Self-Regulatory Organizations; BATS Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change to Rule 13.3, Forwarding of Proxy and Other Issuer Materials; Proxy Voting, 79636-79638 [2015-32045]
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79636
Federal Register / Vol. 80, No. 245 / Tuesday, December 22, 2015 / Notices
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was maintained by FINRA Dispute
Resolution before the merger, will be
maintained by FINRA Regulation, and
the composition of the NAMC will not
change. At least 50 percent of the
members must be non-industry
members. The Commission believes that
the foregoing should help to ensure the
maintenance of a fair and neutral forum.
With respect to concerns raised by
commenters regarding the public
perception of fairness if the merger is
approved, the Commission notes that
the dispute resolution forum will
continue to be subject to the same
Commission oversight as other
departments of FINRA, which includes
the requirement to file all rule changes,
which include changes to the By-Laws,
with the Commission,57 and the forum
will continue to be subject to
inspections by the Commission and by
the Government Accountability Office,
which performs audits at the request of
the United States Congress.58 In
addition, the Commission expects
FINRA to continue to work closely with
investors, members, and other interested
parties in looking at ways to strengthen
the dispute resolution process and serve
the needs of the investing public, and to
consider any recommendations raised
by its Dispute Resolution Task Force 59
for improving the effectiveness,
transparency, impartiality and
efficiency of its arbitration forums.
PIABA also questioned the actual cost
savings generated by the proposed
merger. FINRA indicated that the
merger will reduce unnecessary
administrative burdens that result from
the need to maintain separate legal
entities, such as costs and resources
associated with complying with
multiple-entity regulatory and tax
filings and maintaining separate
accounting protocols. The merger will
allow FINRA to streamline its
operational procedures and re-allocate
staff involved in such processes, which
should make FINRA’s operations more
efficient.
FINRA states that the increase to the
maximum number of FINRA Regulation
board seats from 15 to 17 will provide
57 The arbitration program and services will
continue to be governed by the FINRA Codes of
Arbitration Procedure and the mediation program
and services by the FINRA Code of Mediation
Procedure. See FINRA Rule 12000, 13000 and
14000 Series.
58 See Notice, supra note 3, at 61547. Moreover,
FINRA has represented that a decision not to take
enforcement action against a member has no
evidentiary weight and further, that FINRA would
consider it unethical and potentially misleading to
suggest that such a determination is probative
evidence in a dispute on the merits of a related
claim.
59 See supra note 43.
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it with additional flexibility to manage
its board committee assignments and
meet the compositional requirements
under the FINRA Regulation By-Laws.
The Commission notes that following
the increase, the FINRA Regulation
board compositional requirements will
continue to provide for the fair
representation of FINRA’s members and
the numerical dominance of public
directors, consistent with the
requirements of the Act.
V. Conclusion
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,60 that the
proposed rule change (SR–FINRA–
2015–034), be, and hereby is, approved.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.61
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015–32051 Filed 12–21–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–76664; File No. SR–BATS–
2015–110]
Self-Regulatory Organizations; BATS
Exchange, Inc.; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change to Rule 13.3, Forwarding
of Proxy and Other Issuer Materials;
Proxy Voting
December 16, 2015.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on December
2, 2015, BATS Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BATS’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Exchange has
designated this proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A) of the
Act 3 and Rule 19b–4(f)(6) thereunder,4
which renders it effective upon filing
with the Commission. The Commission
is publishing this notice to solicit
comments on the proposed rule change
from interested persons.
60 15
U.S.C. 78s(b)(2).
CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 17 CFR 240.19b–4(f)(6).
61 17
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I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange is proposing to amend
paragraph (a) of Rule 13.3, Forwarding
or Proxy and other Issuer Materials;
Proxy Voting, to conform to the rules of
EDGA Exchange, Inc. (‘‘EDGA’’) and
EDGX Exchange, Inc. (‘‘EDGX’’).5
The text of the proposed rule change
is available at the Exchange’s Web site
at www.batstrading.com, at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in Sections A, B, and C below, of
the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
In early 2014, the Exchange and its
affiliate, BATS Y-Exchange, Inc.
(‘‘BYX’’), received approval to effect a
merger (the ‘‘Merger’’) of the Exchange’s
parent company, BATS Global Markets,
Inc., with Direct Edge Holdings LLC, the
indirect parent of EDGX and EDGA
(together with BZX, BYX and EDGX, the
‘‘BGM Affiliated Exchanges’’).6 In the
context of the Merger, the BGM
Affiliated Exchanges are working to
align their rules, retaining only intended
differences between the BGM Affiliated
Exchanges.
EDGA and EDGX recently filed
proposed rule changes with the
Commission to restructure and amend
their Rules 3.22. Proxy Voting, and 13.3,
Forwarding of Proxy and Other Issuer
Materials, to conform to BYX and BZX
Rule 13.3.7 In order to provide a
consistent rule set across each of the
5 See Securities Exchange Act Release Nos. 76329
(November 3, 2015), 80 FR 69259 (November 9,
2015); 76330 (November 3, 2015), 80 FR 69264
(November 9, 2015) (SR–EDGX–2015–51; SR–
EDGA–2015–41).
6 See Securities Exchange Act Release No. 71375
(January 23, 2014), 79 FR 4771 (January 29, 2014)
(SR–BATS–2013–059; SR–BYX–2013–039).
7 See supra note 3.
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BGM Affiliated Exchanges, the
Exchange proposes to amend paragraph
(a) of Rule 13.3, Forwarding of Proxy
and Other Issuer Materials; Proxy
Voting, to make two revisions to
conform to the recently amended rules
of EDGA and EDGX.8
In sum, paragraph (a) of Rule 13.3
requires Members to transmit proxy
materials and other communications to
beneficial owners of securities. The
Exchange notes paragraph (a) of Rule
13.3 is substantially similar to EDGA
and EDGX Rules 13.3(a) which also
requires Members to transmit proxy
materials to beneficial owners of
securities. Nonetheless, the Exchange
proposes two revisions to make the rule
identical to the corresponding amended
EDGA and EDGX Rules 13.3(a). These
revisions to paragraph (a) of Rule 13.3
are: (i) Pluralize the reference to ‘‘proxy
material’’ in the first sentence; and (ii)
specify that the ‘‘designated investment
advisor’’ is defined in Interpretation and
Policy .01 to this Rule 13.3. Otherwise,
the Exchange does not propose any
additional changes to Rule 3.22. As
amended, Exchange Rule 13.3 would be
identical to amended EDGA and EDGX
Rules 13.3. The Exchange believes that
the changes described above will help
avoid confusion amongst Members of
the Exchange that are also members of
EDGA, BYX, and EDGX by adopting
identical rules across the BGM
Affiliated Exchanges with regard to
proxy delivery.
2. Statutory Basis
The Exchange believes that the
proposed rule changes are consistent
with the requirements of the Act and the
rules and regulations thereunder that
are applicable to a national securities
exchange, and, in particular, with the
requirements of Section 6(b) of the Act.9
Specifically, the proposed changes are
consistent with Section 6(b)(5) of the
Act,10 because they are 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. None
of these changes alter the Exchange’s
current proxy delivery and voting
requirements. Rather, as mentioned
above, the proposed rule changes,
combined with the planned filing for
BYX, would allow the BGM Affiliated
8 The
Exchange notes that BYX intends to file an
identical proposal with the Commission to amend
paragraph (a) of Rule 13.3, Forwarding of Proxy and
Other Issuer Materials; Proxy Voting, to conform to
the rules of EDGA and EDGX.
9 15 U.S.C. 78f(b).
10 15 U.S.C. 78f(b)(5).
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79637
Exchanges to provide an identical set of
rules as it relates to proxy delivery and
voting. Consistent rules, in turn, will
simplify the regulatory requirements for
Members of the Exchange that are also
participants on EDGA, BYZ and/or
EDGX. The proposed rule change would
provide greater harmonization between
rules of similar purpose on the BGM
Affiliated Exchanges, resulting in
greater uniformity and less burdensome
and more efficient regulatory
compliance and understanding of
Exchange Rules. As such, the proposed
rule change would foster cooperation
and coordination with persons engaged
in facilitating transactions in securities
and would remove impediments to and
perfect the mechanism of a free and
open market and a national market
system. Similarly, the Exchange also
believes that, by harmonizing the rules
across each BGM Affiliated Exchange,
the proposal will enhance the
Exchange’s ability to fairly and
efficiently regulate its Members,
meaning that the proposed rule change
would promote just and equitable
principles of trade in accordance with
Section 6(b)(5) of the Act.11. [sic]
Finally, the Exchange believes that the
non-substantive changes discussed
above will contribute to the protection
of investors and the public interest by
helping to avoid confusion with respect
to Exchange Rules.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule
change does not: (A) Significantly affect
the protection of investors or the public
interest; (B) impose any significant
burden on competition; and (C) become
operative for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate, it has
become effective pursuant to Section
19(b)(3)(A) of the Act 12 and paragraph
(f)(6) of Rule 19b–4 thereunder.13
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: (1) Necessary or appropriate in
the public interest; (2) for the protection
of investors; or (3) otherwise in
furtherance of the purposes of the Act.
If the Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
should be approved or disapproved.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
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–
BATS–2015–110 on the subject line.
The Exchange does not believe that
the proposed rule change will impose
any burden on competition not
necessary or appropriate in furtherance
of the purposes of the Act. To the
contrary, allowing the Exchange to
implement identical rules across each of
the BGM Affiliated Exchanges does not
present any competitive issues, but
rather is designed to provide greater
harmonization among Exchange, EDGX,
BYX, and EDGA rules of similar
purpose. The proposed rule change
should, therefore, result in less
burdensome and more efficient
regulatory compliance as well as a better
understanding of Exchange Rules for
common members of the BGM Affiliated
Exchanges.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange has neither solicited
nor received written comments on the
proposed rule change.
11 Id.
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Fmt 4703
Sfmt 4703
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:
Paper Comments
• Send paper comments in triplicate
to Brent J. Fields, Secretary, Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
All submissions should refer to File
Number SR–BATS–2015–110. 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
12 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(6). As required under Rule
19b–4(f)(6)(iii), the Exchange provided the
Commission with written notice of its intent to file
the proposed rule change, along with a brief
description and the text of the proposed rule
change, at least five business days prior to the date
of filing of the proposed rule change, or such
shorter time as designated by the Commission.
13 17
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Federal Register / Vol. 80, No. 245 / Tuesday, December 22, 2015 / Notices
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 such
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change;
the Commission does not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly. All submissions
should refer to File Number SR–BATS–
2015–110, and should be submitted on
or before January 12, 2016.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.14
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015–32045 Filed 12–21–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. IC–31943; 812–14593]
Third Avenue Trust and Third Avenue
Management LLC; Notice of
Application and Temporary Order
December 16, 2015.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of application and a
temporary order under Section 22(e)(3)
of the Investment Company Act of 1940
(the ‘‘Act’’).
AGENCY:
Applicants
request a temporary order to permit
Third Avenue Focused Credit Fund (the
‘‘Fund’’), a series of Third Avenue Trust
(the ‘‘Trust’’), to suspend the right of
redemption of its outstanding
redeemable securities.
APPLICANTS: The Trust, on behalf of the
Fund, and Third Avenue Management
LLC (the ‘‘Adviser,’’ together with the
Trust, the ‘‘Applicants’’).
mstockstill on DSK4VPTVN1PROD with NOTICES
SUMMARY OF APPLICATION:
14 17
CFR 200.30–3(a)(12).
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17:21 Dec 21, 2015
Jkt 238001
The application was filed
on December 16, 2015.
HEARING OR NOTIFICATION OF HEARING:
Interested persons may request a
hearing by writing to the Commission’s
Secretary and serving Applicants with a
copy of the request, personally or by
mail. Hearing requests should be
received by the Commission by 5:30
p.m. on January 7, 2016, and should be
accompanied by proof of service on
Applicants, in the form of an affidavit
or, for lawyers, a certificate of service.
Hearing requests should state the nature
of the writer’s interest, any facts bearing
upon the desirability of a hearing on the
matter, the reason for the request, and
the issues contested. Persons who wish
to be notified of a hearing may request
notification by writing to the
Commission’s Secretary.
ADDRESSES: Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
Applicants, c/o Third Avenue
Management LLC 622 Third Avenue,
32nd Floor, New York, NY 10017.
FOR FURTHER INFORMATION CONTACT:
David Joire, Senior Special Counsel, at
(202) 551–6866 (Division of Investment
Management, Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: The
complete application may be obtained
via the Commission’s Web site by
searching for the file number, or for an
applicant using the Company name box,
at https://www.sec.gov/search/
search.htm or by calling (202) 551–
8090.
FILING DATE:
Background
1. The Adviser is the investment
adviser to the Fund. The Adviser is a
Delaware limited liability company that
is registered as an investment adviser
under the Investment Advisers Act of
1940. The Adviser managed assets of
approximately $8 billion as of
September 30, 2015.
2. The Trust is a Delaware statutory
trust and is registered with the
Commission under the 1940 Act as an
open-end management investment
company with five series. Each series of
the Trust has a different investment
objective and different investment
policies. The Fund is one such series.
3. The Fund is a non-diversified openend investment company. Its investment
objective is to seek long-term total
return, which may include investment
returns from a combination of sources
including capital appreciation, fees and
interest income.
4. The Fund has been subject to a
significant level of redemption requests
by the Fund’s investors over the past six
months. For example, the Fund has
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Frm 00084
Fmt 4703
Sfmt 4703
experienced a total of $1.1 billion in
estimated net outflows for the year to
date through December 9, 2015, which
was more than 145% of its remaining
net asset value at that date. In November
2015, the Fund experienced a total of
$317 million in estimated net
redemptions, and the Fund’s
Institutional Class net asset value per
share fell from $7.81 to $7.08 and its
Retail Class net asset value per share fell
from $7.82 to $7.09.
5. The ongoing reduction in liquidity
in the Fund’s portfolio securities is
related to a number of factors, including
an imbalance between selling interest
and buying interest. The Fund increased
its cash position to over $200 million by
early December 2015 in anticipation of
tax selling and other redemptions.
6. During this period, Fund
management also kept the Board of
Trustees of the Trust (the ‘‘Board’’)
informed and reevaluated contingency
plans. On December 9, 2015, after
considering the environment the Fund
was in and the likelihood that
incremental sales of portfolio securities
to satisfy additional redemptions would
have to be made at prices that would
unfairly disadvantage all remaining
shareholders, the Board determined that
the fairest action on behalf of all
shareholders would be to adopt a plan
of liquidation. The Board determined to
implement this plan by placing the
remaining noncash assets in a
liquidating trust for the benefit of all
Fund shareholders and distributing
available cash. Relief from the
Commission in connection with the
plan’s implementation was not sought
by the Fund and the Adviser.
7. On December 9, 2015, the Board
adopted a plan of liquidation for the
Fund (the ‘‘Plan of Liquidation’’),
pursuant to which the Board declared
two distributions, one of the remaining
net cash and one of the beneficial
interests in a liquidating trust
(‘‘Liquidating Trust’’). These
distributions were scheduled to be paid
on December 16, 2015. Interests in the
Liquidating Trust would not trade and
would, in general, be transferable only
by operation of law. The Adviser would
manage the Liquidating Trust’s assets
without charge and there would be
periodic distributions from the
Liquidating Trust as income is received
and assets are sold at fair prices. All
redemption requests as of December 9,
2015, were met by the Fund and the
sales of the shares of the Fund were
suspended as of December 10, 2015.
8. Upon announcement of the Plan of
Liquidation, the Commission staff
expressed concerns during discussions
with the Fund and the Adviser. In
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]]>Agencies
[Federal Register Volume 80, Number 245 (Tuesday, December 22, 2015)]
[Notices]
[Pages 79636-79638]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-32045]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-76664; File No. SR-BATS-2015-110]
Self-Regulatory Organizations; BATS Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change to Rule
13.3, Forwarding of Proxy and Other Issuer Materials; Proxy Voting
December 16, 2015.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on December 2, 2015, BATS Exchange, Inc. (the ``Exchange'' or
``BATS'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been prepared by the Exchange. The Exchange
has designated this proposal as a ``non-controversial'' proposed rule
change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6) thereunder,\4\ which renders it effective upon filing with the
Commission. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange is proposing to amend paragraph (a) of Rule 13.3,
Forwarding or Proxy and other Issuer Materials; Proxy Voting, to
conform to the rules of EDGA Exchange, Inc. (``EDGA'') and EDGX
Exchange, Inc. (``EDGX'').\5\
---------------------------------------------------------------------------
\5\ See Securities Exchange Act Release Nos. 76329 (November 3,
2015), 80 FR 69259 (November 9, 2015); 76330 (November 3, 2015), 80
FR 69264 (November 9, 2015) (SR-EDGX-2015-51; SR-EDGA-2015-41).
---------------------------------------------------------------------------
The text of the proposed rule change is available at the Exchange's
Web site at www.batstrading.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
Sections A, B, and C below, of the most significant parts of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
In early 2014, the Exchange and its affiliate, BATS Y-Exchange,
Inc. (``BYX''), received approval to effect a merger (the ``Merger'')
of the Exchange's parent company, BATS Global Markets, Inc., with
Direct Edge Holdings LLC, the indirect parent of EDGX and EDGA
(together with BZX, BYX and EDGX, the ``BGM Affiliated Exchanges'').\6\
In the context of the Merger, the BGM Affiliated Exchanges are working
to align their rules, retaining only intended differences between the
BGM Affiliated Exchanges.
---------------------------------------------------------------------------
\6\ See Securities Exchange Act Release No. 71375 (January 23,
2014), 79 FR 4771 (January 29, 2014) (SR-BATS-2013-059; SR-BYX-2013-
039).
---------------------------------------------------------------------------
EDGA and EDGX recently filed proposed rule changes with the
Commission to restructure and amend their Rules 3.22. Proxy Voting, and
13.3, Forwarding of Proxy and Other Issuer Materials, to conform to BYX
and BZX Rule 13.3.\7\ In order to provide a consistent rule set across
each of the
[[Page 79637]]
BGM Affiliated Exchanges, the Exchange proposes to amend paragraph (a)
of Rule 13.3, Forwarding of Proxy and Other Issuer Materials; Proxy
Voting, to make two revisions to conform to the recently amended rules
of EDGA and EDGX.\8\
---------------------------------------------------------------------------
\7\ See supra note 3.
\8\ The Exchange notes that BYX intends to file an identical
proposal with the Commission to amend paragraph (a) of Rule 13.3,
Forwarding of Proxy and Other Issuer Materials; Proxy Voting, to
conform to the rules of EDGA and EDGX.
---------------------------------------------------------------------------
In sum, paragraph (a) of Rule 13.3 requires Members to transmit
proxy materials and other communications to beneficial owners of
securities. The Exchange notes paragraph (a) of Rule 13.3 is
substantially similar to EDGA and EDGX Rules 13.3(a) which also
requires Members to transmit proxy materials to beneficial owners of
securities. Nonetheless, the Exchange proposes two revisions to make
the rule identical to the corresponding amended EDGA and EDGX Rules
13.3(a). These revisions to paragraph (a) of Rule 13.3 are: (i)
Pluralize the reference to ``proxy material'' in the first sentence;
and (ii) specify that the ``designated investment advisor'' is defined
in Interpretation and Policy .01 to this Rule 13.3. Otherwise, the
Exchange does not propose any additional changes to Rule 3.22. As
amended, Exchange Rule 13.3 would be identical to amended EDGA and EDGX
Rules 13.3. The Exchange believes that the changes described above will
help avoid confusion amongst Members of the Exchange that are also
members of EDGA, BYX, and EDGX by adopting identical rules across the
BGM Affiliated Exchanges with regard to proxy delivery.
2. Statutory Basis
The Exchange believes that the proposed rule changes are consistent
with the requirements of the Act and the rules and regulations
thereunder that are applicable to a national securities exchange, and,
in particular, with the requirements of Section 6(b) of the Act.\9\
Specifically, the proposed changes are consistent with Section 6(b)(5)
of the Act,\10\ because they are 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. None of these
changes alter the Exchange's current proxy delivery and voting
requirements. Rather, as mentioned above, the proposed rule changes,
combined with the planned filing for BYX, would allow the BGM
Affiliated Exchanges to provide an identical set of rules as it relates
to proxy delivery and voting. Consistent rules, in turn, will simplify
the regulatory requirements for Members of the Exchange that are also
participants on EDGA, BYZ and/or EDGX. The proposed rule change would
provide greater harmonization between rules of similar purpose on the
BGM Affiliated Exchanges, resulting in greater uniformity and less
burdensome and more efficient regulatory compliance and understanding
of Exchange Rules. As such, the proposed rule change would foster
cooperation and coordination with persons engaged in facilitating
transactions in securities and would remove impediments to and perfect
the mechanism of a free and open market and a national market system.
Similarly, the Exchange also believes that, by harmonizing the rules
across each BGM Affiliated Exchange, the proposal will enhance the
Exchange's ability to fairly and efficiently regulate its Members,
meaning that the proposed rule change would promote just and equitable
principles of trade in accordance with Section 6(b)(5) of the Act.\11\.
[sic] Finally, the Exchange believes that the non-substantive changes
discussed above will contribute to the protection of investors and the
public interest by helping to avoid confusion with respect to Exchange
Rules.
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\9\ 15 U.S.C. 78f(b).
\10\ 15 U.S.C. 78f(b)(5).
\11\ Id.
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition not necessary or appropriate in
furtherance of the purposes of the Act. To the contrary, allowing the
Exchange to implement identical rules across each of the BGM Affiliated
Exchanges does not present any competitive issues, but rather is
designed to provide greater harmonization among Exchange, EDGX, BYX,
and EDGA rules of similar purpose. The proposed rule change should,
therefore, result in less burdensome and more efficient regulatory
compliance as well as a better understanding of Exchange Rules for
common members of the BGM Affiliated Exchanges.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange has neither solicited nor received written comments on
the proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not: (A)
Significantly affect the protection of investors or the public
interest; (B) impose any significant burden on competition; and (C)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A) of the Act \12\ and paragraph
(f)(6) of Rule 19b-4 thereunder.\13\
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\12\ 15 U.S.C. 78s(b)(3)(A).
\13\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written
notice of its intent to file the proposed rule change, along with a
brief description and the text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission.
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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: (1)
Necessary or appropriate in the public interest; (2) for the protection
of investors; or (3) otherwise in furtherance of the purposes of the
Act. If the Commission takes such action, the Commission shall
institute proceedings to determine whether the proposed rule should be
approved or disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to rule-comments@sec.gov. Please include
File Number SR-BATS-2015-110 on the subject line.
Paper Comments
Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-BATS-2015-110. 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
[[Page 79638]]
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 such filing also will be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-BATS-2015-110, and should be
submitted on or before January 12, 2016.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-32045 Filed 12-21-15; 8:45 am]
BILLING CODE 8011-01-P
