Self-Regulatory Organizations; NYSE Arca, Inc.; Order Instituting Proceedings To Determine Whether To Approve or Disapprove Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Global Currency Gold Fund Under NYSE Arca Equities Rule 8.201, 78791-78793 [2015-31680]

Download as PDF Federal Register / Vol. 80, No. 242 / Thursday, December 17, 2015 / Notices SECURITIES AND EXCHANGE COMMISSION [Release No. 34–76630; File No. SR– NYSEArca–2015–76] Self-Regulatory Organizations; NYSE Arca, Inc.; Order Instituting Proceedings To Determine Whether To Approve or Disapprove Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Global Currency Gold Fund Under NYSE Arca Equities Rule 8.201 December 11, 2015. On August 28, 2015, NYSE Arca, Inc. (‘‘Exchange’’) 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 Global Currency Gold Fund under NYSE Arca Equities Rule 8.201. The proposed rule change was published for comment in the Federal Register on September 16, 2015.3 On September 29, 2015, the Exchange submitted Amendment No. 1 on the proposed rule change.4 On October 28, 2015, pursuant to Section 19(b)(2) of the Act,5 the Commission designated a longer period within which to approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether to disapprove the proposed rule change.6 The Commission has not received any comments on the proposal, as modified by Amendment No. 1. This order institutes proceedings under Section 19(b)(2)(B) of the Act 7 to determine whether to approve or disapprove the proposed rule change, as modified by Amendment No. 1. 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 See Securities Exchange Act Release No. 75900 (September 11, 2015), 80 FR 55674 (‘‘Notice’’). 4 In Amendment No. 1, the Exchange: (1) Identified weightings of each currency referenced in the Index; (2) supplemented its description of the method of calculation for the Spot Rate; (3) clarified when the Fund may suspend the right of redemption or postpone the redemption settlement date. Amendment No. 1 is available at: https:// www.sec.gov/rules/sro/nysearca/2015/34-75900amendment1.pdf. 5 15 U.S.C. 78s(b)(2). 6 See Securities Exchange Act Release No. 75945, 80 FR 57645 (Sept. 24, 2015). The Commission designated a longer period within which to take action on the proposed rule change and designated December 15, 2015, as the date by which it should approve, disapprove, or institute proceedings to determine whether to disapprove the proposed rule change. 7 15 U.S.C. 78s(b)(2)(B). asabaliauskas on DSK5VPTVN1PROD with NOTICES 2 17 VerDate Sep<11>2014 16:53 Dec 16, 2015 Jkt 238001 I. The Exchange’s Description of Proposal 8 The Exchange proposes to list and trade (‘‘Shares’’) of the Global Currency Gold Fund (the ‘‘Fund’’),9 a series of the Global Gold Currency Trust (Trust’’), under NYSE Arca Equities Rule 8.201, which governs the listing and trading of Commodity-Based Trust Shares.10 The Sponsor of the Fund and the Trust will be WGC USA Asset Management Company, LLC (the ‘‘Sponsor’’). BNY Mellon Asset Servicing, a division of The Bank of New York Mellon, will be the Fund’s administrator (‘‘Administrator’’), transfer agent (‘‘Transfer Agent’’) and custodian (‘‘Custodian’’) and will not be affiliated with the Trust, the Fund or the Sponsor. Although investors will purchase Shares with U.S. dollars, the Fund is designed to provide investors with the economic effect of holding gold in terms of a specific basket of major, non-U.S. currencies, such as the euro, Japanese yen and British pound (each, a ‘‘Reference Currency’’), rather than the U.S. dollar. Specifically, the Fund will seek to track the performance of the Global Gold Index (ex-USD), less Fund expenses. The Global Gold Index (exUSD), or the ‘‘Index’’, represents the daily performance of a long position in physical gold and a short position in each of the Reference Currencies, and is designed to measure daily gold bullion returns as though an investor had invested in Gold 11 in terms of the Reference Currencies reflected in the Index. The Fund is a passive investment vehicle and is designed to track the performance of the Index. The Fund’s holdings generally will consist entirely of Gold, and substantially all of the Fund’s Gold holdings will be delivered by authorized participants in exchange for Shares. The Fund will not hold any of the Reference Currencies, and generally will not hold U.S. dollars 8 A complete description of the proposal can be found in the Notice. See Notice, supra note 3 (available at: https://www.sec.gov/rules/sro/ nysearca/2015/34-75900.pdf). 9 On August 28, 2015, the Trust filed with the Commission a registration statement on Form S–1 under the Securities Act of 1933 (‘‘1933 Act’’) relating to the Fund (File No. 333–206640) (‘‘Registration Statement’’). The Fund will not be registered as an investment company under the Investment Company Act of 1940 and is not required to register under such act. 15 U.S.C. 80a– 1. 10 Commodity-Based Trust Shares are securities issued by a trust that represent investors’ discrete identifiable and undivided beneficial ownership interest in the commodities deposited into the Trust. 11 ‘‘Gold’’ means gold bullion meeting the requirements of London Good Delivery Standards. PO 00000 Frm 00084 Fmt 4703 Sfmt 4703 78791 (except from time to time in very limited amounts to pay expenses). The Administrator will determine the net asset value (‘‘NAV’’) of the Shares each Business Day, unless there is a market disruption or extraordinary event.12 The NAV of the Shares represents the aggregate value of the Fund’s assets (which include gold payable, but not yet delivered, to the Fund) less its liabilities (which include accrued but unpaid fees and expenses). The NAV of the Fund will be calculated based on the price of Gold per ounce applied against the number of ounces of Gold owned by the Fund. The number of ounces of Gold held by the Fund is adjusted up or down on a daily basis to reflect the U.S. dollar value of currency gains or losses based on changes in the value of the Reference Currencies against the U.S. dollar. The number of ounces of Gold held by the Fund also reflects the amount of Gold delivered into (or out of) the Fund on a daily basis by authorized participants creating and redeeming Shares. In determining the Fund’s NAV, the Administrator generally will value the Gold held by the Fund based on the LBMA Gold Price PM 13 for an ounce of Gold (though other sources may be used if the LBMA Gold Price PM is delayed or unavailable). Although the Fund will not hold the Reference Currencies, the Gold Delivery Provider 14 generally will value the Reference Currencies based on the rates in effect as of the WMR FX Fixing Time.15 Unless there is a market 12 See Notice, supra note 3 at 55678. Index values Gold on a daily basis using the ‘‘Gold Price.’’ The Gold Price generally is the LBMA Gold Price PM (though other sources may be used if the LBMA Gold Price PM is delayed or unavailable). The ‘‘LBMA Gold Price’’ means the price per troy ounce of Gold stated in U.S. dollars as set via an electronic auction process run twice daily at 10:30 a.m. and 3:00 p.m., London time each Business Day as calculated and administered by ICE Benchmark Administration Limited (‘‘IBA’’) and published by LBMA on its Web site. The ‘‘LBMA Gold Price PM’’ is the 3:00 p.m. LBMA Gold Price. IBA, an independent specialist benchmark administrator, provides the price platform, methodology and the overall administration and governance for the LBMA Gold Price. Id. 14 The Fund will deliver Gold to, or receive Gold from, the Gold Delivery Provider each Business Day. The amount of Gold transferred will be equivalent to the Fund’s profit or loss as if the Fund had exchanged the Reference Currencies, in the proportion in which they are reflected in the Index, for U.S. dollars in an amount equal to the Fund’s declared holdings of Gold on such day. The Fund does not intend to enter into any other Gold transactions other than with the Gold Delivery Provider (except that the Fund may sell Gold to cover Fund expenses), and the Fund does not intend to hold any Reference Currency or enter into any currency transactions. See Notice, supra note 3 at 55675. 15 The ‘‘WMR FX Fixing Time’’ is the time the Reference Currency prices are published, which generally is at 4:00 p.m., London Time. 13 The E:\FR\FM\17DEN1.SGM 17DEN1 78792 Federal Register / Vol. 80, No. 242 / Thursday, December 17, 2015 / Notices asabaliauskas on DSK5VPTVN1PROD with NOTICES disruption or extraordinary event, NAV generally will be calculated as of 4:00 p.m., London time. The Exchange deems the Shares to be equity securities, thus rendering trading in the Fund subject to the Exchange’s existing rules governing the trading of equity securities.16 The Fund will be subject to the criteria in NYSE Arca Equities Rule 8.201(e) for initial and continued listing of the Shares. A minimum of 100,000 Shares will be required to be outstanding at the start of trading. The Exchange believes that the anticipated minimum number of Shares outstanding at the start of trading is sufficient to provide adequate market liquidity.17 Trading in the Shares will be subject to the existing trading surveillances, administered by the Financial Industry Regulatory Authority (‘‘FINRA’’) on behalf of the Exchange, which are designed to detect violations of Exchange rules and applicable federal securities laws.18 The Exchange represents that these procedures are adequate to properly monitor Exchange trading of the Shares in all trading sessions and to deter and detect violations of Exchange rules and federal securities laws applicable to trading on the Exchange.19 FINRA, on behalf of the Exchange, will communicate as needed regarding trading in the Shares with other markets and other entities that are members of the Intermarket Surveillance Group (‘‘ISG’’), and FINRA, on behalf of the Exchange, may obtain trading information regarding trading in the Shares from such markets and other entities. In addition, the Exchange may obtain information regarding trading in the Shares from markets and other entities that are members of ISG or with which the Exchange has in place a comprehensive surveillance sharing agreement.20 Also, pursuant to NYSE Arca Equities Rule 8.201(g), the Exchange is able to obtain information regarding trading in the Shares and the underlying gold, gold futures contracts, options on gold futures, or any other gold derivative, through equity trading permit holders (‘‘ETP Holders’’) acting as registered market makers, in connection with such ETP Holders’ proprietary or customer 16 See Notice, supra note 3 at 55681. 17 Id. 18 FINRA surveils trading on the Exchange pursuant to a regulatory services agreement. The Exchange is responsible for FINRA’s performance under this regulatory services agreement. Id. 19 Id. 20 For a list of the current members of ISG, see www.isgportal.org. VerDate Sep<11>2014 16:53 Dec 16, 2015 Jkt 238001 trades through ETP Holders which they effect on any relevant market. In addition, the Exchange also has a general policy prohibiting the distribution of material, non-public information by its employees. II. Proceedings To Determine Whether To Approve or Disapprove SR– NYSEArca-2015-76 and Grounds for Disapproval Under Consideration The Commission is instituting proceedings pursuant to Section 19(b)(2)(B) of the Act 21 to determine whether the proposed rule change, as modified by Amendment No. 1, should be approved or disapproved. Institution of such proceedings is appropriate at this time in view of the legal and policy issues raised by the proposed rule change, as modified by Amendment No. 1. Institution of proceedings does not indicate that the Commission has reached any conclusions with respect to any of the issues involved. Rather, as described below, the Commission seeks and encourages interested persons to provide comments on the proposed rule change, as modified by Amendment No. 1. Pursuant to Section 19(b)(2)(B) of the Act,22 the Commission is providing notice of the grounds for disapproval under consideration. The Commission questions whether: (1) The Exchange has sufficiently demonstrated in its filing that the Index is not susceptible to manipulation; and (2) the existing provisions of the Exchange’s listing rule are adequate to allow it to surveil for and investigate potential manipulation by ETP Holders registered as market makers. Therefore, the Commission is instituting proceedings to allow for the submission of additional analysis regarding the proposed rule change’s consistency with Section 6(b)(5) of the Act, which requires, among other things, that the rules of a national securities exchange be ‘‘designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade,’’ and ‘‘to protect investors and the public interest.’’ 23 III. Procedure: Request for Written Comments The Commission requests that interested persons provide written submissions of their views, data, and arguments with respect to the issues identified above, as well as any other concerns they may have with the proposal. In particular, the Commission 21 15 U.S.C. 78s(b)(2)(B). 22 Id. 23 15 PO 00000 U.S.C. 78f(b)(5). Frm 00085 Fmt 4703 Sfmt 4703 invites the written views of interested persons concerning whether the proposal is consistent with Section 6(b)(5) or any other provision of the Act, or the rules and regulations thereunder. Although there do not appear to be any issues relevant to approval or disapproval that would be facilitated by an oral presentation of views, data, and arguments, the Commission will consider, pursuant to Rule 19b–4, any request for an opportunity to make an oral presentation.24 Interested persons are invited to submit written data, views, and arguments regarding whether the proposal should be approved or disapproved by January 7, 2016. Any person who wishes to file a rebuttal to any other person’s submission must file that rebuttal by January 21, 2016. The Commission asks that commenters address the sufficiency of the Exchange’s statements in support of the proposal, which are set forth in the Notice,25 in addition to any other comments they may wish to submit about the proposed rule change, as modified by Amendment No. 1. In particular, the Commission seeks comment on the following: 1. In general, do commenters believe that the proposal is consistent with the requirements of Section 6(b)(5) of the Act, which requires that the rules of a national securities exchange be designed, among other things, 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? 2. What are commenters’ views regarding the susceptibility of the price of the Shares to manipulation? 3. The Exchange states that Index values generally are calculated using the published WMR Spot Rate (‘‘Spot Rate’’) as of 4:00 p.m., London time associated with each Reference Currency, subject to certain adjustments, and notes that other rates may be used if the Spot Rate is delayed or unavailable. The Exchange does not state, however, how the Spot Rate and any replacement rate (‘‘Currency Rates’’) are calculated. 24 Section 19(b)(2) of the Act, as amended by the Securities Act Amendments of 1975, Public Law 94–29 (June 4, 1975), grants the Commission flexibility to determine what type of proceeding— either oral or notice and opportunity for written comments—is appropriate for consideration of a particular proposal by a self-regulatory organization. See Securities Act Amendments of 1975, Senate Comm. on Banking, Housing & Urban Affairs, S. Rep. No. 75, 94th Cong., 1st Sess. 30 (1975). 25 Supra note 3. E:\FR\FM\17DEN1.SGM 17DEN1 Federal Register / Vol. 80, No. 242 / Thursday, December 17, 2015 / Notices a. Are the Currency Rates calculated using arm’s length transactions and, if so, are such transactions verified, and how? If quotes are used to calculate the Currency Rates, are those arm’s length quotes firm? b. What concerns, if any, do commenters have regarding the Index’s susceptibility to manipulation? 4. Are the requirements of NYSE Arca Equities Rule 8.201(g) adequate to allow the Exchange to fulfill its regulatory obligations or, in light of the Shares’ exposure to the Reference Currencies, should those requirements be expanded to also apply to market makers’ trading accounts for all of the applicable nonU.S. currencies, options, futures or options on futures on such currencies, or any other derivatives based on such currencies? 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– NYSEArca–2015–76 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 Numbers SR–NYSEArca–2015–76. 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 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 these filings 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 VerDate Sep<11>2014 16:53 Dec 16, 2015 Jkt 238001 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–2015–76 and should be submitted on or before January 7, 2016. Rebuttal comments should be submitted by January 21, 2016. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.26 Robert W. Errett, Deputy Secretary. [FR Doc. 2015–31680 Filed 12–16–15; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–76621; File No. SR–C2– 2015–025] Self-Regulatory Organizations; C2 Options Exchange, Incorporated; Order Granting Approval of a Proposed Rule Change Relating to Complex Orders as Modified by Amendment No. 1 December 11, 2015. I. Introduction On October 13, 2015, C2 Options Exchange, Incorporated (the ‘‘Exchange’’ or ‘‘C2’’) filed with the Securities and Exchange Commission (the ‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’ or ‘‘Exchange Act’’) 1 and Rule 19b–4 thereunder,2 a proposed rule change to: (1) Amend the rule provisions regarding the initiation of a complex order auction (‘‘COA’’), (2) add rule provisions regarding the impact of certain incoming orders and changes in the leg markets on an ongoing COA, and (3) amend the rule provision related to the size of COA responses. On October 26, 2015, the Exchange submitted Amendment No. 1 to the proposed rule change. The proposed rule change, as modified by Amendment No. 1, was published for comment in the Federal Register on November 2, 2015.3 The Commission received no comments on the proposal. This order grants approval of the proposed rule change, as modified by Amendment No. 1. 26 17 CFR 200.30–3(a)(57). U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. 3 See Securities Exchange Act Release No.76274 (October 27, 2015), 80 FR 67446 (‘‘Notice’’). 1 15 PO 00000 Frm 00086 Fmt 4703 Sfmt 4703 78793 II. Description of the Proposed Rule Change The Exchange proposes to amend C2 Rule 6.13 and Interpretation and Policy .02 regarding the initiation of a COA. Currently, C2 Participants must affirmatively request that their incoming COA-eligible orders be COA’d.4 The Exchange proposes to amend C2 Rule 6.13(c)(2) to provide that COA-eligible orders be COA’d by default.5 Under the proposed rule, Participants would be permitted to request that a COA-eligible order not COA (referred to as a ‘‘do-notCOA’’ request) on an order-by-order basis.6 The Exchange believes that allowing Participants to make a ‘‘do-notCOA’’ request on an order-by-order basis will better allow them to make decisions regarding the handling of their orders based on market conditions at the time they submit their orders. An order with a ‘‘do-not-COA’’ request, however, may still be COA’d after it has rested on the Complex Order Book (‘‘COB’’) pursuant to Interpretation and Policy .02.7 The Exchange notes that an order with a ‘‘do-not-COA’’ request will still have execution opportunities. The Exchange explains that a ‘‘do-not-COA’’ order may execute automatically upon entry into the System against the leg markets or complex orders on the COB to the extent marketable (in accordance with allocation rules set forth in Rule 6.13).8 Further, the Exchange notes that an order on the opposite side of, and marketable against, a COA-eligible order may trade against the COA-eligible order if the System receives the order while a COA is ongoing.9 Second, the Exchange proposes to add subparagraphs (c)(8)(D) and (E) to C2 Rule 6.13 to describe additional circumstances that will cause a COA to end early.10 Proposed subparagraph (c)(8)(D) will provide that if an order with a ‘‘do-not-COA’’ request or an order that is not COA-eligible is received prior to the expiration of the Response Time Interval for the original COA and is on the same side of the 4 See Notice, supra note 3, at 67446. The Exchange represents that all Participants have requested that all of their COA-eligible orders process through COA upon entry into the System. 5 Id. 6 Id. In light of this proposed change, the Exchange proposes to delete the language in Interpretation and Policy .02(a) that indicates Participants may request that complex orders be processed by COA on a class-by-class basis, as it is no longer necessary. Id. 7 Id. 8 Id. at 67447. 9 Id. 10 Id. The proposed rule change makes corresponding changes to the heading and introductory paragraph of subparagraph (c)(8). Id. E:\FR\FM\17DEN1.SGM 17DEN1

Agencies

[Federal Register Volume 80, Number 242 (Thursday, December 17, 2015)]
[Notices]
[Pages 78791-78793]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-31680]



[[Page 78791]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76630; File No. SR-NYSEArca-2015-76]


Self-Regulatory Organizations; NYSE Arca, Inc.; Order Instituting 
Proceedings To Determine Whether To Approve or Disapprove Proposed Rule 
Change, as Modified by Amendment No. 1, To List and Trade Shares of the 
Global Currency Gold Fund Under NYSE Arca Equities Rule 8.201

December 11, 2015.
    On August 28, 2015, NYSE Arca, Inc. (``Exchange'') 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 Global Currency Gold Fund under NYSE Arca Equities Rule 
8.201. The proposed rule change was published for comment in the 
Federal Register on September 16, 2015.\3\ On September 29, 2015, the 
Exchange submitted Amendment No. 1 on the proposed rule change.\4\ On 
October 28, 2015, pursuant to Section 19(b)(2) of the Act,\5\ the 
Commission designated a longer period within which to approve the 
proposed rule change, disapprove the proposed rule change, or institute 
proceedings to determine whether to disapprove the proposed rule 
change.\6\ The Commission has not received any comments on the 
proposal, as modified by Amendment No. 1. This order institutes 
proceedings under Section 19(b)(2)(B) of the Act \7\ to determine 
whether to approve or disapprove the proposed rule change, as modified 
by Amendment No. 1.
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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. 75900 (September 11, 
2015), 80 FR 55674 (``Notice'').
    \4\ In Amendment No. 1, the Exchange: (1) Identified weightings 
of each currency referenced in the Index; (2) supplemented its 
description of the method of calculation for the Spot Rate; (3) 
clarified when the Fund may suspend the right of redemption or 
postpone the redemption settlement date. Amendment No. 1 is 
available at: https://www.sec.gov/rules/sro/nysearca/2015/34-75900-amendment1.pdf.
    \5\ 15 U.S.C. 78s(b)(2).
    \6\ See Securities Exchange Act Release No. 75945, 80 FR 57645 
(Sept. 24, 2015). The Commission designated a longer period within 
which to take action on the proposed rule change and designated 
December 15, 2015, as the date by which it should approve, 
disapprove, or institute proceedings to determine whether to 
disapprove the proposed rule change.
    \7\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

I. The Exchange's Description of Proposal \8\
---------------------------------------------------------------------------

    \8\ A complete description of the proposal can be found in the 
Notice. See Notice, supra note 3 (available at: https://www.sec.gov/rules/sro/nysearca/2015/34-75900.pdf).
---------------------------------------------------------------------------

    The Exchange proposes to list and trade (``Shares'') of the Global 
Currency Gold Fund (the ``Fund''),\9\ a series of the Global Gold 
Currency Trust (Trust''), under NYSE Arca Equities Rule 8.201, which 
governs the listing and trading of Commodity-Based Trust Shares.\10\
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    \9\ On August 28, 2015, the Trust filed with the Commission a 
registration statement on Form S-1 under the Securities Act of 1933 
(``1933 Act'') relating to the Fund (File No. 333-206640) 
(``Registration Statement''). The Fund will not be registered as an 
investment company under the Investment Company Act of 1940 and is 
not required to register under such act. 15 U.S.C. 80a-1.
    \10\ Commodity-Based Trust Shares are securities issued by a 
trust that represent investors' discrete identifiable and undivided 
beneficial ownership interest in the commodities deposited into the 
Trust.
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    The Sponsor of the Fund and the Trust will be WGC USA Asset 
Management Company, LLC (the ``Sponsor''). BNY Mellon Asset Servicing, 
a division of The Bank of New York Mellon, will be the Fund's 
administrator (``Administrator''), transfer agent (``Transfer Agent'') 
and custodian (``Custodian'') and will not be affiliated with the 
Trust, the Fund or the Sponsor.
    Although investors will purchase Shares with U.S. dollars, the Fund 
is designed to provide investors with the economic effect of holding 
gold in terms of a specific basket of major, non-U.S. currencies, such 
as the euro, Japanese yen and British pound (each, a ``Reference 
Currency''), rather than the U.S. dollar. Specifically, the Fund will 
seek to track the performance of the Global Gold Index (ex-USD), less 
Fund expenses. The Global Gold Index (ex-USD), or the ``Index'', 
represents the daily performance of a long position in physical gold 
and a short position in each of the Reference Currencies, and is 
designed to measure daily gold bullion returns as though an investor 
had invested in Gold \11\ in terms of the Reference Currencies 
reflected in the Index.
---------------------------------------------------------------------------

    \11\ ``Gold'' means gold bullion meeting the requirements of 
London Good Delivery Standards.
---------------------------------------------------------------------------

    The Fund is a passive investment vehicle and is designed to track 
the performance of the Index. The Fund's holdings generally will 
consist entirely of Gold, and substantially all of the Fund's Gold 
holdings will be delivered by authorized participants in exchange for 
Shares. The Fund will not hold any of the Reference Currencies, and 
generally will not hold U.S. dollars (except from time to time in very 
limited amounts to pay expenses).
    The Administrator will determine the net asset value (``NAV'') of 
the Shares each Business Day, unless there is a market disruption or 
extraordinary event.\12\ The NAV of the Shares represents the aggregate 
value of the Fund's assets (which include gold payable, but not yet 
delivered, to the Fund) less its liabilities (which include accrued but 
unpaid fees and expenses). The NAV of the Fund will be calculated based 
on the price of Gold per ounce applied against the number of ounces of 
Gold owned by the Fund. The number of ounces of Gold held by the Fund 
is adjusted up or down on a daily basis to reflect the U.S. dollar 
value of currency gains or losses based on changes in the value of the 
Reference Currencies against the U.S. dollar. The number of ounces of 
Gold held by the Fund also reflects the amount of Gold delivered into 
(or out of) the Fund on a daily basis by authorized participants 
creating and redeeming Shares. In determining the Fund's NAV, the 
Administrator generally will value the Gold held by the Fund based on 
the LBMA Gold Price PM \13\ for an ounce of Gold (though other sources 
may be used if the LBMA Gold Price PM is delayed or unavailable). 
Although the Fund will not hold the Reference Currencies, the Gold 
Delivery Provider \14\ generally will value the Reference Currencies 
based on the rates in effect as of the WMR FX Fixing Time.\15\ Unless 
there is a market

[[Page 78792]]

disruption or extraordinary event, NAV generally will be calculated as 
of 4:00 p.m., London time.
---------------------------------------------------------------------------

    \12\ See Notice, supra note 3 at 55678.
    \13\ The Index values Gold on a daily basis using the ``Gold 
Price.'' The Gold Price generally is the LBMA Gold Price PM (though 
other sources may be used if the LBMA Gold Price PM is delayed or 
unavailable). The ``LBMA Gold Price'' means the price per troy ounce 
of Gold stated in U.S. dollars as set via an electronic auction 
process run twice daily at 10:30 a.m. and 3:00 p.m., London time 
each Business Day as calculated and administered by ICE Benchmark 
Administration Limited (``IBA'') and published by LBMA on its Web 
site. The ``LBMA Gold Price PM'' is the 3:00 p.m. LBMA Gold Price. 
IBA, an independent specialist benchmark administrator, provides the 
price platform, methodology and the overall administration and 
governance for the LBMA Gold Price. Id.
    \14\ The Fund will deliver Gold to, or receive Gold from, the 
Gold Delivery Provider each Business Day. The amount of Gold 
transferred will be equivalent to the Fund's profit or loss as if 
the Fund had exchanged the Reference Currencies, in the proportion 
in which they are reflected in the Index, for U.S. dollars in an 
amount equal to the Fund's declared holdings of Gold on such day. 
The Fund does not intend to enter into any other Gold transactions 
other than with the Gold Delivery Provider (except that the Fund may 
sell Gold to cover Fund expenses), and the Fund does not intend to 
hold any Reference Currency or enter into any currency transactions. 
See Notice, supra note 3 at 55675.
    \15\ The ``WMR FX Fixing Time'' is the time the Reference 
Currency prices are published, which generally is at 4:00 p.m., 
London Time.
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    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Fund subject to the Exchange's existing rules 
governing the trading of equity securities.\16\ The Fund will be 
subject to the criteria in NYSE Arca Equities Rule 8.201(e) for initial 
and continued listing of the Shares. A minimum of 100,000 Shares will 
be required to be outstanding at the start of trading. The Exchange 
believes that the anticipated minimum number of Shares outstanding at 
the start of trading is sufficient to provide adequate market 
liquidity.\17\
---------------------------------------------------------------------------

    \16\ See Notice, supra note 3 at 55681.
    \17\ Id.
---------------------------------------------------------------------------

    Trading in the Shares will be subject to the existing trading 
surveillances, administered by the Financial Industry Regulatory 
Authority (``FINRA'') on behalf of the Exchange, which are designed to 
detect violations of Exchange rules and applicable federal securities 
laws.\18\ The Exchange represents that these procedures are adequate to 
properly monitor Exchange trading of the Shares in all trading sessions 
and to deter and detect violations of Exchange rules and federal 
securities laws applicable to trading on the Exchange.\19\
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    \18\ FINRA surveils trading on the Exchange pursuant to a 
regulatory services agreement. The Exchange is responsible for 
FINRA's performance under this regulatory services agreement. Id.
    \19\ Id.
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    FINRA, on behalf of the Exchange, will communicate as needed 
regarding trading in the Shares with other markets and other entities 
that are members of the Intermarket Surveillance Group (``ISG''), and 
FINRA, on behalf of the Exchange, may obtain trading information 
regarding trading in the Shares from such markets and other entities. 
In addition, the Exchange may obtain information regarding trading in 
the Shares from markets and other entities that are members of ISG or 
with which the Exchange has in place a comprehensive surveillance 
sharing agreement.\20\
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    \20\ For a list of the current members of ISG, see 
www.isgportal.org.
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    Also, pursuant to NYSE Arca Equities Rule 8.201(g), the Exchange is 
able to obtain information regarding trading in the Shares and the 
underlying gold, gold futures contracts, options on gold futures, or 
any other gold derivative, through equity trading permit holders (``ETP 
Holders'') acting as registered market makers, in connection with such 
ETP Holders' proprietary or customer trades through ETP Holders which 
they effect on any relevant market.
    In addition, the Exchange also has a general policy prohibiting the 
distribution of material, non-public information by its employees.

II. Proceedings To Determine Whether To Approve or Disapprove SR-
NYSEArca-2015-76 and Grounds for Disapproval Under Consideration

    The Commission is instituting proceedings pursuant to Section 
19(b)(2)(B) of the Act \21\ to determine whether the proposed rule 
change, as modified by Amendment No. 1, should be approved or 
disapproved. Institution of such proceedings is appropriate at this 
time in view of the legal and policy issues raised by the proposed rule 
change, as modified by Amendment No. 1. Institution of proceedings does 
not indicate that the Commission has reached any conclusions with 
respect to any of the issues involved. Rather, as described below, the 
Commission seeks and encourages interested persons to provide comments 
on the proposed rule change, as modified by Amendment No. 1.
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    \21\ 15 U.S.C. 78s(b)(2)(B).
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    Pursuant to Section 19(b)(2)(B) of the Act,\22\ the Commission is 
providing notice of the grounds for disapproval under consideration. 
The Commission questions whether: (1) The Exchange has sufficiently 
demonstrated in its filing that the Index is not susceptible to 
manipulation; and (2) the existing provisions of the Exchange's listing 
rule are adequate to allow it to surveil for and investigate potential 
manipulation by ETP Holders registered as market makers. Therefore, the 
Commission is instituting proceedings to allow for the submission of 
additional analysis regarding the proposed rule change's consistency 
with Section 6(b)(5) of the Act, which requires, among other things, 
that the rules of a national securities exchange be ``designed to 
prevent fraudulent and manipulative acts and practices, to promote just 
and equitable principles of trade,'' and ``to protect investors and the 
public interest.'' \23\
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    \22\ Id.
    \23\ 15 U.S.C. 78f(b)(5).
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III. Procedure: Request for Written Comments

    The Commission requests that interested persons provide written 
submissions of their views, data, and arguments with respect to the 
issues identified above, as well as any other concerns they may have 
with the proposal. In particular, the Commission invites the written 
views of interested persons concerning whether the proposal is 
consistent with Section 6(b)(5) or any other provision of the Act, or 
the rules and regulations thereunder. Although there do not appear to 
be any issues relevant to approval or disapproval that would be 
facilitated by an oral presentation of views, data, and arguments, the 
Commission will consider, pursuant to Rule 19b-4, any request for an 
opportunity to make an oral presentation.\24\
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    \24\ Section 19(b)(2) of the Act, as amended by the Securities 
Act Amendments of 1975, Public Law 94-29 (June 4, 1975), grants the 
Commission flexibility to determine what type of proceeding--either 
oral or notice and opportunity for written comments--is appropriate 
for consideration of a particular proposal by a self-regulatory 
organization. See Securities Act Amendments of 1975, Senate Comm. on 
Banking, Housing & Urban Affairs, S. Rep. No. 75, 94th Cong., 1st 
Sess. 30 (1975).
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    Interested persons are invited to submit written data, views, and 
arguments regarding whether the proposal should be approved or 
disapproved by January 7, 2016. Any person who wishes to file a 
rebuttal to any other person's submission must file that rebuttal by 
January 21, 2016. The Commission asks that commenters address the 
sufficiency of the Exchange's statements in support of the proposal, 
which are set forth in the Notice,\25\ in addition to any other 
comments they may wish to submit about the proposed rule change, as 
modified by Amendment No. 1. In particular, the Commission seeks 
comment on the following:
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    \25\ Supra note 3.
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    1. In general, do commenters believe that the proposal is 
consistent with the requirements of Section 6(b)(5) of the Act, which 
requires that the rules of a national securities exchange be designed, 
among other things, 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?
    2. What are commenters' views regarding the susceptibility of the 
price of the Shares to manipulation?
    3. The Exchange states that Index values generally are calculated 
using the published WMR Spot Rate (``Spot Rate'') as of 4:00 p.m., 
London time associated with each Reference Currency, subject to certain 
adjustments, and notes that other rates may be used if the Spot Rate is 
delayed or unavailable. The Exchange does not state, however, how the 
Spot Rate and any replacement rate (``Currency Rates'') are calculated.

[[Page 78793]]

    a. Are the Currency Rates calculated using arm's length 
transactions and, if so, are such transactions verified, and how? If 
quotes are used to calculate the Currency Rates, are those arm's length 
quotes firm?
    b. What concerns, if any, do commenters have regarding the Index's 
susceptibility to manipulation?
    4. Are the requirements of NYSE Arca Equities Rule 8.201(g) 
adequate to allow the Exchange to fulfill its regulatory obligations 
or, in light of the Shares' exposure to the Reference Currencies, 
should those requirements be expanded to also apply to market makers' 
trading accounts for all of the applicable non-U.S. currencies, 
options, futures or options on futures on such currencies, or any other 
derivatives based on such currencies?
    Comments may be submitted by any of the following methods:

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-NYSEArca-2015-76 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 Numbers SR-NYSEArca-2015-76. 
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 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 these filings 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-2015-76 and should be submitted on or before January 7, 2016. 
Rebuttal comments should be submitted by January 21, 2016.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\26\
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    \26\ 17 CFR 200.30-3(a)(57).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-31680 Filed 12-16-15; 8:45 am]
BILLING CODE 8011-01-P
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