83 FR 49442 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend a Representation Relating to the Redemption Procedures Applicable to the Sprott Physical Gold and Silver Trust
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 83, Issue 190 (October 1, 2018)
Federal Register Volume 83, Issue 190 (October 1, 2018)
| Page Range | 49442-49445 | |
| FR Document | 2018-21232 |
[Federal Register Volume 83, Number 190 (Monday, October 1, 2018)] [Notices] [Pages 49442-49445] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2018-21232] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-84282; File No. SR-NYSEArca-2018-69] Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend a Representation Relating to the Redemption Procedures Applicable to the Sprott Physical Gold and Silver Trust September 25, 2018. 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 September 14, 2018, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE Arca'') filed with the Securities and Exchange Commission (the ``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by the self-regulatory organization. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 15 U.S.C. 78a. \3\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- [[Page 49443]] I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend a representation relating to the redemption procedures applicable to the Sprott Physical Gold and Silver Trust (``Trust''), as contained in the rule change filed with and approved by the Securities and Exchange Commission (``Commission'') relating to listing and trading of ``Units'' of the Trust on the Exchange. Units of the Trust are currently listed and traded on the Exchange under NYSE Arca Rule 8.201-E. The proposed rule change is available on the Exchange's website 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 Commission has approved a proposed rule change relating to listing and trading on the Exchange of Units of the Trust under NYSE Arca Rule 8.201-E (``Commodity-Based Trust Shares'').\4\ The Exchange proposes to amend a representation relating to the procedure for the redemption of Units of the Trust for gold and silver as contained in the Prior Releases. The Trust's Units commenced trading on the Exchange on January 16, 2018. --------------------------------------------------------------------------- \4\ See, Securities Exchange Act Release Nos. 82116 (November 17, 2107), 82 FR 55898 (November 24, 2107) (SR-NYSEArca-2017-131) (Notice of Filing of Proposed Rule Change to List and Trade Shares of the Sprott Physical Gold and Silver Trust under NYSE Arca Rule 8.201-E) (``Prior Notice''); 82448 (January 5, 2018), 83 FR 1428 (January 11, 2018) (SR-NYSEArca-2017-131) (Notice of Filing of Amendment No. 2 and Order Approving on an Accelerated Basis a Proposed Rule Change, as Modified by Amendment No. 2, to List and Trade Shares of the Sprott Physical Gold and Silver Trust under NYSE Arca Rule 8.201-E) (``Prior Order'' and, together with the Prior Notice, the ``Prior Releases''). --------------------------------------------------------------------------- The manager of the Trust is Sprott Asset Management LP (``Manager'').\5\ The Trust custodian for the Trust's physical gold and silver bullion is the Royal Canadian Mint (``Gold and Silver Custodian''-). [sic] --------------------------------------------------------------------------- \5\ On January 16, 2018, the Trust filed with the Commission a registration statement on Form 8-A under the Exchange Act relating to the Trust (File No. 001-38346) (``Registration Statement''). The description of the operation of the Trust herein is based, in part, on the Registration Statement. --------------------------------------------------------------------------- Change to Procedure for Redemption of Units for Gold and Silver The Prior Releases stated that if a ``Bullion Redemption Notice'' \6\ was received by the Transfer Agent from a Unitholder no later than 4:00 p.m., Eastern Time, on the 15th day of the month (or, if such day is not a business day, then on the immediately following day that is a business day), the amount of physical gold and silver bullion specified in the Bullion Redemption Notice would be received by armored transportation service carrier for delivery to the Unitholder approximately 10 business days after the end of that month. --------------------------------------------------------------------------- \6\ As stated in the Prior Releases, a Unitholder that owns a sufficient number of Units who desires to exercise redemption privileges for physical gold and silver bullion must do so by instructing his, her or its broker, who must be a direct or indirect participant of CDS Clearing and Depository Services Inc. or The Depository Trust Company, to deliver to the Transfer Agent on behalf of the Unitholder a written notice (``Bullion Redemption Notice'') of the Unitholder's intention to redeem Units for physical gold and silver bullion. --------------------------------------------------------------------------- The Prior Notice stated that ``[t]he armored transportation service carrier will receive physical gold and silver bullion in connection with a redemption of Units approximately 10 business days after the end of the month in which the Bullion Redemption Notice is processed.'' The Exchange proposes to delete the preceding statement in accordance with a pending amendment to the Trust Agreement (the ``Amendment'').\7\ The Manager represents that the actual timing of receipt of bullion by the armored transportation service carrier varies based on the number of redemption requests received in a given month, the Redemption Amount per request and the proportion of gold and silver bullion redeemed. The Manager represents that, in the event of large numbers or volumes of redemption requests, the Gold and Silver Custodian and the armored transportation service carrier experience severe constraints in performing their required actions within the existing time period (i.e., approximately 10 business days). A high frequency of shipments in a short period of time places a significant strain on the operational and security resources necessary to prepare such shipments, resulting in additional expenses and risk to the Trust and the Gold and Silver Custodian. The Manager and the Gold and Silver Custodian expect that the Amendment will decrease operational expenses and risk caused by the 10 business day term currently provided by the Trust Agreement. The Manager represents that by mitigating such expenses and risk, it is anticipated that the Amendment will allow the Gold and Silver Custodian to continue to provide the Trust with low custody pricing. The Amendment thereby may result in narrowing of the spread between the trading price of Units, which price reflects the performance of the trading prices of gold and silver less the expenses of the Trust's operations, and the trading prices of gold and silver in accordance with the Trust's objectives. Pursuant to the terms of the Trust Agreement and the applicable laws of the Province of Ontario, the Amendment is being effected on the ground that it provides added protection or benefit to Unitholders.\8\ --------------------------------------------------------------------------- \7\ The Commission has previously approved the listing and trading of other gold-based commodity trusts that include a physical redemption feature but do not specify any minimum deadline for physical delivery of the commodity to the redeeming investor following a redemption request. See, e.g., Securities Exchange Act Release Nos. 71378 (January 23, 2014), 79 FR 4786 (January 29, 2014) (SR-NYSEArca-2013-137) (Order Approving a Proposed Rule Change, as Modified by Amendment No. 1 Thereto, to List and Trade Shares of the Merk Gold Trust Pursuant to NYSE Arca Equities Rule 8.201); 82593 (January 26, 2018), 83 FR 4718 (February 1, 2018) (SR-NYSEArca-2017- 140) (Order Approving a Proposed Rule Change to List and Trade Shares of the Perth Mint Physical Gold ETF Trust Pursuant to NYSE Arca Rule 8.201-E). \8\ The Trust will file an amendment to the Trust Agreement or amended and restated Trust Agreement, as appropriate, in Canada on SEDAR (System for Electronic Document Analysis and Retrieval), the electronic filing system for the disclosure documents of issuers across Canada. In addition, a brief description of the amendment will be included in the Trust's quarterly disclosures. Such filings or disclosures would be furnished to the Commission under cover of Form 6-K in accordance with Rules 13a-1 and/or 13a-3 under the Exchange Act. Pursuant to the terms of the Trust Agreement, a unitholder vote is not required to effect the amendment. --------------------------------------------------------------------------- The Manager represents that the proposed change described above is consistent with the Trust's investment objective, and will further assist the Manager to achieve such investment objective. Except for the change noted above, all other representations made in [[Page 49444]] the Prior Releases remained unchanged.\9\ --------------------------------------------------------------------------- \9\ See note 4, supra. All terms referenced but not defined herein are defined in the Prior Releases. --------------------------------------------------------------------------- 2. Statutory Basis The basis under the Exchange Act for this proposed rule change is the requirement under Section 6(b)(5) \10\ 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. --------------------------------------------------------------------------- \10\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- 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. The Exchange believes that the Amendment may provide potential benefits to investors by decreasing operational expenses and risk caused by the 10 business day time frame currently provided by the Trust Agreement. The Manager represents that by mitigating such expenses and risk, it is anticipated that the Amendment will allow the Gold and Silver Custodian to continue to provide the Trust with low custody pricing and may result in the narrowing of the spread between the trading price of Units, which price reflects the performance of the trading prices of gold and silver less the expenses of the Trust's operations, and the trading prices of gold and silver in accordance with the Trust's objectives. The Manager represents that the proposed changes described above are consistent with the Trust's investment objective, and will further assist the Manager to achieve such investment objective. The Manager also represents that all unitholders will be subject to the Amendment; that the Manager has determined that the Amendment will provide added protection or benefit to unitholders; and that the Amendment is being proposed to mitigate the practical constraints associated with the high volume of redemption requests. Except for the change noted above, all other representations made in the Prior Releases remained unchanged. B. Self-Regulatory Organization's Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Exchange Act. The Exchange believes the proposed rule change, by decreasing the Trust's operational expenses and risk relating to redemptions, will enhance competition among issues of Commodity-Based Trust Shares relating to physical gold and silver. 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 The Exchange has filed the proposed rule change pursuant to Section 19(b)(3)(A)(iii) of the Act \11\ and Rule 19b-4(f)(6) thereunder.\12\ Because the proposed rule change does not: (i) Significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; and (iii) become operative prior to 30 days from the date on which it was filed, or such shorter time as the Commission may designate, if consistent with the protection of investors and the public interest, the proposed rule change has become effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b- 4(f)(6)(iii) thereunder.\13\ --------------------------------------------------------------------------- \11\ 15 U.S.C. 78s(b)(3)(A)(iii). \12\ 17 CFR 240.19b-4(f)(6). \13\ 17 CFR 240.19b-4(f)(6)(iii). --------------------------------------------------------------------------- A proposed rule change filed under Rule 19b-4(f)(6) \14\ normally does not become operative prior to 30 days after the date of the filing. However, pursuant to Rule 19b-4(f)(6)(iii),\15\ the Commission may designate a shorter time if such action is consistent with the protection of investors and the public interest. The Exchange has asked the Commission to waive the 30-day operative delay so that the proposal may become operative immediately upon filing. The Exchange states that waiver of the 30-day operative delay is consistent with the protection of investors and the public interest because the Commission has previously approved the listing and trading of other gold-based commodity trusts that include a physical redemption feature but do not specify any minimum deadline for physical delivery of the commodity to the redeeming investor following a redemption request,\16\ and the proposed rule change may provide potential benefits to investors by decreasing operational expenses and risk caused by the 10 business day timeframe (as described above) currently provided by the Trust Agreement. In addition, the Exchange represents that, in the absence of large numbers or volumes of redemption requests or other factors causing delay, the armored transportation service carrier will typically receive physical gold and silver bullion in accordance with the 10 business day time frame contained in the Prior Notice, and the Commission notes that Units of the Trust have commenced trading on the Exchange. The Commission believes that waiver of the 30-day operative delay is consistent with the protection of investors and the public interest for these reasons. Accordingly, the Commission hereby waives the 30-day operative delay and designates the proposed rule change operative upon filing.\17\ --------------------------------------------------------------------------- \14\ 17 CFR 240.19b-4(f)(6). \15\ 17 CFR 240.19b-4(f)(6)(iii). \16\ See note 7, supra. \17\ For purposes only of waiving the 30-day operative delay, the Commission has also considered the proposed rule's impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). --------------------------------------------------------------------------- At any time within 60 days of the filing of such proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings under Section 19(b)(2)(B) \18\ of the Act to determine whether the proposed rule change should be approved or disapproved. --------------------------------------------------------------------------- \18\ 15 U.S.C. 78s(b)(2)(B). --------------------------------------------------------------------------- IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic CommentsUse the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to [email protected]. Please include File Number SR-NYSEArca-2018-69 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-2018-69. This [[Page 49445]] 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 website (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 website 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 a.m. and 3 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-NYSEArca-2018-69, and should be submitted on or before October 22, 2018. --------------------------------------------------------------------------- \19\ 17 CFR 200.30-3(a)(12). For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\19\ Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018-21232 Filed 9-28-18; 8:45 am] BILLING CODE 8011-01-P
![49442 Federal Register / Vol. 83, No. 190 / Monday, October 1, 2018 / Notices
B. Self-Regulatory Organization’s between the Exchange’s rules and those Commission and any person, other than
Statement on Burden on Competition of the Affiliated Exchanges. The those that may be withheld from the
The Exchange does not believe that Commission believes that waiver of the public in accordance with the
the proposed rule change will impose 30-day operative delay is consistent provisions of 5 U.S.C. 552, will be
any burden on competition not with the protection of investors and the available for website viewing and
necessary or appropriate in furtherance public interest. Accordingly, the printing in the Commission’s Public
of the purposes of the Act. The Commission hereby waives the Reference Room, 100 F Street NE,
proposed changes do not impose a operative delay and designates the Washington, DC 20549, on official
burden on competition because, as proposed rule change operative upon business days between the hours of 10
previously stated, they (i) are of a non- filing.13 a.m. and 3 p.m. Copies of the filing also
At any time within 60 days of the will be available for inspection and
substantive nature, (ii) are intended to
filing of the proposed rule change, the copying at the principal office of the
harmonize the structure of the
Commission summarily may Exchange. All comments received will
Exchange’s rules with those of its
temporarily suspend such rule change if be posted without change. Persons
Affiliated Exchanges, and (iii) are
it appears to the Commission that such submitting comments are cautioned that
intended to organize the Rulebook in a
action is necessary or appropriate in the we do not redact or edit personal
way that it will ease the Members’ and public interest, for the protection of
market participants’ navigation and identifying information from comment
investors, or otherwise in furtherance of submissions. You should submit only
reading of the rules. the purposes of the Act. If the information that you wish to make
C. Self-Regulatory Organization’s Commission takes such action, the available publicly. All submissions
Statement on Comments on the Commission shall institute proceedings should refer to File Number SR–GEMX–
Proposed Rule Change Received From to determine whether the proposed rule 2018–29 and should be submitted on or
Members, Participants, or Others change should be approved or before October 22, 2018.
disapproved.
No written comments were either For the Commission, by the Division of
solicited or received. IV. Solicitation of Comments Trading and Markets, pursuant to delegated
Interested persons are invited to authority.14
III. Date of Effectiveness of the
submit written data, views, and Eduardo A. Aleman,
Proposed Rule Change and Timing for
Commission Action arguments concerning the foregoing, Assistant Secretary.
including whether the proposed rule [FR Doc. 2018–21236 Filed 9–28–18; 8:45 am]
Because the foregoing proposed rule
change is consistent with the Act. BILLING CODE 8011–01–P
change does not: (i) Significantly affect Comments may be submitted by any of
the protection of investors or the public the following methods:
interest; (ii) impose any significant SECURITIES AND EXCHANGE
burden on competition; and (iii) become Electronic Comments
COMMISSION
operative for 30 days from the date on • Use the Commission’s internet
which it was filed, or such shorter time comment form (http://www.sec.gov/
as the Commission may designate, it has [Release No. 34–84282; File No. SR–
rules/sro.shtml); or NYSEArca–2018–69]
become effective pursuant to Section • Send an email to rule-comments@
19(b)(3)(A) of the Act 9 and Rule 19b– sec.gov. Please include File Number SR– Self-Regulatory Organizations; NYSE
4(f)(6) thereunder.10 GEMX–2018–29 on the subject line. Arca, Inc.; Notice of Filing and
A proposed rule change filed Immediate Effectiveness of Proposed
pursuant to Rule 19b–4(f)(6) under the Paper Comments
Rule Change To Amend a
Act 11 normally does not become • Send paper comments in triplicate Representation Relating to the
operative for 30 days after the date of its to Secretary, Securities and Exchange Redemption Procedures Applicable to
filing. However, Rule 19b–4(f)(6)(iii) 12 Commission, 100 F Street NE, the Sprott Physical Gold and Silver
permits the Commission to designate a Washington, DC 20549–1090. Trust
shorter time if such action is consistent All submissions should refer to File
with the protection of investors and the Number SR–GEMX–2018–29. This file September 25, 2018.
public interest. The Exchange has number should be included on the Pursuant to Section 19(b)(1) 1 of the
requested that the Commission waive subject line if email is used. To help the Securities Exchange Act of 1934 (the
the 30-day operative delay so that the Commission process and review your ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
proposed rule change may become comments more efficiently, please use notice is hereby given that, on
operative upon filing. Waiver of the only one method. The Commission will September 14, 2018, NYSE Arca, Inc.
operative delay would allow the post all comments on the Commission’s (the ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed
Exchange to promptly relocate the internet website (http://www.sec.gov/ with the Securities and Exchange
Pricing Schedule rules and continue to rules/sro.shtml). Copies of the Commission (the ‘‘Commission’’) the
reorganize its Rulebook to promote submission, all subsequent proposed rule change as described in
efficiency and structural consistency amendments, all written statements Items I and II below, which Items have
with respect to the proposed rule been prepared by the self-regulatory
9 15 U.S.C. 78s(b)(3)(A). change that are filed with the organization. The Commission is
10 17 CFR 240.19b–4(f)(6). As required under Rule Commission, and all written publishing this notice to solicit
19b–4(f)(6)(iii), the Exchange provided the
amozie on DSK3GDR082PROD with NOTICES
Commission with written notice of its intent to file communications relating to the comments on the proposed rule change
the proposed rule change, along with a brief proposed rule change between the from interested persons.
description and the text of the proposed rule
change, at least five business days prior to the date 13 For purposes only of waiving the 30-day
14 17 CFR 200.30–3(a)(12).
of filing of the proposed rule change, or such operative delay, the Commission also has
shorter time as designated by the Commission. considered the proposed rule’s impact on
1 15 U.S.C. 78s(b)(1).
11 17 CFR 240.19b–4(f)(6). 2 15 U.S.C. 78a.
efficiency, competition, and capital formation. See
12 17 CFR 240.19b–4(f)(6)(iii). 15 U.S.C. 78c(f). 3 17 CFR 240.19b–4.
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I. Self-Regulatory Organization’s commenced trading on the Exchange on receipt of bullion by the armored
Statement of the Terms of Substance of January 16, 2018. transportation service carrier varies
the Proposed Rule Change The manager of the Trust is Sprott based on the number of redemption
Asset Management LP (‘‘Manager’’).5 requests received in a given month, the
The Exchange proposes to amend a The Trust custodian for the Trust’s Redemption Amount per request and
representation relating to the physical gold and silver bullion is the the proportion of gold and silver bullion
redemption procedures applicable to the Royal Canadian Mint (‘‘Gold and Silver redeemed. The Manager represents that,
Sprott Physical Gold and Silver Trust Custodian’’-). [sic]
(‘‘Trust’’), as contained in the rule in the event of large numbers or
change filed with and approved by the Change to Procedure for Redemption of volumes of redemption requests, the
Securities and Exchange Commission Units for Gold and Silver Gold and Silver Custodian and the
(‘‘Commission’’) relating to listing and armored transportation service carrier
The Prior Releases stated that if a
trading of ‘‘Units’’ of the Trust on the experience severe constraints in
‘‘Bullion Redemption Notice’’ 6 was
Exchange. Units of the Trust are received by the Transfer Agent from a performing their required actions within
currently listed and traded on the Unitholder no later than 4:00 p.m., the existing time period (i.e.,
Exchange under NYSE Arca Rule 8.201– Eastern Time, on the 15th day of the approximately 10 business days). A high
E. The proposed rule change is available month (or, if such day is not a business frequency of shipments in a short period
on the Exchange’s website at day, then on the immediately following of time places a significant strain on the
www.nyse.com, at the principal office of day that is a business day), the amount operational and security resources
the Exchange, and at the Commission’s of physical gold and silver bullion necessary to prepare such shipments,
Public Reference Room. specified in the Bullion Redemption resulting in additional expenses and
Notice would be received by armored risk to the Trust and the Gold and Silver
II. Self-Regulatory Organization’s
transportation service carrier for Custodian. The Manager and the Gold
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule delivery to the Unitholder and Silver Custodian expect that the
Change approximately 10 business days after Amendment will decrease operational
the end of that month. expenses and risk caused by the 10
In its filing with the Commission, the The Prior Notice stated that ‘‘[t]he business day term currently provided by
self-regulatory organization included armored transportation service carrier the Trust Agreement. The Manager
statements concerning the purpose of, will receive physical gold and silver represents that by mitigating such
and basis for, the proposed rule change bullion in connection with a expenses and risk, it is anticipated that
and discussed any comments it received redemption of Units approximately 10 the Amendment will allow the Gold and
on the proposed rule change. The text business days after the end of the month Silver Custodian to continue to provide
of those statements may be examined at in which the Bullion Redemption the Trust with low custody pricing. The
the places specified in Item IV below. Notice is processed.’’ The Exchange Amendment thereby may result in
The Exchange has prepared summaries, proposes to delete the preceding narrowing of the spread between the
set forth in sections A, B, and C below, statement in accordance with a pending
trading price of Units, which price
of the most significant parts of such amendment to the Trust Agreement (the
reflects the performance of the trading
statements. ‘‘Amendment’’).7 The Manager
represents that the actual timing of prices of gold and silver less the
A. Self-Regulatory Organization’s expenses of the Trust’s operations, and
Statement of the Purpose of, and the 5 On January 16, 2018, the Trust filed with the the trading prices of gold and silver in
Statutory Basis for, the Proposed Rule Commission a registration statement on Form 8–A accordance with the Trust’s objectives.
Change under the Exchange Act relating to the Trust (File Pursuant to the terms of the Trust
No. 001–38346) (‘‘Registration Statement’’). The
description of the operation of the Trust herein is Agreement and the applicable laws of
1. Purpose
based, in part, on the Registration Statement. the Province of Ontario, the
The Commission has approved a 6 As stated in the Prior Releases, a Unitholder that
Amendment is being effected on the
owns a sufficient number of Units who desires to ground that it provides added protection
proposed rule change relating to listing exercise redemption privileges for physical gold
and trading on the Exchange of Units of and silver bullion must do so by instructing his, her or benefit to Unitholders.8
the Trust under NYSE Arca Rule 8.201– or its broker, who must be a direct or indirect The Manager represents that the
E (‘‘Commodity-Based Trust Shares’’).4 participant of CDS Clearing and Depository Services
Inc. or The Depository Trust Company, to deliver proposed change described above is
The Exchange proposes to amend a to the Transfer Agent on behalf of the Unitholder consistent with the Trust’s investment
representation relating to the procedure a written notice (‘‘Bullion Redemption Notice’’) of objective, and will further assist the
for the redemption of Units of the Trust the Unitholder’s intention to redeem Units for
Manager to achieve such investment
for gold and silver as contained in the physical gold and silver bullion.
7 The Commission has previously approved the objective. Except for the change noted
Prior Releases. The Trust’s Units
listing and trading of other gold-based commodity above, all other representations made in
trusts that include a physical redemption feature
4 See, Securities Exchange Act Release Nos. 82116 but do not specify any minimum deadline for 8 The Trust will file an amendment to the Trust
(November 17, 2107), 82 FR 55898 (November 24, physical delivery of the commodity to the
2107) (SR–NYSEArca–2017–131) (Notice of Filing redeeming investor following a redemption request. Agreement or amended and restated Trust
of Proposed Rule Change to List and Trade Shares See, e.g., Securities Exchange Act Release Nos. Agreement, as appropriate, in Canada on SEDAR
of the Sprott Physical Gold and Silver Trust under 71378 (January 23, 2014), 79 FR 4786 (January 29, (System for Electronic Document Analysis and
NYSE Arca Rule 8.201–E) (‘‘Prior Notice’’); 82448 2014) (SR–NYSEArca–2013–137) (Order Approving Retrieval), the electronic filing system for the
disclosure documents of issuers across Canada. In
amozie on DSK3GDR082PROD with NOTICES
(January 5, 2018), 83 FR 1428 (January 11, 2018) a Proposed Rule Change, as Modified by
(SR–NYSEArca–2017–131) (Notice of Filing of Amendment No. 1 Thereto, to List and Trade Shares addition, a brief description of the amendment will
Amendment No. 2 and Order Approving on an of the Merk Gold Trust Pursuant to NYSE Arca be included in the Trust’s quarterly disclosures.
Accelerated Basis a Proposed Rule Change, as Equities Rule 8.201); 82593 (January 26, 2018), 83 Such filings or disclosures would be furnished to
Modified by Amendment No. 2, to List and Trade FR 4718 (February 1, 2018) (SR–NYSEArca–2017– the Commission under cover of Form 6–K in
Shares of the Sprott Physical Gold and Silver Trust 140) (Order Approving a Proposed Rule Change to accordance with Rules 13a–1 and/or 13a–3 under
under NYSE Arca Rule 8.201–E) (‘‘Prior Order’’ List and Trade Shares of the Perth Mint Physical the Exchange Act. Pursuant to the terms of the Trust
and, together with the Prior Notice, the ‘‘Prior Gold ETF Trust Pursuant to NYSE Arca Rule Agreement, a unitholder vote is not required to
Releases’’). 8.201–E). effect the amendment.
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file number should be included on the rule change SR–FICC–2018–007 FICC proposes to amend the definitions
subject line if email is used. To help the pursuant to Section 19(b)(1) of the of ‘‘EPN Service’’ and ‘‘EPN User
Commission process and review your Securities Exchange Act of 1934 Profile’’ in order to delete references to
comments more efficiently, please use (‘‘Act’’) 1 and Rule 19b–4 thereunder.2 ‘‘EPN Procedures’’ in those
only one method. The Commission will The proposed rule change was definitions.11 FICC also proposes to
post all comments on the Commission’s published for comment in the Federal make a grammatical correction to the
internet website (http://www.sec.gov/ Register on August 15, 2018.3 The ‘‘EPN User Profile’’ definition.
rules/sro.shtml). Copies of the Commission did not receive any Specifically, FICC would replace the
submission, all subsequent comment letters on the proposed rule word ‘‘in’’ with ‘‘by’’ so the definition
amendments, all written statements change. For the reasons discussed reads, ‘‘the EPN User Profile would be
with respect to the proposed rule below, the Commission approves the on a form specified ‘by’ FICC.’’ 12
change that are filed with the proposed rule change. FICC also proposes to delete the term
Commission, and all written ‘‘Comparison Only System’’ from the
I. Description of the Proposed Rule
communications relating to the definition of ‘‘Interested Person’’
Change
proposed rule change between the because MBSD does not maintain a
Commission and any person, other than The proposed rule change would ‘‘Comparison Only System.’’ 13
those that may be withheld from the amend FICC’s Mortgage-Backed Similarly, FICC proposes to delete the
public in accordance with the Securities Division’s (‘‘MSBD’’) term ‘‘Par Amount’’ from Article I
provisions of 5 U.S.C. 552, will be electronic pool notification (‘‘EPN’’) because the term is not otherwise
available for website viewing and service (‘‘EPN Service’’) rules (‘‘EPN referred to in the EPN Rules.14 FICC
printing in the Commission’s Public Rules’’).4 states that the inclusion of these two
Reference Room, 100 F Street, NE, A. Background terms in the EPN Rules was an error.15
Washington, DC 20549, on official
EPN Service provides an automated C. Proposed Changes To Correct the
business days between the hours of 10
manner for market participants with an EPN Rules’ Article III (‘‘EPN Users’’)
a.m. and 3 p.m. Copies of the filing also
will be available for inspection and obligation to deliver pools of mortgages FICC proposes revisions to Article III
copying at the principal office of the to transmit mortgage pool information to of the EPN Rules to remove references
Exchange. All comments received will their counterparties in real time.5 to ‘‘EPN Procedures,’’ as well as to
be posted without change. Persons Market participants that wish to use the revise the deadlines to process EPN
submitting comments are cautioned that EPN Service (i.e., become ‘‘EPN Users’’) message (‘‘Messages’’).
we do not redact or edit personal are required to submit an application to
MBSD.6 The application process and the 1. Proposed Changes to EPN Rules,
identifying information from comment Article III, Rule 1, Section 3
submissions. You should submit only use of the EPN Service are governed by
the EPN Rules.7 MBSD’s clearing (‘‘Requirements Applicable to EPN
information that you wish to make Users’’)
available publicly. All submissions members (‘‘Clearing Members’’) are
should refer to File Number SR– required to be EPN Users; however, one EPN Rules, Article III, Rule 1, Section
NYSEArca–2018–69, and should be can be an EPN User and not a Clearing 3 lists terms required for application to
submitted on or before October 22,2018. Member.8 the EPN Service.16 This list states, in
part, that an applicant shall agree (i) to
For the Commission, by the Division of B. Proposed Changes To Correct the abide by and be bound by the EPN Rules
Trading and Markets, pursuant to delegated EPN Rules’ Article I (‘‘Definitions and and EPN Procedures, (ii) that the EPN
authority.19 General Provisions’’) Rules and EPN Procedures are
Eduardo A. Aleman, FICC proposes to delete three defined incorporated into every contract or
Assistant Secretary. terms from Article I of the EPN Rules: Message, (iii) that the EPN User shall
[FR Doc. 2018–21232 Filed 9–28–18; 8:45 am] (i) EPN Procedures, (ii) Comparison pay fines that are imposed in
BILLING CODE 8011–01–P Only System, and (iii) Par Amount.9 accordance with the EPN Rules and EPN
FICC proposes to delete the term ‘‘EPN Procedures, and (iv) that the applicant
Procedures’’ because FICC does not is bound by any amendment to the EPN
SECURITIES AND EXCHANGE maintain EPN Procedures.10 Relatedly, Rules and EPN Procedures.17 FICC
COMMISSION proposes to delete all references to the
1 15 U.S.C. 78s(b)(1).
[Release No. 34–84278; File No. SR–FICC– EPN Procedures in this list, as FICC
2 17 CFR 240.19b–4.
2018–007] 3 See Securities Exchange Act Release No. 83808
does not maintain such procedures.18
(August 9, 2018), 83 FR 40611 (August 15, 2018)
The same Section 3 also states that, in
Self-Regulatory Organizations; Fixed (SR–FICC–2018–007) (‘‘Notice’’). the event of an EPN Service disruption
Income Clearing Corporation; Order 4 MBSD maintains two sets of rulebooks: The EPN and an extension of the cut-off times for
Approving Proposed Rule Change To Rules and the MSBD rules (‘‘MBSD Rules’’). Notice, communicating pool allocation
Correct Certain References and 83 FR at 40611. The EPN Rules govern MBSD’s EPN information pursuant to the Securities
Service, and the MBSD Clearing Rules (the ‘‘MBSD
Provide Transparency to Existing Rules’’) govern MBSD’s clearance and settlement
Processes in the Mortgage-Backed service. Id. The EPN Rules are available at http:// or desirable.’’ Supra note 4. FICC states that when
Securities Division Electronic Pool www.dtcc.com/∼/media/Files/Downloads/legal/ FICC instituted the EPN Service and the related
rules/ficc_mbsd_epnrules.pdf. The MBSD Rules are EPN Rules, EPN Procedures were not adopted at
Notification Rules that time. Notice, 83 FR at 40612.
available at http://www.dtcc.com/∼/media/Files/
amozie on DSK3GDR082PROD with NOTICES
11 Notice, 83 FR at 40612.
September 25, 2018. Downloads/legal/rules/ficc_mbsd_rules.pdf.
5 Notice, 83 FR at 40612. 12 Id.
On August 3, 2018, Fixed Income 6 Id. 13 Id.
Clearing Corporation (‘‘FICC’’) filed 7 Id. 14 Id.
with the Securities and Exchange 8 Id. 15 Id.
Commission (‘‘Commission’’) proposed 9 Id. 16 Id.
10 EPN Rules’ Article V, Rule 11 empowers FICC 17 Id.
19 17 CFR 200.30–3(a)(12). to adopt EPN Procedures as FICC ‘‘deems necessary 18 Id.
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Document Created: 2018-09-29 04:26:11
Document Modified: 2018-09-29 04:26:11
| 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 | 83 FR 49442 |
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