quoting
mstockstill on DSK4VPTVN1PROD with NOTICES
authority.21 Makers. A Primary Lead Market Maker (‘‘PLMM’’) obligations of Market Makers are set
Robert W. Errett, is a Lead Market Maker appointed by the Exchange
to act as the Primary Lead Market Maker for the forth in Rule 604. Rules 603 and 604
Deputy Secretary. purpose of making markets in securities traded on
[FR Doc. 2015–29232 Filed 11–16–15; 8:45 am] the Exchange. A Registered Market Maker (‘‘RMM’’) 4 The term ‘‘Member’’ means an individual or
BILLING CODE 8011–01–P
is a Member registered with the Exchange for the organization approved to exercise trading rights
purpose of making markets in securities traded on associated with a Trading Permit. Members are
the Exchange, who is not a Lead Market Maker. See deemed ‘‘members’’ under the Exchange Act. See
21 17 CFR 200.30–3(a)(12). Exchange Rule 100. Exchange Rule 100.
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Document Created: 2015-12-14 14:01:15
Document Modified: 2015-12-14 14:01:15
| 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 71880 |
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