82 FR 50203 - Self-Regulatory Organizations; Bats EDGX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Make Technical Corrections to Its Second Amended and Restated Certificate of Incorporation

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 208 (October 30, 2017)

Page Range		50203-50205
FR Document		2017-23487
Federal Register, Volume 82 Issue 208 (Monday, October 30, 2017)
[Federal Register Volume 82, Number 208 (Monday, October 30, 2017)]
[Notices]
[Pages 50203-50205]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-23487]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81937; File No. SR-BatsEDGX-2017-40]


Self-Regulatory Organizations; Bats EDGX Exchange, Inc.; Notice 
of Filing and Immediate Effectiveness of a Proposed Rule Change To Make 
Technical Corrections to Its Second Amended and Restated Certificate of 
Incorporation

October 24, 2017.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on October 13, 2017, Bats EDGX Exchange, Inc. (the ``Exchange'' or 
``EDGX'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II 
and III below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange seeks to amend its Second Amended and Restated 
Certificate of Incorporation. The text of the proposed rule change is 
provided below.

(additions are italicized; deletions are [bracketed])
* * * * *
Second Amended and Restated Certificate of Incorporation of Bats EDGX 
Exchange, Inc.
    The name of the corporation is Bats EDGX Exchange, Inc. The 
corporation filed its original Certificate of Incorporation with the 
Secretary of State of the State of Delaware on March 9, 2009 under the 
name EDGX Exchange, Inc. This Second Amended and Restated Certificate 
of Incorporation of the corporation, which restates and integrates and 
also further amends the provisions of the corporation's Restated 
Certificate of Incorporation, was duly adopted in accordance with the 
provisions of Sections 242 and 245 of the General Corporation Law of 
the State of Delaware and by the written consent of its sole 
stockholder in accordance with Section 228 of the General Corporation 
Law of the State of Delaware. The [Second Amended and] Restated 
Certificate of Incorporation of the corporation is hereby amended, 
integrated and restated to read in its entirety as follows:
* * * * *
    The text of the proposed rule change is available at the Exchange's 
Web site at www.bats.com, at the principal office of the Exchange, and 
at the Commission's Public Reference Room.

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

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

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

1. Purpose
    EDGX recently amended its Restated Certificate of Incorporation in 
connection with a corporate transaction (the ``Transaction'') 
involving, among other things, the recent acquisition of EDGX, along 
with Bats BYX Exchange, Inc. (``Bats BYX''), Bats BZX Exchange, Inc. 
(``Bats BZX''), and Bats EDGA Exchange, Inc. (``Bats EDGA'' and, 
together with Bats EDGX, Bats BYX, and Bats BZX, the ``Bats 
Exchanges'') by CBOE Holdings, Inc. (``CBOE Holdings''). CBOE Holdings 
is also the parent of Chicago Board Options Exchange, Incorporated 
(``CBOE'') and C2 Options Exchange, Incorporated (``C2''). 
Particularly, the filing proposed, among other things, to amend and 
restate the certificate of incorporation of the Exchange based on 
certificates of incorporation of CBOE and C2.\3\ The Exchange notes 
that in conforming the Exchange's Certificate to the certificates of 
CBOE and C2, it inadvertently (1) did not comply with a provision of 
Delaware law and (ii) referred to an inaccurate version of the 
Certificate in the introductory paragraph. The Exchange seeks to 
correct those errors.
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    \3\ See Securities Exchange Act Release No. 81503 (August 30, 
2017), 82 FR 42153 (September 6, 2017) (SR-BatsEDGX-2017-35).
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    Particularly, Section 245(c) of the Delaware General Corporation 
Law (DGCL) requires that a restated certificate of incorporation 
``shall state, either in its heading or in an introductory paragraph, 
the corporation's present name, and, if it has been changed, the name 
under which it was originally incorporated, and the date of filing of 
its original certificate of incorporation with the secretary of 
state.'' The Exchange notes that the conformed Certificate did not 
reference the name under which the corporation was originally 
incorporated (i.e., ``EDGX Exchange, Inc.''). In order to comply with 
Section 245(c) of the DGCL, the Exchange proposes to amend its 
Certificate to add a reference to its original name.

[[Page 50204]]

    The Exchange also notes that it inadvertently did not reference the 
correct version of the Certificate in two places in the introductory 
paragraph. Particularly, the Exchange notes that the third sentence of 
the introductory paragraph provides that the Second Amended and 
Restated Certificate of Incorporation of the corporation restated and 
integrated and also further amended the provisions of the corporation's 
``Certificate of Incorporation'' instead of the then current (and now 
previous) version titled, ``Restated Certificate of Incorporation''. 
Additionally, the last sentence of the introductory paragraph which 
provides that the current certificate is ``amended, integrated and 
restated to read in its entirety as follows:'' mistakenly references 
the new title of the amended Certificate (i.e., ``Second Amended and 
Restated Certificate of Incorporation'') instead of the title of the 
then current (and now previous) Certificate (``Restated Certificate of 
Incorporation''). As such, the Exchange proposes to add ``Restated'' to 
the third sentence and eliminate the new title reference ``Second 
Amended and'' from the last sentence to accurately reflect the correct 
version of the Certificate that was amended and restated.
    The Exchange notes that the proposed changes are concerned solely 
with the administration of the Exchange and do not affect the meaning, 
administration, or enforcement of any rules of the Exchange or the 
rights, obligations, or privileges of Exchange members or their 
associated persons is [sic] any way.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the Securities Exchange Act of 1934 (the ``Act'') and the rules and 
regulations thereunder applicable to the Exchange and, in particular, 
the requirements of Section 6(b) of the Act.\4\ Specifically, the 
Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \5\ requirements that the rules of an exchange be 
designed to prevent fraudulent and manipulative acts and practices, to 
promote just and equitable principles of trade, to foster cooperation 
and coordination with persons engaged in regulating, clearing, 
settling, processing information with respect to, and facilitating 
transactions in securities, to remove impediments to and perfect the 
mechanism of a free and open market and a national market system, and, 
in general, to protect investors and the public interest. Additionally, 
the Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \6\ requirement that the rules of an exchange not be 
designed to permit unfair discrimination between customers, issuers, 
brokers, or dealers.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(5).
    \6\ Id.
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    In particular, the Exchange believes correcting inadvertent non-
substantive, technical errors in its Certificate in order to comply 
with Delaware law and reflect the correct and accurate version of the 
Certificate that was amended will avoid potential confusion, thereby 
removing impediments to, and perfecting the mechanism for a free and 
open market and a national market system, and, in general, protecting 
investors and the public interest of market participants. As noted 
above, the proposed changes do not affect the meaning, administration, 
or enforcement of any rules of the Exchange or the rights, obligations, 
or privileges of Exchange members or their associated persons is any 
way.

(B) Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe the proposed rule change will impose 
any burden on competition not necessary or appropriate in furtherance 
of the purposes of the Act. Rather, the proposed rule change is merely 
attempting to correct inadvertent technical errors in the Exchange's 
introductory paragraph of its Certificate. The proposed rule change has 
no impact on competition.

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

    The Exchange neither solicited nor received comments on the 
proposed rule change.

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

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A) of the Act \7\ and paragraph (f) of Rule 19b-4 \8\ 
thereunder. At any time within 60 days of the filing of the proposed 
rule change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission will institute proceedings to 
determine whether the proposed rule change should be approved or 
disapproved.
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    \7\ 15 U.S.C. 78s(b)(3)(A).
    \8\ 17 CFR 240.19b-4(f).
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IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-BatsEDGX-2017-40 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-BatsEDGX-2017-40. 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. Persons submitting 
comments are cautioned that we do not redact or edit personal 
identifying information from comment submissions. You should submit 
only information that you wish to make available publicly. All 
submissions should refer to File Number SR-BatsEDGX-2017-40 and should 
be submitted on or before November 20, 2017.
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    \9\ 17 CFR 200.30-3(a)(12).


[[Page 50205]]


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    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\9\
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2017-23487 Filed 10-27-17; 8:45 am]
BILLING CODE 8011-01-P
Federal Register / Vol. 82, No. 208 / Monday, October 30, 2017 / Notices 50203

All submissions should refer to File ‘‘Act’’),1 and Rule 19b–4 thereunder,2 the proposed rule change and discussed
Number SR–MRX–2017–22. This file notice is hereby given that on October any comments it received on the
number should be included on the 13, 2017, Bats EDGX Exchange, Inc. (the proposed rule change. The text of these
subject line if email is used. To help the ‘‘Exchange’’ or ‘‘EDGX’’) filed with the statements may be examined at the
Commission process and review your Securities and Exchange Commission places specified in Item IV below. The
comments more efficiently, please use (‘‘Commission’’) the proposed rule Exchange has prepared summaries, set
only one method. The Commission will change as described in Items I, II and III forth in Sections A, B, and C below, of
post all comments on the Commission’s below, which Items have been prepared the most significant parts of such
Internet Web site (http://www.sec.gov/ by the Exchange. The Commission is statements.
rules/sro.shtml). Copies of the publishing this notice to solicit
comments on the proposed rule change (A) Self-Regulatory Organization’s
submission, all subsequent
from interested persons. Statement of the Purpose of, and
amendments, all written statements
Statutory Basis for, the Proposed Rule
with respect to the proposed rule I. Self-Regulatory Organization’s Change
change that are filed with the Statement of the Terms of Substance of
Commission, and all written the Proposed Rule Change 1. Purpose
communications relating to the EDGX recently amended its Restated
proposed rule change between the The Exchange seeks to amend its
Second Amended and Restated Certificate of Incorporation in
Commission and any person, other than connection with a corporate transaction
those that may be withheld from the Certificate of Incorporation. The text of
the proposed rule change is provided (the ‘‘Transaction’’) involving, among
public in accordance with the other things, the recent acquisition of
provisions of 5 U.S.C. 552, will be below.
(additions are italicized; deletions are EDGX, along with Bats BYX Exchange,
available for Web site viewing and Inc. (‘‘Bats BYX’’), Bats BZX Exchange,
printing in the Commission’s Public [bracketed])
Inc. (‘‘Bats BZX’’), and Bats EDGA
Reference Room, 100 F Street NE., * * * * *
Exchange, Inc. (‘‘Bats EDGA’’ and,
Washington, DC 20549 on official Second Amended and Restated together with Bats EDGX, Bats BYX, and
business days between the hours of Certificate of Incorporation of Bats Bats BZX, the ‘‘Bats Exchanges’’) by
10:00 a.m. and 3:00 p.m. Copies of such EDGX Exchange, Inc. CBOE Holdings, Inc. (‘‘CBOE
filing also will be available for Holdings’’). CBOE Holdings is also the
inspection and copying at the principal The name of the corporation is Bats
EDGX Exchange, Inc. The corporation parent of Chicago Board Options
office of the Exchange. All comments Exchange, Incorporated (‘‘CBOE’’) and
received will be posted without change. filed its original Certificate of
Incorporation with the Secretary of State C2 Options Exchange, Incorporated
Persons submitting comments are (‘‘C2’’). Particularly, the filing proposed,
cautioned that we do not redact or edit of the State of Delaware on March 9,
2009 under the name EDGX Exchange, among other things, to amend and
personal identifying information from restate the certificate of incorporation of
comment submissions. You should Inc. This Second Amended and Restated
Certificate of Incorporation of the the Exchange based on certificates of
submit only information that you wish incorporation of CBOE and C2.3 The
to make available publicly. All corporation, which restates and
integrates and also further amends the Exchange notes that in conforming the
submissions should refer to File
provisions of the corporation’s Restated Exchange’s Certificate to the certificates
Number SR–MRX–2017–22, and should
Certificate of Incorporation, was duly of CBOE and C2, it inadvertently (1) did
be submitted on or before November 20,
adopted in accordance with the not comply with a provision of
2017.
provisions of Sections 242 and 245 of Delaware law and (ii) referred to an
For the Commission, by the Division of the General Corporation Law of the inaccurate version of the Certificate in
Trading and Markets, pursuant to delegated State of Delaware and by the written the introductory paragraph. The
authority.15 Exchange seeks to correct those errors.
consent of its sole stockholder in
Robert W. Errett, accordance with Section 228 of the Particularly, Section 245(c) of the
Deputy Secretary. General Corporation Law of the State of Delaware General Corporation Law
[FR Doc. 2017–23483 Filed 10–27–17; 8:45 am] Delaware. The [Second Amended and] (DGCL) requires that a restated
BILLING CODE 8011–01–P Restated Certificate of Incorporation of certificate of incorporation ‘‘shall state,
the corporation is hereby amended, either in its heading or in an
integrated and restated to read in its introductory paragraph, the
SECURITIES AND EXCHANGE entirety as follows: corporation’s present name, and, if it
COMMISSION * * * * * has been changed, the name under
[Release No. 34–81937; File No. SR– The text of the proposed rule change which it was originally incorporated,
BatsEDGX–2017–40] is available at the Exchange’s Web site and the date of filing of its original
at www.bats.com, at the principal office certificate of incorporation with the
Self-Regulatory Organizations; Bats of the Exchange, and at the secretary of state.’’ The Exchange notes
EDGX Exchange, Inc.; Notice of Filing Commission’s Public Reference Room. that the conformed Certificate did not
and Immediate Effectiveness of a reference the name under which the
II. Self-Regulatory Organization’s
Proposed Rule Change To Make corporation was originally incorporated
Statement of the Purpose of, and
Technical Corrections to Its Second (i.e., ‘‘EDGX Exchange, Inc.’’). In order
Statutory Basis for, the Proposed Rule
sradovich on DSK3GMQ082PROD with NOTICES

Amended and Restated Certificate of to comply with Section 245(c) of the
Change
Incorporation DGCL, the Exchange proposes to amend
In its filing with the Commission, the its Certificate to add a reference to its
October 24, 2017. Exchange included statements original name.
Pursuant to Section 19(b)(1) of the concerning the purpose of and basis for
Securities Exchange Act of 1934 (the 3 See Securities Exchange Act Release No. 81503
1 15 U.S.C. 78s(b)(1). (August 30, 2017), 82 FR 42153 (September 6, 2017)
15 17 CFR 200.30–3(a)(12). 2 17 CFR 240.19b–4. (SR–BatsEDGX–2017–35).

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50204 Federal Register / Vol. 82, No. 208 / Monday, October 30, 2017 / Notices

The Exchange also notes that it Additionally, the Exchange believes the to determine whether the proposed rule
inadvertently did not reference the proposed rule change is consistent with change should be approved or
correct version of the Certificate in two the Section 6(b)(5) 6 requirement that disapproved.
places in the introductory paragraph. the rules of an exchange not be designed
IV. Solicitation of Comments
Particularly, the Exchange notes that the to permit unfair discrimination between
third sentence of the introductory customers, issuers, brokers, or dealers. Interested persons are invited to
paragraph provides that the Second In particular, the Exchange believes submit written data, views, and
Amended and Restated Certificate of correcting inadvertent non-substantive, arguments concerning the foregoing,
Incorporation of the corporation restated technical errors in its Certificate in including whether the proposed rule
and integrated and also further amended order to comply with Delaware law and change is consistent with the Act.
the provisions of the corporation’s reflect the correct and accurate version Comments may be submitted by any of
‘‘Certificate of Incorporation’’ instead of of the Certificate that was amended will the following methods:
the then current (and now previous) avoid potential confusion, thereby Electronic Comments
version titled, ‘‘Restated Certificate of removing impediments to, and
Incorporation’’. Additionally, the last perfecting the mechanism for a free and • Use the Commission’s Internet
sentence of the introductory paragraph open market and a national market comment form (http://www.sec.gov/
which provides that the current system, and, in general, protecting rules/sro.shtml); or
certificate is ‘‘amended, integrated and • Send an email to rule-comments@
investors and the public interest of
restated to read in its entirety as sec.gov. Please include File Number SR–
market participants. As noted above, the
follows:’’ mistakenly references the new BatsEDGX–2017–40 on the subject line.
proposed changes do not affect the
title of the amended Certificate (i.e., meaning, administration, or Paper Comments
‘‘Second Amended and Restated enforcement of any rules of the • Send paper comments in triplicate
Certificate of Incorporation’’) instead of Exchange or the rights, obligations, or to Brent J. Fields, Secretary, Securities
the title of the then current (and now privileges of Exchange members or their and Exchange Commission, 100 F Street
previous) Certificate (‘‘Restated associated persons is any way. NE., Washington, DC 20549–1090.
Certificate of Incorporation’’). As such,
(B) Self-Regulatory Organization’s All submissions should refer to File
the Exchange proposes to add
Statement on Burden on Competition Number SR–BatsEDGX–2017–40. This
‘‘Restated’’ to the third sentence and
file number should be included on the
eliminate the new title reference The Exchange does not believe the
subject line if email is used. To help the
‘‘Second Amended and’’ from the last proposed rule change will impose any
Commission process and review your
sentence to accurately reflect the correct burden on competition not necessary or
version of the Certificate that was comments more efficiently, please use
appropriate in furtherance of the
amended and restated. only one method. The Commission will
purposes of the Act. Rather, the
The Exchange notes that the proposed post all comments on the Commission’s
proposed rule change is merely
changes are concerned solely with the Internet Web site (http://www.sec.gov/
attempting to correct inadvertent
administration of the Exchange and do rules/sro.shtml). Copies of the
technical errors in the Exchange’s
not affect the meaning, administration, submission, all subsequent
introductory paragraph of its Certificate.
or enforcement of any rules of the amendments, all written statements
The proposed rule change has no impact
Exchange or the rights, obligations, or with respect to the proposed rule
on competition.
privileges of Exchange members or their change that are filed with the
associated persons is [sic] any way. (C) Self-Regulatory Organization’s Commission, and all written
Statement on Comments on the communications relating to the
2. Statutory Basis Proposed Rule Change Received From proposed rule change between the
The Exchange believes the proposed Members, Participants or Others Commission and any person, other than
rule change is consistent with the The Exchange neither solicited nor those that may be withheld from the
Securities Exchange Act of 1934 (the received comments on the proposed public in accordance with the
‘‘Act’’) and the rules and regulations rule change. provisions of 5 U.S.C. 552, will be
thereunder applicable to the Exchange available for Web site viewing and
and, in particular, the requirements of III. Date of Effectiveness of the printing in the Commission’s Public
Section 6(b) of the Act.4 Specifically, Proposed Rule Change and Timing for Reference Room, 100 F Street NE.,
the Exchange believes the proposed rule Commission Action Washington, DC 20549, on official
change is consistent with the Section The foregoing rule change has become business days between the hours of
6(b)(5) 5 requirements that the rules of effective pursuant to Section 19(b)(3)(A) 10:00 a.m. and 3:00 p.m. Copies of the
an exchange be designed to prevent of the Act 7 and paragraph (f) of Rule filing also will be available for
fraudulent and manipulative acts and 19b–4 8 thereunder. At any time within inspection and copying at the principal
practices, to promote just and equitable 60 days of the filing of the proposed rule office of the Exchange. All comments
principles of trade, to foster cooperation change, the Commission summarily may received will be posted without change.
and coordination with persons engaged temporarily suspend such rule change if Persons submitting comments are
in regulating, clearing, settling, it appears to the Commission that such cautioned that we do not redact or edit
processing information with respect to, action is necessary or appropriate in the personal identifying information from
and facilitating transactions in public interest, for the protection of comment submissions. You should
sradovich on DSK3GMQ082PROD with NOTICES

securities, to remove impediments to investors, or otherwise in furtherance of submit only information that you wish
and perfect the mechanism of a free and the purposes of the Act. If the to make available publicly. All
open market and a national market Commission takes such action, the submissions should refer to File
system, and, in general, to protect Commission will institute proceedings Number SR–BatsEDGX–2017–40 and
investors and the public interest. should be submitted on or before
6 Id. November 20, 2017.
4 15 U.S.C. 78f(b). 7 15 U.S.C. 78s(b)(3)(A).
5 15 U.S.C. 78f(b)(5). 8 17 CFR 240.19b–4(f). 9 17 CFR 200.30–3(a)(12).

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Document Created: 2017-10-28 00:29:20
Document Modified: 2017-10-28 00:29:20
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 50203