82 FR 24180 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Proposed Rule Change Relating to the Listing and Trading of the GraniteShares Gold Trust Under NYSE Arca Equities Rule 8.201

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 100 (May 25, 2017)

Page Range		24180-24185
FR Document		2017-10688
Federal Register, Volume 82 Issue 100 (Thursday, May 25, 2017)
[Federal Register Volume 82, Number 100 (Thursday, May 25, 2017)]
[Notices]
[Pages 24180-24185]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-10688]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-80730; File No. SR-NYSEArca-2017-55]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
of Proposed Rule Change Relating to the Listing and Trading of the 
GraniteShares Gold Trust Under NYSE Arca Equities Rule 8.201

May 19, 2017.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on May 8, 2017, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE 
Arca'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to list and trade shares of the GraniteShares 
Gold Trust under NYSE Arca Equities Rule 8.201. The proposed change is 
available on the Exchange's Web site at www.nyse.com, at the principal 
office of the Exchange, and at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The Exchange proposes to list and trade shares (``Shares'') of the 
GraniteShares Gold Trust (``Trust''), under NYSE Arca Equities Rule 
8.201.\4\ Under NYSE Arca Equities Rule 8.201, the Exchange may propose 
to list and/or trade pursuant to unlisted trading privileges (``UTP'') 
``Commodity-Based Trust Shares.\5\
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    \4\ On January 3, 2017, the Trust submitted to the Commission 
its draft registration statement on Form S-1 (the ``Registration 
Statement'') under the Securities Act of 1933 (15 U.S.C. 77a) 
(``Securities Act''). The Jumpstart Our Business Startups Act, 
enacted on April 5, 2012, added Section 6(e) to the Securities Act. 
Section 6(e) of the Securities Act provides that an ``emerging 
growth company'' may confidentially submit to the Commission a draft 
registration statement for confidential, non-public review by the 
Commission staff prior to public filing, provided that the initial 
confidential submission and all amendments thereto shall be publicly 
filed not later than 21 days before the date on which the issuer 
conducts a road show, as such term is defined in Securities Act Rule 
433(h)(4). An emerging growth company is defined in Section 2(a)(19) 
of the Securities Act as an issuer with less than $1,000,000,000 
total annual gross revenues during its most recently completed 
fiscal year. The Trust meets the definition of an emerging growth 
company and consequently has submitted its Form S-1 Registration 
Statement on a confidential basis with the Commission.
    \5\ Commodity-Based Trust Shares are securities issued by a 
trust that represents investors' discrete identifiable and undivided 
beneficial ownership interest in the commodities deposited into the 
Trust.
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    The Trust will not be registered as an investment company under the 
Investment Company Act of 1940, as amended,\6\ and is not required to 
register under such act. The Trust is not a commodity pool for purposes 
of the Commodity Exchange Act, as amended.\7\
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    \6\ 15 U.S.C. 80a-1.
    \7\ 17 U.S.C. 1.
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    The Sponsor of the Trust is GraniteShares LLC, a Delaware limited 
liability company. The Bank of New York Mellon is the trustee of the 
Trust (the ``Trustee'') \8\ and ICBC Standard Bank PLC is the custodian 
of the Trust (the ``Custodian'').\9\
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    \8\ The Trustee is responsible for the day-to-day administration 
of the Trust. The responsibilities of the Trustee include (1) 
processing orders for the creation and redemption of Baskets; (2) 
coordinating with the Custodian the receipt and delivery of gold 
transferred to, or by, the Trust in connection with each issuance 
and redemption of Baskets; (3) calculating the net asset value of 
the Trust on each business day; and (4) selling the Trust's gold as 
needed to cover the Trust's expenses. The Trust does not have a 
Board of Directors or persons acting in a similar capacity.
    \9\ The Custodian is responsible for safekeeping the gold owned 
by the Trust. The Custodian is appointed by the Trustee and is 
responsible to the Trustee only. The Custodian will facilitate the 
transfer of gold in and out of the Trust (i) through the unallocated 
gold accounts it may maintain for each Authorized Participant or 
unallocated gold accounts that may be maintained for an Authorized 
Participant by another gold clearing bank, and (ii) through the 
unallocated gold accounts it will maintain for the Trust. The 
Custodian is responsible for allocating specific bars of gold to the 
Trust Allocated Account. As used herein, ``Trust Allocated Account'' 
means the loco London gold account established in the name of the 
Trustee and maintained for the benefit of the Trust by the Custodian 
on an allocated basis pursuant to a written custody agreement 
between the Trustee and the Custodian. The Custodian will provide 
the Trustee with regular reports detailing the gold transfers in and 
out of the Trust Unallocated Account with the Custodian and 
identifying the gold bars held in the Trust Allocated Account.

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[[Page 24181]]

    The Commission has previously approved listing on the Exchange 
under NYSE Arca Equities Rules 5.2(j)(5) and 8.201 of other precious 
metals and gold-based commodity trusts, including the Merk Gold Trust; 
\10\ ETFS Gold Trust,\11\ ETFS Platinum Trust \12\ and ETFS Palladium 
Trust (collectively, the ``ETFS Trusts''); \13\APMEX Physical-1 oz. 
Gold Redeemable Trust; \14\ Sprott Gold Trust; \15\ SPDR Gold Trust 
(formerly, streetTRACKS Gold Trust); iShares Silver Trust; \16\ iShares 
COMEX Gold Trust; \17\ and Long Dollar Gold Trust.\18\ Prior to their 
listing on the Exchange, the Commission approved listing of the 
streetTRACKS Gold Trust on the New York Stock Exchange (``NYSE'') \19\ 
and listing of iShares COMEX Gold Trust and iShares Silver Trust on the 
American Stock Exchange LLC.\20\ In addition, the Commission has 
approved trading of the streetTRACKS Gold Trust and iShares Silver 
Trust on the Exchange pursuant to UTP.\21\
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    \10\ Securities Exchange Act Release No. 71378 (January 23, 
2014), 79 FR 4786 (January 29, 2014) (SR-NYSEArca-2013-137).
    \11\ Securities Exchange Act Release No. 59895 (May 8, 2009), 74 
FR 22993 (May 15, 2009) (SR-NYSEArca-2009-40).
    \12\ Securities Exchange Act Release No. 61219 (December 22, 
2009), 74 FR 68886 (December 29, 2009) (SR-NYSEArca-2009-95).
    \13\ Securities Exchange Act Release No. 61220 (December 22, 
2009), 74 FR 68895 (December 29, 2009) (SR-NYSEArca-2009-94).
    \14\ Securities Exchange Act Release No 66930 (May 7, 2012), 77 
FR 27817 (May 11, 2012) (SR-NYSEArca-2012-18)
    \15\ Securities Exchange Act Release No. 61496 (February 4, 
2010), 75 FR 6758 (February 10, 2010) (SR-NYSEArca-2009-113).
    \16\ See Securities Exchange Act Release No. 58956 (November 14, 
2008), 73 FR 71074 (November 24, 2008) (SR-NYSEArca-2008-124) 
(approving listing on the Exchange of the iShares Silver Trust)).
    \17\ See Securities Exchange Act Release No.56224 (August 8, 
2007), 72 FR 45850 (August 15, 2007) (SR-NYSEArca-2007-76) 
(approving listing on the Exchange of the street TRACKS Gold Trust); 
Securities Exchange Act Release No. 56041 (July 11, 2007), 72 FR 
39114 (July 17, 2007) (SR-NYSEArca-2007-43) (order approving listing 
on the Exchange of iShares COMEX Gold Trust).
    \18\ See Securities Exchange Act Release No. 79518 (December 9, 
2016), 81 FR 90876 (December 15, 2016) (SR-NYSEArca-2016-84) (order 
approving listing and trading of shares of the Long Dollar Gold 
Trust).
    \19\ See Securities Exchange Act Release No. 50603 (October 28, 
2004), 69 FR 64614 (November 5, 2004) (SR-NYSE-2004-22) (order 
approving listing of street TRACKS Gold Trust on NYSE).
    \20\ See Securities Exchange Act Release Nos. 51058 (January 19, 
2005), 70 FR 3749 (January 26, 2005) (SR-Amex-2004-38) (order 
approving listing of iShares COMEX Gold Trust on the American Stock 
Exchange LLC); 53521 (March 20, 2006), 71 FR 14967 (March 24, 2006) 
(SR-Amex-2005-72) (approving listing on the American Stock Exchange 
LLC of the iShares Silver Trust).
    \21\ See Securities Exchange Act Release Nos. 53520 (March 20, 
2006), 71 FR 14977 (March 24, 2006) (SR-PCX-2005-117) (approving 
trading on the Exchange pursuant to UTP of the iShares Silver 
Trust); 51245 (February 23, 2005), 70 FR 10731 (March 4, 2005) (SR-
PCX-2004-117) (approving trading on the Exchange of the streetTRACKS 
Gold Trust pursuant to UTP).
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    The Exchange represents that the Shares satisfy the requirements of 
NYSE Arca Equities Rule 8.201 and thereby qualify for listing on the 
Exchange.\22\
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    \22\ With respect to the application of Rule 10A-3 (17 CFR 
240.10A-3) under the Act, the Trust relies on the exemption 
contained in Rule 10A-3(c)(7).
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Operation of the Trust \23\
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    \23\ The description of the operation of the Trust, the Shares 
and the gold market contained herein are based, in part, on the 
Registration Statement. See note 4, supra.
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    The investment objective of the Trust will be for the Shares to 
reflect the performance of the price of gold, less the expenses and 
liabilities of the Trust. The Trust will issue Shares which represent 
units of fractional undivided beneficial interest in and ownership of 
the Trust.
    The Trust will not trade in gold futures, options or swap contracts 
on any futures exchange or over the counter (``OTC''). The Trust will 
not hold or trade in commodity futures contracts, ``commodity 
interests'', or any other instruments regulated by the Commodities 
Exchange Act. The Trust will take delivery of physical gold that 
complies with the London Bullion Markets Association (``LBMA'') gold 
delivery rules.
    The Shares are intended to constitute a simple and cost-effective 
means of making an investment similar to an investment in gold. 
Although the Shares are not the exact equivalent of an investment in 
gold, they are intended to provide investors with an alternative that 
allows a level of participation in the gold market through the 
securities market.
Operation of the Gold Market
    The global trade in gold consists of OTC transactions in spot, 
forwards, and options and other derivatives, together with exchange-
traded futures and options.
    The OTC gold market includes spot, forward, and option and other 
derivative transactions conducted on a principal-to-principal basis. 
While this is a global, nearly 24-hour per day market, its main centers 
are London, New York, and Zurich.
    According to the Registration Statement, most OTC market trades are 
cleared through London. The LBMA plays an important role in setting OTC 
gold trading industry standards. A London Good Delivery Bar (as 
described below), which is acceptable for settlement of any OTC 
transaction, will be acceptable for delivery to the Trust in connection 
with the issuance of Baskets.
    The most significant gold futures exchange in the U.S. is COMEX, 
operated by Commodities Exchange, Inc., a subsidiary of New York 
Mercantile Exchange, Inc., and a subsidiary of the Chicago Mercantile 
Exchange Group (the ``CME Group''). Other commodity exchanges include 
the Tokyo Commodity Exchange (``TOCOM''), the Multi Commodity Exchange 
Of India (``MCX''), the Shanghai Futures Exchange, ICE Futures US (the 
``ICE''), and the Dubai Gold & Commodities Exchange.
The London Gold Bullion Market
    According to the Registration Statement, most trading in physical 
gold is conducted on the OTC market, predominantly in London. LBMA 
coordinates various OTC-market activities, including clearing and 
vaulting, acts as the principal intermediary between physical gold 
market participants and the relevant regulators, promotes good trading 
practices and develops standard market documentation. In addition, the 
LBMA promotes refining standards for the gold market by maintaining the 
``London Good Delivery List,'' which identifies refiners of gold that 
have been approved by the LBMA. In the OTC market, gold bars that meet 
the specifications for weight, dimensions, fineness (or purity), 
identifying marks (including the assay stamp of an LBMA-acceptable 
refiner) and appearance described in ``The Good Delivery Rules for Gold 
and Silver Bars'' published by the LBMA are referred to as ``London 
Good Delivery Bars.'' A London Good Delivery Bar (typically called a 
``400 ounce bar'') must contain between 350 and 430 fine troy ounces of 
gold (1 troy ounce = 31.1034768 grams), with a minimum fineness (or 
purity) of 995 parts per 1000 (99.5%), be of good appearance and be 
easy to handle and stack. The fine gold content of a gold bar is 
calculated by multiplying the gross weight of the bar (expressed in 
units of 0.025 troy ounces) by the fineness of the bar. A London

[[Page 24182]]

Good Delivery Bar must also bear the stamp of one of the refiners 
identified on the London Good Delivery List.
    Following the enactment of the Financial Markets Act 2012, the 
Prudential Regulation Authority of the Bank of England is responsible 
for regulating most of the financial firms that are active in the 
bullion market, and the Financial Conduct Authority is responsible for 
consumer and competition issues. Trading in spot, forwards and 
wholesale deposits in the bullion market is subject to the Non-
Investment Products (``NIPS'') Code adopted by market participants.\24\
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    \24\ The NIPS Code is available at http://www.bankofengland.co.uk/markets/Documents/forex/fxjsc/nipscode1111.pdf.
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Creation and Redemption of Shares
    The Trust will create and redeem Shares on a continuous basis in 
one or more blocks of 10,000 Shares (a block of 10,000 Shares is called 
a ``Basket''). As described below, the Trust will issue Shares in 
Baskets to certain authorized participants (``Authorized 
Participants'') on an ongoing basis. Baskets of Shares will only be 
issued or redeemed in exchange for an amount of gold determined by the 
Trustee on each day that the Exchange is open for regular trading. No 
Shares will be issued unless the Custodian has allocated to the Trust's 
account the corresponding amount of gold. Initially, a Basket will 
require delivery of 1,000 fine ounces of gold. The amount of gold 
necessary for the creation of a Basket, or to be received upon 
redemption of a Basket, will decrease over the life of the Trust, due 
to the payment or accrual of fees and other expenses or liabilities 
payable by the Trust.
    Baskets may be created or redeemed only by Authorized Participants. 
Orders must be placed by 3:59 p.m. Eastern Time (``E.T.''). The day on 
which a Trust receives a valid purchase or redemption order is the 
order date.
    Each Authorized Participant must be a registered broker-dealer, a 
participant in Depository Trust Corporation (``DTC''), have entered 
into an agreement with the Trustee (the ``Authorized Participant 
Agreement'') and be in a position to transfer gold to, and take 
delivery of gold from, the Custodian through one or more gold accounts. 
The Authorized Participant Agreement provides the procedures for the 
creation and redemption of Baskets and for the delivery of gold in 
connection with such creations or redemptions.
    According to the Registration Statement, Authorized Participants, 
acting on authority of the registered holder of Shares, may surrender 
Baskets of Shares in exchange for the corresponding Basket Amount 
announced by the Trustee. Upon surrender of such Shares and payment of 
the Trustee's applicable fee and of any expenses, taxes or charges 
(such as stamp taxes or stock transfer taxes or fees), the Trustee will 
deliver to the order of the redeeming Authorized Participant the amount 
of gold corresponding to the redeemed Baskets. Shares can only be 
surrendered for redemption in Baskets of 10,000 Shares each.
    Before surrendering Baskets of Shares for redemption, an Authorized 
Participant must deliver to the Trustee a written request indicating 
the number of Baskets it intends to redeem and the location where it 
would like to take delivery of the gold represented by such Baskets. 
The date the Trustee receives that order determines the Basket Amount 
to be received in exchange. However, orders received by the Trustee 
after 3:59 p.m. Eastern Time (``E.T.'') will be rejected.
    The redemption distribution from the Trust will consist of a credit 
to the redeeming Authorized Participant's unallocated account 
representing the amount of the gold held by the Trust evidenced by the 
Shares being redeemed as of the date of the redemption order.
Net Asset Value
    The NAV of the Trust will be calculated by subtracting the Trust's 
expenses and liabilities on any day from the value of the gold owned by 
the Trust on that day; the NAV per Share will be obtained by dividing 
the NAV of the Trust on a given day by the number of Shares outstanding 
on that day. On each day on which the Exchange is open for regular 
trading, the Trustee will determine the NAV as promptly as practicable 
after 4:00 p.m. E.T. The Trustee will value the Trust's gold on the 
basis of LBMA Gold Price PM. If there is no LBMA Gold Price PM on any 
day, the Trustee is authorized to use the most recently announced LBMA 
Gold Price or another publicly available price as instructed by the 
Sponsor based on the Sponsor's determination that it fairly represents 
the value of the gold held by the Trust.
    The NAV per Share will be calculated by taking the current price of 
the Trust's total assets, subtracting any liabilities, and dividing by 
the total number of Shares outstanding. The offering of the Trust's 
Shares is a ``best efforts'' offering, which means that the Authorized 
Participants are not required to purchase a specific number or dollar 
amount of Shares. Authorized Participants will not receive from the 
Sponsor, the Trust or any affiliates any fee or other compensation in 
connection with the offering of the Shares.
Secondary Market Trading
    While the Trust seeks to reflect generally the performance of the 
price of gold less the Trust's expenses and liabilities, Shares may 
trade at, above or below their NAV. The NAV of Shares will fluctuate 
with changes in the market value of the Trust's assets. The trading 
prices of Shares will fluctuate in accordance with changes in their NAV 
as well as market supply and demand. The amount of the discount or 
premium in the trading price relative to the NAV may be influenced by 
non-concurrent trading hours between the major gold markets and the 
Exchange. While the Shares trade on the Exchange until 4:00 p.m. E.T., 
liquidity in the market for gold may be reduced after the close of the 
major world gold markets, including London, Zurich and COMEX. As a 
result, during this time, trading spreads, and the resulting premium or 
discount, on Shares may widen.
Availability of Information Regarding Gold
    Currently, the Consolidated Tape Plan does not provide for 
dissemination of the spot price of a commodity such as gold over the 
Consolidated Tape. However, there will be disseminated over the 
Consolidated Tape the last sale price for the Shares, as is the case 
for all equity securities traded on the Exchange (including exchange-
traded funds). In addition, there is a considerable amount of 
information about gold and gold markets available on public Web sites 
and through professional and subscription services.
    Investors may obtain gold pricing information on a 24-hour basis 
based on the spot price for an ounce of Gold from various financial 
information service providers, such as Reuters and Bloomberg.
    Reuters and Bloomberg, for example, provide at no charge on their 
Web sites delayed information regarding the spot price of Gold and last 
sale prices of Gold futures, as well as information about news and 
developments in the gold market. Reuters and Bloomberg also offer a 
professional service to subscribers for a fee that provides information 
on Gold prices directly from market participants. Complete real-time 
data for Gold futures and options prices traded on the COMEX are 
available by subscription from Reuters and Bloomberg. There are a 
variety of

[[Page 24183]]

other public Web sites providing information on gold, ranging from 
those specializing in precious metals to sites maintained by major 
newspapers. In addition, the LBMA Gold Price is publicly available at 
no charge at www.lbma.org.uk.
Availability of Information
    The intraday indicative value (``IIV'') per Share for the Shares 
will be disseminated by one or more major market data vendors. The IIV 
will be calculated based on the amount of gold held by the Trust and a 
price of gold derived from updated bids and offers indicative of the 
spot price of gold.\25\
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    \25\ The IIV on a per Share basis disseminated during the Core 
Trading Session should not be viewed as a real-time update of the 
NAV, which is calculated once a day.
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    The Web site for the Trust (www.graniteshares.com) will contain the 
following information, on a per Share basis, for the Trust: (a) The 
mid-point of the bid-ask price \26\ at the close of trading (``Bid/Ask 
Price''), and a calculation of the premium or discount of such price 
against such NAV; and (b) data in chart format displaying the frequency 
distribution of discounts and premiums of the Bid/Ask Price against the 
NAV, within appropriate ranges, for each of the four previous calendar 
quarters. The Web site for the Trust will also provide the Trust's 
prospectus. Finally, the Trust's Web site will provide the last sale 
price of the Shares as traded in the U.S. market. In addition, 
information regarding market price and trading volume of the Shares 
will be continually available on a real-time basis throughout the day 
on brokers' computer screens and other electronic services. Information 
regarding the previous day's closing price and trading volume 
information for the Shares will be published daily in the financial 
section of newspapers.
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    \26\ The bid-ask price of the Shares will be determined using 
the highest bid and lowest offer on the Consolidated Tape as of the 
time of calculation of the closing day NAV.
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Criteria for Initial and Continued Listing
    The Trust will be subject to the criteria in NYSE Arca Equities 
Rule 8.201(e) for initial and continued listing of the Shares.
    A minimum of two Baskets or 20,000 Shares will be required to be 
outstanding at the start of trading, which is equivalent to 2,000 fine 
ounces of gold or about $2.4m as of April 2017. The Exchange believes 
that the anticipated minimum number of Shares outstanding at the start 
of trading is sufficient to provide adequate market liquidity.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Trust subject to the Exchange's existing rules 
governing the trading of equity securities. Trading in the Shares on 
the Exchange will occur in accordance with NYSE Arca Equities Rule 
7.34(a). The Exchange has appropriate rules to facilitate transactions 
in the Shares during all trading sessions. As provided in NYSE Arca 
Equities Rule 7.6, Commentary .03, the minimum price variation 
(``MPV'') for quoting and entry of orders in equity securities traded 
on the NYSE Arca Marketplace is $0.01, with the exception of securities 
that are priced less than $1.00 for which the MPV for order entry is 
$0.0001.
    Further, NYSE Arca Equities Rule 8.201 sets forth certain 
restrictions on ETP Holders acting as registered Market Makers in the 
Shares to facilitate surveillance. Under NYSE Arca Equities Rule 
8.201(g), an ETP Holder acting as a registered Market Maker in the 
Shares is required to provide the Exchange with information relating to 
its trading in the underlying gold, related futures or options on 
futures, or any other related derivatives. Commentary .04 of NYSE Arca 
Equities Rule 6.3 requires an ETP Holder acting as a registered Market 
Maker, and its affiliates, in the Shares to establish, maintain and 
enforce written policies and procedures reasonably designed to prevent 
the misuse of any material nonpublic information with respect to such 
products, any components of the related products, any physical asset or 
commodity underlying the product, applicable currencies, underlying 
indexes, related futures or options on futures, and any related 
derivative instruments (including the Shares).
    As a general matter, the Exchange has regulatory jurisdiction over 
its ETP Holders and their associated persons, which include any person 
or entity controlling an ETP Holder. A subsidiary or affiliate of an 
ETP Holder that does business only in commodities or futures contracts 
would not be subject to Exchange jurisdiction, but the Exchange could 
obtain information regarding the activities of such subsidiary or 
affiliate through surveillance sharing agreements with regulatory 
organizations of which such subsidiary or affiliate is a member.
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares. Trading on the Exchange in the Shares may be 
halted because of market conditions or for reasons that, in the view of 
the Exchange, make trading in the Shares inadvisable. These may 
include: (1) The extent to which conditions in the underlying gold 
market have caused disruptions and/or lack of trading, or (2) whether 
other unusual conditions or circumstances detrimental to the 
maintenance of a fair and orderly market are present. In addition, 
trading in Shares will be subject to trading halts caused by 
extraordinary market volatility pursuant to the Exchange's ``circuit 
breaker'' rule.\27\ The Exchange will halt trading in the Shares if the 
NAV of the Trust is not calculated or disseminated daily. The Exchange 
may halt trading during the day in which an interruption occurs to the 
dissemination of the IIV, as described above. If the interruption to 
the dissemination of the IIV persists past the trading day in which it 
occurs, the Exchange will halt trading no later than the beginning of 
the trading day following the interruption.
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    \27\ See NYSE Arca Equities Rule 7.12.
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Surveillance
    The Exchange represents that trading in the Shares will be subject 
to the existing trading surveillances administered by the Exchange, as 
well as cross-market surveillances administered by the Financial 
Industry Regulatory Authority (``FINRA'') on behalf of the Exchange, 
which are designed to detect violations of Exchange rules and 
applicable federal securities laws.\28\ The Exchange represents that 
these procedures are adequate to properly monitor Exchange trading of 
the Shares in all trading sessions and to deter and detect violations 
of Exchange rules and federal securities laws applicable to trading on 
the Exchange.
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    \28\ FINRA conducts cross-market surveillances on behalf of the 
Exchange pursuant to a regulatory services agreement. The Exchange 
is responsible for FINRA's performance under this regulatory 
services agreement.
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    The surveillances referred to above generally focus on detecting 
securities trading outside their normal patterns, which could be 
indicative of manipulative or other violative activity. When such 
situations are detected, surveillance analysis follows and 
investigations are opened, where appropriate, to review the behavior of 
all relevant parties for all relevant trading violations.
    The Exchange or FINRA, on behalf of the Exchange, or both, will 
communicate as needed regarding trading in the Shares with other 
markets and other entities that are members of the ISG, and the 
Exchange or FINRA, on behalf of the Exchange, or both, may

[[Page 24184]]

obtain trading information regarding trading in the Shares from such 
markets and other entities. In addition, the Exchange may obtain 
information regarding trading in the Shares from markets and other 
entities that are members of ISG or with which the Exchange has in 
place a comprehensive surveillance sharing agreement.\29\
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    \29\ For a list of the current members of ISG, see 
www.isgportal.org.
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    Also, pursuant to NYSE Arca Equities Rule 8.201(g), the Exchange is 
able to obtain information regarding trading in the Shares and the 
underlying gold, gold futures contracts, options on gold futures, or 
any other gold derivative, through ETP Holders acting as registered 
Market Makers, in connection with such ETP Holders' proprietary or 
customer trades through ETP Holders which they effect on any relevant 
market.
    In addition, the Exchange also has a general policy prohibiting the 
distribution of material, non-public information by its employees.
    All statements and representations made in this filing regarding 
(a) the description of the portfolio, (b) limitations on portfolio 
holdings or reference assets, or (c) the applicability of Exchange 
listing rules specified in this rule filing shall constitute continued 
listing requirements for listing the Shares of the Trust on the 
Exchange.
    The issuer has represented to the Exchange that it will advise the 
Exchange of any failure by the Trust to comply with the continued 
listing requirements, and, pursuant to its obligations under Section 
19(g)(1) of the Act, the Exchange will monitor for compliance with the 
continued listing requirements. If the Trust is not in compliance with 
the applicable listing requirements, the Exchange will commence 
delisting procedures under NYSE Arca Equities Rule 5.5(m).
Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its 
ETP Holders in an Information Bulletin of the special characteristics 
and risks associated with trading the Shares. Specifically, the 
Information Bulletin will discuss the following: (1) The procedures for 
purchases and redemptions of Shares in Baskets (including noting that 
Shares are not individually redeemable); (2) NYSE Arca Equities Rule 
9.2(a), which imposes a duty of due diligence on its ETP Holders to 
learn the essential facts relating to every customer prior to trading 
the Shares; (3) how information regarding the IIV is disseminated; (4) 
the requirement that ETP Holders deliver a prospectus to investors 
purchasing newly issued Shares prior to or concurrently with the 
confirmation of a transaction; (5) the possibility that trading spreads 
and the resulting premium or discount on the Shares may widen as a 
result of reduced liquidity of gold trading during the Core and Late 
Trading Sessions after the close of the major world gold markets; and 
(6) trading information. For example, the Information Bulletin will 
advise ETP Holders, prior to the commencement of trading, of the 
prospectus delivery requirements applicable to the Trust. The Exchange 
notes that investors purchasing Shares directly from the Trust (by 
delivery of the Creation Basket Deposit) will receive a prospectus. ETP 
Holders purchasing Shares from the Trust for resale to investors will 
deliver a prospectus to such investors.
    In addition, the Information Bulletin will reference that the Trust 
is subject to various fees and expenses as will be described in the 
Registration Statement. The Information Bulletin will also reference 
the fact that there is no regulated source of last sale information 
regarding physical gold, that the Commission has no jurisdiction over 
the trading of gold as a physical commodity, and that the CFTC has 
regulatory jurisdiction over the trading of gold futures contracts and 
options on gold futures contracts.
    The Information Bulletin will also discuss any relief, if granted, 
by the Commission or the staff from any rules under the Act.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \30\ 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.
---------------------------------------------------------------------------

    \30\ 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 be listed and traded on the Exchange pursuant to the 
initial and continued listing criteria in NYSE Arca Equities Rule 
8.201. The Exchange has in place surveillance procedures that are 
adequate to properly monitor trading in the Shares in all trading 
sessions and to deter and detect violations of Exchange rules and 
applicable federal securities laws. The Exchange may obtain information 
via ISG from other exchanges that are members of ISG or with which the 
Exchange has entered into a comprehensive surveillance sharing 
agreement.
    The proposed rule change is designed to promote just and equitable 
principles of trade and to protect investors and the public interest in 
that there is a considerable amount of gold price and gold market 
information available on public Web sites and through professional and 
subscription services. Investors may obtain on a 24-hour basis gold 
pricing information based on the spot price for an ounce of gold from 
various financial information service providers. Investors may obtain 
gold pricing information based on the spot price for an ounce of gold 
from various financial information service providers. Current spot 
prices also are generally available with bid/ask spreads from gold 
bullion dealers. In addition, the Trust's Web site will provide pricing 
information for gold spot prices and the Shares. Market prices for the 
Shares will be available from a variety of sources including brokerage 
firms, information Web sites and other information service providers. 
The NAV of the Trust will be published by the Sponsor on each day that 
the NYSE Arca is open for regular trading and will be posted on the 
Trust's Web site. The IIV relating to the Shares will be widely 
disseminated by one or more major market data vendors at least every 15 
seconds during the Core Trading Session. In addition, the LBMA Gold 
Price is publicly available at no charge at www.lbma.org.uk. The 
Trust's Web site will also provide the Trust's prospectus, as well as 
the two most recent reports to stockholders. In addition, information 
regarding market price and trading volume of the Shares will be 
continually available on a real-time basis throughout the day on 
brokers' computer screens and other electronic services. Information 
regarding the previous day's closing price and trading volume 
information for the Shares will be published daily in the financial 
section of newspapers.
    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 it will facilitate the listing and trading of 
an additional type of exchange-traded product that will enhance 
competition among market participants, to the benefit of investors and 
the marketplace. As noted above, the Exchange has in place surveillance 
procedures relating to trading in the Shares and may obtain information 
via ISG from other

[[Page 24185]]

exchanges that are members of ISG or with which the Exchange has 
entered into a comprehensive surveillance sharing agreement. In 
addition, as noted above, investors will have ready access to 
information regarding gold pricing.

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 will enhance competition by accommodating Exchange 
trading of an additional exchange-traded product relating to physical 
gold.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) By order approve or disapprove the proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2017-55 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2017-55. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2017-55, and should 
be submitted on or before June 15, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\31\
---------------------------------------------------------------------------

    \31\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-10688 Filed 5-24-17; 8:45 am]
 BILLING CODE 8011-01-P
24180 Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices

designed to help effectively manage the For the Commission, by the Division of A. Self-Regulatory Organization’s
Clearing Agencies’ risk exposures, Trading and Markets, pursuant to delegated Statement of the Purpose of, and the
including their credit exposure to authority.25 Statutory Basis for, the Proposed Rule
participants, arising from their payment, Eduardo A. Aleman, Change
clearing, and settlement processes, Assistant Secretary.
1. Purpose
consistent with Rule 17Ad–22(e)(3)(i). [FR Doc. 2017–10690 Filed 5–24–17; 8:45 am]
BILLING CODE 8011–01–P The Exchange proposes to list and
Finally, the Commission believes that trade shares (‘‘Shares’’) of the
the proposal is consistent with Rule GraniteShares Gold Trust (‘‘Trust’’),
17Ad–22(e)(18) under the Act, which under NYSE Arca Equities Rule 8.201.4
SECURITIES AND EXCHANGE
requires, in part, that the Clearing Under NYSE Arca Equities Rule 8.201,
COMMISSION
Agencies ‘‘establish, implement, the Exchange may propose to list and/
maintain and enforce written policies [Release No. 34–80730; File No. SR–
or trade pursuant to unlisted trading
and procedures reasonably designed to NYSEArca–2017–55]
privileges (‘‘UTP’’) ‘‘Commodity-Based
. . . [e]stablish objective, risk-based, Trust Shares.5
and publicly disclosed criteria for Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing of Proposed The Trust will not be registered as an
participation, which . . . require investment company under the
participants to have sufficient financial Rule Change Relating to the Listing
and Trading of the GraniteShares Gold Investment Company Act of 1940, as
resources and robust operational amended,6 and is not required to
Trust Under NYSE Arca Equities Rule
capacity to meet obligations arising from register under such act. The Trust is not
8.201
participation in the clearing agency, and a commodity pool for purposes of the
monitor compliance with such May 19, 2017. Commodity Exchange Act, as amended.7
participation requirements on an Pursuant to Section 19(b)(1) 1 of the The Sponsor of the Trust is
ongoing basis.’’ 22 As described above, Securities Exchange Act of 1934 (the GraniteShares LLC, a Delaware limited
the proposal would provide more ‘‘Act’’) 2 and Rule 19b–4 thereunder,3 liability company. The Bank of New
description regarding the Clearing notice is hereby given that, on May 8, York Mellon is the trustee of the Trust
Agencies’ authority to review additional 2017, NYSE Arca, Inc. (the ‘‘Exchange’’ (the ‘‘Trustee’’) 8 and ICBC Standard
reporting from members regarding their or ‘‘NYSE Arca’’) filed with the Bank PLC is the custodian of the Trust
financial or operational condition and Securities and Exchange Commission (the ‘‘Custodian’’).9
the financial information of any Indirect (the ‘‘Commission’’) the proposed rule
Member. Because such authority could change as described in Items I and II 4 On January 3, 2017, the Trust submitted to the

enable the Clearing Agencies to better below, which Items have been prepared Commission its draft registration statement on Form
S–1 (the ‘‘Registration Statement’’) under the
determine whether the member has by the self-regulatory organization. The Securities Act of 1933 (15 U.S.C. 77a) (‘‘Securities
sufficient financial resources and Commission is publishing this notice to Act’’). The Jumpstart Our Business Startups Act,
monitor compliance with the Clearing solicit comments on the proposed rule enacted on April 5, 2012, added Section 6(e) to the
Agencies’ financial requirements on an change from interested persons. Securities Act. Section 6(e) of the Securities Act
provides that an ‘‘emerging growth company’’ may
ongoing basis, the Commission believes
I. Self-Regulatory Organization’s confidentially submit to the Commission a draft
this requirement is consistent with Rule registration statement for confidential, non-public
Statement of the Terms of Substance of
17Ad–22(e)(18). review by the Commission staff prior to public
the Proposed Rule Change filing, provided that the initial confidential
III. Conclusion The Exchange proposes to list and submission and all amendments thereto shall be
publicly filed not later than 21 days before the date
trade shares of the GraniteShares Gold on which the issuer conducts a road show, as such
On the basis of the foregoing, the
Trust under NYSE Arca Equities Rule term is defined in Securities Act Rule 433(h)(4). An
Commission finds that the Proposed
8.201. The proposed change is available emerging growth company is defined in Section
Rule Changes are consistent with the 2(a)(19) of the Securities Act as an issuer with less
on the Exchange’s Web site at
requirements of the Act, in particular than $1,000,000,000 total annual gross revenues
www.nyse.com, at the principal office of during its most recently completed fiscal year. The
the requirements of Section 17A of the
the Exchange, and at the Commission’s Trust meets the definition of an emerging growth
Act 23 and the rules and regulations
Public Reference Room. company and consequently has submitted its Form
promulgated thereunder. S–1 Registration Statement on a confidential basis
It is therefore ordered, pursuant to II. Self-Regulatory Organization’s with the Commission.
Section 19(b)(2) of the Act, that Statement of the Purpose of, and 5 Commodity-Based Trust Shares are securities

Statutory Basis for, the Proposed Rule issued by a trust that represents investors’ discrete
proposed rule changes SR–DTC–2017– identifiable and undivided beneficial ownership
002, SR–FICC–2017–006, and SR– Change interest in the commodities deposited into the
NSCC–2017–002 be and hereby are In its filing with the Commission, the Trust.
6 15 U.S.C. 80a–1.
APPROVED as of the date of this order self-regulatory organization included 7 17 U.S.C. 1.
or the date of a notice by the statements concerning the purpose of, 8 The Trustee is responsible for the day-to-day
Commission authorizing the Clearing and basis for, the proposed rule change administration of the Trust. The responsibilities of
Agencies to implement their advance and discussed any comments it received the Trustee include (1) processing orders for the
notice proposals (SR–DTC–2017–801, on the proposed rule change. The text creation and redemption of Baskets; (2)
of those statements may be examined at coordinating with the Custodian the receipt and
SR–FICC–2017–804, and SR–NSCC– delivery of gold transferred to, or by, the Trust in
2017–801) that are consistent with the the places specified in Item IV below. connection with each issuance and redemption of
Proposed Rule Changes, whichever is The Exchange has prepared summaries, Baskets; (3) calculating the net asset value of the
later.24 set forth in sections A, B, and C below, Trust on each business day; and (4) selling the
of the most significant parts of such Trust’s gold as needed to cover the Trust’s
expenses. The Trust does not have a Board of
22 17 CFR 240.17Ad–22(e)(18). statements. Directors or persons acting in a similar capacity.
23 15 U.S.C. 78q–1. 9 The Custodian is responsible for safekeeping the
25 17 CFR 200.30–3(a)(12).
24 In approving the proposed rule change, the gold owned by the Trust. The Custodian is
1 15 U.S.C. 78s(b)(1).
Commission considered the proposals’ impact on appointed by the Trustee and is responsible to the
2 15 U.S.C. 78a.
efficiency, competition, and capital formation. 15 Trustee only. The Custodian will facilitate the
U.S.C. 78c(f). 3 17 CFR 240.19b–4. transfer of gold in and out of the Trust (i) through

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Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices 24181

The Commission has previously LLC.20 In addition, the Commission has derivative transactions conducted on a
approved listing on the Exchange under approved trading of the streetTRACKS principal-to-principal basis. While this
NYSE Arca Equities Rules 5.2(j)(5) and Gold Trust and iShares Silver Trust on is a global, nearly 24-hour per day
8.201 of other precious metals and gold- the Exchange pursuant to UTP.21 market, its main centers are London,
based commodity trusts, including the The Exchange represents that the New York, and Zurich.
Merk Gold Trust; 10 ETFS Gold Trust,11 Shares satisfy the requirements of NYSE According to the Registration
ETFS Platinum Trust 12 and ETFS Arca Equities Rule 8.201 and thereby Statement, most OTC market trades are
Palladium Trust (collectively, the qualify for listing on the Exchange.22 cleared through London. The LBMA
‘‘ETFS Trusts’’); 13APMEX Physical-1 plays an important role in setting OTC
Operation of the Trust 23
oz. Gold Redeemable Trust; 14 Sprott gold trading industry standards. A
Gold Trust; 15 SPDR Gold Trust The investment objective of the Trust London Good Delivery Bar (as described
(formerly, streetTRACKS Gold Trust); will be for the Shares to reflect the below), which is acceptable for
iShares Silver Trust; 16 iShares COMEX performance of the price of gold, less settlement of any OTC transaction, will
Gold Trust; 17 and Long Dollar Gold the expenses and liabilities of the Trust. be acceptable for delivery to the Trust
Trust.18 Prior to their listing on the The Trust will issue Shares which in connection with the issuance of
Exchange, the Commission approved represent units of fractional undivided Baskets.
listing of the streetTRACKS Gold Trust beneficial interest in and ownership of The most significant gold futures
on the New York Stock Exchange the Trust. exchange in the U.S. is COMEX,
(‘‘NYSE’’) 19 and listing of iShares The Trust will not trade in gold operated by Commodities Exchange,
COMEX Gold Trust and iShares Silver futures, options or swap contracts on Inc., a subsidiary of New York
Trust on the American Stock Exchange any futures exchange or over the Mercantile Exchange, Inc., and a
counter (‘‘OTC’’). The Trust will not subsidiary of the Chicago Mercantile
the unallocated gold accounts it may maintain for hold or trade in commodity futures Exchange Group (the ‘‘CME Group’’).
each Authorized Participant or unallocated gold contracts, ‘‘commodity interests’’, or any Other commodity exchanges include the
accounts that may be maintained for an Authorized other instruments regulated by the Tokyo Commodity Exchange
Participant by another gold clearing bank, and (ii) Commodities Exchange Act. The Trust
through the unallocated gold accounts it will (‘‘TOCOM’’), the Multi Commodity
maintain for the Trust. The Custodian is responsible will take delivery of physical gold that Exchange Of India (‘‘MCX’’), the
for allocating specific bars of gold to the Trust complies with the London Bullion Shanghai Futures Exchange, ICE Futures
Allocated Account. As used herein, ‘‘Trust Markets Association (‘‘LBMA’’) gold US (the ‘‘ICE’’), and the Dubai Gold &
Allocated Account’’ means the loco London gold delivery rules.
account established in the name of the Trustee and Commodities Exchange.
maintained for the benefit of the Trust by the The Shares are intended to constitute
Custodian on an allocated basis pursuant to a a simple and cost-effective means of The London Gold Bullion Market
written custody agreement between the Trustee and making an investment similar to an According to the Registration
the Custodian. The Custodian will provide the investment in gold. Although the Shares Statement, most trading in physical gold
Trustee with regular reports detailing the gold
transfers in and out of the Trust Unallocated are not the exact equivalent of an is conducted on the OTC market,
Account with the Custodian and identifying the investment in gold, they are intended to predominantly in London. LBMA
gold bars held in the Trust Allocated Account. provide investors with an alternative coordinates various OTC-market
10 Securities Exchange Act Release No. 71378
that allows a level of participation in the activities, including clearing and
(January 23, 2014), 79 FR 4786 (January 29, 2014)
(SR–NYSEArca–2013–137).
gold market through the securities vaulting, acts as the principal
11 Securities Exchange Act Release No. 59895 market. intermediary between physical gold
(May 8, 2009), 74 FR 22993 (May 15, 2009) (SR–
Operation of the Gold Market market participants and the relevant
NYSEArca–2009–40). regulators, promotes good trading
12 Securities Exchange Act Release No. 61219 The global trade in gold consists of practices and develops standard market
(December 22, 2009), 74 FR 68886 (December 29, OTC transactions in spot, forwards, and
2009) (SR–NYSEArca–2009–95). documentation. In addition, the LBMA
13 Securities Exchange Act Release No. 61220
options and other derivatives, together promotes refining standards for the gold
(December 22, 2009), 74 FR 68895 (December 29, with exchange-traded futures and market by maintaining the ‘‘London
2009) (SR–NYSEArca–2009–94). options. Good Delivery List,’’ which identifies
14 Securities Exchange Act Release No 66930 The OTC gold market includes spot, refiners of gold that have been approved
(May 7, 2012), 77 FR 27817 (May 11, 2012) (SR– forward, and option and other
NYSEArca–2012–18) by the LBMA. In the OTC market, gold
15 Securities Exchange Act Release No. 61496 bars that meet the specifications for
20 See Securities Exchange Act Release Nos.
(February 4, 2010), 75 FR 6758 (February 10, 2010)
51058 (January 19, 2005), 70 FR 3749 (January 26,
weight, dimensions, fineness (or purity),
(SR–NYSEArca–2009–113). identifying marks (including the assay
16 See Securities Exchange Act Release No. 58956
2005) (SR–Amex–2004–38) (order approving listing
of iShares COMEX Gold Trust on the American stamp of an LBMA-acceptable refiner)
(November 14, 2008), 73 FR 71074 (November 24, Stock Exchange LLC); 53521 (March 20, 2006), 71
2008) (SR–NYSEArca–2008–124) (approving listing and appearance described in ‘‘The Good
FR 14967 (March 24, 2006) (SR–Amex–2005–72)
on the Exchange of the iShares Silver Trust)). (approving listing on the American Stock Exchange Delivery Rules for Gold and Silver Bars’’
17 See Securities Exchange Act Release No.56224
LLC of the iShares Silver Trust). published by the LBMA are referred to
(August 8, 2007), 72 FR 45850 (August 15, 2007) 21 See Securities Exchange Act Release Nos. as ‘‘London Good Delivery Bars.’’ A
(SR–NYSEArca–2007–76) (approving listing on the 53520 (March 20, 2006), 71 FR 14977 (March 24,
Exchange of the street TRACKS Gold Trust);
London Good Delivery Bar (typically
2006) (SR–PCX–2005–117) (approving trading on
Securities Exchange Act Release No. 56041 (July 11, the Exchange pursuant to UTP of the iShares Silver called a ‘‘400 ounce bar’’) must contain
2007), 72 FR 39114 (July 17, 2007) (SR–NYSEArca– Trust); 51245 (February 23, 2005), 70 FR 10731 between 350 and 430 fine troy ounces
2007–43) (order approving listing on the Exchange (March 4, 2005) (SR–PCX–2004–117) (approving of gold (1 troy ounce = 31.1034768
of iShares COMEX Gold Trust). trading on the Exchange of the streetTRACKS Gold grams), with a minimum fineness (or
18 See Securities Exchange Act Release No. 79518 Trust pursuant to UTP).
(December 9, 2016), 81 FR 90876 (December 15, 22 With respect to the application of Rule 10A– purity) of 995 parts per 1000 (99.5%), be
2016) (SR–NYSEArca–2016–84) (order approving 3 (17 CFR 240.10A–3) under the Act, the Trust of good appearance and be easy to
listing and trading of shares of the Long Dollar Gold relies on the exemption contained in Rule 10A– handle and stack. The fine gold content
Trust). 3(c)(7). of a gold bar is calculated by
19 See Securities Exchange Act Release No. 50603 23 The description of the operation of the Trust,

(October 28, 2004), 69 FR 64614 (November 5, 2004) the Shares and the gold market contained herein are
multiplying the gross weight of the bar
(SR–NYSE–2004–22) (order approving listing of based, in part, on the Registration Statement. See (expressed in units of 0.025 troy ounces)
street TRACKS Gold Trust on NYSE). note 4, supra. by the fineness of the bar. A London

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Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices 24185

exchanges that are members of ISG or All submissions should refer to File to section 19(b)(1) of the Securities
with which the Exchange has entered Number SR–NYSEArca–2017–55. This Exchange Act of 1934 (‘‘Act’’) 1 and Rule
into a comprehensive surveillance file number should be included on the 19b–4 thereunder,2 a proposed rule
sharing agreement. In addition, as noted subject line if email is used. To help the change to list and trade shares of the
above, investors will have ready access Commission process and review your Bitcoin Investment Trust under NYSE
to information regarding gold pricing. comments more efficiently, please use Arca Equities Rule 8.201. The proposed
only one method. The Commission will rule change was published for comment
B. Self-Regulatory Organization’s in the Federal Register on February 9,
post all comments on the Commission’s
Statement on Burden on Competition 2017.3
Internet Web site (http://www.sec.gov/
The Exchange does not believe that rules/sro.shtml). Copies of the On March 22, 2017, pursuant to
the proposed rule change will impose submission, all subsequent section 19(b)(2) of the Act,4 the
any burden on competition that is not amendments, all written statements Commission designated a longer period
necessary or appropriate in furtherance with respect to the proposed rule within which to approve the proposed
of the purposes of the Act. The change that are filed with the rule change, disapprove the proposed
Exchange believes the proposed rule Commission, and all written rule change, or institute proceedings to
change will enhance competition by communications relating to the determine whether to approve or
accommodating Exchange trading of an proposed rule change between the disapprove the proposed rule change.5
additional exchange-traded product Commission and any person, other than On April 6, 2017, the Exchange filed
relating to physical gold. those that may be withheld from the with the Commission Amendment No. 1
public in accordance with the to the proposed rule change. On April
C. Self-Regulatory Organization’s 21, 2017, the Commission published
provisions of 5 U.S.C. 552, will be
Statement on Comments on the notice of Amendment No. 1 and
available for Web site viewing and
Proposed Rule Change Received From instituted proceedings to determine
printing in the Commission’s Public
Members, Participants, or Others whether to approve or disapprove the
Reference Room, 100 F Street NE.,
No written comments were solicited Washington, DC 20549, on official proposed rule change, as modified by
or received with respect to the proposed business days between the hours of Amendment No. 1.6 The Commission
rule change. 10:00 a.m. and 3:00 p.m. Copies of the has received four comment letters on
filing also will be available for the proposed rule change.7
III. Date of Effectiveness of the On May 11, 2017, the Exchange filed
inspection and copying at the principal
Proposed Rule Change and Timing for with the Commission Amendment No. 2
office of the Exchange. All comments
Commission Action to the proposed rule change as
received will be posted without change;
Within 45 days of the date of the Commission does not edit personal described in Items I and II below, which
publication of this notice in the Federal identifying information from Items have been prepared by the
Register or within such longer period submissions. You should submit only Exchange. The Commission is
up to 90 days (i) as the Commission may information that you wish to make publishing this notice to solicit
designate if it finds such longer period available publicly. All submissions comments on the proposed rule change,
to be appropriate and publishes its should refer to File Number SR– as modified by Amendment No. 2, from
reasons for so finding or (ii) as to which NYSEArca–2017–55, and should be interested persons.8
the self-regulatory organization submitted on or before June 15, 2017. 1 15 U.S.C. 78s(b)(1).
consents, the Commission will: For the Commission, by the Division of 2 17 CFR 240.19b–4.
(A) By order approve or disapprove Trading and Markets, pursuant to delegated 3 See Securities Exchange Act Release No. 79955

the proposed rule change, or authority.31 (Feb. 3, 2017), 82 FR 10086 (Feb. 9, 2017).
4 15 U.S.C. 78s(b)(2).
(B) institute proceedings to determine Eduardo A. Aleman,
5 See Securities Exchange Act Release No. 80297
whether the proposed rule change Assistant Secretary. (Mar. 22, 2017), 82 FR 15408 (Mar. 28, 2017).
should be disapproved. [FR Doc. 2017–10688 Filed 5–24–17; 8:45 am] 6 See Securities Exchange Act Release No. 80502

IV. Solicitation of Comments BILLING CODE 8011–01–P (Apr. 21, 2017), 82 FR 19398 (Apr. 27, 2017)
(‘‘Order Instituting Proceedings’’).
Interested persons are invited to 7 See Letters from Joseph Stephen White (Feb. 5,

submit written data, views, and 2017); Anonymous (Feb. 8, 2017); Mark T.
SECURITIES AND EXCHANGE Williams, Finance Professor, Boston University
arguments concerning the foregoing, COMMISSION (Mar. 13, 2017); Clark J. Haley (Apr. 17, 2017). All
including whether the proposed rule comments on the proposed rule change are
change is consistent with the Act. [Release No. 34–80729; File No. SR– available on the Commission’s Web site at https://
Comments may be submitted by any of NYSEArca–2017–06] www.sec.gov/comments/sr-nysearca-2017-06/
nysearca201706.htm.
the following methods: Self-Regulatory Organizations; NYSE 8 In Amendment No. 2, the Exchange, among

Electronic Comments Arca, Inc.; Notice of Filing of other things: (a) Noted the filing, on May 4, 2017,
of Amendment No. 2 to its Registration Statement
Amendment No. 2 to a Proposed Rule
• Use the Commission’s Internet Change Relating to the Listing and
(as defined below) (see section II.A.1, infra (note 10
comment form (http://www.sec.gov/ under heading ‘‘Purpose’’); (b) updated information
Trading of Shares of the Bitcoin relating to the components of the XBX Index and
rules/sro.shtml); or Investment Trust Under NYSE Arca trade volumes thereon (see section II.A.1, infra
• Send an email to rule-comments@ Equities Rule 8.201 (discussion in subheading ‘‘Bitcoin Exchanges’’));
sec.gov. Please include File Number SR– (c) revised information and statistics relating to the
trading volumes on, and market shares of, the
NYSEArca–2017–55 on the subject line. May 19, 2017.
largest U.S. dollar denominated bitcoin exchanges
On January 25, 2017, NYSE Arca, Inc. (see section II.A.1, infra (table entitled ‘‘Eight
Paper Comments
(‘‘NYSE Arca’’ or ‘‘Exchange’’) filed Largest U.S. Dollar-Denominated Bitcoin Exchanges
• Send paper comments in triplicate with the Securities and Exchange by Trade Volume’’ under subheading ‘‘Bitcoin
Exchanges’’)); and (d) added or modified
to Secretary, Securities and Exchange Commission (‘‘Commission’’), pursuant information relating to in-kind and in-cash creation
Commission, 100 F Street NE., and redemption of Shares (as defined below) (see
Washington, DC 20549–1090. 31 17 CFR 200.30–3(a)(12). Continued

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Document Created: 2018-11-08 08:53:16
Document Modified: 2018-11-08 08:53:16
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		82 FR 24180