82_FR_51529 82 FR 51317 - Self-Regulatory Organizations; C2 Options Exchange, Incorporated; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Relating To Reflect in the Exchange's Governing Documents, Rulebook and Fees Schedules, a Non-Substantive Corporate Branding Change, Including Changes to the Company's Name, the Intermediate's Name, and the Exchange's Name

82 FR 51317 - Self-Regulatory Organizations; C2 Options Exchange, Incorporated; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Relating To Reflect in the Exchange's Governing Documents, Rulebook and Fees Schedules, a Non-Substantive Corporate Branding Change, Including Changes to the Company's Name, the Intermediate's Name, and the Exchange's Name

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 212 (November 3, 2017)

Page Range51317-51319
FR Document2017-23925

Federal Register, Volume 82 Issue 212 (Friday, November 3, 2017)
[Federal Register Volume 82, Number 212 (Friday, November 3, 2017)]
[Notices]
[Pages 51317-51319]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-23925]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81979; File No. SR-C2-2017-028]


Self-Regulatory Organizations; C2 Options Exchange, Incorporated; 
Notice of Filing and Immediate Effectiveness of a Proposed Rule Change 
Relating To Reflect in the Exchange's Governing Documents, Rulebook and 
Fees Schedules, a Non-Substantive Corporate Branding Change, Including 
Changes to the Company's Name, the Intermediate's Name, and the 
Exchange's Name

October 30, 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 19, 2017, C2 Options Exchange, Incorporated (the 
``Exchange'' or ``C2'') filed with the Securities and Exchange 
Commission (the ``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 filed a proposed rule change with respect to 
amendments of the Second Amended and Restated Certificate of 
Incorporation (the ``Company's Certificate'') and Third Amended and 
Restated Bylaws (the ``Company's Bylaws'') of its parent corporation, 
CBOE Holdings, Inc. (``CBOE Holdings'' or the ``Company'') to change 
the name of the Company to Cboe Global Markets, Inc. The Exchange also 
proposes to amend its Fourth Amended and Restated Certificate of 
Incorporation (the ``Exchange Certificate''), Eighth Amended and 
Restated Bylaws of C2 Options Exchange, Incorporated (the ``Exchange 
Bylaws''), rulebook and fees schedules (collectively ``operative 
documents'') in connection with the name change of its parent Company 
and the Exchange.
    The text of the proposed rule change is also available on the 
Exchange's Web site (http://www.c2exchange.com/Legal/), at the 
Exchange's Office of the Secretary, 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 aspects of such 
statements.

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

1. Purpose
Background
    The purpose of this filing is to reflect in the Exchange's 
governing documents (and the governing documents of its parent company, 
CBOE Holdings) and the Exchange's rulebook and fees schedules, a non-
substantive corporate branding change, including changes to the 
Company's name and the Exchange's name.\3\ Particularly, references to 
Company's and Exchange's names will be deleted and revised to state the 
new names, as described more fully below. No other substantive changes 
are being proposed in this filing. The Exchange represents that these 
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. 
Accordingly, this filing is being submitted under Rule 19b-4(f)(3). In 
lieu of providing a copy of the marked name changes, the Exchange 
represents that it will make the necessary non-substantive revisions 
described below to the Exchange's corporate governance documents, 
rulebook, and fees schedules, and post updated versions of each on the 
Exchange's Web site pursuant to Rule 19b-4(m)(2).
---------------------------------------------------------------------------

    \3\ The Exchange initially filed the proposed rule changes on 
October 16, 2017 (SR-C2-2017-027). On October 19, 2017 the Exchange 
withdrew SR-C2-2017-027 and then subsequently submitted this filing 
(SR-C2-2017-028).
---------------------------------------------------------------------------

The Company's Name Change
    In connection with the corporate name change of its parent company, 
the Exchange is proposing to amend the Company's Certificate and 
Bylaws. Specifically, the Company is changing its name from ``CBOE 
Holdings, Inc.'' to ``Cboe Global Markets, Inc.''
(a) Company's Certificate
    The Exchange proposes to (i) delete the following language from 
Paragraph (1) of the introductory paragraph: ``The name of the 
Corporation is CBOE Holdings, Inc.'' and (ii) amend Article First of 
the Company's Certificate to reflect the new name, ``Cboe Global 
Markets, Inc.''. The Exchange also proposes to add clarifying language 
and cite to the applicable provisions of the General Corporation Law of 
the State of

[[Page 51318]]

Delaware in connection with the proposed name change. The Exchange 
notes that it is not amending the Company's name in the title or 
signature line as the name changes will not be effective until the 
Company, as currently named, files the proposed changes in Delaware. 
Thereafter, the Exchange will amend the Certificate to reflect the new 
name in the title and signature line. The Exchange also notes that 
although the name of ``Chicago Board Options Exchange, Incorporated'' 
is changing to ``Cboe Exchange Inc.'', it is not amending the name of 
Chicago Board Options Exchange, Incorporated (``CBOE'') referenced in 
Article Fifth(a)(iii) at this time. Particularly, the Exchange notes 
that unlike the exception applicable to proposed changes to the 
Company's name,\4\ a vote of stockholders is required to adopt an 
amendment to the reference of CBOE's name. As such, the Exchange will 
submit a rule filing to amend the Certificate to reflect the new CBOE 
name at such time it is ready to obtain stockholder approval.
---------------------------------------------------------------------------

    \4\ See Section 242(b) of the General Corporation Law of the 
State of Delaware.
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(b) Company's Bylaws
    With respect to the Company's Bylaws, references to ``CBOE 
Holdings, Inc.'' will be deleted and revised to state ``Cboe Global 
Markets, Inc.'' The Exchange also proposes to eliminate the reference 
to ``Chicago Board Options Exchange, Incorporated'' in Article 10, 
Section 10.2. Particularly, Section 10.2 provides that ``for so long as 
the Corporation shall control, directly or indirectly, any national 
securities exchange, including, but not limited to Chicago Board 
Options Exchange, Incorporated (a ``Regulated Securities Exchange 
Subsidiary''), before any amendment, alteration or repeal of any 
provision of the Bylaws shall be effective, such amendment, alteration 
or repeal shall be submitted to the board of directors of each 
Regulated Securities Exchange Subsidiary, and if such amendment, 
alteration or repeal must be filed with or filed with and approved by 
the Securities and Exchange Commission, then such amendment, alteration 
or repeal shall not become effective until filed with or filed with and 
approved by the Securities and Exchange Commission, as the case may 
be.'' As the Company currently controls a number of Regulated 
Securities Exchange Subsidiaries, it does not believe it is necessary 
to explicitly reference only Chicago Board Option Exchange, 
Incorporated and therefore proposes to delete the following language: 
``Including, but not limited to Chicago Board Options Exchange, 
Incorporated''.
The Exchange's Name Change
    For purposes of consistency, certain of the Parent's subsidiaries 
have also undertaken to change their legal names. As a result, the 
Exchange also proposes to change its name from ``C2 Options Exchange, 
Incorporated'' to ``Cboe C2 Exchange, Inc.'' throughout its rules, fees 
schedules and corporate documents. Additionally the Exchange notes that 
the Chicago Board Options Exchange, Incorporated is filing a similar 
rule filing to change its name to ``Cboe Exchange, Inc.'' and change 
references to ``CBOE'' to ``Cboe Options'', with the exception that 
references to ``CBOE Command'', ``CBOE Application Server'' and ``CBOE 
Market Interface'' will be deleted and revised to state ``Cboe 
Command'', ``Cboe Application Server'', and ``Cboe Market Interface'', 
respectively. The Exchange therefore also proposes to replace any of 
these references throughout the C2 operative documents accordingly. 
Lastly, the Exchange is changing the name of ``Market Data Express, 
LLC'' to ``Cboe Data Services, LLC'' and consequently also changing 
references to ``MDX'' to ``CDS''. Therefore, the Exchange proposes to 
amend its: (i) Fourth Amended and Restated Certificate of Incorporation 
of C2 Options Exchange, Incorporated (ii) Eighth Amended and Restated 
Bylaws of C2 Options Exchange, Incorporated, (iii) Rulebook, (iv) Fees 
Schedule and (v) Market Data Express, LLC Fees Schedule (collectively, 
the ``Operative Documents'') to reflect the name changes.
(a) Exchange's Certificate
    The Exchange proposes to (i) delete the following language from the 
introductory paragraph: ``The name of the Corporation is C2 Options 
Exchange, Incorporated'' and (ii) amend Article First of the Exchange's 
Certificate to reflect the new name, ``Cboe C2 Exchange, Inc.''. The 
Exchange also proposes to change references to its parent company, 
``CBOE Holdings, Inc.'' to ``Cboe Global Markets, Inc.''. The Exchange 
notes that it is not amending the Exchange's name in the title, 
introductory paragraph or signature line as the name changes will not 
be effective until the Exchange, as currently named, files the proposed 
changes in Delaware. Thereafter, the Exchange will amend the 
Certificate to reflect the new name in the title, introductory 
paragraph and signature line.
(b) Exchange's Bylaws
    For the Exchange's Bylaws, all references to ``C2 Options Exchange, 
Incorporated'' will be deleted and revised to state ``Cboe C2 Exchange, 
Inc.''.
(c) Exchange's Rulebook
    For the Rules of C2 Options Exchange, Incorporated, all references 
to ``C2 Options Exchange, Incorporated'' will be deleted and revised to 
state ``Cboe C2 Exchange, Inc.'' Additionally, all references to 
``Chicago Board Options Exchange, Incorporated'' will be deleted and 
revised to state ``Cboe Exchange, Inc.'' and all references to ``CBOE'' 
will be deleted and revised to state ``Cboe Options'', with the 
exception that any references to ``CBOE Command'', ``CBOE Application 
Server'' and ``CBOE Market Interface'' will change to ``Cboe Command, 
``Cboe Application Server'', and ``Cboe Market Interface'', 
respectively.
(d) Exchange's Fees Schedule
    For the C2 Options Exchange, Incorporated Fees Schedule, any 
reference to ``C2 Options Exchange, Incorporated'' will be deleted and 
revised to state ``Cboe C2 Exchange, Inc.''. Additionally, all 
references to ``CBOE'' will be deleted and revised to state ``Cboe 
Options''.
(e) Market Data Express, LLC Fees Schedule
    For the Market Data Express, LLC Fees Schedule, all references to 
``Market Data Express, LLC'' will be deleted and revised to state 
``Cboe Data Services, LLC'' and references to ``CBOE Streaming 
Markets'' will be deleted in its entirety. Additionally references to 
``MDX'' will be deleted and revised to state ``CDS''.
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.\5\ Specifically, the 
Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \6\ 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,

[[Page 51319]]

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.
---------------------------------------------------------------------------

    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
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    In particular, the proposed change is a non-substantive change and 
does not impact the governance, ownership or operations of the 
Exchange. The Exchange believes that by ensuring that its parent 
company's governance documents and the Exchanges operative documents 
accurately reflect the new legal names, the proposed rule change would 
reduce potential investor or market participant confusion.

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 proposed rule change is 
not intended to address competitive issues but rather is concerned 
solely with updating the Company's and Exchange's governance and 
operative documents to reflect the abovementioned name change.

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-C2-2017-028 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-C2-2017-028. 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-C2-2017-028 and should be 
submitted on or before November 24, 2017.
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    \9\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\9\
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-23925 Filed 11-2-17; 8:45 am]
BILLING CODE 8011-01-P



                                                                              Federal Register / Vol. 82, No. 212 / Friday, November 3, 2017 / Notices                                                   51317

                                               No. 1 eliminated the concept of                         ‘‘Act’’),1 and Rule 19b–4 thereunder,2                  A. Self-Regulatory Organization’s
                                               ‘‘refreshing’’ a Snapshot and instead                   notice is hereby given that on October                  Statement of the Purpose of, and
                                               clarified the specific circumstances in                 19, 2017, C2 Options Exchange,                          Statutory Basis for, the Proposed Rule
                                               which a Floor Broker will be permitted                  Incorporated (the ‘‘Exchange’’ or ‘‘C2’’)               Change
                                               to take a new Snapshot and the                          filed with the Securities and Exchange
                                               conditions that must be satisfied to do                                                                         1. Purpose
                                                                                                       Commission (the ‘‘Commission’’) the
                                               so (e.g., re-announcing the order to the                proposed rule change as described in                    Background
                                               trading crowd and provisionally re-                     Items I, II, and III below, which Items                    The purpose of this filing is to reflect
                                               executing the order). The Exchange                      have been prepared by the Exchange.                     in the Exchange’s governing documents
                                               states that the changes in Amendment                                                                            (and the governing documents of its
                                                                                                       The Commission is publishing this
                                               No. 1 simplify the proposal and will                                                                            parent company, CBOE Holdings) and
                                                                                                       notice to solicit comments on the
                                               make it easier for the Exchange to                                                                              the Exchange’s rulebook and fees
                                               administer and surveil the use of the                   proposed rule change from interested
                                                                                                       persons.                                                schedules, a non-substantive corporate
                                               Snapshot functionality.45 In addition,
                                                                                                                                                               branding change, including changes to
                                               the Commission notes that the changes                   I. Self-Regulatory Organization’s                       the Company’s name and the
                                               may create additional opportunities for                 Statement of the Terms of Substance of                  Exchange’s name.3 Particularly,
                                               orders to interact in the trading crowd                 the Proposed Rule Change                                references to Company’s and Exchange’s
                                               in those occasional instances when a                                                                            names will be deleted and revised to
                                               provisional execution pursuant to Phlx                     The Exchange filed a proposed rule                   state the new names, as described more
                                               Rule 1000(f)(iii)(E) does not result in a               change with respect to amendments of                    fully below. No other substantive
                                               validated execution in the Trading                      the Second Amended and Restated                         changes are being proposed in this
                                               System. Accordingly, the Commission                     Certificate of Incorporation (the                       filing. The Exchange represents that
                                               finds good cause, pursuant to Section                   ‘‘Company’s Certificate’’) and Third                    these changes are concerned solely with
                                               19(b)(2) of the Act,46 to approve the                   Amended and Restated Bylaws (the                        the administration of the Exchange and
                                               proposed rule change, as modified by                    ‘‘Company’s Bylaws’’) of its parent                     do not affect the meaning,
                                               Amendment No. 1, on an accelerated                      corporation, CBOE Holdings, Inc.                        administration, or enforcement of any
                                               basis.                                                  (‘‘CBOE Holdings’’ or the ‘‘Company’’)                  rules of the Exchange or the rights,
                                               VI. Conclusion                                          to change the name of the Company to                    obligations, or privileges of Exchange
                                                 It is therefore ordered, pursuant to                  Cboe Global Markets, Inc. The Exchange                  members or their associated persons is
                                               Section 19(b)(2) of the Act,47 that the                 also proposes to amend its Fourth                       [sic] any way. Accordingly, this filing is
                                               proposed rule change (SR–Phlx–2017–                     Amended and Restated Certificate of                     being submitted under Rule 19b–4(f)(3).
                                               34), as modified by Amendment No. 1,                    Incorporation (the ‘‘Exchange                           In lieu of providing a copy of the
                                               be, and it hereby is, approved on an                    Certificate’’), Eighth Amended and                      marked name changes, the Exchange
                                               accelerated basis.                                      Restated Bylaws of C2 Options                           represents that it will make the
                                                                                                       Exchange, Incorporated (the ‘‘Exchange                  necessary non-substantive revisions
                                                 For the Commission, by the Division of                                                                        described below to the Exchange’s
                                               Trading and Markets, pursuant to delegated              Bylaws’’), rulebook and fees schedules
                                               authority.48                                            (collectively ‘‘operative documents’’) in               corporate governance documents,
                                                                                                       connection with the name change of its                  rulebook, and fees schedules, and post
                                               Eduardo A. Aleman,
                                                                                                       parent Company and the Exchange.                        updated versions of each on the
                                               Assistant Secretary.
                                                                                                                                                               Exchange’s Web site pursuant to Rule
                                               [FR Doc. 2017–23926 Filed 11–2–17; 8:45 am]                The text of the proposed rule change                 19b–4(m)(2).
                                               BILLING CODE 8011–01–P                                  is also available on the Exchange’s Web
                                                                                                       site (http://www.c2exchange.com/Legal/                  The Company’s Name Change
                                                                                                       ), at the Exchange’s Office of the                         In connection with the corporate
                                               SECURITIES AND EXCHANGE                                 Secretary, and at the Commission’s                      name change of its parent company, the
                                               COMMISSION                                              Public Reference Room.                                  Exchange is proposing to amend the
                                               [Release No. 34–81979; File No. SR–C2–                                                                          Company’s Certificate and Bylaws.
                                               2017–028]                                               II. Self-Regulatory Organization’s                      Specifically, the Company is changing
                                                                                                       Statement of the Purpose of, and                        its name from ‘‘CBOE Holdings, Inc.’’ to
                                               Self-Regulatory Organizations; C2                       Statutory Basis for, the Proposed Rule                  ‘‘Cboe Global Markets, Inc.’’
                                               Options Exchange, Incorporated;                         Change
                                               Notice of Filing and Immediate                                                                                  (a) Company’s Certificate
                                               Effectiveness of a Proposed Rule                          In its filing with the Commission, the
                                                                                                                                                                  The Exchange proposes to (i) delete
                                               Change Relating To Reflect in the                       Exchange included statements                            the following language from Paragraph
                                               Exchange’s Governing Documents,                         concerning the purpose of and basis for                 (1) of the introductory paragraph: ‘‘The
                                               Rulebook and Fees Schedules, a Non-                     the proposed rule change and discussed                  name of the Corporation is CBOE
                                               Substantive Corporate Branding                          any comments it received on the                         Holdings, Inc.’’ and (ii) amend Article
                                               Change, Including Changes to the                        proposed rule change. The text of these                 First of the Company’s Certificate to
                                               Company’s Name, the Intermediate’s                      statements may be examined at the                       reflect the new name, ‘‘Cboe Global
                                               Name, and the Exchange’s Name                           places specified in Item IV below. The                  Markets, Inc.’’. The Exchange also
                                                                                                       Exchange has prepared summaries, set                    proposes to add clarifying language and
                                               October 30, 2017.
ethrower on DSK3G9T082PROD with NOTICES




                                                                                                       forth in sections A, B, and C below, of                 cite to the applicable provisions of the
                                                 Pursuant to Section 19(b)(1) of the
                                                                                                       the most significant aspects of such                    General Corporation Law of the State of
                                               Securities Exchange Act of 1934 (the
                                                                                                       statements.
                                                                                                                                                                  3 The Exchange initially filed the proposed rule
                                                 45 See id. at 5–6.                                                                                            changes on October 16, 2017 (SR–C2–2017–027).
                                                 46 15 U.S.C. 78s(b)(2)                                                                                        On October 19, 2017 the Exchange withdrew SR–
                                                 47 15 U.S.C. 78s(b)(2).                                 1 15   U.S.C. 78s(b)(1).                              C2–2017–027 and then subsequently submitted this
                                                 48 17 CFR 200.30–3(a)(12).                              2 17   CFR 240.19b–4.                                 filing (SR–C2–2017–028).



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                                               51318                        Federal Register / Vol. 82, No. 212 / Friday, November 3, 2017 / Notices

                                               Delaware in connection with the                         language: ‘‘Including, but not limited to             (b) Exchange’s Bylaws
                                               proposed name change. The Exchange                      Chicago Board Options Exchange,                         For the Exchange’s Bylaws, all
                                               notes that it is not amending the                       Incorporated’’.                                       references to ‘‘C2 Options Exchange,
                                               Company’s name in the title or signature                                                                      Incorporated’’ will be deleted and
                                                                                                       The Exchange’s Name Change
                                               line as the name changes will not be                                                                          revised to state ‘‘Cboe C2 Exchange,
                                               effective until the Company, as                            For purposes of consistency, certain
                                                                                                                                                             Inc.’’.
                                               currently named, files the proposed                     of the Parent’s subsidiaries have also
                                               changes in Delaware. Thereafter, the                    undertaken to change their legal names.               (c) Exchange’s Rulebook
                                               Exchange will amend the Certificate to                  As a result, the Exchange also proposes                  For the Rules of C2 Options Exchange,
                                               reflect the new name in the title and                   to change its name from ‘‘C2 Options                  Incorporated, all references to ‘‘C2
                                               signature line. The Exchange also notes                 Exchange, Incorporated’’ to ‘‘Cboe C2                 Options Exchange, Incorporated’’ will
                                               that although the name of ‘‘Chicago                     Exchange, Inc.’’ throughout its rules,                be deleted and revised to state ‘‘Cboe C2
                                               Board Options Exchange, Incorporated’’                  fees schedules and corporate                          Exchange, Inc.’’ Additionally, all
                                               is changing to ‘‘Cboe Exchange Inc.’’, it               documents. Additionally the Exchange                  references to ‘‘Chicago Board Options
                                               is not amending the name of Chicago                     notes that the Chicago Board Options                  Exchange, Incorporated’’ will be deleted
                                               Board Options Exchange, Incorporated                    Exchange, Incorporated is filing a                    and revised to state ‘‘Cboe Exchange,
                                               (‘‘CBOE’’) referenced in Article                        similar rule filing to change its name to             Inc.’’ and all references to ‘‘CBOE’’ will
                                               Fifth(a)(iii) at this time. Particularly, the           ‘‘Cboe Exchange, Inc.’’ and change                    be deleted and revised to state ‘‘Cboe
                                               Exchange notes that unlike the                          references to ‘‘CBOE’’ to ‘‘Cboe                      Options’’, with the exception that any
                                               exception applicable to proposed                        Options’’, with the exception that                    references to ‘‘CBOE Command’’,
                                               changes to the Company’s name,4 a vote                  references to ‘‘CBOE Command’’,                       ‘‘CBOE Application Server’’ and ‘‘CBOE
                                               of stockholders is required to adopt an                 ‘‘CBOE Application Server’’ and ‘‘CBOE                Market Interface’’ will change to ‘‘Cboe
                                               amendment to the reference of CBOE’s                    Market Interface’’ will be deleted and                Command, ‘‘Cboe Application Server’’,
                                               name. As such, the Exchange will                        revised to state ‘‘Cboe Command’’,                    and ‘‘Cboe Market Interface’’,
                                               submit a rule filing to amend the                       ‘‘Cboe Application Server’’, and ‘‘Cboe               respectively.
                                               Certificate to reflect the new CBOE                     Market Interface’’, respectively. The
                                               name at such time it is ready to obtain                 Exchange therefore also proposes to                   (d) Exchange’s Fees Schedule
                                               stockholder approval.                                   replace any of these references                          For the C2 Options Exchange,
                                                                                                       throughout the C2 operative documents                 Incorporated Fees Schedule, any
                                               (b) Company’s Bylaws                                    accordingly. Lastly, the Exchange is                  reference to ‘‘C2 Options Exchange,
                                                  With respect to the Company’s                        changing the name of ‘‘Market Data                    Incorporated’’ will be deleted and
                                               Bylaws, references to ‘‘CBOE Holdings,                  Express, LLC’’ to ‘‘Cboe Data Services,               revised to state ‘‘Cboe C2 Exchange,
                                               Inc.’’ will be deleted and revised to state             LLC’’ and consequently also changing                  Inc.’’. Additionally, all references to
                                               ‘‘Cboe Global Markets, Inc.’’ The                       references to ‘‘MDX’’ to ‘‘CDS’’.                     ‘‘CBOE’’ will be deleted and revised to
                                               Exchange also proposes to eliminate the                 Therefore, the Exchange proposes to                   state ‘‘Cboe Options’’.
                                               reference to ‘‘Chicago Board Options                    amend its: (i) Fourth Amended and
                                               Exchange, Incorporated’’ in Article 10,                 Restated Certificate of Incorporation of              (e) Market Data Express, LLC Fees
                                               Section 10.2. Particularly, Section 10.2                C2 Options Exchange, Incorporated (ii)                Schedule
                                               provides that ‘‘for so long as the                      Eighth Amended and Restated Bylaws                       For the Market Data Express, LLC
                                               Corporation shall control, directly or                  of C2 Options Exchange, Incorporated,                 Fees Schedule, all references to ‘‘Market
                                               indirectly, any national securities                     (iii) Rulebook, (iv) Fees Schedule and                Data Express, LLC’’ will be deleted and
                                               exchange, including, but not limited to                 (v) Market Data Express, LLC Fees                     revised to state ‘‘Cboe Data Services,
                                               Chicago Board Options Exchange,                         Schedule (collectively, the ‘‘Operative               LLC’’ and references to ‘‘CBOE
                                               Incorporated (a ‘‘Regulated Securities                  Documents’’) to reflect the name                      Streaming Markets’’ will be deleted in
                                               Exchange Subsidiary’’), before any                      changes.                                              its entirety. Additionally references to
                                               amendment, alteration or repeal of any                  (a) Exchange’s Certificate                            ‘‘MDX’’ will be deleted and revised to
                                               provision of the Bylaws shall be                                                                              state ‘‘CDS’’.
                                               effective, such amendment, alteration or                   The Exchange proposes to (i) delete
                                               repeal shall be submitted to the board of               the following language from the                       2. Statutory Basis
                                               directors of each Regulated Securities                  introductory paragraph: ‘‘The name of                    The Exchange believes the proposed
                                               Exchange Subsidiary, and if such                        the Corporation is C2 Options Exchange,               rule change is consistent with the
                                               amendment, alteration or repeal must be                 Incorporated’’ and (ii) amend Article                 Securities Exchange Act of 1934 (the
                                               filed with or filed with and approved by                First of the Exchange’s Certificate to                ‘‘Act’’) and the rules and regulations
                                               the Securities and Exchange                             reflect the new name, ‘‘Cboe C2                       thereunder applicable to the Exchange
                                               Commission, then such amendment,                        Exchange, Inc.’’. The Exchange also                   and, in particular, the requirements of
                                               alteration or repeal shall not become                   proposes to change references to its                  Section 6(b) of the Act.5 Specifically,
                                               effective until filed with or filed with                parent company, ‘‘CBOE Holdings, Inc.’’               the Exchange believes the proposed rule
                                               and approved by the Securities and                      to ‘‘Cboe Global Markets, Inc.’’. The                 change is consistent with the Section
                                               Exchange Commission, as the case may                    Exchange notes that it is not amending                6(b)(5) 6 requirements that the rules of
                                               be.’’ As the Company currently controls                 the Exchange’s name in the title,                     an exchange be designed to prevent
                                               a number of Regulated Securities                        introductory paragraph or signature line              fraudulent and manipulative acts and
                                               Exchange Subsidiaries, it does not                      as the name changes will not be                       practices, to promote just and equitable
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                                               believe it is necessary to explicitly                   effective until the Exchange, as                      principles of trade, to foster cooperation
                                               reference only Chicago Board Option                     currently named, files the proposed                   and coordination with persons engaged
                                               Exchange, Incorporated and therefore                    changes in Delaware. Thereafter, the                  in regulating, clearing, settling,
                                               proposes to delete the following                        Exchange will amend the Certificate to                processing information with respect to,
                                                                                                       reflect the new name in the title,
                                                 4 See Section 242(b) of the General Corporation       introductory paragraph and signature                    5 15   U.S.C. 78f(b).
                                               Law of the State of Delaware.                           line.                                                   6 15   U.S.C. 78f(b)(5).



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                                                                             Federal Register / Vol. 82, No. 212 / Friday, November 3, 2017 / Notices                                               51319

                                               and facilitating transactions in                        change is consistent with the Act.                       SECURITIES AND EXCHANGE
                                               securities, to remove impediments to                    Comments may be submitted by any of                      COMMISSION
                                               and perfect the mechanism of a free and                 the following methods:
                                               open market and a national market                                                                                [Release No. 34–81982; File No. SR–IEX–
                                                                                                       Electronic Comments
                                               system, and, in general, to protect                                                                              2017–36]
                                               investors and the public interest.                        • Use the Commission’s Internet
                                                  In particular, the proposed change is                comment form (http://www.sec.gov/                        Self-Regulatory Organizations;
                                               a non-substantive change and does not                   rules/sro.shtml); or                                     Investors Exchange LLC; Notice of
                                               impact the governance, ownership or                       • Send an email to rule-comments@                      Filing and Immediate Effectiveness of
                                               operations of the Exchange. The                         sec.gov. Please include File Number SR–                  Proposed Rule Change To Clarify the
                                               Exchange believes that by ensuring that                 C2–2017–028 on the subject line.                         Eligibility of Market Orders and Limit
                                               its parent company’s governance
                                                                                                       Paper Comments                                           Orders With a Time-In-Force of DAY for
                                               documents and the Exchanges operative
                                                                                                                                                                a Volatility Auction Occurring Outside
                                               documents accurately reflect the new                       • Send paper comments in triplicate
                                               legal names, the proposed rule change                                                                            of Regular Market Hours
                                                                                                       to Brent J. Fields, Secretary, Securities
                                               would reduce potential investor or                      and Exchange Commission, 100 F Street                    October 30, 2017.
                                               market participant confusion.                           NE., Washington, DC 20549–1090.                             Pursuant to Section 19(b)(1) 1 of the
                                               B. Self-Regulatory Organization’s                       All submissions should refer to File                     Securities Exchange Act of 1934 (the
                                               Statement on Burden on Competition                      Number SR–C2–2017–028. This file                         ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                 The Exchange does not believe that                    number should be included on the                         notice is hereby given that on October
                                               the proposed rule change will impose                    subject line if email is used. To help the               19, 2017, the Investors Exchange LLC
                                               any burden on competition that is not                   Commission process and review your                       (‘‘IEX’’ or the ‘‘Exchange’’) filed with the
                                               necessary or appropriate in furtherance                 comments more efficiently, please use                    Securities and Exchange Commission
                                               of the purposes of the Act. The                         only one method. The Commission will                     (the ‘‘Commission’’) the proposed rule
                                               proposed rule change is not intended to                 post all comments on the Commission’s                    change as described in Items I and II
                                               address competitive issues but rather is                Internet Web site (http://www.sec.gov/                   below, which Items have been prepared
                                               concerned solely with updating the                      rules/sro.shtml). Copies of the                          by the self-regulatory organization. The
                                               Company’s and Exchange’s governance                     submission, all subsequent
                                                                                                                                                                Commission is publishing this notice to
                                               and operative documents to reflect the                  amendments, all written statements
                                                                                                                                                                solicit comments on the proposed rule
                                               abovementioned name change.                             with respect to the proposed rule
                                                                                                                                                                change from interested persons.
                                                                                                       change that are filed with the
                                               C. Self-Regulatory Organization’s                       Commission, and all written                              I. Self-Regulatory Organization’s
                                               Statement on Comments on the                            communications relating to the                           Statement of the Terms of Substance of
                                               Proposed Rule Change Received From                      proposed rule change between the                         the Proposed Rule Change
                                               Members, Participants, or Others                        Commission and any person, other than
                                                 The Exchange neither solicited nor                    those that may be withheld from the                         (a)[sic] Pursuant to the provisions of
                                               received comments on the proposed                       public in accordance with the                            Section 19(b)(1) under the Securities
                                               rule change.                                            provisions of 5 U.S.C. 552, will be                      Exchange Act of 1934 (‘‘Act’’),4 and
                                                                                                       available for Web site viewing and                       Rule 19b–4 thereunder,5 Investors
                                               III. Date of Effectiveness of the                       printing in the Commission’s Public                      Exchange LLC (‘‘IEX’’ or ‘‘Exchange’’) is
                                               Proposed Rule Change and Timing for                     Reference Room, 100 F Street NE.,
                                               Commission Action                                                                                                filing with the Commission a proposed
                                                                                                       Washington, DC 20549, on official                        rule change to clarify the eligibility of
                                                  The foregoing rule change has become                 business days between the hours of                       market orders and limit orders with a
                                               effective pursuant to Section 19(b)(3)(A)               10:00 a.m. and 3:00 p.m. Copies of the                   time-in-force of DAY 6 for a Volatility
                                               of the Act 7 and paragraph (f) of Rule                  filing also will be available for                        Auction 7 occurring outside of Regular
                                               19b–4 8 thereunder. At any time within                  inspection and copying at the principal                  Market Hours.8 The Exchange has
                                               60 days of the filing of the proposed rule              office of the Exchange. All comments                     designated this rule change as ‘‘non-
                                               change, the Commission summarily may                    received will be posted without change.                  controversial’’ under Section 19(b)(3)(A)
                                               temporarily suspend such rule change if                 Persons submitting comments are                          of the Act 9 and provided the
                                               it appears to the Commission that such                  cautioned that we do not redact or edit
                                               action is necessary or appropriate in the                                                                        Commission with the notice required by
                                                                                                       personal identifying information from
                                               public interest, for the protection of                                                                           Rule 19b–4(f)(6) thereunder.10
                                                                                                       comment submissions. You should
                                               investors, or otherwise in furtherance of               submit only information that you wish                       The text of the proposed rule change
                                               the purposes of the Act. If the                         to make available publicly. All                          is available at the Exchange’s Web site
                                               Commission takes such action, the                       submissions should refer to File                         at www.iextrading.com, at the principal
                                               Commission will institute proceedings                   Number SR–C2–2017–028 and should                         office of the Exchange, and at the
                                               to determine whether the proposed rule                  be submitted on or before November 24,                   Commission’s Public Reference Room.
                                               change should be approved or                            2017.
                                               disapproved.                                              For the Commission, by the Division of                   1 15 U.S.C. 78s(b)(1).
                                                                                                                                                                  2 15 U.S.C. 78a.
                                               IV. Solicitation of Comments                            Trading and Markets, pursuant to delegated
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                                                                                                                                                                  3 17 CFR 240.19b–4.
                                                                                                       authority.9
                                                 Interested persons are invited to                                                                                4 15 U.S.C. 78s(b)(1).
                                                                                                       Eduardo A. Aleman,
                                               submit written data, views, and                                                                                    5 17 CRF 240.19b–4.
                                                                                                       Assistant Secretary.
                                               arguments concerning the foregoing,                                                                                6 See Rule 11.190(c)(3).

                                               including whether the proposed rule                     [FR Doc. 2017–23925 Filed 11–2–17; 8:45 am]                7 See Rule 11.350(f).

                                                                                                       BILLING CODE 8011–01–P                                     8 See Rule 1.160(gg).

                                                 7 15 U.S.C. 78s(b)(3)(A).                                                                                        9 15 U.S.C. 78s(b)(3)(A).

                                                 8 17 CFR 240.19b–4(f).                                  9 17   CFR 200.30–3(a)(12).                              10 17 CFR 240.19b–4.




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Document Created: 2018-10-25 10:21:41
Document Modified: 2018-10-25 10:21:41
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation82 FR 51317 

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