[Federal Register Volume 81, Number 166 (Friday, August 26, 2016)]
[Notices]
[Pages 59025-59027]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-20460]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-78633; File No. SR-NYSEArca-2016-114]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Amending the
Exchange's Schedule of Fees and Charges To Eliminate the Listing Fee in
Connection With Exchange Listing of Certain Exchange Traded Products
August 22, 2016.
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 August 8, 2016, 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, II,
and III below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to [sic] the Exchange's Schedule of Fees and
Charges (``Fee Schedule'') to eliminate the Listing Fee in connection
with Exchange listing of certain Exchange Traded Products, effective
August 8,
[[Page 59026]]
2016. The proposed rule change is available on the Exchange's Web site
at www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend the Exchange's Schedule of Fees and
Charges (``Schedule'') to eliminate the Listing Fee applicable to
certain issues of Managed Fund Shares listed pursuant to NYSE Arca
Equities Rule 8.600, effective August 8, 2016, as described below.
Currently the Exchange's Schedule of Fees and Charges
(``Schedule'') does not impose a ``Listing Fee'' for the following
Exchange-Traded Products (``ETPs'') \4\ listed on the Exchange pursuant
to Rule 19b-4(e) under the Act, and for which a proposed rule change
pursuant to Section 19(b) of the Act is not required to be filed with
the Commission \5\: Investment Company Units; Portfolio Depositary
Receipts; and Currency Trust Shares (collectively, ``Generically-Listed
Exchange Traded Products'').\6\
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\4\ For the purposes of the Schedule, the term ``Exchange Traded
Products'' includes securities described in NYSE Arca Equities Rules
5.2(j)(3) (Investment Company Units); 8.100 (Portfolio Depositary
Receipts); 8.200 (Trust Issued Receipts); 8.201 (Commodity-Based
Trust Shares); 8.202 (Currency Trust Shares); 8.203 (Commodity Index
Trust Shares); 8.204 (Commodity Futures Trust Shares); 8.300
(Partnership Units); 8.500 (Trust Units); 8.600 (Managed Fund
Shares), and 8.700 (Managed Trust Securities).
\5\ Exchange rules applicable to listing of certain ETPs provide
for listing such products pursuant to Rule 19b-4(e) under the Act if
they satisfy all criteria--referred to as ``generic'' listing
criteria--in the applicable Exchange ETP rule. If an ETP does not
satisfy all applicable generic criteria, the Commission must approve
or issue a notice of effectiveness with respect to a proposed rule
change filed by the Exchange pursuant to Section 19(b) of the Act
prior to Exchange listing of such ETP.
\6\ See Securities Exchange Act Release No. 77883 (May 23,
2016), 81 FR 33720 (May 27, 2016) (SR-NYSEArca-2016-69) (Notice of
Filing and Immediate Effectiveness of Proposed Rule Change Amending
the Exchange's Schedule of Fees and Charges to Eliminate the Listing
Fee in Connection with Exchange Listing of Certain Exchange Traded
Products).
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Other ETPs--specifically, Trust Issued Receipts,\7\ Commodity-Based
Trust Shares, Commodity Index Trust Shares, Commodity Futures Trust
Shares, Partnership Units, Trust Units, and non-generically-listed
Investment Company Units, Portfolio Depositary Receipts and Currency
Trust Shares--are subject to a Listing Fee of $7,500.\8\ Under Item 5b
of the Schedule, Managed Fund Shares and Managed Trust Securities are
subject to a Listing Fee of $10,000.
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\7\ Commentary .01 to NYSE Arca Equities Rule 8.200 provides
generic standards for listing Trust Issued Receipts pursuant to Rule
19b-4(e) under the Act. However, the Exchange does not currently
intend to list Trust Issued Receipts under Commentary .01, but
instead lists Trust Issued Receipts under Commentary .02 to NYSE
Arca Equities Rule 8.200, which does not provide generic standards
for listing pursuant to Rule 19b-4(e) under the Act. Before listing
any Trust Issued Receipts pursuant to Commentary .01 to NYSE Arca
Equities Rule 8.200, the Exchange will first file a proposed rule
change with respect to the Listing Fee applicable to any such
generically-listed securities.
\8\ Exchange rules applicable to Trust Issued Receipts
(Commentary .02 to NYSE Arca Equities Rule 8.200); Commodity-Based
Trust Shares (NYSE Arca Equities Rule 8.201), Commodity Index Trust
Shares (NYSE Arca Equities Rule 8.203), Commodity Futures Trust
Shares (NYSE Arca Equities Rule 8.204), Partnership Units (NYSE Arca
Equities Rule 8.300), and Trust Units (NYSE Arca Equities Rule
8.500) do not provide for listing pursuant to Rule 19b-4(e) under
the Act.
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The Commission has recently approved an Exchange proposed rule
change that permits generic listing of Managed Fund Shares pursuant to
Rule 19b-4(e) under the Act.\9\ The Exchange proposes to amend Item 5a
of the Schedule to include Managed Fund Shares under the term
``Generically-Listed Exchange Traded Products''. In addition, the
Exchange proposes to delete Managed Fund Shares from Item 5b of the
Schedule. Thus, an issue of Managed Fund Shares that is a
``Generically-Listed Exchange Traded Product'' would incur no charge to
list on the Exchange, and an issue of Managed Fund Shares for which a
proposed rule change under the Act is required would be subject to a
Listing Fee of $7,500. Issues of Managed Trust Securities would
continue to be subject to a Listing Fee of $10,000.
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\9\ See Securities Exchange Act Release No. 78397 (July 22,
2016), 81 FR 49320 (July 27, 2016) (SR-NYSEArca-2015-110).
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The Exchange believes eliminating the Listing Fee for generically-
listed Managed Fund Shares would help correlate the Listing Fee
applicable to such issues to the resources required to list such issues
on the Exchange. The Exchange believes it is appropriate to continue to
charge a Listing Fee for ETPs for which a proposed rule change pursuant
to Section 19(b) of the Act is required to be filed because of the
additional time and resources required by Exchange staff to prepare and
review such filings and to communicate with issuers and the Commission
regarding such filings. Application of a Listing Fee for Managed Trust
Securities is appropriate because the Exchange generally incurs
increased costs in connection with the rule-making process, listing
administration process, issuer services, and consultative legal
services where a proposed rule change pursuant to Section 19(b) of the
Act is required to be filed with the Commission.
Annual Fees set forth in the Schedule applicable to ETPs would
remain unchanged.
Notwithstanding the elimination of the Listing Fee applicable to
generically-listed Managed Fund Shares, as well as the decrease in the
Listing Fee for non-generically-listed Managed Fund Shares, as
described above, the Exchange will continue to be able to fund its
regulatory obligations.
2. Statutory Basis
NYSE Arca believes that the proposal is consistent with Section
6(b) \10\ of the Act, in general, and Section 6(b)(4) \11\ of the Act
in particular, in that it provides for the equitable allocation of
reasonable dues, fees and other charges among its issuers and other
persons using its facilities. In addition, the Exchange believes the
proposal is consistent with the requirement under Section 6(b)(5) \12\
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 foster cooperation and coordination with
persons engaged in regulating, clearing, settling, processing
information with respect to, and facilitating transactions in
securities, to remove impediments to, and perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest; and are not designed to permit unfair discrimination
between customers, issuers, brokers, or dealers. The proposed
elimination of the Listing Fee for Managed Fund Shares that are
Generically-Listed ETPs, as well as the decrease in the Listing Fee for
non-generically-listed Managed Fund Shares, as described above, is
equitable
[[Page 59027]]
and does not unfairly discriminate between issuers because it would
apply uniformly to all such issues listed generically under Exchange
rules. The Exchange believes eliminating the Listing Fee for such
Managed Fund Shares, decreasing the Listing Fee for non-generically-
listed Managed Fund Shares, as described above, and continuing to
impose Listing Fees for ETPs that are not generically listed is
reasonable given the additional resources required by the Exchange in
connection with ETPs requiring a proposed rule change pursuant to
Section 19(b). The Exchange believes it is appropriate to continue to
charge a Listing Fee for ETPs for which a proposed rule change pursuant
to Section 19(b) of the Act is required to be filed because of the
significant additional extensive time, legal and business resources
required by Exchange staff to prepare and review such filings and to
communicate with issuers and the Commission regarding such filings.
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\10\ 15 U.S.C. 78f(b).
\11\ 15 U.S.C. 78f(b)(4).
\12\ 15 U.S.C. 78f(b)(5).
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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 purpose of the Act. The Exchange believes the
proposed rule change would promote competition because it will
eliminate the Listing Fee for generically-listed issues of Managed Fund
Shares and will therefore encourage issuers to develop and list
additional such issues on the Exchange.
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 foregoing rule change is effective upon filing pursuant to
Section 19(b)(3)(A) \13\ of the Act and subparagraph (f)(2) of Rule
19b-4 \14\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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\13\ 15 U.S.C. 78s(b)(3)(A).
\14\ 17 CFR 240.19b-4(f)(2).
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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) \15\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\15\ 15 U.S.C. 78s(b)(2)(B).
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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-NYSEArca-2016-114 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-2016-114. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549 on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-NYSEArca-2016-114 and should
be submitted on or before September 16, 2016.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
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\16\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-20460 Filed 8-25-16; 8:45 am]
BILLING CODE 8011-01-P