83 FR 8717 - Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Designation of a Longer Period for Commission Action on Proposed Rule Change To List and Trade Shares of the iShares Gold Exposure ETF, a Series of the iShares U.S. ETF Trust, Under Exchange Rule 14.11(i), Managed Fund Shares

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 40 (February 28, 2018)

Page Range		8717-8718
FR Document		2018-04033

Federal Register, Volume 83 Issue 40 (Wednesday, February 28, 2018)

[Federal Register Volume 83, Number 40 (Wednesday, February 28, 2018)]
[Notices]
[Pages 8717-8718]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-04033]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82758; File No. SR-CboeBZX-2017-023]


Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of 
Designation of a Longer Period for Commission Action on Proposed Rule 
Change To List and Trade Shares of the iShares Gold Exposure ETF, a 
Series of the iShares U.S. ETF Trust, Under Exchange Rule 14.11(i), 
Managed Fund Shares

February 22, 2018.
    On December 21, 2017, Cboe BZX Exchange, Inc. filed with the 
Securities and Exchange Commission (``Commission''), pursuant to 
Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ 
and Rule 19b-4 thereunder,\2\ a proposed rule change to list and trade 
shares of the iShares Gold Exposure ETF, a series of the iShares U.S. 
ETF Trust, under Exchange Rule 14.11(i) which governs the listing and 
trading of Managed Fund Shares. The proposed rule change was published 
for comment in the Federal Register on January 11, 2018.\3\ The 
Commission has

[[Page 8718]]

received no comment letters on the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 82444 (January 5, 
2018), 83 FR 1438.
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    Section 19(b)(2) of the Act \4\ provides that, within 45 days of 
the publication of notice of the filing of a proposed rule change, or 
within such longer period up to 90 days as the Commission may designate 
if it finds such longer period to be appropriate and publishes its 
reasons for so finding or as to which the self-regulatory organization 
consents, the Commission shall either approve the proposed rule change, 
disapprove the proposed rule change, or institute proceedings to 
determine whether the proposed rule change should be disapproved. The 
45th day after publication of the notice for this proposed rule change 
is February 25, 2018. The Commission is extending this 45-day time 
period.
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    \4\ 15 U.S.C. 78s(b)(2).
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    The Commission finds that it is appropriate to designate a longer 
period within which to take action on the proposed rule change so that 
it has sufficient time to consider the proposed rule change. 
Accordingly, the Commission, pursuant to Section 19(b)(2) of the 
Act,\5\ designates April 11, 2018 as the date by which the Commission 
shall either approve or disapprove or institute proceedings to 
determine whether to disapprove the proposed rule change (File Number 
SR-CboeBZX-2017-023).
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    \5\ Id.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\6\
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    \6\ 17 CFR 200.30-3(a)(31).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-04033 Filed 2-27-18; 8:45 am]
 BILLING CODE 8011-01-P

Federal Register / Vol. 83, No. 40 / Wednesday, February 28, 2018 / Notices 8717

Adviser to the Regulated Fund (or 11. No Non-Interested Director of a Funds’ investment advisory
Advisers if there are more than one) will Regulated Fund will also be a director, agreements).
provide their written recommendation general partner, managing member or 14. If the Holders own in the aggregate
as to such Regulated Fund’s principal, or otherwise an ‘‘affiliated more than 25 percent of the Shares of
participation to the Eligible Directors, person’’ (as defined in the Act), of any a Regulated Fund, then the Holders will
and the Regulated Fund will participate Affiliated Fund. vote such Shares as directed by an
in such Follow-On Investment solely to 12. The expenses, if any, associated independent third party when voting on
the extent that the Required Majority with acquiring, holding or disposing of (1) the election of directors; (2) the
determines that it is in such Regulated removal of one or more directors; or (3)
any securities acquired in a Co-
Fund’s best interests. any other matter under either the Act or
Investment Transaction (including,
(c) If, with respect to any Follow-On applicable State law affecting the
Investment: without limitation, the expenses of the
distribution of any such securities Board’s composition, size or manner of
(i) The amount of the opportunity is election.
not based on the Regulated Funds’ and registered for sale under the Securities
Act) will, to the extent not payable by 15. Each Regulated Fund’s chief
the Affiliated Funds’ outstanding compliance officer, as defined in rule
investments immediately preceding the the applicable Adviser(s) under their
respective investment advisory 38a–1(a)(4), will prepare an annual
Follow-On Investment; and report for its Board each year that
(ii) the aggregate amount agreements with the Affiliated Funds
and the Regulated Funds, be shared by evaluates (and documents the basis of
recommended by the Adviser (or that evaluation) the Regulated Fund’s
Advisers if there are more than one) to the Regulated Funds and the Affiliated
Funds in proportion to the relative compliance with the terms and
a Regulated Fund to be invested by the conditions of the application and the
Regulated Fund in the Follow-On amounts of the securities held or to be
acquired or disposed of, as the case may procedures established to achieve such
Investment, together with the amount compliance.
proposed to be invested by the other be.
participating Regulated Funds and the 13. Any transaction fee 14 (including For the Commission, by the Division of
Affiliated Funds in the same Investment Management, under delegated
break-up or commitment fees but authority.
transaction, exceeds the amount of the excluding broker’s fees contemplated by
opportunity; then the amount invested Robert W. Errett,
section 17(e) or 57(k) of the Act, as
by each such party will be allocated applicable) received in connection with Deputy Secretary.
among them pro rata based on each a Co-Investment Transaction will be [FR Doc. 2018–04086 Filed 2–27–18; 8:45 am]
participant’s capital available for distributed to the participating BILLING CODE 8011–01–P
investment in the asset class being Regulated Funds and Affiliated Funds
allocated, up to the amount proposed to on a pro rata basis based on the amounts
be invested by each. they invested or committed, as the case SECURITIES AND EXCHANGE
(d) The acquisition of Follow-On may be, in such Co-Investment COMMISSION
Investments as permitted by this Transaction. If any transaction fee is to
condition will be considered a Co- [Release No. 34–82758; File No. SR–
be held by an Adviser pending CboeBZX–2017–023]
Investment Transaction for all purposes consummation of the transaction, the
and subject to the other conditions set fee will be deposited into an account Self-Regulatory Organizations; Cboe
forth in the application. maintained by the Adviser at a bank or BZX Exchange, Inc.; Notice of
9. The Non-Interested Directors of banks having the qualifications Designation of a Longer Period for
each Regulated Fund will be provided prescribed in section 26(a)(1) of the Act, Commission Action on Proposed Rule
quarterly for review all information and the account will earn a competitive Change To List and Trade Shares of
concerning Potential Co-Investment rate of interest that will also be divided the iShares Gold Exposure ETF, a
Transactions and Co-Investment pro rata among the participating Series of the iShares U.S. ETF Trust,
Transactions, including investments Regulated Funds and Affiliated Funds Under Exchange Rule 14.11(i),
made by other Regulated Funds or based on the amounts they invest in Managed Fund Shares
Affiliated Funds that a Regulated Fund such Co-Investment Transaction. None
considered but declined to participate of the Affiliated Funds, the applicable February 22, 2018.
in, so that the Non-Interested Directors Adviser(s), the other Regulated Funds or On December 21, 2017, Cboe BZX
may determine whether all investments any affiliated person of the Regulated Exchange, Inc. filed with the Securities
made during the preceding quarter, Funds or Affiliated Funds will receive and Exchange Commission
including those investments that the additional compensation or (‘‘Commission’’), pursuant to Section
Regulated Fund considered but declined remuneration of any kind as a result of 19(b)(1) of the Securities Exchange Act
to participate in, comply with the or in connection with a Co-Investment of 1934 (‘‘Act’’) 1 and Rule 19b–4
conditions of the Order. In addition, the Transaction (other than (a) in the case thereunder,2 a proposed rule change to
Non-Interested Directors will consider of the Regulated Funds and the list and trade shares of the iShares Gold
at least annually the continued Affiliated Funds, the pro rata Exposure ETF, a series of the iShares
appropriateness for such Regulated transaction fees described above and U.S. ETF Trust, under Exchange Rule
Fund of participating in new and fees or other compensation described in 14.11(i) which governs the listing and
existing Co-Investment Transactions. condition 2(c)(iii)(C); and (b) in the case trading of Managed Fund Shares. The
10. Each Regulated Fund will
sradovich on DSK3GMQ082PROD with NOTICES

of the Advisers, investment advisory proposed rule change was published for
maintain the records required by section comment in the Federal Register on
fees paid in accordance with the
57(f)(3) of the Act as if each of the January 11, 2018.3 The Commission has
Regulated Funds’ and the Affiliated
Regulated Funds were a BDC and each
of the investments permitted under 14 Applicants are not requesting and the staff is 1 15 U.S.C. 78s(b)(1).
these conditions were approved by the not providing any relief for transaction fees 2 17 CFR 240.19b–4.
Required Majority under section 57(f) of received in connection with any Co-Investment 3 See Securities Exchange Act Release No. 82444

the Act. Transaction. (January 5, 2018), 83 FR 1438.

VerDate Sep<11>2014 17:25 Feb 27, 2018 Jkt 244001 PO 00000 Frm 00069 Fmt 4703 Sfmt 4703 E:\FR\FM\28FEN1.SGM 28FEN1

Document Created: 2018-02-28 03:19:54
Document Modified: 2018-02-28 03:19:54

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 8717