81_FR_37331 81 FR 37220 - Self-Regulatory Organizations; Fixed Income Clearing Corporation; Order Approving Proposed Rule Change Relating to the GCF Repo® Service

81 FR 37220 - Self-Regulatory Organizations; Fixed Income Clearing Corporation; Order Approving Proposed Rule Change Relating to the GCF Repo® Service

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 111 (June 9, 2016)

Page Range37220-37222
FR Document2016-13611

Federal Register, Volume 81 Issue 111 (Thursday, June 9, 2016)
[Federal Register Volume 81, Number 111 (Thursday, June 9, 2016)]
[Notices]
[Pages 37220-37222]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-13611]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77988; File No. SR-FICC-2016-001]


Self-Regulatory Organizations; Fixed Income Clearing Corporation; 
Order Approving Proposed Rule Change Relating to the GCF Repo[supreg] 
Service

June 3, 2016.
    On April 19, 2016, the Fixed Income Clearing Corporation (``FICC'' 
or the ``Corporation'') filed with the Securities and Exchange 
Commission (``Commission'') proposed rule change SR-FICC-2016-001 
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 19b-4 thereunder.\2\ The proposed rule change 
was published for comment in the Federal Register on April 27, 2016.\3\ 
The Commission received no comments on the proposed rule change. For 
the

[[Page 37221]]

reasons discussed below, the Commission is approving the proposed rule 
change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Securities Exchange Act Release No. 34-77675 (April 21, 
2016), 81 FR 24922 (April 27, 2016) (SR-FICC-2016-001).
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I. Description of the Proposed Rule Change

    FICC seeks the Commission's approval to amend the Government 
Securities Division (``GSD'') Rulebook \4\ (``GSD Rules'') in order to: 
(1) Permanently adopt the pilot program (the ``2015 Pilot Program'') 
\5\ that is currently in effect for the GCF Repo[supreg] \6\ service 
and that is scheduled to expire on June 22, 2016; (2) add clarifying 
rule changes regarding a process that is currently in effect with 
respect to the GCF Repo service and that FICC refers to as the ``net-
of-net'' settlement process; and (3) make technical changes to the GSD 
Rules. The proposed rule changes consist of changes to GSD Rule 1, GSD 
Rule 20, and the Schedule of GCF Timeframes.
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    \4\ The GSD Rulebook is available at DTCC's Web site, 
www.dtcc.com/legal/rules-and-procedures.aspx.
    \5\ Securities Exchange Act Release No. 34-75258 (June 22, 
2015), 80 FR 36879 (June 26, 2015) (SR-FICC-2015-002).
    \6\ GCF Repo is a registered trademark of FICC/DTCC.
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A. The GCF Repo Service

    The GCF Repo service allows dealer members of FICC's Government 
Services Division to trade general collateral finance repos (``GCF 
Repos'') \7\ throughout the day without requiring intraday, trade-for-
trade settlement on a delivery-versus-payment \8\ basis. The service 
allows dealers to trade GCF Repos, based on rate and term, with inter-
dealer broker netting members on a blind basis. Standardized, generic 
CUSIP numbers have been established exclusively for GCF Repo 
processing, and are used to specify the type of underlying security 
that is eligible to serve as collateral for GCF Repos. Only Fedwire 
eligible, book-entry securities may serve as collateral for GCF Repos. 
Acceptable collateral for GCF Repos include most U.S. Treasury 
securities, non-mortgage-backed federal agency securities, fixed and 
adjustable rate mortgage-backed securities, Treasury Inflation-
Protected Securities and separate trading of registered interest and 
principal securities.\9\
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    \7\ A GCF Repo is one in which the lender of funds is willing to 
accept any of a class of U.S. Treasuries, U.S. government agency 
securities, and certain mortgage-backed securities as collateral for 
the repurchase obligation. This is in contrast to a specific 
collateral repo.
    \8\ Delivery-versus-payment is a settlement procedure in which 
the buyer's cash payment for the securities it has purchased is due 
at the time the securities are delivered.
    \9\ See Securities Exchange Act Release No. 34-58696 (September 
30, 2008), 73 FR 58698, 58699 (October 7, 2008) (SR-FICC-2008-04).
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B. Background of the Pilot Program

    Because FICC's GCF Repo service operates as a tri-party mechanism, 
FICC states that it was asked to alter the service to align it with the 
recommendations of the Tri-Party Repo Infrastructure Reform Task Force 
(``TPR'').\10\ FICC consequently developed a pilot program (``2011 
Pilot Program'') to address the TPR's recommendations,\11\ and sought 
Commission approval to institute that program.\12\ The Commission 
approved the 2011 Pilot Program on August 29, 2011 for a period of one 
year.\13\ When the expiration date for the 2011 Pilot Program 
approached, FICC sought Commission approval to implement the 2012 Pilot 
Program, which continued the 2011 Pilot Program in some aspects, and 
modified it in others.\14\ The Commission approved the 2012 Pilot 
Program, as well as subsequent one-year extensions of the pilot program 
in 2013, 2014, and 2015 (respectively, the ``2013 Pilot Program,'' 
``2014 Pilot Program,'' and ``2015 Pilot Program'').\15\ The 2015 Pilot 
Program, as well its predecessors, the 2014, 2013, and 2012 Pilot 
Programs, have been the subject of a number of notices and approval 
orders published by the Commission.\16\ These notices and orders 
provide extensive detail on both the GCF Repo service and the pilot 
program itself.
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    \10\ The TPR was an industry group formed and sponsored in 2009 
by the Federal Reserve Bank of New York to address weaknesses that 
emerged in the tri-party repo market during the financial crisis. 
The TPR's chief goal was to develop recommendations to address the 
risks presented by the reversal of tri-party repo transactions, and 
to develop procedures to ensure that tri-party repos would be 
collateralized throughout the day, rather than at the end of the 
day.
    \11\ The TPR issued preliminary and final reports setting forth 
its recommendations for the reform of the tri-party repo market. See 
Tri-Party Repo Infrastructure Reform Task Force Report of May 17, 
2000, available at http://www.newyorkfed.org/prc/files/report_100517.pdf; see also Tri-Party Repo Infrastructure Reform 
Task Force Final Report (February 15, 2012), available at http://www.newyorkfed.org/tripartyrepo/pdf/report_120215.pdf.
    \12\ Securities Exchange Act Release No. 34-64955 (July 25, 
2011), 76 FR 45638 (July 29, 2011) (SR-FICC-2011-05).
    \13\ Securities Exchange Act Release No. 34-65213 (August 29, 
2011), 76 FR 54824 (September 2, 2011) (SR-FICC-2011-05).
    \14\ The 2012 Pilot Program implemented several changes which, 
although described in the rule filing that accompanied the 2011 
Pilot Program, were not implemented during the 2011 Pilot Program's 
period of effectiveness. They include: (i) Moving the time for 
unwinding repos from 7:30 a.m. to 3:30 p.m.; (ii) moving the net-
free-equity process from morning to the evening; and (iii) 
establishing rules for intraday GCF Repo collateral substitutions. 
See Securities Exchange Act Release No. 34-67227 (June 20, 2012), 77 
FR 38108 (June 26, 2012) (SR-FICC-2012-05).
    \15\ Securities Exchange Release No. 34-67621 (August 8, 2012), 
77 FR 48572 (August 14, 2012) (SR-FICC-2012-05); Securities Exchange 
Release No. 34-70068 (July 30, 2013), 78 FR 47453 (August 5, 2013) 
(SR-FICC-2013-06); Securities Exchange Act Release No. 34-72457 
(June 24, 2014), 79 FR 36856 (June 30, 2014) (SR-FICC-2014-02); and 
Securities Exchange Act Release No. 34-75258 (June 22, 2015), 80 FR 
36879 (June 26, 2015) (SR-FICC-2015-002).
    \16\ See Securities Exchange Act Release Nos. 34-67227 (June 20, 
2012), 77 FR 38108 (June 26, 2012) (SR-FICC-2012-05); 34-67621 
(August 8, 2012), 77 FR 48572 (August 14, 2012) (SR-FICC-2012-05); 
34-69774 (June 17, 2013), 78 FR 37631 (June 21, 2013) (SR-FICC-2013-
06); 34-70068 (July 30, 2013), 78 FR 47453 (August 5, 2013) (SR-
FICC-2013-06); 34-72184 (May 19, 2014), 79 FR 29828 (May 23, 2014) 
(SR-FICC-2014-02); 34-72457 (June 24, 2014), 79 FR 36856 (June 30, 
2014) (SR-FICC-2014-02); 34-74973 (May 15, 2015), 80 FR 29352 (May 
21, 2015) (SR-FICC-2015-002); and 34-75258 (June 22, 2015), 80 FR 
36879 (June 26, 2015) (SR-FICC-2015-002).
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    In proposed rule change SR-FICC-2016-001, FICC seeks the 
Commission's approval to permanently adopt the GSD Rules associated 
with the 2015 Pilot Program, which expires on June 22, 2016. In 
addition, FICC also seeks to add a clarification to the GSD Rules to 
reflect the net-of-net settlement process in the GCF Repo service. 
According to FICC, the net-of-net settlement clarification is also a 
result of Tri-Party Reform and reflects current practice at the GSD. 
FICC seeks to permanently adopt these changes rather than continually 
file annual extensions of the pilot program. The rule changes 
associated with the pilot have been in place since 2011 with certain 
additional modifications made in 2012, and FICC's members are 
accustomed to them. FICC states that this is also the case regarding 
the net-of-net settlement changes, which came into effect when the 
clearing banks implemented this process in 2014 and 2015. According to 
FICC, changes to the GSD Rules regarding the net-of-net settlement 
process require no operational changes on the part of FICC. However, 
FICC seeks to update the GSD Rules in an effort to ensure that the GSD 
Rules reflect the current net-of-net settlement process. According to 
FICC, any future changes that arise as a result of Tri-Party Reform 
will constitute stand-alone rule changes, and are not expected to 
affect the rule changes covered in this present filing. Finally, in 
addition to the above, FICC seeks to amend the GSD Rules to include 
non-substantive, technical changes for clarity.

[[Page 37222]]

II. Discussion

    Section 19(b)(2)(C) of the Act \17\ directs the Commission to 
approve a proposed rule change of a self-regulatory organization if it 
finds that such proposed rule change is consistent with the 
requirements of the Act and the rules and regulations thereunder 
applicable to such organization. Section 17A(b)(3)(F) of the Act \18\ 
requires, among other things, that the rules of a clearing agency be 
designed to achieve several goals, including (i) promoting the prompt 
and accurate clearance and settlement of securities transactions and, 
to the extent applicable, derivative agreements, contracts, and 
transactions, (ii) assuring the safeguarding of securities and funds 
that are in the custody or control of the clearing agency or for which 
it is responsible, and (iii) protecting investors and the public 
interest.
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    \17\ 15 U.S.C. 78s(b)(2)(C).
    \18\ 15 U.S.C. 78q-1(b)(3)(F).
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    The Commission finds that the proposed rule change is consistent 
with Section 17A of the Act \19\ and the rules thereunder applicable to 
FICC. The proposal will permanently adopt the rules in the 2015 Pilot 
Program, which were intended to advance the TPR's Tri-Party Reform 
recommendations by moving the morning unwind process to the afternoon 
to ensure that such transactions are collateralized all day and, 
therefore, limiting the amount of intraday credit that is extended by 
clearing banks during the day. Permanently adopting these rules will 
serve to minimize systemic risk and avoid the need for seeking future 
approvals of renewing the 2015 Pilot Program annually, thereby bringing 
certainty to market participants as to FICC's rules implementing the 
Tri-Party Reform recommendations. Accordingly, the permanent adoption 
of the 2015 Pilot Program rules should help to protect investors and 
promote the public interest, consistent with Section 17A(b)(3)(F) of 
the Act.
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    \19\ 15 U.S.C. 78q-1.
---------------------------------------------------------------------------

    The proposal also eliminates obsolete language from the GSD Rules 
by codifying the net-of-net settlement process in the GSD Rules, and 
makes non-substantive clarifying corrections to the GSD Rules. 
Accordingly, the changes related to the net-of-net settlement process 
and the clarifying changes to the GSD Rules should provide for a more 
well-founded and transparent legal framework for FICC's activities, 
consistent with Act Rule 17Ad-22(d)(1).\20\
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    \20\ 17 CFR 240.17Ad-22(d)(1).
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III. Conclusion

    On the basis of the foregoing, the Commission finds that the 
proposed rule change is consistent with the requirements of the Act, 
particularly those set forth in Section 17A,\21\ and the rules and 
regulations thereunder.
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    \21\ 15 U.S.C. 78q-1.
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    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\22\ that the proposed rule change (SR-FICC-2016-001) be, and 
hereby is, approved.\23\
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    \22\ 15 U.S.C. 78s(b)(2).
    \23\ In approving the proposed rule change, the Commission 
considered the proposal's impact on efficiency, competition, and 
capital formation. See 15 U.S.C. 78c(f).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\24\
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    \24\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2016-13611 Filed 6-8-16; 8:45 am]
 BILLING CODE 8011-01-P



                                                37220                          Federal Register / Vol. 81, No. 111 / Thursday, June 9, 2016 / Notices

                                                same fee. Moreover, the proposed fee is                 rule change reflects this competitive                  submission, all subsequent
                                                reasonable because other exchanges                      environment because the hourly rate is                 amendments, all written statements
                                                charge for similar services at their data               competitive with the rates offered by                  with respect to the proposed rule
                                                centers.6                                               other exchanges for similar services.9                 change that are filed with the
                                                   Additionally, Members and Non-                                                                              Commission, and all written
                                                                                                        C. Self-Regulatory Organization’s
                                                Members are not required to use the                                                                            communications relating to the
                                                                                                        Statement on Comments on the
                                                service but instead it is offered as a                                                                         proposed rule change between the
                                                                                                        Proposed Rule Change Received From
                                                convenience to all Members and Non-                                                                            Commission and any person, other than
                                                                                                        Members, Participants, or Others
                                                Members. The proposed fee is                                                                                   those that may be withheld from the
                                                reasonably designed because it will                       Written comments were neither                        public in accordance with the
                                                permit both Members and Non-Members                     solicited nor received.                                provisions of 5 U.S.C. 552, will be
                                                to request the use of the Exchange’s on-                III. Date of Effectiveness of the                      available for Web site viewing and
                                                site data center personnel as technical                 Proposed Rule Change and Timing for                    printing in the Commission’s Public
                                                support and as a convenience that is                    Commission Action                                      Reference Room, 100 F Street NE.,
                                                equally available to them.                                                                                     Washington, DC 20549, on official
                                                                                                           The foregoing rule change has become                business days between the hours of
                                                B. Self-Regulatory Organization’s                       effective pursuant to Section                          10:00 a.m. and 3:00 p.m. Copies of the
                                                Statement on Burden on Competition                      19(b)(3)(A)(ii) of the Act,10 and Rule                 filing also will be available for
                                                  The Exchange does not believe that                    19b–4(f)(2) 11 thereunder. At any time                 inspection and copying at the principal
                                                the proposed rule change will result in                 within 60 days of the filing of the                    office of the Exchange. All comments
                                                any burden on competition that is not                   proposed rule change, the Commission                   received will be posted without change;
                                                necessary or appropriate in furtherance                 summarily may temporarily suspend                      the Commission does not edit personal
                                                of the purposes of the Act. The                         such rule change if it appears to the                  identifying information from
                                                proposed enhancement of services by                     Commission that such action is                         submissions. You should submit only
                                                the Exchange provided to its Members                    necessary or appropriate in the public                 information that you wish to make
                                                and others using its facilities will not                interest, for the protection of investors,             available publicly. All submissions
                                                have an impact on competition. In fact,                 or otherwise in furtherance of the                     should refer to File Number SR–MIAX–
                                                MIAX’s proposed technical support                       purposes of the Act. If the Commission                 2016–13, and should be submitted on or
                                                services at a Member or Non-Member’s                    takes such action, the Commission shall                beforeJune 30, 2016 June 30, 2016.
                                                request will benefit all who use such                   institute proceedings to determine
                                                                                                                                                                 For the Commission, by the Division of
                                                services. As stated above, other                        whether the proposed rule should be                    Trading and Markets, pursuant to delegated
                                                exchanges charge for similar services at                approved or disapproved.                               authority.12
                                                their data centers.7 The Exchange’s                     IV. Solicitation of Comments                           Brent J. Fields,
                                                hourly rate for such services is within                                                                        Secretary.
                                                the range of prices for similar services                  Interested persons are invited to
                                                                                                        submit written data, views, and                        [FR Doc. 2016–13612 Filed 6–8–16; 8:45 am]
                                                offered by other exchanges, and
                                                therefore the Exchange believes that the                arguments concerning the foregoing,                    BILLING CODE 8011–01–P

                                                proposed hourly rate for technical                      including whether the proposed rule
                                                support does not impose a burden on                     change is consistent with the Act.
                                                                                                        Comments may be submitted by any of                    SECURITIES AND EXCHANGE
                                                competition.8                                                                                                  COMMISSION
                                                  The Exchange notes that it operates in                the following methods:
                                                a highly competitive market in which                                                                           [Release No. 34–77988; File No. SR–FICC–
                                                                                                        Electronic Comments
                                                market participants can readily favor                                                                          2016–001]
                                                                                                          • Use the Commission’s Internet
                                                competing venues if they deem fee                                                                              Self-Regulatory Organizations; Fixed
                                                                                                        comment form (http://www.sec.gov/
                                                levels at a particular venue to be                                                                             Income Clearing Corporation; Order
                                                                                                        rules/sro.shtml); or
                                                excessive. In such an environment, the
                                                                                                          • Send an email to rule-comments@                    Approving Proposed Rule Change
                                                Exchange must continually adjust its                                                                           Relating to the GCF Repo® Service
                                                                                                        sec.gov. Please include File Number SR–
                                                fees and rebates to remain competitive
                                                                                                        MIAX–2016–13 on the subject line.
                                                with other exchanges and to attract                                                                            June 3, 2016.
                                                order flow to the Exchange. The                         Paper Comments                                            On April 19, 2016, the Fixed Income
                                                Exchange believes that the proposed                       • Send paper comments in triplicate                  Clearing Corporation (‘‘FICC’’ or the
                                                                                                        to Secretary, Securities and Exchange                  ‘‘Corporation’’) filed with the Securities
                                                   6 See Chicago Board Options Exchange,
                                                                                                        Commission, 100 F Street NE.,                          and Exchange Commission
                                                Incorporated (‘‘CBOE’’) Fees Schedule, p. 9. CBOE
                                                charges $100 per hour for technical support outside     Washington, DC 20549–1090.                             (‘‘Commission’’) proposed rule change
                                                normal hours and for after-hours technician                                                                    SR–FICC–2016–001 pursuant to Section
                                                                                                        All submissions should refer to File
                                                services with a four hour minimum required. See                                                                19(b)(1) of the Securities Exchange Act
                                                also NYSE Amex Options (‘‘Amex’’) Fee Schedule,         Number SR–MIAX–2016–13. This file
                                                                                                                                                               of 1934 (‘‘Act’’) 1 and Rule 19b–4
                                                Section V(B) and NYSE Arca Options (‘‘Arca’’) Fees      number should be included on the
                                                                                                                                                               thereunder.2 The proposed rule change
                                                and Charges, p. 18. Both Amex and Arca charge           subject line if email is used. To help the
                                                $100 per half hour for ‘‘Hot Hands Services,’’ which                                                           was published for comment in the
                                                                                                        Commission process and review your
                                                consists of allowing Amex and Arca Users to use                                                                Federal Register on April 27, 2016.3
                                                Amex or Arca on-site data center personnel to           comments more efficiently, please use
                                                                                                                                                               The Commission received no comments
sradovich on DSK3TPTVN1PROD with NOTICES




                                                maintain User equipment, support network                only one method. The Commission will
                                                                                                                                                               on the proposed rule change. For the
                                                troubleshooting, rack and stack, power recycling        post all comments on the Commission’s
                                                and install and document cable. See also NASDAQ         Internet Web site (http://www.sec.gov/                   12 17 CFR 200.30–3(a)(12).
                                                PHLX LLC (‘‘Phlx’’) Pricing Schedule, Section X(d).
                                                Phlx charges $150 per hour for ‘‘Remote Hands           rules/sro.shtml). Copies of the                          1 15 U.S.C. 78s(b)(1).
                                                Service’’ and $250 per hour plus materials if                                                                    2 17 CFR 240.19b–4.
                                                necessary for ‘‘Power Consulting Services.’’              9 See supra note 6.                                    3 Securities Exchange Act Release No. 34–77675
                                                   7 Id.                                                  10 15 U.S.C. 78s(b)(3)(A)(ii).                       (April 21, 2016), 81 FR 24922 (April 27, 2016) (SR–
                                                   8 See id.                                              11 17 CFR 240.19b–4(f)(2).                           FICC–2016–001).



                                           VerDate Sep<11>2014   15:50 Jun 08, 2016   Jkt 238001   PO 00000   Frm 00044   Fmt 4703   Sfmt 4703   E:\FR\FM\09JNN1.SGM     09JNN1


                                                                                 Federal Register / Vol. 81, No. 111 / Thursday, June 9, 2016 / Notices                                                    37221

                                                reasons discussed below, the                              separate trading of registered interest                  Pilot Program, as well its predecessors,
                                                Commission is approving the proposed                      and principal securities.9                               the 2014, 2013, and 2012 Pilot
                                                rule change.                                              B. Background of the Pilot Program                       Programs, have been the subject of a
                                                                                                                                                                   number of notices and approval orders
                                                I. Description of the Proposed Rule                          Because FICC’s GCF Repo service                       published by the Commission.16 These
                                                Change                                                    operates as a tri-party mechanism, FICC                  notices and orders provide extensive
                                                                                                          states that it was asked to alter the
                                                   FICC seeks the Commission’s                                                                                     detail on both the GCF Repo service and
                                                                                                          service to align it with the
                                                approval to amend the Government                                                                                   the pilot program itself.
                                                                                                          recommendations of the Tri-Party Repo
                                                Securities Division (‘‘GSD’’) Rulebook 4                  Infrastructure Reform Task Force                           In proposed rule change SR–FICC–
                                                (‘‘GSD Rules’’) in order to: (1)                          (‘‘TPR’’).10 FICC consequently                           2016–001, FICC seeks the Commission’s
                                                Permanently adopt the pilot program                       developed a pilot program (‘‘2011 Pilot                  approval to permanently adopt the GSD
                                                (the ‘‘2015 Pilot Program’’) 5 that is                    Program’’) to address the TPR’s                          Rules associated with the 2015 Pilot
                                                currently in effect for the GCF Repo® 6                   recommendations,11 and sought                            Program, which expires on June 22,
                                                service and that is scheduled to expire                   Commission approval to institute that                    2016. In addition, FICC also seeks to
                                                on June 22, 2016; (2) add clarifying rule                 program.12 The Commission approved                       add a clarification to the GSD Rules to
                                                changes regarding a process that is                       the 2011 Pilot Program on August 29,                     reflect the net-of-net settlement process
                                                currently in effect with respect to the                   2011 for a period of one year.13 When                    in the GCF Repo service. According to
                                                GCF Repo service and that FICC refers                     the expiration date for the 2011 Pilot                   FICC, the net-of-net settlement
                                                to as the ‘‘net-of-net’’ settlement                       Program approached, FICC sought                          clarification is also a result of Tri-Party
                                                process; and (3) make technical changes                   Commission approval to implement the                     Reform and reflects current practice at
                                                to the GSD Rules. The proposed rule                       2012 Pilot Program, which continued                      the GSD. FICC seeks to permanently
                                                changes consist of changes to GSD Rule                    the 2011 Pilot Program in some aspects,                  adopt these changes rather than
                                                1, GSD Rule 20, and the Schedule of                       and modified it in others.14 The
                                                                                                                                                                   continually file annual extensions of the
                                                GCF Timeframes.                                           Commission approved the 2012 Pilot
                                                                                                                                                                   pilot program. The rule changes
                                                                                                          Program, as well as subsequent one-year
                                                A. The GCF Repo Service                                                                                            associated with the pilot have been in
                                                                                                          extensions of the pilot program in 2013,
                                                                                                          2014, and 2015 (respectively, the ‘‘2013                 place since 2011 with certain additional
                                                   The GCF Repo service allows dealer                     Pilot Program,’’ ‘‘2014 Pilot Program,’’                 modifications made in 2012, and FICC’s
                                                members of FICC’s Government Services                     and ‘‘2015 Pilot Program’’).15 The 2015                  members are accustomed to them. FICC
                                                Division to trade general collateral                                                                               states that this is also the case regarding
                                                finance repos (‘‘GCF Repos’’) 7                              9 See Securities Exchange Act Release No. 34–         the net-of-net settlement changes, which
                                                throughout the day without requiring                      58696 (September 30, 2008), 73 FR 58698, 58699           came into effect when the clearing
                                                                                                          (October 7, 2008) (SR–FICC–2008–04).                     banks implemented this process in 2014
                                                intraday, trade-for-trade settlement on a                    10 The TPR was an industry group formed and
                                                delivery-versus-payment 8 basis. The                      sponsored in 2009 by the Federal Reserve Bank of         and 2015. According to FICC, changes to
                                                service allows dealers to trade GCF                       New York to address weaknesses that emerged in           the GSD Rules regarding the net-of-net
                                                Repos, based on rate and term, with                       the tri-party repo market during the financial crisis.   settlement process require no
                                                                                                          The TPR’s chief goal was to develop
                                                inter-dealer broker netting members on                    recommendations to address the risks presented by
                                                                                                                                                                   operational changes on the part of FICC.
                                                a blind basis. Standardized, generic                      the reversal of tri-party repo transactions, and to      However, FICC seeks to update the GSD
                                                CUSIP numbers have been established                       develop procedures to ensure that tri-party repos        Rules in an effort to ensure that the GSD
                                                exclusively for GCF Repo processing,                      would be collateralized throughout the day, rather       Rules reflect the current net-of-net
                                                                                                          than at the end of the day.
                                                and are used to specify the type of                          11 The TPR issued preliminary and final reports       settlement process. According to FICC,
                                                underlying security that is eligible to                   setting forth its recommendations for the reform of      any future changes that arise as a result
                                                serve as collateral for GCF Repos. Only                   the tri-party repo market. See Tri-Party Repo            of Tri-Party Reform will constitute
                                                Fedwire eligible, book-entry securities                   Infrastructure Reform Task Force Report of May 17,
                                                                                                          2000, available at http://www.newyorkfed.org/prc/
                                                                                                                                                                   stand-alone rule changes, and are not
                                                may serve as collateral for GCF Repos.                    files/report_100517.pdf; see also Tri-Party Repo         expected to affect the rule changes
                                                Acceptable collateral for GCF Repos                       Infrastructure Reform Task Force Final Report            covered in this present filing. Finally, in
                                                include most U.S. Treasury securities,                    (February 15, 2012), available at http://                addition to the above, FICC seeks to
                                                                                                          www.newyorkfed.org/tripartyrepo/pdf/report_
                                                non-mortgage-backed federal agency                        120215.pdf.                                              amend the GSD Rules to include non-
                                                securities, fixed and adjustable rate                        12 Securities Exchange Act Release No. 34–64955       substantive, technical changes for
                                                mortgage-backed securities, Treasury                      (July 25, 2011), 76 FR 45638 (July 29, 2011) (SR–        clarity.
                                                Inflation-Protected Securities and                        FICC–2011–05).
                                                                                                             13 Securities Exchange Act Release No. 34–65213

                                                                                                          (August 29, 2011), 76 FR 54824 (September 2, 2011)       Act Release No. 34–72457 (June 24, 2014), 79 FR
                                                  4 The  GSD Rulebook is available at DTCC’s Web          (SR–FICC–2011–05).                                       36856 (June 30, 2014) (SR–FICC–2014–02); and
                                                site, www.dtcc.com/legal/rules-and-                          14 The 2012 Pilot Program implemented several         Securities Exchange Act Release No. 34–75258
                                                procedures.aspx.                                          changes which, although described in the rule filing     (June 22, 2015), 80 FR 36879 (June 26, 2015) (SR–
                                                   5 Securities Exchange Act Release No. 34–75258
                                                                                                          that accompanied the 2011 Pilot Program, were not        FICC–2015–002).
                                                (June 22, 2015), 80 FR 36879 (June 26, 2015) (SR–         implemented during the 2011 Pilot Program’s                 16 See Securities Exchange Act Release Nos. 34–

                                                FICC–2015–002).                                           period of effectiveness. They include: (i) Moving        67227 (June 20, 2012), 77 FR 38108 (June 26, 2012)
                                                   6 GCF Repo is a registered trademark of FICC/
                                                                                                          the time for unwinding repos from 7:30 a.m. to 3:30      (SR–FICC–2012–05); 34–67621 (August 8, 2012), 77
                                                DTCC.                                                     p.m.; (ii) moving the net-free-equity process from       FR 48572 (August 14, 2012) (SR–FICC–2012–05);
                                                   7 A GCF Repo is one in which the lender of funds       morning to the evening; and (iii) establishing rules     34–69774 (June 17, 2013), 78 FR 37631 (June 21,
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                                                is willing to accept any of a class of U.S. Treasuries,   for intraday GCF Repo collateral substitutions. See      2013) (SR–FICC–2013–06); 34–70068 (July 30,
                                                U.S. government agency securities, and certain            Securities Exchange Act Release No. 34–67227             2013), 78 FR 47453 (August 5, 2013) (SR–FICC–
                                                mortgage-backed securities as collateral for the          (June 20, 2012), 77 FR 38108 (June 26, 2012) (SR–        2013–06); 34–72184 (May 19, 2014), 79 FR 29828
                                                repurchase obligation. This is in contrast to a           FICC–2012–05).                                           (May 23, 2014) (SR–FICC–2014–02); 34–72457 (June
                                                specific collateral repo.                                    15 Securities Exchange Release No. 34–67621           24, 2014), 79 FR 36856 (June 30, 2014) (SR–FICC–
                                                   8 Delivery-versus-payment is a settlement              (August 8, 2012), 77 FR 48572 (August 14, 2012)          2014–02); 34–74973 (May 15, 2015), 80 FR 29352
                                                procedure in which the buyer’s cash payment for           (SR–FICC–2012–05); Securities Exchange Release           (May 21, 2015) (SR–FICC–2015–002); and 34–75258
                                                the securities it has purchased is due at the time        No. 34–70068 (July 30, 2013), 78 FR 47453 (August        (June 22, 2015), 80 FR 36879 (June 26, 2015) (SR–
                                                the securities are delivered.                             5, 2013) (SR–FICC–2013–06); Securities Exchange          FICC–2015–002).



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                                                37222                          Federal Register / Vol. 81, No. 111 / Thursday, June 9, 2016 / Notices

                                                II. Discussion                                          III. Conclusion                                        and at the Commission’s Public
                                                   Section 19(b)(2)(C) of the         Act 17              On the basis of the foregoing, the                   Reference Room.
                                                directs the Commission to approve a                     Commission finds that the proposed                     II. Self-Regulatory Organization’s
                                                proposed rule change of a self-                         rule change is consistent with the                     Statement of the Purpose of, and
                                                regulatory organization if it finds that                requirements of the Act, particularly                  Statutory Basis for, the Proposed Rule
                                                such proposed rule change is consistent                 those set forth in Section 17A,21 and the              Change
                                                with the requirements of the Act and the                rules and regulations thereunder.                         In its filing with the Commission, the
                                                rules and regulations thereunder                          It is therefore ordered, pursuant to                 self-regulatory organization included
                                                applicable to such organization. Section                Section 19(b)(2) of the Act,22 that the                statements concerning the purpose of,
                                                17A(b)(3)(F) of the Act 18 requires,                    proposed rule change (SR–FICC–2016–                    and basis for, the proposed rule change
                                                among other things, that the rules of a                 001) be, and hereby is, approved.23                    and discussed any comments it received
                                                clearing agency be designed to achieve                    For the Commission, by the Division of               on the proposed rule change. The text
                                                several goals, including (i) promoting                  Trading and Markets, pursuant to delegated             of those statements may be examined at
                                                the prompt and accurate clearance and                   authority.24                                           the places specified in Item IV below.
                                                settlement of securities transactions                   Brent J. Fields,                                       The Exchange has prepared summaries,
                                                and, to the extent applicable, derivative               Secretary.                                             set forth in sections A, B, and C below,
                                                agreements, contracts, and transactions,                [FR Doc. 2016–13611 Filed 6–8–16; 8:45 am]             of the most significant parts of such
                                                (ii) assuring the safeguarding of                                                                              statements.
                                                                                                        BILLING CODE 8011–01–P
                                                securities and funds that are in the
                                                custody or control of the clearing agency                                                                      A. Self-Regulatory Organization’s
                                                or for which it is responsible, and (iii)                                                                      Statement of the Purpose of, and
                                                                                                        SECURITIES AND EXCHANGE                                Statutory Basis for, the Proposed Rule
                                                protecting investors and the public                     COMMISSION
                                                interest.                                                                                                      Change
                                                   The Commission finds that the                        [Release No. 34–77992; File No. SR–
                                                                                                                                                               1. Purpose
                                                proposed rule change is consistent with                 NYSEArca–2016–79]
                                                                                                                                                                  The Exchange proposes to list and
                                                Section 17A of the Act 19 and the rules
                                                                                                        Self-Regulatory Organizations; NYSE                    trade shares (‘‘Shares’’) of the following
                                                thereunder applicable to FICC. The                      Arca, Inc.; Notice of Filing of Proposed               under NYSE Arca Equities Rule 8.600,
                                                proposal will permanently adopt the                     Rule Change Relating to the Listing                    which governs the listing and trading of
                                                rules in the 2015 Pilot Program, which                  and Trading of Shares of the Virtus                    Managed Fund Shares: 4 Virtus Japan
                                                were intended to advance the TPR’s Tri-                 Japan Alpha ETF Under NYSE Arca                        Alpha ETF (‘‘Fund’’).5
                                                Party Reform recommendations by                                                                                   The Shares will be offered by Virtus
                                                                                                        Equities Rule 8.600
                                                moving the morning unwind process to                                                                           ETF Trust II (‘‘Trust’’), which is
                                                the afternoon to ensure that such                       June 3, 2016.                                          registered with the Commission as an
                                                transactions are collateralized all day                    Pursuant to Section 19(b)(1) 1 of the               open-end management investment
                                                and, therefore, limiting the amount of                  Securities Exchange Act of 1934 (the                   company.6 Virtus ETF Advisers LLC
                                                intraday credit that is extended by                     ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                clearing banks during the day.                          notice is hereby given that, on May 24,                   4 A Managed Fund Share is a security that

                                                Permanently adopting these rules will                   2016, NYSE Arca, Inc. (the ‘‘Exchange’’                represents an interest in an investment company
                                                serve to minimize systemic risk and                     or ‘‘NYSE Arca’’) filed with the                       registered under the Investment Company Act of
                                                                                                                                                               1940 (15 U.S.C. 80a–1) (‘‘1940 Act’’) organized as
                                                avoid the need for seeking future                       Securities and Exchange Commission                     an open-end investment company or similar entity
                                                approvals of renewing the 2015 Pilot                    (the ‘‘Commission’’) the proposed rule                 that invests in a portfolio of securities selected by
                                                Program annually, thereby bringing                      change as described in Items I and II                  its investment adviser consistent with its
                                                certainty to market participants as to                  below, which Items have been prepared                  investment objectives and policies. In contrast, an
                                                                                                                                                               open-end investment company that issues
                                                FICC’s rules implementing the Tri-Party                 by the self-regulatory organization. The               Investment Company Units, listed and traded on
                                                Reform recommendations. Accordingly,                    Commission is publishing this notice to                the Exchange under NYSE Arca Equities Rule
                                                the permanent adoption of the 2015                      solicit comments on the proposed rule                  5.2(j)(3), seeks to provide investment results that
                                                Pilot Program rules should help to                                                                             correspond generally to the price and yield
                                                                                                        change from interested persons.                        performance of a specific foreign or domestic stock
                                                protect investors and promote the                                                                              index, fixed income securities index or combination
                                                public interest, consistent with Section                I. Self-Regulatory Organization’s
                                                                                                                                                               thereof.
                                                17A(b)(3)(F) of the Act.                                Statement of the Terms of the Substance                   5 The Commission has previously approved

                                                   The proposal also eliminates obsolete                of the Proposed Rule Change                            listing and trading on the Exchange of a number of
                                                language from the GSD Rules by                                                                                 actively managed funds under Rule 8.600. See, e.g.,
                                                                                                           The Exchange proposes to list and                   Securities Exchange Act Release Nos. 57801 (May
                                                codifying the net-of-net settlement                     trade shares of the Virtus Japan Alpha                 8, 2008), 73 FR 27878 (May 14, 2008) (SR–
                                                process in the GSD Rules, and makes                     ETF under NYSE Arca Equities Rule                      NYSEArca–2008–31) (order approving Exchange
                                                non-substantive clarifying corrections to               8.600 (‘‘Managed Fund Shares’’). The                   listing and trading of twelve actively-managed
                                                the GSD Rules. Accordingly, the                                                                                funds of the WisdomTree Trust); 62502 (July 15,
                                                                                                        proposed rule change is available on the               2010), 75 FR 42471 (July 21, 2010) (SR–NYSEArca–
                                                changes related to the net-of-net                       Exchange’s Web site at www.nyse.com,                   2010–57) (order approving listing and trading of
                                                settlement process and the clarifying                   at the principal office of the Exchange,               AdviserShares WCM/BNY Mellon Focused Growth
                                                changes to the GSD Rules should                                                                                ADR ETF); 63076 (October 12, 2010), 75 FR 63874
                                                provide for a more well-founded and                       21 15  U.S.C. 78q–1.                                 (October 18, 2010) (SR–NYSEArca–2010–79) (order
                                                                                                                                                               approving listing and trading of Cambria Global
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                                                transparent legal framework for FICC’s                    22 15  U.S.C. 78s(b)(2).
                                                                                                                                                               Tactical ETF); 71540 (February 12, 2014), 79 FR
                                                                                                           23 In approving the proposed rule change, the
                                                activities, consistent with Act Rule                                                                           9515 (February 19, 2014) (SR–NYSEArca–2013–
                                                                                                        Commission considered the proposal’s impact on
                                                17Ad–22(d)(1).20                                        efficiency, competition, and capital formation. See
                                                                                                                                                               138) (order approving listing and trading of shares
                                                                                                                                                               of the iShares Enhanced International Large-Cap
                                                                                                        15 U.S.C. 78c(f).                                      ETF and iShares Enhanced International Small-Cap
                                                  17 15 U.S.C. 78s(b)(2)(C).                               24 17 CFR 200.30–3(a)(12).
                                                                                                                                                               ETF).
                                                  18 15 U.S.C. 78q–1(b)(3)(F).                             1 15 U.S.C. 78s(b)(1).                                 6 The Trust is registered under the 1940 Act. On
                                                  19 15 U.S.C. 78q–1.                                      2 15 U.S.C. 78a.
                                                                                                                                                               February 26, 2016, the Trust filed with the
                                                  20 17 CFR 240.17Ad–22(d)(1).                             3 17 CFR 240.19b–4.                                 Commission an amendment to its registration



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Document Created: 2018-02-08 07:33:40
Document Modified: 2018-02-08 07:33:40
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 Citation81 FR 37220 

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