Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving a Proposed Rule Change To List and Trade Shares of the IQ Wilshire Alternative Strategies ETF Under NYSE Arca Equities Rule 8.600, 4327-4330 [2015-01376]
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Federal Register / Vol. 80, No. 17 / Tuesday, January 27, 2015 / Notices
burden on competition, but rather may
promote competition among order
execution venues for orders of retail
customers.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were either
solicited or received.
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 8 and paragraph (f) of Rule
19b–4 thereunder.9 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.
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:
asabaliauskas on DSK5VPTVN1PROD with NOTICES
Electronic Comments
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
BX–2015–005 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–BX–2015–005. 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 (https://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
8 15
9 17
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f).
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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 such
filing also will be available for
inspection and copying at the principal
offices 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–BX–
2015–005, and should be submitted on
or before February 17, 2015.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.10
Brent J. Fields,
Secretary.
[FR Doc. 2015–01375 Filed 1–26–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–74109; File No. SR–NYSE–
Arca–2014–134]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Order Approving a
Proposed Rule Change To List and
Trade Shares of the IQ Wilshire
Alternative Strategies ETF Under NYSE
Arca Equities Rule 8.600
January 21, 2015.
I. Introduction
On November 18, 2014, NYSE Arca,
Inc. (the ‘‘Exchange’’ or ‘‘NYSE Arca’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) 1 of the Securities
Exchange Act of 1934 (‘‘Act’’ or
‘‘Exchange Act’’) 2 and Rule 19b–4
thereunder,3 a proposed rule change to
list and trade shares (‘‘Shares’’) of the IQ
Wilshire Alternative Strategies ETF (the
‘‘Fund’’) under NYSE Arca Equities
Rule 8.600. The proposed rule change
was published for comment in the
Federal Register on December 8, 2014.4
The Commission received no comments
10 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
4 See Securities Exchange Act Release No. 73716
(December 2, 2014), 79 FR 72723 (‘‘Notice’’).
1 15
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on the proposed rule change. This order
approves the proposed rule change.
II. Description of the Proposal
The Exchange proposes to list and
trade the Shares under NYSE Arca
Equities Rule 8.600, which governs the
listing and trading of Managed Fund
Shares on the Exchange. The Fund is a
series of the IndexIQ Active ETF Trust
(the ‘‘Trust’’).5 The Fund is an activelymanaged exchange-traded fund (‘‘ETF’’)
and does not seek to replicate the
performance of a specified index.
IndexIQ Advisors LLC (the ‘‘Adviser’’)
is the investment adviser for the Fund.6
The Exchange states that the Adviser is
a not a registered broker-dealer and is
not affiliated with a broker-dealer.7 The
Exchange represents that in the event (a)
any of the Adviser, Wilshire or the
Underlying Managers is or becomes a
broker-dealer or newly affiliated with a
broker-dealer, or (b) any new adviser or
sub-adviser is a registered broker-dealer
or becomes affiliated with a brokerdealer, then, to the extent the brokerdealer or affiliated broker-dealer is not
a limited purpose broker-dealer used for
marketing and not trading purposes, it
will implement a firewall with respect
to its relevant personnel or its brokerdealer affiliate regarding access to
information concerning the composition
and/or changes to a portfolio, and will
be subject to procedures designed to
prevent the use and dissemination of
material non-public information
regarding such portfolio.8
The Bank of New York Mellon
(‘‘Administrator’’) is the administrator,
custodian, transfer agent and securities
lending agent for the Fund. ALPS
5 The Trust is registered under the 1940 Act. On
April 25, 2014, the Trust filed with the Commission
an amendment to its registration statement on Form
N–1A relating to the Fund (File Nos. 333–193560
and 811–22739) (the ‘‘Registration Statement’’). In
addition, the Commission has issued an order
granting certain exemptive relief to the Trust under
the 1940 Act. See Investment Company Act Release
No. 30198 (September 10, 2012) (File No. 812–
13956).
6 An investment adviser to an open-end fund is
required to be registered under the Investment
Advisers Act of 1940 (the ‘‘Advisers Act’’). The
Adviser, Wilshire Associates Incorporated
(‘‘Wilshire’’) and the underlying managers that are
sub-advisers to the Fund (the ‘‘Underlying
Managers’’) are each registered as an investment
adviser under the Advisers Act. Wilshire will be a
sub-adviser to the Fund and, in that role, will
evaluate and recommend strategies and Underlying
Managers to the Adviser for use by the Fund.
Additionally, according to the Exchange, Wilshire
will provide recommendations to the Adviser for
allocating and reallocating Fund assets among the
Underlying Managers. Wilshire will not directly
manage any assets of the Fund, although it may
provide the Adviser or an Underlying Manager with
non-discretionary advice on investment decisions
and underlying positions.
7 See Notice, supra note 4, 79 FR at 72729.
8 See Notice, supra note 4, 79 FR at 72724.
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Distributors Inc. is the distributor for the
Fund.
The Exchange has made the following
representations and statements in
describing the Fund and its strategy and
characteristics, investments, and
investment restrictions.9
asabaliauskas on DSK5VPTVN1PROD with NOTICES
Fund Strategies and Characteristics
According to the Exchange, the Fund
will seek long-term capital appreciation.
Under normal circumstances,10 100% of
the Fund’s assets will be allocated
among the Underlying Managers that
will employ a variety of alternative
investment strategies.11 The Exchange
states that in making these allocations,
the Advisor will seek to combine the
strategies of the Underlying Managers
efficiently and systematically so that the
Fund will generate a positive total
return with relatively low volatility and
low sensitivity or correlation to market
indices.12
The Exchange states that the Fund
and each of its Underlying Managers
may use all or some of the following
strategies in managing the assets of the
Fund: equity hedge (long/short)
strategies, relative value strategies,
global macro strategies, event driven
strategies, opportunistic credit
strategies, tactical trading strategies, and
liquid alternative beta strategies.13 The
Fund and each of its Underlying
Managers may also add additional
strategies in the future. According to the
Exchange, the Advisor may allocate 0 to
100 percent of the Fund’s assets to any
9 The Commission notes that additional
information regarding the IQ Wilshire Alternative
Strategies ETF and its shares; investment objectives;
strategies; methodology and restrictions; risks; fees
and expenses; creations and redemptions of Shares;
availability of information; trading rules and halts;
and surveillance procedures, among other things,
can be found in the Registration Statement and in
the Notice. See Notice, supra note 4, and
Registration Statement, supra note 5, respectively.
10 The term ‘‘under normal circumstances’’
includes, but is not limited to, the absence of
adverse market, economic, political or other
conditions, including extreme volatility or trading
halts in the fixed income markets or the financial
markets generally; operational issues causing
dissemination of inaccurate market information; or
force majeure type events such as systems failure,
natural or man-made disaster, act of God, armed
conflict, act of terrorism, riot or labor disruption or
any similar intervening circumstance.
11 According to the Exchange, the investment of
Fund assets not allocated to the Underlying
Managers may be directly managed by the Advisor,
although the Advisor does not currently intend to
manage a significant portion of the Fund’s assets
directly, and to the extent the Advisor does manage
a portion of the Fund’s assets it would invest such
assets in the same manner as the Underlying
Managers.
12 See Notice, supra note 4, 79 FR at 72724.
13 These strategies are discussed in greater detail
in the Notice and the Registration Statement. See
Notice, supra note 4, and Registration Statement,
supra note 5, respectively.
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of these strategies or any of the
Underlying Managers at any time.
Investments of the Fund
The Exchange states that in
implementing the strategies discussed
above, the Fund will invest in a
portfolio consisting of some or all of the
following instruments:
• Exchange-traded equity securities,
which will consist of common stocks,
preferred stocks, convertible securities,
rights and warrants, depositary receipts,
ETFs, non-ETF exchange-traded
vehicles (‘‘ETVs’’), and partnership
interests, including master limited
partnerships;
• Fixed income securities, which will
consist of debt issued by corporations,14
debt issued by governments, their
agencies, instrumentalities, sponsored
entities, and political subdivisions,
covered bonds, debt participations,
convertible bonds, non-investment
grade securities, senior bank loans,
exchange-traded notes, mortgage-backed
and other asset-backed securities, and
to-be-announced securities;15
• Currencies;
• The following derivative
instruments: futures contracts
(consisting of futures contracts based on
equity or fixed income securities and/or
equity or fixed income indices,
commodities, interest rates and
currencies), swap agreements on any of
the following asset classes: equity, fixed
income, currency and interest rates
(such swaps may be based on the price
return or total return of the referenced
asset), credit default swaps (consisting
of credit default swaps in which the
referenced asset is a single fixed income
security or a group of fixed income
securities), options (consisting of long
and short positions in call options and
put options on indices based on
equities, fixed income securities,
interest rates, currencies or
commodities, individual securities or
currencies, swaptions and options on
futures contracts), forward contracts
(consisting of forward contracts based
on equity or fixed income securities
and/or equity or fixed income indices,
currencies, interest rates, swap forwards
and non-deliverable forwards), and
structured securities (such derivative
14 According to the Exchange, under normal
market circumstances, the Fund generally will seek
to invest in corporate bond issuances in developed
countries that have at least $100,000,000 par
amount outstanding and at least $200,000,000 par
amount outstanding with respect to corporate bond
issuances in emerging market countries. See Notice,
supra note 4, 79 FR at 72725, n. 19.
15 The Fund will seek to gain exposure to U.S.
agency mortgage pass-through securities primarily
through the use of ‘‘to-be-announced securities.’’
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Frm 00086
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instruments, collectively ‘‘Financial
Instruments’’).16
The Exchange states that the Fund
may use leverage (e.g., through the use
of Financial Instruments) to obtain
exposure in excess of 100% in an
investment. The Fund may employ
leverage to increase exposure to the
Fund’s portfolio holdings by up to
100% of the net assets of the Fund to
gain additional exposure to the Fund’s
portfolio holdings, such that the Fund
will have up to 200% net exposure to
its investments.
According to the Exchange, the Fund
may take long and/or short positions in
equity securities, fixed income
securities, commodities 17 and
currencies, among others.
Investment Restrictions
All equity securities will be listed on
a U.S. national securities exchange or a
non-U.S. securities exchange that is a
member of the Intermarket Surveillance
Group (‘‘ISG’’) or a party to a
comprehensive surveillance sharing
agreement with the Exchange; provided,
however, that up to 10% of the assets
of the Fund may be invested in non-U.S.
listed equity securities that do not meet
these requirements.18
All options contracts will be listed on
a U.S. national securities exchange or a
non-U.S. securities exchange that is a
member of ISG or a party to a
comprehensive surveillance sharing
agreement with the Exchange.19
Not more than 20% of the Fund’s
assets will be invested, in the aggregate,
in non-investment grade securities and
structured securities.20
Up to 10% of the weight of the futures
contracts held by the Fund may consist
of futures contracts whose principal
trading market is not a member of ISG
or a party to a comprehensive
surveillance sharing agreement with the
Exchange.21
The Fund may invest up to 20% of its
total assets in mortgage-backed
securities or in other asset-backed
securities, although this 20% limitation
will not apply to U.S. government
securities.22
16 As a result of the Fund’s ability to invest in
Financial Instruments, it may also hold U.S.
Treasury Bills or short-term investments as
collateral for the Financial Instruments, including
money market funds, repurchase agreements, cash
and time deposits.
17 The Fund may gain exposure to commodities
through investments in other investment
companies, ETFs or ETVs.
18 See Notice, supra note 4, 79 FR at 72726.
19 See id.
20 See id.
21 See id.
22 See id.
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asabaliauskas on DSK5VPTVN1PROD with NOTICES
The Fund may hold up to an aggregate
amount of 15% of its net assets in
illiquid assets (calculated at the time of
investment), including Rule 144A
securities.23 The Fund will monitor its
portfolio liquidity on an ongoing basis
to determine whether, in the light of
current circumstances, an adequate
level of liquidity is being maintained,
and will consider taking appropriate
steps in order to maintain adequate
liquidity if, through a change in values,
net assets, or other circumstances, more
than 15% of the Fund’s net assets are
held in illiquid assets.
The Fund will not invest more than
10% of its net assets in unsponsored
depositary receipts.24
III. Discussion and Commission
Findings
After careful review, the Commission
finds that the Exchange’s proposal to list
and trade the Shares is consistent with
the Exchange Act and the rules and
regulations thereunder applicable to a
national securities exchange.25 In
particular, the Commission finds that
the proposed rule change is consistent
with Section 6(b)(5) of the Exchange
Act,26 which requires, among other
things, that the Exchange’s rules be
designed to promote just and equitable
principles of trade, 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.
The Commission finds that the
proposal to list and trade the Shares on
the Exchange is consistent with Section
11A(a)(1)(C)(iii) of the Exchange Act,27
which sets forth Congress’ finding that
it is in the public interest and
appropriate for the protection of
investors and the maintenance of fair
and orderly markets to assure the
availability to brokers, dealers and
investors of information with respect to
quotations for and transactions in
securities. Quotation and last-sale
information for the Shares and
underlying securities that are listed on
a U.S. exchange will be available via the
Consolidated Tape Association highspeed line. Quotation and last-sale
information for such U.S. exchangelisted securities as well as futures will
be available from the exchange on
which they are listed. Quotation and
23 See
id.
id.
25 In approving this proposed rule change, the
Commission has considered the proposed rule’s
impact on efficiency, competition, and capital
formation. See 15 U.S.C. 78c(f).
26 15 U.S.C. 78f(b)(5).
27 15 U.S.C. 78k–1(a)(1)(C)(iii).
24 See
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last sale information for options
contracts will be available via the
Options Price Reporting Authority.
Quotation information for OTC-traded
securities and OTC-traded Financial
Instruments (such as forwards, swaps
and currency-related derivatives), and
investment company securities
(excluding ETFs), may be obtained from
brokers and dealers who make markets
in such securities or through nationally
recognized pricing services through
subscription agreements. Quotation
information from brokers and dealers or
pricing services will be available for
spot and forward currency transactions
held by the Fund. Information regarding
market price and trading volume of the
Shares will be continually available on
a real-time basis throughout the day on
brokers’ computer screens and other
electronic services. Information
regarding the previous day’s closing
price and trading volume information
for the Shares will be published daily in
the financial section of newspapers.
The Commission also believes that the
proposal to list and trade the Shares is
reasonably designed to promote fair
disclosure of information that may be
necessary to price the Shares
appropriately and to prevent trading
when a reasonable degree of
transparency cannot be assured. On
each business day, before
commencement of trading in Shares in
the Core Trading Session (9:30 a.m. to
4:00 p.m., Eastern Time) on the
Exchange, each Fund will disclose on
its Web site the Disclosed Portfolio that
will form the basis for a Fund’s
calculation of NAV at the end of the
business day.28 The Web site
information will be publicly available at
no charge. The NAV will be calculated
by the Administrator and determined
each business day as of the close of
regular trading on the Exchange
(ordinarily 4:00 p.m., Eastern Time).
The Exchange will obtain a
representation from the issuer of the
Shares that the NAV per Share will be
calculated daily and that the NAV and
the Disclosed Portfolio as defined in
NYSE Arca Equities Rule 8.600(c)(2)
will be made available to all market
participants at the same time.29 The
Portfolio Indicative Value of the Fund,
as defined in NYSE Arca Equities Rule
8.600(c)(3), will be widely disseminated
by one or more major market data
28 Under accounting procedures followed by the
Fund, trades made on the prior business day (‘‘T’’)
will be booked and reflected in NAV on the current
business day (‘‘T+1’’). Accordingly, each Fund will
be able to disclose at the beginning of the business
day the portfolio that will form the basis for the
NAV calculation at the end of the business day.
29 See Notice, supra note 4, 79 FR at 72728.
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4329
vendors at least every 15 seconds during
the Core Trading Session.30 The Web
site for the Fund will include a form of
the prospectus for the Fund and
additional data relating to the Fund’s
NAV and other applicable quantitative
information.31
The Exchange represents that trading
in Shares of a Fund will be halted if the
circuit breaker parameters in NYSE Arca
Equities Rule 7.12 have been reached.32
Trading also may be halted because of
market conditions or for reasons that, in
the view of the Exchange, make trading
in the Shares inadvisable.33 Trading in
the Shares will be subject to NYSE Arca
Equities Rule 8.600(d)(2)(D), which sets
forth circumstances under which Shares
may be halted.
The Exchange states that it has a
general policy prohibiting the
distribution of material, non-public
information by its employees.34 The
Exchange states that the Adviser is a not
a registered broker-dealer and is not
affiliated with a broker-dealer. The
Exchange represents that, in the event
(a) the Adviser becomes newly affiliated
with a broker-dealer, or (b) any new
adviser or sub-adviser is a registered
broker-dealer or becomes affiliated with
a broker-dealer, it will implement a
firewall with respect to its relevant
personnel or its broker-dealer affiliate
regarding access to information
concerning the composition and/or
changes to a portfolio, and will be
subject to procedures designed to
prevent the use and dissemination of
material non-public information
regarding such portfolio.
The Financial Industry Regulatory
Authority (‘‘FINRA’’), on behalf of the
Exchange, will communicate as needed
regarding trading in the Shares, equity
securities, exchange-traded options,
futures contracts and options on futures
contracts with other markets that are
members of the ISG and FINRA, on
behalf of the Exchange, may obtain
trading information regarding trading in
the Shares, exchange-traded equities,
exchange-traded options, futures
contracts and options on futures
contracts from such markets. In
30 According to the Exchange, several major
market data vendors display and/or make widely
available Portfolio Indicative Values taken from
Consolidated Tape Association or other data feeds.
See Notice, supra note 4, 79 FR at 72728, n. 26.
31 See Notice, supra note 4, 79 FR at 72729.
32 See Notice, supra note 4, 79 FR at 72728.
33 These may include: (1) The extent to which
trading is not occurring in the securities and/or the
financial instruments comprising the Disclosed
Portfolio of a Fund; or (2) whether other unusual
conditions or circumstances detrimental to the
maintenance of a fair and orderly market are
present. See Notice, supra note 4, 79 FR at 72728.
34 See Notice, supra note 4, 79 FR at 72728.
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addition, the Exchange may obtain
information regarding trading in the
Shares, exchange-traded equities,
exchange-traded options, futures
contracts and options on futures
contracts from markets and other
entities that are members of ISG or with
which the Exchange has in place a
comprehensive surveillance sharing
agreement.35 FINRA, on behalf of the
Exchange, is able to access, as needed,
trade information for certain fixed
income securities held by the Fund
reported to FINRA’s Trade Reporting
and Compliance Engine.
The Commission notes that the Fund
and the Shares must comply with the
requirements of NYSE Arca Equities
Rule 8.600 to be listed and traded on the
Exchange. The Exchange deems the
Shares to be equity securities, thus
rendering trading in the Shares subject
to the Exchange’s existing rules
governing the trading of equity
securities. In support of this proposal,
the Exchange represented that:
(1) The Shares will be subject to
NYSE Arca Equities Rule 8.600, which
sets forth the initial and continued
listing criteria applicable to Managed
Fund Shares.
(2) Trading in the Shares will be
subject to the existing trading
surveillances administered by FINRA on
behalf of the Exchange, which are
designed to detect violations of
Exchange rules and applicable federal
securities laws, and these procedures
are adequate to properly monitor
Exchange trading of the Shares in all
trading sessions and to detect and help
deter violations of Exchange rules and
applicable federal securities laws.
(3) The Exchange has appropriate
rules to facilitate transactions in the
Shares during all trading sessions.
(4) Prior to the commencement of
trading, the Exchange will inform its
Equity Trading Permit (‘‘ETP’’) Holders
in an Information Bulletin (‘‘Bulletin’’)
of the special characteristics and risks
associated with trading the Shares.
Specifically, the Bulletin will discuss
the following: (a) The procedures for
purchases and redemptions of Shares in
creation unit aggregations (and that
Shares are not individually redeemable);
(b) NYSE Arca Equities Rule 9.2(a),
which imposes a duty of due diligence
on its ETP Holders to learn the essential
facts relating to every customer prior to
trading the Shares; (c) the risks involved
in trading the Shares during the
Opening and Late Trading Sessions
when an updated Portfolio Indicative
Value will not be calculated or publicly
a list of the current members of ISG, see
www.isgportal.org.
disseminated; (d) how information
regarding the Portfolio Indicative Value
is disseminated; (e) the requirement that
ETP Holders deliver a prospectus to
investors purchasing newly issued
Shares prior to or concurrently with the
confirmation of a transaction; and (f)
trading information.
(5) For initial and/or continued
listing, the Trust will be in compliance
with Rule 10A–3 36 under the Act, as
provided by NYSE Arca Equities Rule
5.3.
(6) All equity securities will be listed
on a U.S. national securities exchange or
a non-U.S. securities exchange that is a
member of the ISG or a party to a
comprehensive surveillance sharing
agreement with the Exchange; provided,
however, that up to 10% of the assets
of the Fund may be invested in non-U.S.
listed equity securities that do not meet
these requirements.
(7) All options contracts will be listed
on a U.S. national securities exchange or
a non-U.S. securities exchange that is a
member of ISG or a party to a
comprehensive surveillance sharing
agreement with the Exchange.
(8) Not more than 20% of the Fund’s
assets will be invested, in the aggregate,
in non-investment grade securities and
structured securities.
(9) Not more than 10% of the weight
of the futures contracts held by the
Fund may consist of futures contracts
whose principal trading market is not a
member of ISG or a party to a
comprehensive surveillance sharing
agreement with the Exchange.
(10) The Fund may invest no more
than 20% of its total assets in mortgagebacked securities or in other assetbacked securities, although this 20%
limitation will not apply to U.S.
government securities.
(11) The Fund may hold up to an
aggregate amount of 15% of its net
assets in illiquid securities, including
Rule 144A securities.
(12) The Fund will not invest more
than 10% of its net assets in
unsponsored depository receipts will
not exceed 10% of a Fund’s net assets
(13) A minimum of 100,000 Shares
will be outstanding at the
commencement of trading on the
Exchange.
This approval order is based on all of
the Exchange’s representations,
including those set forth above and in
the Notice, and the Exchange’s
descriptions of the Funds. For the
foregoing reasons, the Commission finds
that the proposed rule change is
consistent with Section 6(b)(5) of the
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IV. Conclusion
It is therefore ordered, pursuant to
Section 19(b)(2) of the Exchange Act,38
that the proposed rule change (SR–
NYSEArca-2014–134) is hereby
approved.39
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015–01376 Filed 1–26–15; 8:45 am]
BILLING CODE 8011–01–P
DEPARTMENT OF STATE
[Public Notice 9013]
Culturally Significant Objects Imported
for Exhibition Determinations:
‘‘Coypel’s Don Quixote Tapestries:
Illustrating a Spanish Novel in 18thCentury France’’
Notice is hereby given of the
following determinations: Pursuant to
the authority vested in me by the Act of
October 19, 1965 (79 Stat. 985; 22 U.S.C.
2459), Executive Order 12047 of March
27, 1978, the Foreign Affairs Reform and
Restructuring Act of 1998 (112 Stat.
2681, et seq.; 22 U.S.C. 6501 note, et
seq.), Delegation of Authority No. 234 of
October 1, 1999, and Delegation of
Authority No. 236–3 of August 28, 2000
(and, as appropriate, Delegation of
Authority No. 257 of April 15, 2003), I
hereby determine that the objects to be
included in the exhibition ‘‘Coypel’s
Don Quixote Tapestries: Illustrating a
Spanish Novel in 18th-Century France,’’
imported from abroad for temporary
exhibition within the United States, are
of cultural significance. The objects are
imported pursuant to loan agreements
with the foreign owners or custodians.
I also determine that the exhibition or
display of the exhibit objects at The
Frick Collection, New York, New York,
from on or about February 25, 2015,
until on or about May 17, 2015, and at
possible additional exhibitions or
venues yet to be determined, is in the
national interest. I have ordered that
Public Notice of these Determinations
be published in the Federal Register.
FOR FURTHER INFORMATION CONTACT: For
further information, including a list of
the imported objects, contact Paul W.
Manning, Attorney-Adviser, Office of
SUMMARY:
37 15
U.S.C. 78f(b)(5).
U.S.C. 78s(b)(2).
39 17 CFR 200.30–3(a)(12).
38 15
35 For
VerDate Sep<11>2014
Act 37 and the rules and regulations
thereunder applicable to a national
securities exchange.
36 17
PO 00000
CFR 240.10A–3.
Frm 00088
Fmt 4703
Sfmt 4703
E:\FR\FM\27JAN1.SGM
27JAN1
Agencies
[Federal Register Volume 80, Number 17 (Tuesday, January 27, 2015)]
[Notices]
[Pages 4327-4330]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2015-01376]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-74109; File No. SR-NYSE-Arca-2014-134]
Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving a
Proposed Rule Change To List and Trade Shares of the IQ Wilshire
Alternative Strategies ETF Under NYSE Arca Equities Rule 8.600
January 21, 2015.
I. Introduction
On November 18, 2014, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE
Arca'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) \1\ of the Securities
Exchange Act of 1934 (``Act'' or ``Exchange Act'') \2\ and Rule 19b-4
thereunder,\3\ a proposed rule change to list and trade shares
(``Shares'') of the IQ Wilshire Alternative Strategies ETF (the
``Fund'') under NYSE Arca Equities Rule 8.600. The proposed rule change
was published for comment in the Federal Register on December 8,
2014.\4\ The Commission received no comments on the proposed rule
change. This order approves the proposed rule change.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
\4\ See Securities Exchange Act Release No. 73716 (December 2,
2014), 79 FR 72723 (``Notice'').
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II. Description of the Proposal
The Exchange proposes to list and trade the Shares under NYSE Arca
Equities Rule 8.600, which governs the listing and trading of Managed
Fund Shares on the Exchange. The Fund is a series of the IndexIQ Active
ETF Trust (the ``Trust'').\5\ The Fund is an actively-managed exchange-
traded fund (``ETF'') and does not seek to replicate the performance of
a specified index.
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\5\ The Trust is registered under the 1940 Act. On April 25,
2014, the Trust filed with the Commission an amendment to its
registration statement on Form N-1A relating to the Fund (File Nos.
333-193560 and 811-22739) (the ``Registration Statement''). In
addition, the Commission has issued an order granting certain
exemptive relief to the Trust under the 1940 Act. See Investment
Company Act Release No. 30198 (September 10, 2012) (File No. 812-
13956).
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IndexIQ Advisors LLC (the ``Adviser'') is the investment adviser
for the Fund.\6\ The Exchange states that the Adviser is a not a
registered broker-dealer and is not affiliated with a broker-dealer.\7\
The Exchange represents that in the event (a) any of the Adviser,
Wilshire or the Underlying Managers is or becomes a broker-dealer or
newly affiliated with a broker-dealer, or (b) any new adviser or sub-
adviser is a registered broker-dealer or becomes affiliated with a
broker-dealer, then, to the extent the broker-dealer or affiliated
broker-dealer is not a limited purpose broker-dealer used for marketing
and not trading purposes, it will implement a firewall with respect to
its relevant personnel or its broker-dealer affiliate regarding access
to information concerning the composition and/or changes to a
portfolio, and will be subject to procedures designed to prevent the
use and dissemination of material non-public information regarding such
portfolio.\8\
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\6\ An investment adviser to an open-end fund is required to be
registered under the Investment Advisers Act of 1940 (the ``Advisers
Act''). The Adviser, Wilshire Associates Incorporated (``Wilshire'')
and the underlying managers that are sub-advisers to the Fund (the
``Underlying Managers'') are each registered as an investment
adviser under the Advisers Act. Wilshire will be a sub-adviser to
the Fund and, in that role, will evaluate and recommend strategies
and Underlying Managers to the Adviser for use by the Fund.
Additionally, according to the Exchange, Wilshire will provide
recommendations to the Adviser for allocating and reallocating Fund
assets among the Underlying Managers. Wilshire will not directly
manage any assets of the Fund, although it may provide the Adviser
or an Underlying Manager with non-discretionary advice on investment
decisions and underlying positions.
\7\ See Notice, supra note 4, 79 FR at 72729.
\8\ See Notice, supra note 4, 79 FR at 72724.
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The Bank of New York Mellon (``Administrator'') is the
administrator, custodian, transfer agent and securities lending agent
for the Fund. ALPS
[[Page 4328]]
Distributors Inc. is the distributor for the Fund.
The Exchange has made the following representations and statements
in describing the Fund and its strategy and characteristics,
investments, and investment restrictions.\9\
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\9\ The Commission notes that additional information regarding
the IQ Wilshire Alternative Strategies ETF and its shares;
investment objectives; strategies; methodology and restrictions;
risks; fees and expenses; creations and redemptions of Shares;
availability of information; trading rules and halts; and
surveillance procedures, among other things, can be found in the
Registration Statement and in the Notice. See Notice, supra note 4,
and Registration Statement, supra note 5, respectively.
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Fund Strategies and Characteristics
According to the Exchange, the Fund will seek long-term capital
appreciation. Under normal circumstances,\10\ 100% of the Fund's assets
will be allocated among the Underlying Managers that will employ a
variety of alternative investment strategies.\11\ The Exchange states
that in making these allocations, the Advisor will seek to combine the
strategies of the Underlying Managers efficiently and systematically so
that the Fund will generate a positive total return with relatively low
volatility and low sensitivity or correlation to market indices.\12\
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\10\ The term ``under normal circumstances'' includes, but is
not limited to, the absence of adverse market, economic, political
or other conditions, including extreme volatility or trading halts
in the fixed income markets or the financial markets generally;
operational issues causing dissemination of inaccurate market
information; or force majeure type events such as systems failure,
natural or man-made disaster, act of God, armed conflict, act of
terrorism, riot or labor disruption or any similar intervening
circumstance.
\11\ According to the Exchange, the investment of Fund assets
not allocated to the Underlying Managers may be directly managed by
the Advisor, although the Advisor does not currently intend to
manage a significant portion of the Fund's assets directly, and to
the extent the Advisor does manage a portion of the Fund's assets it
would invest such assets in the same manner as the Underlying
Managers.
\12\ See Notice, supra note 4, 79 FR at 72724.
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The Exchange states that the Fund and each of its Underlying
Managers may use all or some of the following strategies in managing
the assets of the Fund: equity hedge (long/short) strategies, relative
value strategies, global macro strategies, event driven strategies,
opportunistic credit strategies, tactical trading strategies, and
liquid alternative beta strategies.\13\ The Fund and each of its
Underlying Managers may also add additional strategies in the future.
According to the Exchange, the Advisor may allocate 0 to 100 percent of
the Fund's assets to any of these strategies or any of the Underlying
Managers at any time.
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\13\ These strategies are discussed in greater detail in the
Notice and the Registration Statement. See Notice, supra note 4, and
Registration Statement, supra note 5, respectively.
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Investments of the Fund
The Exchange states that in implementing the strategies discussed
above, the Fund will invest in a portfolio consisting of some or all of
the following instruments:
Exchange-traded equity securities, which will consist of
common stocks, preferred stocks, convertible securities, rights and
warrants, depositary receipts, ETFs, non-ETF exchange-traded vehicles
(``ETVs''), and partnership interests, including master limited
partnerships;
Fixed income securities, which will consist of debt issued
by corporations,\14\ debt issued by governments, their agencies,
instrumentalities, sponsored entities, and political subdivisions,
covered bonds, debt participations, convertible bonds, non-investment
grade securities, senior bank loans, exchange-traded notes, mortgage-
backed and other asset-backed securities, and to-be-announced
securities;\15\
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\14\ According to the Exchange, under normal market
circumstances, the Fund generally will seek to invest in corporate
bond issuances in developed countries that have at least
$100,000,000 par amount outstanding and at least $200,000,000 par
amount outstanding with respect to corporate bond issuances in
emerging market countries. See Notice, supra note 4, 79 FR at 72725,
n. 19.
\15\ The Fund will seek to gain exposure to U.S. agency mortgage
pass-through securities primarily through the use of ``to-be-
announced securities.''
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Currencies;
The following derivative instruments: futures contracts
(consisting of futures contracts based on equity or fixed income
securities and/or equity or fixed income indices, commodities, interest
rates and currencies), swap agreements on any of the following asset
classes: equity, fixed income, currency and interest rates (such swaps
may be based on the price return or total return of the referenced
asset), credit default swaps (consisting of credit default swaps in
which the referenced asset is a single fixed income security or a group
of fixed income securities), options (consisting of long and short
positions in call options and put options on indices based on equities,
fixed income securities, interest rates, currencies or commodities,
individual securities or currencies, swaptions and options on futures
contracts), forward contracts (consisting of forward contracts based on
equity or fixed income securities and/or equity or fixed income
indices, currencies, interest rates, swap forwards and non-deliverable
forwards), and structured securities (such derivative instruments,
collectively ``Financial Instruments'').\16\
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\16\ As a result of the Fund's ability to invest in Financial
Instruments, it may also hold U.S. Treasury Bills or short-term
investments as collateral for the Financial Instruments, including
money market funds, repurchase agreements, cash and time deposits.
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The Exchange states that the Fund may use leverage (e.g., through
the use of Financial Instruments) to obtain exposure in excess of 100%
in an investment. The Fund may employ leverage to increase exposure to
the Fund's portfolio holdings by up to 100% of the net assets of the
Fund to gain additional exposure to the Fund's portfolio holdings, such
that the Fund will have up to 200% net exposure to its investments.
According to the Exchange, the Fund may take long and/or short
positions in equity securities, fixed income securities, commodities
\17\ and currencies, among others.
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\17\ The Fund may gain exposure to commodities through
investments in other investment companies, ETFs or ETVs.
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Investment Restrictions
All equity securities will be listed on a U.S. national securities
exchange or a non-U.S. securities exchange that is a member of the
Intermarket Surveillance Group (``ISG'') or a party to a comprehensive
surveillance sharing agreement with the Exchange; provided, however,
that up to 10% of the assets of the Fund may be invested in non-U.S.
listed equity securities that do not meet these requirements.\18\
---------------------------------------------------------------------------
\18\ See Notice, supra note 4, 79 FR at 72726.
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All options contracts will be listed on a U.S. national securities
exchange or a non-U.S. securities exchange that is a member of ISG or a
party to a comprehensive surveillance sharing agreement with the
Exchange.\19\
---------------------------------------------------------------------------
\19\ See id.
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Not more than 20% of the Fund's assets will be invested, in the
aggregate, in non-investment grade securities and structured
securities.\20\
---------------------------------------------------------------------------
\20\ See id.
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Up to 10% of the weight of the futures contracts held by the Fund
may consist of futures contracts whose principal trading market is not
a member of ISG or a party to a comprehensive surveillance sharing
agreement with the Exchange.\21\
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\21\ See id.
---------------------------------------------------------------------------
The Fund may invest up to 20% of its total assets in mortgage-
backed securities or in other asset-backed securities, although this
20% limitation will not apply to U.S. government securities.\22\
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\22\ See id.
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[[Page 4329]]
The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid assets (calculated at the time of investment),
including Rule 144A securities.\23\ The Fund will monitor its portfolio
liquidity on an ongoing basis to determine whether, in the light of
current circumstances, an adequate level of liquidity is being
maintained, and will consider taking appropriate steps in order to
maintain adequate liquidity if, through a change in values, net assets,
or other circumstances, more than 15% of the Fund's net assets are held
in illiquid assets.
---------------------------------------------------------------------------
\23\ See id.
---------------------------------------------------------------------------
The Fund will not invest more than 10% of its net assets in
unsponsored depositary receipts.\24\
---------------------------------------------------------------------------
\24\ See id.
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III. Discussion and Commission Findings
After careful review, the Commission finds that the Exchange's
proposal to list and trade the Shares is consistent with the Exchange
Act and the rules and regulations thereunder applicable to a national
securities exchange.\25\ In particular, the Commission finds that the
proposed rule change is consistent with Section 6(b)(5) of the Exchange
Act,\26\ which requires, among other things, that the Exchange's rules
be designed to promote just and equitable principles of trade, 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.
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\25\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
\26\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Commission finds that the proposal to list and trade the Shares
on the Exchange is consistent with Section 11A(a)(1)(C)(iii) of the
Exchange Act,\27\ which sets forth Congress' finding that it is in the
public interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers and investors of information with respect to
quotations for and transactions in securities. Quotation and last-sale
information for the Shares and underlying securities that are listed on
a U.S. exchange will be available via the Consolidated Tape Association
high-speed line. Quotation and last-sale information for such U.S.
exchange-listed securities as well as futures will be available from
the exchange on which they are listed. Quotation and last sale
information for options contracts will be available via the Options
Price Reporting Authority.
---------------------------------------------------------------------------
\27\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
---------------------------------------------------------------------------
Quotation information for OTC-traded securities and OTC-traded
Financial Instruments (such as forwards, swaps and currency-related
derivatives), and investment company securities (excluding ETFs), may
be obtained from brokers and dealers who make markets in such
securities or through nationally recognized pricing services through
subscription agreements. Quotation information from brokers and dealers
or pricing services will be available for spot and forward currency
transactions held by the Fund. Information regarding market price and
trading volume of the Shares will be continually available on a real-
time basis throughout the day on brokers' computer screens and other
electronic services. Information regarding the previous day's closing
price and trading volume information for the Shares will be published
daily in the financial section of newspapers.
The Commission also believes that the proposal to list and trade
the Shares is reasonably designed to promote fair disclosure of
information that may be necessary to price the Shares appropriately and
to prevent trading when a reasonable degree of transparency cannot be
assured. On each business day, before commencement of trading in Shares
in the Core Trading Session (9:30 a.m. to 4:00 p.m., Eastern Time) on
the Exchange, each Fund will disclose on its Web site the Disclosed
Portfolio that will form the basis for a Fund's calculation of NAV at
the end of the business day.\28\ The Web site information will be
publicly available at no charge. The NAV will be calculated by the
Administrator and determined each business day as of the close of
regular trading on the Exchange (ordinarily 4:00 p.m., Eastern Time).
The Exchange will obtain a representation from the issuer of the Shares
that the NAV per Share will be calculated daily and that the NAV and
the Disclosed Portfolio as defined in NYSE Arca Equities Rule
8.600(c)(2) will be made available to all market participants at the
same time.\29\ The Portfolio Indicative Value of the Fund, as defined
in NYSE Arca Equities Rule 8.600(c)(3), will be widely disseminated by
one or more major market data vendors at least every 15 seconds during
the Core Trading Session.\30\ The Web site for the Fund will include a
form of the prospectus for the Fund and additional data relating to the
Fund's NAV and other applicable quantitative information.\31\
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\28\ Under accounting procedures followed by the Fund, trades
made on the prior business day (``T'') will be booked and reflected
in NAV on the current business day (``T+1''). Accordingly, each Fund
will be able to disclose at the beginning of the business day the
portfolio that will form the basis for the NAV calculation at the
end of the business day.
\29\ See Notice, supra note 4, 79 FR at 72728.
\30\ According to the Exchange, several major market data
vendors display and/or make widely available Portfolio Indicative
Values taken from Consolidated Tape Association or other data feeds.
See Notice, supra note 4, 79 FR at 72728, n. 26.
\31\ See Notice, supra note 4, 79 FR at 72729.
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The Exchange represents that trading in Shares of a Fund will be
halted if the circuit breaker parameters in NYSE Arca Equities Rule
7.12 have been reached.\32\ Trading also may be halted because of
market conditions or for reasons that, in the view of the Exchange,
make trading in the Shares inadvisable.\33\ Trading in the Shares will
be subject to NYSE Arca Equities Rule 8.600(d)(2)(D), which sets forth
circumstances under which Shares may be halted.
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\32\ See Notice, supra note 4, 79 FR at 72728.
\33\ These may include: (1) The extent to which trading is not
occurring in the securities and/or the financial instruments
comprising the Disclosed Portfolio of a Fund; or (2) whether other
unusual conditions or circumstances detrimental to the maintenance
of a fair and orderly market are present. See Notice, supra note 4,
79 FR at 72728.
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The Exchange states that it has a general policy prohibiting the
distribution of material, non-public information by its employees.\34\
The Exchange states that the Adviser is a not a registered broker-
dealer and is not affiliated with a broker-dealer. The Exchange
represents that, in the event (a) the Adviser becomes newly affiliated
with a broker-dealer, or (b) any new adviser or sub-adviser is a
registered broker-dealer or becomes affiliated with a broker-dealer, it
will implement a firewall with respect to its relevant personnel or its
broker-dealer affiliate regarding access to information concerning the
composition and/or changes to a portfolio, and will be subject to
procedures designed to prevent the use and dissemination of material
non-public information regarding such portfolio.
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\34\ See Notice, supra note 4, 79 FR at 72728.
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The Financial Industry Regulatory Authority (``FINRA''), on behalf
of the Exchange, will communicate as needed regarding trading in the
Shares, equity securities, exchange-traded options, futures contracts
and options on futures contracts with other markets that are members of
the ISG and FINRA, on behalf of the Exchange, may obtain trading
information regarding trading in the Shares, exchange-traded equities,
exchange-traded options, futures contracts and options on futures
contracts from such markets. In
[[Page 4330]]
addition, the Exchange may obtain information regarding trading in the
Shares, exchange-traded equities, exchange-traded options, futures
contracts and options on futures contracts from markets and other
entities that are members of ISG or with which the Exchange has in
place a comprehensive surveillance sharing agreement.\35\ FINRA, on
behalf of the Exchange, is able to access, as needed, trade information
for certain fixed income securities held by the Fund reported to
FINRA's Trade Reporting and Compliance Engine.
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\35\ For a list of the current members of ISG, see
www.isgportal.org.
---------------------------------------------------------------------------
The Commission notes that the Fund and the Shares must comply with
the requirements of NYSE Arca Equities Rule 8.600 to be listed and
traded on the Exchange. The Exchange deems the Shares to be equity
securities, thus rendering trading in the Shares subject to the
Exchange's existing rules governing the trading of equity securities.
In support of this proposal, the Exchange represented that:
(1) The Shares will be subject to NYSE Arca Equities Rule 8.600,
which sets forth the initial and continued listing criteria applicable
to Managed Fund Shares.
(2) Trading in the Shares will be subject to the existing trading
surveillances administered by FINRA on behalf of the Exchange, which
are designed to detect violations of Exchange rules and applicable
federal securities laws, and these procedures are adequate to properly
monitor Exchange trading of the Shares in all trading sessions and to
detect and help deter violations of Exchange rules and applicable
federal securities laws.
(3) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.
(4) Prior to the commencement of trading, the Exchange will inform
its Equity Trading Permit (``ETP'') Holders in an Information Bulletin
(``Bulletin'') of the special characteristics and risks associated with
trading the Shares. Specifically, the Bulletin will discuss the
following: (a) The procedures for purchases and redemptions of Shares
in creation unit aggregations (and that Shares are not individually
redeemable); (b) NYSE Arca Equities Rule 9.2(a), which imposes a duty
of due diligence on its ETP Holders to learn the essential facts
relating to every customer prior to trading the Shares; (c) the risks
involved in trading the Shares during the Opening and Late Trading
Sessions when an updated Portfolio Indicative Value will not be
calculated or publicly disseminated; (d) how information regarding the
Portfolio Indicative Value is disseminated; (e) the requirement that
ETP Holders deliver a prospectus to investors purchasing newly issued
Shares prior to or concurrently with the confirmation of a transaction;
and (f) trading information.
(5) For initial and/or continued listing, the Trust will be in
compliance with Rule 10A-3 \36\ under the Act, as provided by NYSE Arca
Equities Rule 5.3.
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\36\ 17 CFR 240.10A-3.
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(6) All equity securities will be listed on a U.S. national
securities exchange or a non-U.S. securities exchange that is a member
of the ISG or a party to a comprehensive surveillance sharing agreement
with the Exchange; provided, however, that up to 10% of the assets of
the Fund may be invested in non-U.S. listed equity securities that do
not meet these requirements.
(7) All options contracts will be listed on a U.S. national
securities exchange or a non-U.S. securities exchange that is a member
of ISG or a party to a comprehensive surveillance sharing agreement
with the Exchange.
(8) Not more than 20% of the Fund's assets will be invested, in the
aggregate, in non-investment grade securities and structured
securities.
(9) Not more than 10% of the weight of the futures contracts held
by the Fund may consist of futures contracts whose principal trading
market is not a member of ISG or a party to a comprehensive
surveillance sharing agreement with the Exchange.
(10) The Fund may invest no more than 20% of its total assets in
mortgage-backed securities or in other asset-backed securities,
although this 20% limitation will not apply to U.S. government
securities.
(11) The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid securities, including Rule 144A securities.
(12) The Fund will not invest more than 10% of its net assets in
unsponsored depository receipts will not exceed 10% of a Fund's net
assets
(13) A minimum of 100,000 Shares will be outstanding at the
commencement of trading on the Exchange.
This approval order is based on all of the Exchange's
representations, including those set forth above and in the Notice, and
the Exchange's descriptions of the Funds. For the foregoing reasons,
the Commission finds that the proposed rule change is consistent with
Section 6(b)(5) of the Act \37\ and the rules and regulations
thereunder applicable to a national securities exchange.
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\37\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
IV. Conclusion
It is therefore ordered, pursuant to Section 19(b)(2) of the
Exchange Act,\38\ that the proposed rule change (SR-NYSEArca-2014-134)
is hereby approved.\39\
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\38\ 15 U.S.C. 78s(b)(2).
\39\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015-01376 Filed 1-26-15; 8:45 am]
BILLING CODE 8011-01-P