Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Proposed Rule Change Relating to the Listing and Trading of the GraniteShares Gold Trust Under NYSE Arca Equities Rule 8.201, 24180-24185 [2017-10688]
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24180
Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices
designed to help effectively manage the
Clearing Agencies’ risk exposures,
including their credit exposure to
participants, arising from their payment,
clearing, and settlement processes,
consistent with Rule 17Ad–22(e)(3)(i).
Finally, the Commission believes that
the proposal is consistent with Rule
17Ad–22(e)(18) under the Act, which
requires, in part, that the Clearing
Agencies ‘‘establish, implement,
maintain and enforce written policies
and procedures reasonably designed to
. . . [e]stablish objective, risk-based,
and publicly disclosed criteria for
participation, which . . . require
participants to have sufficient financial
resources and robust operational
capacity to meet obligations arising from
participation in the clearing agency, and
monitor compliance with such
participation requirements on an
ongoing basis.’’ 22 As described above,
the proposal would provide more
description regarding the Clearing
Agencies’ authority to review additional
reporting from members regarding their
financial or operational condition and
the financial information of any Indirect
Member. Because such authority could
enable the Clearing Agencies to better
determine whether the member has
sufficient financial resources and
monitor compliance with the Clearing
Agencies’ financial requirements on an
ongoing basis, the Commission believes
this requirement is consistent with Rule
17Ad–22(e)(18).
III. Conclusion
On the basis of the foregoing, the
Commission finds that the Proposed
Rule Changes are consistent with the
requirements of the Act, in particular
the requirements of Section 17A of the
Act 23 and the rules and regulations
promulgated thereunder.
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act, that
proposed rule changes SR–DTC–2017–
002, SR–FICC–2017–006, and SR–
NSCC–2017–002 be and hereby are
APPROVED as of the date of this order
or the date of a notice by the
Commission authorizing the Clearing
Agencies to implement their advance
notice proposals (SR–DTC–2017–801,
SR–FICC–2017–804, and SR–NSCC–
2017–801) that are consistent with the
Proposed Rule Changes, whichever is
later.24
22 17
CFR 240.17Ad–22(e)(18).
U.S.C. 78q–1.
24 In approving the proposed rule change, the
Commission considered the proposals’ impact on
efficiency, competition, and capital formation. 15
U.S.C. 78c(f).
23 15
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For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.25
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–10690 Filed 5–24–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–80730; File No. SR–
NYSEArca–2017–55]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing of Proposed
Rule Change Relating to the Listing
and Trading of the GraniteShares Gold
Trust Under NYSE Arca Equities Rule
8.201
May 19, 2017.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on May 8,
2017, NYSE Arca, Inc. (the ‘‘Exchange’’
or ‘‘NYSE Arca’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the self-regulatory organization. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to list and
trade shares of the GraniteShares Gold
Trust under NYSE Arca Equities Rule
8.201. The proposed change is available
on the Exchange’s Web site at
www.nyse.com, at the principal office of
the Exchange, and at the Commission’s
Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
25 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.
1 15
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A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to list and
trade shares (‘‘Shares’’) of the
GraniteShares Gold Trust (‘‘Trust’’),
under NYSE Arca Equities Rule 8.201.4
Under NYSE Arca Equities Rule 8.201,
the Exchange may propose to list and/
or trade pursuant to unlisted trading
privileges (‘‘UTP’’) ‘‘Commodity-Based
Trust Shares.5
The Trust will not be registered as an
investment company under the
Investment Company Act of 1940, as
amended,6 and is not required to
register under such act. The Trust is not
a commodity pool for purposes of the
Commodity Exchange Act, as amended.7
The Sponsor of the Trust is
GraniteShares LLC, a Delaware limited
liability company. The Bank of New
York Mellon is the trustee of the Trust
(the ‘‘Trustee’’) 8 and ICBC Standard
Bank PLC is the custodian of the Trust
(the ‘‘Custodian’’).9
4 On January 3, 2017, the Trust submitted to the
Commission its draft registration statement on Form
S–1 (the ‘‘Registration Statement’’) under the
Securities Act of 1933 (15 U.S.C. 77a) (‘‘Securities
Act’’). The Jumpstart Our Business Startups Act,
enacted on April 5, 2012, added Section 6(e) to the
Securities Act. Section 6(e) of the Securities Act
provides that an ‘‘emerging growth company’’ may
confidentially submit to the Commission a draft
registration statement for confidential, non-public
review by the Commission staff prior to public
filing, provided that the initial confidential
submission and all amendments thereto shall be
publicly filed not later than 21 days before the date
on which the issuer conducts a road show, as such
term is defined in Securities Act Rule 433(h)(4). An
emerging growth company is defined in Section
2(a)(19) of the Securities Act as an issuer with less
than $1,000,000,000 total annual gross revenues
during its most recently completed fiscal year. The
Trust meets the definition of an emerging growth
company and consequently has submitted its Form
S–1 Registration Statement on a confidential basis
with the Commission.
5 Commodity-Based Trust Shares are securities
issued by a trust that represents investors’ discrete
identifiable and undivided beneficial ownership
interest in the commodities deposited into the
Trust.
6 15 U.S.C. 80a–1.
7 17 U.S.C. 1.
8 The Trustee is responsible for the day-to-day
administration of the Trust. The responsibilities of
the Trustee include (1) processing orders for the
creation and redemption of Baskets; (2)
coordinating with the Custodian the receipt and
delivery of gold transferred to, or by, the Trust in
connection with each issuance and redemption of
Baskets; (3) calculating the net asset value of the
Trust on each business day; and (4) selling the
Trust’s gold as needed to cover the Trust’s
expenses. The Trust does not have a Board of
Directors or persons acting in a similar capacity.
9 The Custodian is responsible for safekeeping the
gold owned by the Trust. The Custodian is
appointed by the Trustee and is responsible to the
Trustee only. The Custodian will facilitate the
transfer of gold in and out of the Trust (i) through
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Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices
The Commission has previously
approved listing on the Exchange under
NYSE Arca Equities Rules 5.2(j)(5) and
8.201 of other precious metals and goldbased commodity trusts, including the
Merk Gold Trust; 10 ETFS Gold Trust,11
ETFS Platinum Trust 12 and ETFS
Palladium Trust (collectively, the
‘‘ETFS Trusts’’); 13APMEX Physical-1
oz. Gold Redeemable Trust; 14 Sprott
Gold Trust; 15 SPDR Gold Trust
(formerly, streetTRACKS Gold Trust);
iShares Silver Trust; 16 iShares COMEX
Gold Trust; 17 and Long Dollar Gold
Trust.18 Prior to their listing on the
Exchange, the Commission approved
listing of the streetTRACKS Gold Trust
on the New York Stock Exchange
(‘‘NYSE’’) 19 and listing of iShares
COMEX Gold Trust and iShares Silver
Trust on the American Stock Exchange
the unallocated gold accounts it may maintain for
each Authorized Participant or unallocated gold
accounts that may be maintained for an Authorized
Participant by another gold clearing bank, and (ii)
through the unallocated gold accounts it will
maintain for the Trust. The Custodian is responsible
for allocating specific bars of gold to the Trust
Allocated Account. As used herein, ‘‘Trust
Allocated Account’’ means the loco London gold
account established in the name of the Trustee and
maintained for the benefit of the Trust by the
Custodian on an allocated basis pursuant to a
written custody agreement between the Trustee and
the Custodian. The Custodian will provide the
Trustee with regular reports detailing the gold
transfers in and out of the Trust Unallocated
Account with the Custodian and identifying the
gold bars held in the Trust Allocated Account.
10 Securities Exchange Act Release No. 71378
(January 23, 2014), 79 FR 4786 (January 29, 2014)
(SR–NYSEArca–2013–137).
11 Securities Exchange Act Release No. 59895
(May 8, 2009), 74 FR 22993 (May 15, 2009) (SR–
NYSEArca–2009–40).
12 Securities Exchange Act Release No. 61219
(December 22, 2009), 74 FR 68886 (December 29,
2009) (SR–NYSEArca–2009–95).
13 Securities Exchange Act Release No. 61220
(December 22, 2009), 74 FR 68895 (December 29,
2009) (SR–NYSEArca–2009–94).
14 Securities Exchange Act Release No 66930
(May 7, 2012), 77 FR 27817 (May 11, 2012) (SR–
NYSEArca–2012–18)
15 Securities Exchange Act Release No. 61496
(February 4, 2010), 75 FR 6758 (February 10, 2010)
(SR–NYSEArca–2009–113).
16 See Securities Exchange Act Release No. 58956
(November 14, 2008), 73 FR 71074 (November 24,
2008) (SR–NYSEArca–2008–124) (approving listing
on the Exchange of the iShares Silver Trust)).
17 See Securities Exchange Act Release No.56224
(August 8, 2007), 72 FR 45850 (August 15, 2007)
(SR–NYSEArca–2007–76) (approving listing on the
Exchange of the street TRACKS Gold Trust);
Securities Exchange Act Release No. 56041 (July 11,
2007), 72 FR 39114 (July 17, 2007) (SR–NYSEArca–
2007–43) (order approving listing on the Exchange
of iShares COMEX Gold Trust).
18 See Securities Exchange Act Release No. 79518
(December 9, 2016), 81 FR 90876 (December 15,
2016) (SR–NYSEArca–2016–84) (order approving
listing and trading of shares of the Long Dollar Gold
Trust).
19 See Securities Exchange Act Release No. 50603
(October 28, 2004), 69 FR 64614 (November 5, 2004)
(SR–NYSE–2004–22) (order approving listing of
street TRACKS Gold Trust on NYSE).
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18:04 May 24, 2017
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LLC.20 In addition, the Commission has
approved trading of the streetTRACKS
Gold Trust and iShares Silver Trust on
the Exchange pursuant to UTP.21
The Exchange represents that the
Shares satisfy the requirements of NYSE
Arca Equities Rule 8.201 and thereby
qualify for listing on the Exchange.22
Operation of the Trust 23
The investment objective of the Trust
will be for the Shares to reflect the
performance of the price of gold, less
the expenses and liabilities of the Trust.
The Trust will issue Shares which
represent units of fractional undivided
beneficial interest in and ownership of
the Trust.
The Trust will not trade in gold
futures, options or swap contracts on
any futures exchange or over the
counter (‘‘OTC’’). The Trust will not
hold or trade in commodity futures
contracts, ‘‘commodity interests’’, or any
other instruments regulated by the
Commodities Exchange Act. The Trust
will take delivery of physical gold that
complies with the London Bullion
Markets Association (‘‘LBMA’’) gold
delivery rules.
The Shares are intended to constitute
a simple and cost-effective means of
making an investment similar to an
investment in gold. Although the Shares
are not the exact equivalent of an
investment in gold, they are intended to
provide investors with an alternative
that allows a level of participation in the
gold market through the securities
market.
Operation of the Gold Market
The global trade in gold consists of
OTC transactions in spot, forwards, and
options and other derivatives, together
with exchange-traded futures and
options.
The OTC gold market includes spot,
forward, and option and other
20 See Securities Exchange Act Release Nos.
51058 (January 19, 2005), 70 FR 3749 (January 26,
2005) (SR–Amex–2004–38) (order approving listing
of iShares COMEX Gold Trust on the American
Stock Exchange LLC); 53521 (March 20, 2006), 71
FR 14967 (March 24, 2006) (SR–Amex–2005–72)
(approving listing on the American Stock Exchange
LLC of the iShares Silver Trust).
21 See Securities Exchange Act Release Nos.
53520 (March 20, 2006), 71 FR 14977 (March 24,
2006) (SR–PCX–2005–117) (approving trading on
the Exchange pursuant to UTP of the iShares Silver
Trust); 51245 (February 23, 2005), 70 FR 10731
(March 4, 2005) (SR–PCX–2004–117) (approving
trading on the Exchange of the streetTRACKS Gold
Trust pursuant to UTP).
22 With respect to the application of Rule 10A–
3 (17 CFR 240.10A–3) under the Act, the Trust
relies on the exemption contained in Rule 10A–
3(c)(7).
23 The description of the operation of the Trust,
the Shares and the gold market contained herein are
based, in part, on the Registration Statement. See
note 4, supra.
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24181
derivative transactions conducted on a
principal-to-principal basis. While this
is a global, nearly 24-hour per day
market, its main centers are London,
New York, and Zurich.
According to the Registration
Statement, most OTC market trades are
cleared through London. The LBMA
plays an important role in setting OTC
gold trading industry standards. A
London Good Delivery Bar (as described
below), which is acceptable for
settlement of any OTC transaction, will
be acceptable for delivery to the Trust
in connection with the issuance of
Baskets.
The most significant gold futures
exchange in the U.S. is COMEX,
operated by Commodities Exchange,
Inc., a subsidiary of New York
Mercantile Exchange, Inc., and a
subsidiary of the Chicago Mercantile
Exchange Group (the ‘‘CME Group’’).
Other commodity exchanges include the
Tokyo Commodity Exchange
(‘‘TOCOM’’), the Multi Commodity
Exchange Of India (‘‘MCX’’), the
Shanghai Futures Exchange, ICE Futures
US (the ‘‘ICE’’), and the Dubai Gold &
Commodities Exchange.
The London Gold Bullion Market
According to the Registration
Statement, most trading in physical gold
is conducted on the OTC market,
predominantly in London. LBMA
coordinates various OTC-market
activities, including clearing and
vaulting, acts as the principal
intermediary between physical gold
market participants and the relevant
regulators, promotes good trading
practices and develops standard market
documentation. In addition, the LBMA
promotes refining standards for the gold
market by maintaining the ‘‘London
Good Delivery List,’’ which identifies
refiners of gold that have been approved
by the LBMA. In the OTC market, gold
bars that meet the specifications for
weight, dimensions, fineness (or purity),
identifying marks (including the assay
stamp of an LBMA-acceptable refiner)
and appearance described in ‘‘The Good
Delivery Rules for Gold and Silver Bars’’
published by the LBMA are referred to
as ‘‘London Good Delivery Bars.’’ A
London Good Delivery Bar (typically
called a ‘‘400 ounce bar’’) must contain
between 350 and 430 fine troy ounces
of gold (1 troy ounce = 31.1034768
grams), with a minimum fineness (or
purity) of 995 parts per 1000 (99.5%), be
of good appearance and be easy to
handle and stack. The fine gold content
of a gold bar is calculated by
multiplying the gross weight of the bar
(expressed in units of 0.025 troy ounces)
by the fineness of the bar. A London
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Good Delivery Bar must also bear the
stamp of one of the refiners identified
on the London Good Delivery List.
Following the enactment of the
Financial Markets Act 2012, the
Prudential Regulation Authority of the
Bank of England is responsible for
regulating most of the financial firms
that are active in the bullion market,
and the Financial Conduct Authority is
responsible for consumer and
competition issues. Trading in spot,
forwards and wholesale deposits in the
bullion market is subject to the NonInvestment Products (‘‘NIPS’’) Code
adopted by market participants.24
Creation and Redemption of Shares
The Trust will create and redeem
Shares on a continuous basis in one or
more blocks of 10,000 Shares (a block of
10,000 Shares is called a ‘‘Basket’’). As
described below, the Trust will issue
Shares in Baskets to certain authorized
participants (‘‘Authorized Participants’’)
on an ongoing basis. Baskets of Shares
will only be issued or redeemed in
exchange for an amount of gold
determined by the Trustee on each day
that the Exchange is open for regular
trading. No Shares will be issued unless
the Custodian has allocated to the
Trust’s account the corresponding
amount of gold. Initially, a Basket will
require delivery of 1,000 fine ounces of
gold. The amount of gold necessary for
the creation of a Basket, or to be
received upon redemption of a Basket,
will decrease over the life of the Trust,
due to the payment or accrual of fees
and other expenses or liabilities payable
by the Trust.
Baskets may be created or redeemed
only by Authorized Participants. Orders
must be placed by 3:59 p.m. Eastern
Time (‘‘E.T.’’). The day on which a Trust
receives a valid purchase or redemption
order is the order date.
Each Authorized Participant must be
a registered broker-dealer, a participant
in Depository Trust Corporation
(‘‘DTC’’), have entered into an
agreement with the Trustee (the
‘‘Authorized Participant Agreement’’)
and be in a position to transfer gold to,
and take delivery of gold from, the
Custodian through one or more gold
accounts. The Authorized Participant
Agreement provides the procedures for
the creation and redemption of Baskets
and for the delivery of gold in
connection with such creations or
redemptions.
According to the Registration
Statement, Authorized Participants,
24 The NIPS Code is available at https://
www.bankofengland.co.uk/markets/Documents/
forex/fxjsc/nipscode1111.pdf.
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acting on authority of the registered
holder of Shares, may surrender Baskets
of Shares in exchange for the
corresponding Basket Amount
announced by the Trustee. Upon
surrender of such Shares and payment
of the Trustee’s applicable fee and of
any expenses, taxes or charges (such as
stamp taxes or stock transfer taxes or
fees), the Trustee will deliver to the
order of the redeeming Authorized
Participant the amount of gold
corresponding to the redeemed Baskets.
Shares can only be surrendered for
redemption in Baskets of 10,000 Shares
each.
Before surrendering Baskets of Shares
for redemption, an Authorized
Participant must deliver to the Trustee
a written request indicating the number
of Baskets it intends to redeem and the
location where it would like to take
delivery of the gold represented by such
Baskets. The date the Trustee receives
that order determines the Basket
Amount to be received in exchange.
However, orders received by the Trustee
after 3:59 p.m. Eastern Time (‘‘E.T.’’)
will be rejected.
The redemption distribution from the
Trust will consist of a credit to the
redeeming Authorized Participant’s
unallocated account representing the
amount of the gold held by the Trust
evidenced by the Shares being
redeemed as of the date of the
redemption order.
Net Asset Value
The NAV of the Trust will be
calculated by subtracting the Trust’s
expenses and liabilities on any day from
the value of the gold owned by the Trust
on that day; the NAV per Share will be
obtained by dividing the NAV of the
Trust on a given day by the number of
Shares outstanding on that day. On each
day on which the Exchange is open for
regular trading, the Trustee will
determine the NAV as promptly as
practicable after 4:00 p.m. E.T. The
Trustee will value the Trust’s gold on
the basis of LBMA Gold Price PM. If
there is no LBMA Gold Price PM on any
day, the Trustee is authorized to use the
most recently announced LBMA Gold
Price or another publicly available price
as instructed by the Sponsor based on
the Sponsor’s determination that it
fairly represents the value of the gold
held by the Trust.
The NAV per Share will be calculated
by taking the current price of the Trust’s
total assets, subtracting any liabilities,
and dividing by the total number of
Shares outstanding. The offering of the
Trust’s Shares is a ‘‘best efforts’’
offering, which means that the
Authorized Participants are not required
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Fmt 4703
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to purchase a specific number or dollar
amount of Shares. Authorized
Participants will not receive from the
Sponsor, the Trust or any affiliates any
fee or other compensation in connection
with the offering of the Shares.
Secondary Market Trading
While the Trust seeks to reflect
generally the performance of the price of
gold less the Trust’s expenses and
liabilities, Shares may trade at, above or
below their NAV. The NAV of Shares
will fluctuate with changes in the
market value of the Trust’s assets. The
trading prices of Shares will fluctuate in
accordance with changes in their NAV
as well as market supply and demand.
The amount of the discount or premium
in the trading price relative to the NAV
may be influenced by non-concurrent
trading hours between the major gold
markets and the Exchange. While the
Shares trade on the Exchange until 4:00
p.m. E.T., liquidity in the market for
gold may be reduced after the close of
the major world gold markets, including
London, Zurich and COMEX. As a
result, during this time, trading spreads,
and the resulting premium or discount,
on Shares may widen.
Availability of Information Regarding
Gold
Currently, the Consolidated Tape Plan
does not provide for dissemination of
the spot price of a commodity such as
gold over the Consolidated Tape.
However, there will be disseminated
over the Consolidated Tape the last sale
price for the Shares, as is the case for
all equity securities traded on the
Exchange (including exchange-traded
funds). In addition, there is a
considerable amount of information
about gold and gold markets available
on public Web sites and through
professional and subscription services.
Investors may obtain gold pricing
information on a 24-hour basis based on
the spot price for an ounce of Gold from
various financial information service
providers, such as Reuters and
Bloomberg.
Reuters and Bloomberg, for example,
provide at no charge on their Web sites
delayed information regarding the spot
price of Gold and last sale prices of Gold
futures, as well as information about
news and developments in the gold
market. Reuters and Bloomberg also
offer a professional service to
subscribers for a fee that provides
information on Gold prices directly
from market participants. Complete realtime data for Gold futures and options
prices traded on the COMEX are
available by subscription from Reuters
and Bloomberg. There are a variety of
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other public Web sites providing
information on gold, ranging from those
specializing in precious metals to sites
maintained by major newspapers. In
addition, the LBMA Gold Price is
publicly available at no charge at
www.lbma.org.uk.
Availability of Information
The intraday indicative value (‘‘IIV’’)
per Share for the Shares will be
disseminated by one or more major
market data vendors. The IIV will be
calculated based on the amount of gold
held by the Trust and a price of gold
derived from updated bids and offers
indicative of the spot price of gold.25
The Web site for the Trust
(www.graniteshares.com) will contain
the following information, on a per
Share basis, for the Trust: (a) The midpoint of the bid-ask price 26 at the close
of trading (‘‘Bid/Ask Price’’), and a
calculation of the premium or discount
of such price against such NAV; and (b)
data in chart format displaying the
frequency distribution of discounts and
premiums of the Bid/Ask Price against
the NAV, within appropriate ranges, for
each of the four previous calendar
quarters. The Web site for the Trust will
also provide the Trust’s prospectus.
Finally, the Trust’s Web site will
provide the last sale price of the Shares
as traded in the U.S. market. In
addition, information regarding market
price and trading volume of the Shares
will be continually available on a realtime 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.
Criteria for Initial and Continued Listing
The Trust 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 two Baskets or 20,000
Shares will be required to be
outstanding at the start of trading,
which is equivalent to 2,000 fine ounces
of gold or about $2.4m as of April 2017.
The Exchange believes that the
anticipated minimum number of Shares
outstanding at the start of trading is
sufficient to provide adequate market
liquidity.
25 The IIV on a per Share basis disseminated
during the Core Trading Session should not be
viewed as a real-time update of the NAV, which is
calculated once a day.
26 The bid-ask price of the Shares will be
determined using the highest bid and lowest offer
on the Consolidated Tape as of the time of
calculation of the closing day NAV.
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18:04 May 24, 2017
Jkt 241001
Trading Rules
The Exchange deems the Shares to be
equity securities, thus rendering trading
in the Trust subject to the Exchange’s
existing rules governing the trading of
equity securities. Trading in the Shares
on the Exchange will occur in
accordance with NYSE Arca Equities
Rule 7.34(a). The Exchange has
appropriate rules to facilitate
transactions in the Shares during all
trading sessions. As provided in NYSE
Arca Equities Rule 7.6, Commentary .03,
the minimum price variation (‘‘MPV’’)
for quoting and entry of orders in equity
securities traded on the NYSE Arca
Marketplace is $0.01, with the exception
of securities that are priced less than
$1.00 for which the MPV for order entry
is $0.0001.
Further, NYSE Arca Equities Rule
8.201 sets forth certain restrictions on
ETP Holders acting as registered Market
Makers in the Shares to facilitate
surveillance. Under NYSE Arca Equities
Rule 8.201(g), an ETP Holder acting as
a registered Market Maker in the Shares
is required to provide the Exchange
with information relating to its trading
in the underlying gold, related futures
or options on futures, or any other
related derivatives. Commentary .04 of
NYSE Arca Equities Rule 6.3 requires an
ETP Holder acting as a registered Market
Maker, and its affiliates, in the Shares to
establish, maintain and enforce written
policies and procedures reasonably
designed to prevent the misuse of any
material nonpublic information with
respect to such products, any
components of the related products, any
physical asset or commodity underlying
the product, applicable currencies,
underlying indexes, related futures or
options on futures, and any related
derivative instruments (including the
Shares).
As a general matter, the Exchange has
regulatory jurisdiction over its ETP
Holders and their associated persons,
which include any person or entity
controlling an ETP Holder. A subsidiary
or affiliate of an ETP Holder that does
business only in commodities or futures
contracts would not be subject to
Exchange jurisdiction, but the Exchange
could obtain information regarding the
activities of such subsidiary or affiliate
through surveillance sharing agreements
with regulatory organizations of which
such subsidiary or affiliate is a member.
With respect to trading halts, the
Exchange may consider all relevant
factors in exercising its discretion to
halt or suspend trading in the Shares.
Trading on the Exchange in the Shares
may be halted because of market
conditions or for reasons that, in the
PO 00000
Frm 00089
Fmt 4703
Sfmt 4703
24183
view of the Exchange, make trading in
the Shares inadvisable. These may
include: (1) The extent to which
conditions in the underlying gold
market have caused disruptions and/or
lack of trading, or (2) whether other
unusual conditions or circumstances
detrimental to the maintenance of a fair
and orderly market are present. In
addition, trading in Shares will be
subject to trading halts caused by
extraordinary market volatility pursuant
to the Exchange’s ‘‘circuit breaker’’
rule.27 The Exchange will halt trading in
the Shares if the NAV of the Trust is not
calculated or disseminated daily. The
Exchange may halt trading during the
day in which an interruption occurs to
the dissemination of the IIV, as
described above. If the interruption to
the dissemination of the IIV persists
past the trading day in which it occurs,
the Exchange will halt trading no later
than the beginning of the trading day
following the interruption.
Surveillance
The Exchange represents that trading
in the Shares will be subject to the
existing trading surveillances
administered by the Exchange, as well
as cross-market 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.28 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.
The surveillances referred to above
generally focus on detecting securities
trading outside their normal patterns,
which could be indicative of
manipulative or other violative activity.
When such situations are detected,
surveillance analysis follows and
investigations are opened, where
appropriate, to review the behavior of
all relevant parties for all relevant
trading violations.
The Exchange or FINRA, on behalf of
the Exchange, or both, will
communicate as needed regarding
trading in the Shares with other markets
and other entities that are members of
the ISG, and the Exchange or FINRA, on
behalf of the Exchange, or both, may
27 See
NYSE Arca Equities Rule 7.12.
conducts cross-market surveillances on
behalf of the Exchange pursuant to a regulatory
services agreement. The Exchange is responsible for
FINRA’s performance under this regulatory services
agreement.
28 FINRA
E:\FR\FM\25MYN1.SGM
25MYN1
24184
Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices
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.29
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 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.
All statements and representations
made in this filing regarding (a) the
description of the portfolio, (b)
limitations on portfolio holdings or
reference assets, or (c) the applicability
of Exchange listing rules specified in
this rule filing shall constitute
continued listing requirements for
listing the Shares of the Trust on the
Exchange.
The issuer has represented to the
Exchange that it will advise the
Exchange of any failure by the Trust to
comply with the continued listing
requirements, and, pursuant to its
obligations under Section 19(g)(1) of the
Act, the Exchange will monitor for
compliance with the continued listing
requirements. If the Trust is not in
compliance with the applicable listing
requirements, the Exchange will
commence delisting procedures under
NYSE Arca Equities Rule 5.5(m).
Information Bulletin
Prior to the commencement of
trading, the Exchange will inform its
ETP Holders in an Information Bulletin
of the special characteristics and risks
associated with trading the Shares.
Specifically, the Information Bulletin
will discuss the following: (1) The
procedures for purchases and
redemptions of Shares in Baskets
(including noting that Shares are not
individually redeemable); (2) 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; (3) how information
29 For a list of the current members of ISG, see
www.isgportal.org.
VerDate Sep<11>2014
18:04 May 24, 2017
Jkt 241001
regarding the IIV is disseminated; (4) the
requirement that ETP Holders deliver a
prospectus to investors purchasing
newly issued Shares prior to or
concurrently with the confirmation of a
transaction; (5) the possibility that
trading spreads and the resulting
premium or discount on the Shares may
widen as a result of reduced liquidity of
gold trading during the Core and Late
Trading Sessions after the close of the
major world gold markets; and (6)
trading information. For example, the
Information Bulletin will advise ETP
Holders, prior to the commencement of
trading, of the prospectus delivery
requirements applicable to the Trust.
The Exchange notes that investors
purchasing Shares directly from the
Trust (by delivery of the Creation Basket
Deposit) will receive a prospectus. ETP
Holders purchasing Shares from the
Trust for resale to investors will deliver
a prospectus to such investors.
In addition, the Information Bulletin
will reference that the Trust is subject
to various fees and expenses as will be
described in the Registration Statement.
The Information Bulletin will also
reference the fact that there is no
regulated source of last sale information
regarding physical gold, that the
Commission has no jurisdiction over the
trading of gold as a physical commodity,
and that the CFTC has regulatory
jurisdiction over the trading of gold
futures contracts and options on gold
futures contracts.
The Information Bulletin will also
discuss any relief, if granted, by the
Commission or the staff from any rules
under the Act.
2. Statutory Basis
The basis under the Act for this
proposed rule change is the requirement
under Section 6(b)(5) 30 that an
exchange have rules that are designed to
prevent fraudulent and manipulative
acts and practices, to promote just and
equitable principles of trade, to remove
impediments to, and perfect the
mechanism of a free and open market
and, in general, to protect investors and
the public interest.
The Exchange believes that the
proposed rule change is designed to
prevent fraudulent and manipulative
acts and practices in that the Shares will
be listed and traded on the Exchange
pursuant to the initial and continued
listing criteria in NYSE Arca Equities
Rule 8.201. The Exchange has in place
surveillance procedures that are
adequate to properly monitor trading in
the Shares in all trading sessions and to
deter and detect violations of Exchange
30 15
PO 00000
U.S.C. 78f(b)(5).
Frm 00090
Fmt 4703
Sfmt 4703
rules and applicable federal securities
laws. The Exchange may obtain
information via ISG from other
exchanges that are members of ISG or
with which the Exchange has entered
into a comprehensive surveillance
sharing agreement.
The proposed rule change is designed
to promote just and equitable principles
of trade and to protect investors and the
public interest in that there is a
considerable amount of gold price and
gold market information available on
public Web sites and through
professional and subscription services.
Investors may obtain on a 24-hour basis
gold pricing information based on the
spot price for an ounce of gold from
various financial information service
providers. Investors may obtain gold
pricing information based on the spot
price for an ounce of gold from various
financial information service providers.
Current spot prices also are generally
available with bid/ask spreads from gold
bullion dealers. In addition, the Trust’s
Web site will provide pricing
information for gold spot prices and the
Shares. Market prices for the Shares will
be available from a variety of sources
including brokerage firms, information
Web sites and other information service
providers. The NAV of the Trust will be
published by the Sponsor on each day
that the NYSE Arca is open for regular
trading and will be posted on the Trust’s
Web site. The IIV relating to the Shares
will be widely disseminated by one or
more major market data vendors at least
every 15 seconds during the Core
Trading Session. In addition, the LBMA
Gold Price is publicly available at no
charge at www.lbma.org.uk. The Trust’s
Web site will also provide the Trust’s
prospectus, as well as the two most
recent reports to stockholders. In
addition, information regarding market
price and trading volume of the Shares
will be continually available on a realtime 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 proposed rule change is designed
to perfect the mechanism of a free and
open market and, in general, to protect
investors and the public interest in that
it will facilitate the listing and trading
of an additional type of exchange-traded
product that will enhance competition
among market participants, to the
benefit of investors and the marketplace.
As noted above, the Exchange has in
place surveillance procedures relating to
trading in the Shares and may obtain
information via ISG from other
E:\FR\FM\25MYN1.SGM
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Federal Register / Vol. 82, No. 100 / Thursday, May 25, 2017 / Notices
exchanges that are members of ISG or
with which the Exchange has entered
into a comprehensive surveillance
sharing agreement. In addition, as noted
above, investors will have ready access
to information regarding gold pricing.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act. The
Exchange believes the proposed rule
change will enhance competition by
accommodating Exchange trading of an
additional exchange-traded product
relating to physical gold.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of
publication of this notice in the Federal
Register or within such longer period
up to 90 days (i) as the Commission may
designate if it finds such longer period
to be appropriate and publishes its
reasons for so finding or (ii) as to which
the self-regulatory organization
consents, the Commission will:
(A) By order approve or disapprove
the proposed rule change, or
(B) institute proceedings to determine
whether the proposed rule change
should be disapproved.
IV. Solicitation of Comments
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–2017–55 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.
18:04 May 24, 2017
Jkt 241001
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.31
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–10688 Filed 5–24–17; 8:45 am]
BILLING CODE 8011–01–P
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:
VerDate Sep<11>2014
All submissions should refer to File
Number SR–NYSEArca–2017–55. 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 the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change;
the Commission does not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly. All submissions
should refer to File Number SR–
NYSEArca–2017–55, and should be
submitted on or before June 15, 2017.
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–80729; File No. SR–
NYSEArca–2017–06]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing of
Amendment No. 2 to a Proposed Rule
Change Relating to the Listing and
Trading of Shares of the Bitcoin
Investment Trust Under NYSE Arca
Equities Rule 8.201
May 19, 2017.
On January 25, 2017, NYSE Arca, Inc.
(‘‘NYSE Arca’’ or ‘‘Exchange’’) filed
with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
31 17
PO 00000
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
Bitcoin Investment Trust under NYSE
Arca Equities Rule 8.201. The proposed
rule change was published for comment
in the Federal Register on February 9,
2017.3
On March 22, 2017, pursuant to
section 19(b)(2) of the Act,4 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 approve or
disapprove the proposed rule change.5
On April 6, 2017, the Exchange filed
with the Commission Amendment No. 1
to the proposed rule change. On April
21, 2017, the Commission published
notice of Amendment No. 1 and
instituted proceedings to determine
whether to approve or disapprove the
proposed rule change, as modified by
Amendment No. 1.6 The Commission
has received four comment letters on
the proposed rule change.7
On May 11, 2017, the Exchange filed
with the Commission Amendment No. 2
to the proposed rule change as
described in Items I and II below, which
Items have been prepared by the
Exchange. The Commission is
publishing this notice to solicit
comments on the proposed rule change,
as modified by Amendment No. 2, from
interested persons.8
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 79955
(Feb. 3, 2017), 82 FR 10086 (Feb. 9, 2017).
4 15 U.S.C. 78s(b)(2).
5 See Securities Exchange Act Release No. 80297
(Mar. 22, 2017), 82 FR 15408 (Mar. 28, 2017).
6 See Securities Exchange Act Release No. 80502
(Apr. 21, 2017), 82 FR 19398 (Apr. 27, 2017)
(‘‘Order Instituting Proceedings’’).
7 See Letters from Joseph Stephen White (Feb. 5,
2017); Anonymous (Feb. 8, 2017); Mark T.
Williams, Finance Professor, Boston University
(Mar. 13, 2017); Clark J. Haley (Apr. 17, 2017). All
comments on the proposed rule change are
available on the Commission’s Web site at https://
www.sec.gov/comments/sr-nysearca-2017-06/
nysearca201706.htm.
8 In Amendment No. 2, the Exchange, among
other things: (a) Noted the filing, on May 4, 2017,
of Amendment No. 2 to its Registration Statement
(as defined below) (see section II.A.1, infra (note 10
under heading ‘‘Purpose’’); (b) updated information
relating to the components of the XBX Index and
trade volumes thereon (see section II.A.1, infra
(discussion in subheading ‘‘Bitcoin Exchanges’’));
(c) revised information and statistics relating to the
trading volumes on, and market shares of, the
largest U.S. dollar denominated bitcoin exchanges
(see section II.A.1, infra (table entitled ‘‘Eight
Largest U.S. Dollar-Denominated Bitcoin Exchanges
by Trade Volume’’ under subheading ‘‘Bitcoin
Exchanges’’)); and (d) added or modified
information relating to in-kind and in-cash creation
and redemption of Shares (as defined below) (see
2 17
CFR 200.30–3(a)(12).
Frm 00091
Fmt 4703
Sfmt 4703
24185
Continued
E:\FR\FM\25MYN1.SGM
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]]>Agencies
[Federal Register Volume 82, Number 100 (Thursday, May 25, 2017)]
[Notices]
[Pages 24180-24185]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-10688]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-80730; File No. SR-NYSEArca-2017-55]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Proposed Rule Change Relating to the Listing and Trading of the
GraniteShares Gold Trust Under NYSE Arca Equities Rule 8.201
May 19, 2017.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on May 8, 2017, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE
Arca'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to list and trade shares of the GraniteShares
Gold Trust under NYSE Arca Equities Rule 8.201. The proposed change is
available on the Exchange's Web site at www.nyse.com, at the principal
office of the Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to list and trade shares (``Shares'') of the
GraniteShares Gold Trust (``Trust''), under NYSE Arca Equities Rule
8.201.\4\ Under NYSE Arca Equities Rule 8.201, the Exchange may propose
to list and/or trade pursuant to unlisted trading privileges (``UTP'')
``Commodity-Based Trust Shares.\5\
---------------------------------------------------------------------------
\4\ On January 3, 2017, the Trust submitted to the Commission
its draft registration statement on Form S-1 (the ``Registration
Statement'') under the Securities Act of 1933 (15 U.S.C. 77a)
(``Securities Act''). The Jumpstart Our Business Startups Act,
enacted on April 5, 2012, added Section 6(e) to the Securities Act.
Section 6(e) of the Securities Act provides that an ``emerging
growth company'' may confidentially submit to the Commission a draft
registration statement for confidential, non-public review by the
Commission staff prior to public filing, provided that the initial
confidential submission and all amendments thereto shall be publicly
filed not later than 21 days before the date on which the issuer
conducts a road show, as such term is defined in Securities Act Rule
433(h)(4). An emerging growth company is defined in Section 2(a)(19)
of the Securities Act as an issuer with less than $1,000,000,000
total annual gross revenues during its most recently completed
fiscal year. The Trust meets the definition of an emerging growth
company and consequently has submitted its Form S-1 Registration
Statement on a confidential basis with the Commission.
\5\ Commodity-Based Trust Shares are securities issued by a
trust that represents investors' discrete identifiable and undivided
beneficial ownership interest in the commodities deposited into the
Trust.
---------------------------------------------------------------------------
The Trust will not be registered as an investment company under the
Investment Company Act of 1940, as amended,\6\ and is not required to
register under such act. The Trust is not a commodity pool for purposes
of the Commodity Exchange Act, as amended.\7\
---------------------------------------------------------------------------
\6\ 15 U.S.C. 80a-1.
\7\ 17 U.S.C. 1.
---------------------------------------------------------------------------
The Sponsor of the Trust is GraniteShares LLC, a Delaware limited
liability company. The Bank of New York Mellon is the trustee of the
Trust (the ``Trustee'') \8\ and ICBC Standard Bank PLC is the custodian
of the Trust (the ``Custodian'').\9\
---------------------------------------------------------------------------
\8\ The Trustee is responsible for the day-to-day administration
of the Trust. The responsibilities of the Trustee include (1)
processing orders for the creation and redemption of Baskets; (2)
coordinating with the Custodian the receipt and delivery of gold
transferred to, or by, the Trust in connection with each issuance
and redemption of Baskets; (3) calculating the net asset value of
the Trust on each business day; and (4) selling the Trust's gold as
needed to cover the Trust's expenses. The Trust does not have a
Board of Directors or persons acting in a similar capacity.
\9\ The Custodian is responsible for safekeeping the gold owned
by the Trust. The Custodian is appointed by the Trustee and is
responsible to the Trustee only. The Custodian will facilitate the
transfer of gold in and out of the Trust (i) through the unallocated
gold accounts it may maintain for each Authorized Participant or
unallocated gold accounts that may be maintained for an Authorized
Participant by another gold clearing bank, and (ii) through the
unallocated gold accounts it will maintain for the Trust. The
Custodian is responsible for allocating specific bars of gold to the
Trust Allocated Account. As used herein, ``Trust Allocated Account''
means the loco London gold account established in the name of the
Trustee and maintained for the benefit of the Trust by the Custodian
on an allocated basis pursuant to a written custody agreement
between the Trustee and the Custodian. The Custodian will provide
the Trustee with regular reports detailing the gold transfers in and
out of the Trust Unallocated Account with the Custodian and
identifying the gold bars held in the Trust Allocated Account.
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[[Page 24181]]
The Commission has previously approved listing on the Exchange
under NYSE Arca Equities Rules 5.2(j)(5) and 8.201 of other precious
metals and gold-based commodity trusts, including the Merk Gold Trust;
\10\ ETFS Gold Trust,\11\ ETFS Platinum Trust \12\ and ETFS Palladium
Trust (collectively, the ``ETFS Trusts''); \13\APMEX Physical-1 oz.
Gold Redeemable Trust; \14\ Sprott Gold Trust; \15\ SPDR Gold Trust
(formerly, streetTRACKS Gold Trust); iShares Silver Trust; \16\ iShares
COMEX Gold Trust; \17\ and Long Dollar Gold Trust.\18\ Prior to their
listing on the Exchange, the Commission approved listing of the
streetTRACKS Gold Trust on the New York Stock Exchange (``NYSE'') \19\
and listing of iShares COMEX Gold Trust and iShares Silver Trust on the
American Stock Exchange LLC.\20\ In addition, the Commission has
approved trading of the streetTRACKS Gold Trust and iShares Silver
Trust on the Exchange pursuant to UTP.\21\
---------------------------------------------------------------------------
\10\ Securities Exchange Act Release No. 71378 (January 23,
2014), 79 FR 4786 (January 29, 2014) (SR-NYSEArca-2013-137).
\11\ Securities Exchange Act Release No. 59895 (May 8, 2009), 74
FR 22993 (May 15, 2009) (SR-NYSEArca-2009-40).
\12\ Securities Exchange Act Release No. 61219 (December 22,
2009), 74 FR 68886 (December 29, 2009) (SR-NYSEArca-2009-95).
\13\ Securities Exchange Act Release No. 61220 (December 22,
2009), 74 FR 68895 (December 29, 2009) (SR-NYSEArca-2009-94).
\14\ Securities Exchange Act Release No 66930 (May 7, 2012), 77
FR 27817 (May 11, 2012) (SR-NYSEArca-2012-18)
\15\ Securities Exchange Act Release No. 61496 (February 4,
2010), 75 FR 6758 (February 10, 2010) (SR-NYSEArca-2009-113).
\16\ See Securities Exchange Act Release No. 58956 (November 14,
2008), 73 FR 71074 (November 24, 2008) (SR-NYSEArca-2008-124)
(approving listing on the Exchange of the iShares Silver Trust)).
\17\ See Securities Exchange Act Release No.56224 (August 8,
2007), 72 FR 45850 (August 15, 2007) (SR-NYSEArca-2007-76)
(approving listing on the Exchange of the street TRACKS Gold Trust);
Securities Exchange Act Release No. 56041 (July 11, 2007), 72 FR
39114 (July 17, 2007) (SR-NYSEArca-2007-43) (order approving listing
on the Exchange of iShares COMEX Gold Trust).
\18\ See Securities Exchange Act Release No. 79518 (December 9,
2016), 81 FR 90876 (December 15, 2016) (SR-NYSEArca-2016-84) (order
approving listing and trading of shares of the Long Dollar Gold
Trust).
\19\ See Securities Exchange Act Release No. 50603 (October 28,
2004), 69 FR 64614 (November 5, 2004) (SR-NYSE-2004-22) (order
approving listing of street TRACKS Gold Trust on NYSE).
\20\ See Securities Exchange Act Release Nos. 51058 (January 19,
2005), 70 FR 3749 (January 26, 2005) (SR-Amex-2004-38) (order
approving listing of iShares COMEX Gold Trust on the American Stock
Exchange LLC); 53521 (March 20, 2006), 71 FR 14967 (March 24, 2006)
(SR-Amex-2005-72) (approving listing on the American Stock Exchange
LLC of the iShares Silver Trust).
\21\ See Securities Exchange Act Release Nos. 53520 (March 20,
2006), 71 FR 14977 (March 24, 2006) (SR-PCX-2005-117) (approving
trading on the Exchange pursuant to UTP of the iShares Silver
Trust); 51245 (February 23, 2005), 70 FR 10731 (March 4, 2005) (SR-
PCX-2004-117) (approving trading on the Exchange of the streetTRACKS
Gold Trust pursuant to UTP).
---------------------------------------------------------------------------
The Exchange represents that the Shares satisfy the requirements of
NYSE Arca Equities Rule 8.201 and thereby qualify for listing on the
Exchange.\22\
---------------------------------------------------------------------------
\22\ With respect to the application of Rule 10A-3 (17 CFR
240.10A-3) under the Act, the Trust relies on the exemption
contained in Rule 10A-3(c)(7).
---------------------------------------------------------------------------
Operation of the Trust \23\
---------------------------------------------------------------------------
\23\ The description of the operation of the Trust, the Shares
and the gold market contained herein are based, in part, on the
Registration Statement. See note 4, supra.
---------------------------------------------------------------------------
The investment objective of the Trust will be for the Shares to
reflect the performance of the price of gold, less the expenses and
liabilities of the Trust. The Trust will issue Shares which represent
units of fractional undivided beneficial interest in and ownership of
the Trust.
The Trust will not trade in gold futures, options or swap contracts
on any futures exchange or over the counter (``OTC''). The Trust will
not hold or trade in commodity futures contracts, ``commodity
interests'', or any other instruments regulated by the Commodities
Exchange Act. The Trust will take delivery of physical gold that
complies with the London Bullion Markets Association (``LBMA'') gold
delivery rules.
The Shares are intended to constitute a simple and cost-effective
means of making an investment similar to an investment in gold.
Although the Shares are not the exact equivalent of an investment in
gold, they are intended to provide investors with an alternative that
allows a level of participation in the gold market through the
securities market.
Operation of the Gold Market
The global trade in gold consists of OTC transactions in spot,
forwards, and options and other derivatives, together with exchange-
traded futures and options.
The OTC gold market includes spot, forward, and option and other
derivative transactions conducted on a principal-to-principal basis.
While this is a global, nearly 24-hour per day market, its main centers
are London, New York, and Zurich.
According to the Registration Statement, most OTC market trades are
cleared through London. The LBMA plays an important role in setting OTC
gold trading industry standards. A London Good Delivery Bar (as
described below), which is acceptable for settlement of any OTC
transaction, will be acceptable for delivery to the Trust in connection
with the issuance of Baskets.
The most significant gold futures exchange in the U.S. is COMEX,
operated by Commodities Exchange, Inc., a subsidiary of New York
Mercantile Exchange, Inc., and a subsidiary of the Chicago Mercantile
Exchange Group (the ``CME Group''). Other commodity exchanges include
the Tokyo Commodity Exchange (``TOCOM''), the Multi Commodity Exchange
Of India (``MCX''), the Shanghai Futures Exchange, ICE Futures US (the
``ICE''), and the Dubai Gold & Commodities Exchange.
The London Gold Bullion Market
According to the Registration Statement, most trading in physical
gold is conducted on the OTC market, predominantly in London. LBMA
coordinates various OTC-market activities, including clearing and
vaulting, acts as the principal intermediary between physical gold
market participants and the relevant regulators, promotes good trading
practices and develops standard market documentation. In addition, the
LBMA promotes refining standards for the gold market by maintaining the
``London Good Delivery List,'' which identifies refiners of gold that
have been approved by the LBMA. In the OTC market, gold bars that meet
the specifications for weight, dimensions, fineness (or purity),
identifying marks (including the assay stamp of an LBMA-acceptable
refiner) and appearance described in ``The Good Delivery Rules for Gold
and Silver Bars'' published by the LBMA are referred to as ``London
Good Delivery Bars.'' A London Good Delivery Bar (typically called a
``400 ounce bar'') must contain between 350 and 430 fine troy ounces of
gold (1 troy ounce = 31.1034768 grams), with a minimum fineness (or
purity) of 995 parts per 1000 (99.5%), be of good appearance and be
easy to handle and stack. The fine gold content of a gold bar is
calculated by multiplying the gross weight of the bar (expressed in
units of 0.025 troy ounces) by the fineness of the bar. A London
[[Page 24182]]
Good Delivery Bar must also bear the stamp of one of the refiners
identified on the London Good Delivery List.
Following the enactment of the Financial Markets Act 2012, the
Prudential Regulation Authority of the Bank of England is responsible
for regulating most of the financial firms that are active in the
bullion market, and the Financial Conduct Authority is responsible for
consumer and competition issues. Trading in spot, forwards and
wholesale deposits in the bullion market is subject to the Non-
Investment Products (``NIPS'') Code adopted by market participants.\24\
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\24\ The NIPS Code is available at https://www.bankofengland.co.uk/markets/Documents/forex/fxjsc/nipscode1111.pdf.
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Creation and Redemption of Shares
The Trust will create and redeem Shares on a continuous basis in
one or more blocks of 10,000 Shares (a block of 10,000 Shares is called
a ``Basket''). As described below, the Trust will issue Shares in
Baskets to certain authorized participants (``Authorized
Participants'') on an ongoing basis. Baskets of Shares will only be
issued or redeemed in exchange for an amount of gold determined by the
Trustee on each day that the Exchange is open for regular trading. No
Shares will be issued unless the Custodian has allocated to the Trust's
account the corresponding amount of gold. Initially, a Basket will
require delivery of 1,000 fine ounces of gold. The amount of gold
necessary for the creation of a Basket, or to be received upon
redemption of a Basket, will decrease over the life of the Trust, due
to the payment or accrual of fees and other expenses or liabilities
payable by the Trust.
Baskets may be created or redeemed only by Authorized Participants.
Orders must be placed by 3:59 p.m. Eastern Time (``E.T.''). The day on
which a Trust receives a valid purchase or redemption order is the
order date.
Each Authorized Participant must be a registered broker-dealer, a
participant in Depository Trust Corporation (``DTC''), have entered
into an agreement with the Trustee (the ``Authorized Participant
Agreement'') and be in a position to transfer gold to, and take
delivery of gold from, the Custodian through one or more gold accounts.
The Authorized Participant Agreement provides the procedures for the
creation and redemption of Baskets and for the delivery of gold in
connection with such creations or redemptions.
According to the Registration Statement, Authorized Participants,
acting on authority of the registered holder of Shares, may surrender
Baskets of Shares in exchange for the corresponding Basket Amount
announced by the Trustee. Upon surrender of such Shares and payment of
the Trustee's applicable fee and of any expenses, taxes or charges
(such as stamp taxes or stock transfer taxes or fees), the Trustee will
deliver to the order of the redeeming Authorized Participant the amount
of gold corresponding to the redeemed Baskets. Shares can only be
surrendered for redemption in Baskets of 10,000 Shares each.
Before surrendering Baskets of Shares for redemption, an Authorized
Participant must deliver to the Trustee a written request indicating
the number of Baskets it intends to redeem and the location where it
would like to take delivery of the gold represented by such Baskets.
The date the Trustee receives that order determines the Basket Amount
to be received in exchange. However, orders received by the Trustee
after 3:59 p.m. Eastern Time (``E.T.'') will be rejected.
The redemption distribution from the Trust will consist of a credit
to the redeeming Authorized Participant's unallocated account
representing the amount of the gold held by the Trust evidenced by the
Shares being redeemed as of the date of the redemption order.
Net Asset Value
The NAV of the Trust will be calculated by subtracting the Trust's
expenses and liabilities on any day from the value of the gold owned by
the Trust on that day; the NAV per Share will be obtained by dividing
the NAV of the Trust on a given day by the number of Shares outstanding
on that day. On each day on which the Exchange is open for regular
trading, the Trustee will determine the NAV as promptly as practicable
after 4:00 p.m. E.T. The Trustee will value the Trust's gold on the
basis of LBMA Gold Price PM. If there is no LBMA Gold Price PM on any
day, the Trustee is authorized to use the most recently announced LBMA
Gold Price or another publicly available price as instructed by the
Sponsor based on the Sponsor's determination that it fairly represents
the value of the gold held by the Trust.
The NAV per Share will be calculated by taking the current price of
the Trust's total assets, subtracting any liabilities, and dividing by
the total number of Shares outstanding. The offering of the Trust's
Shares is a ``best efforts'' offering, which means that the Authorized
Participants are not required to purchase a specific number or dollar
amount of Shares. Authorized Participants will not receive from the
Sponsor, the Trust or any affiliates any fee or other compensation in
connection with the offering of the Shares.
Secondary Market Trading
While the Trust seeks to reflect generally the performance of the
price of gold less the Trust's expenses and liabilities, Shares may
trade at, above or below their NAV. The NAV of Shares will fluctuate
with changes in the market value of the Trust's assets. The trading
prices of Shares will fluctuate in accordance with changes in their NAV
as well as market supply and demand. The amount of the discount or
premium in the trading price relative to the NAV may be influenced by
non-concurrent trading hours between the major gold markets and the
Exchange. While the Shares trade on the Exchange until 4:00 p.m. E.T.,
liquidity in the market for gold may be reduced after the close of the
major world gold markets, including London, Zurich and COMEX. As a
result, during this time, trading spreads, and the resulting premium or
discount, on Shares may widen.
Availability of Information Regarding Gold
Currently, the Consolidated Tape Plan does not provide for
dissemination of the spot price of a commodity such as gold over the
Consolidated Tape. However, there will be disseminated over the
Consolidated Tape the last sale price for the Shares, as is the case
for all equity securities traded on the Exchange (including exchange-
traded funds). In addition, there is a considerable amount of
information about gold and gold markets available on public Web sites
and through professional and subscription services.
Investors may obtain gold pricing information on a 24-hour basis
based on the spot price for an ounce of Gold from various financial
information service providers, such as Reuters and Bloomberg.
Reuters and Bloomberg, for example, provide at no charge on their
Web sites delayed information regarding the spot price of Gold and last
sale prices of Gold futures, as well as information about news and
developments in the gold market. Reuters and Bloomberg also offer a
professional service to subscribers for a fee that provides information
on Gold prices directly from market participants. Complete real-time
data for Gold futures and options prices traded on the COMEX are
available by subscription from Reuters and Bloomberg. There are a
variety of
[[Page 24183]]
other public Web sites providing information on gold, ranging from
those specializing in precious metals to sites maintained by major
newspapers. In addition, the LBMA Gold Price is publicly available at
no charge at www.lbma.org.uk.
Availability of Information
The intraday indicative value (``IIV'') per Share for the Shares
will be disseminated by one or more major market data vendors. The IIV
will be calculated based on the amount of gold held by the Trust and a
price of gold derived from updated bids and offers indicative of the
spot price of gold.\25\
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\25\ The IIV on a per Share basis disseminated during the Core
Trading Session should not be viewed as a real-time update of the
NAV, which is calculated once a day.
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The Web site for the Trust (www.graniteshares.com) will contain the
following information, on a per Share basis, for the Trust: (a) The
mid-point of the bid-ask price \26\ at the close of trading (``Bid/Ask
Price''), and a calculation of the premium or discount of such price
against such NAV; and (b) data in chart format displaying the frequency
distribution of discounts and premiums of the Bid/Ask Price against the
NAV, within appropriate ranges, for each of the four previous calendar
quarters. The Web site for the Trust will also provide the Trust's
prospectus. Finally, the Trust's Web site will provide the last sale
price of the Shares as traded in the U.S. market. In addition,
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.
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\26\ The bid-ask price of the Shares will be determined using
the highest bid and lowest offer on the Consolidated Tape as of the
time of calculation of the closing day NAV.
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Criteria for Initial and Continued Listing
The Trust 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 two Baskets or 20,000 Shares will be required to be
outstanding at the start of trading, which is equivalent to 2,000 fine
ounces of gold or about $2.4m as of April 2017. The Exchange believes
that the anticipated minimum number of Shares outstanding at the start
of trading is sufficient to provide adequate market liquidity.
Trading Rules
The Exchange deems the Shares to be equity securities, thus
rendering trading in the Trust subject to the Exchange's existing rules
governing the trading of equity securities. Trading in the Shares on
the Exchange will occur in accordance with NYSE Arca Equities Rule
7.34(a). The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions. As provided in NYSE Arca
Equities Rule 7.6, Commentary .03, the minimum price variation
(``MPV'') for quoting and entry of orders in equity securities traded
on the NYSE Arca Marketplace is $0.01, with the exception of securities
that are priced less than $1.00 for which the MPV for order entry is
$0.0001.
Further, NYSE Arca Equities Rule 8.201 sets forth certain
restrictions on ETP Holders acting as registered Market Makers in the
Shares to facilitate surveillance. Under NYSE Arca Equities Rule
8.201(g), an ETP Holder acting as a registered Market Maker in the
Shares is required to provide the Exchange with information relating to
its trading in the underlying gold, related futures or options on
futures, or any other related derivatives. Commentary .04 of NYSE Arca
Equities Rule 6.3 requires an ETP Holder acting as a registered Market
Maker, and its affiliates, in the Shares to establish, maintain and
enforce written policies and procedures reasonably designed to prevent
the misuse of any material nonpublic information with respect to such
products, any components of the related products, any physical asset or
commodity underlying the product, applicable currencies, underlying
indexes, related futures or options on futures, and any related
derivative instruments (including the Shares).
As a general matter, the Exchange has regulatory jurisdiction over
its ETP Holders and their associated persons, which include any person
or entity controlling an ETP Holder. A subsidiary or affiliate of an
ETP Holder that does business only in commodities or futures contracts
would not be subject to Exchange jurisdiction, but the Exchange could
obtain information regarding the activities of such subsidiary or
affiliate through surveillance sharing agreements with regulatory
organizations of which such subsidiary or affiliate is a member.
With respect to trading halts, the Exchange may consider all
relevant factors in exercising its discretion to halt or suspend
trading in the Shares. Trading on the Exchange in the Shares may be
halted because of market conditions or for reasons that, in the view of
the Exchange, make trading in the Shares inadvisable. These may
include: (1) The extent to which conditions in the underlying gold
market have caused disruptions and/or lack of trading, or (2) whether
other unusual conditions or circumstances detrimental to the
maintenance of a fair and orderly market are present. In addition,
trading in Shares will be subject to trading halts caused by
extraordinary market volatility pursuant to the Exchange's ``circuit
breaker'' rule.\27\ The Exchange will halt trading in the Shares if the
NAV of the Trust is not calculated or disseminated daily. The Exchange
may halt trading during the day in which an interruption occurs to the
dissemination of the IIV, as described above. If the interruption to
the dissemination of the IIV persists past the trading day in which it
occurs, the Exchange will halt trading no later than the beginning of
the trading day following the interruption.
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\27\ See NYSE Arca Equities Rule 7.12.
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Surveillance
The Exchange represents that trading in the Shares will be subject
to the existing trading surveillances administered by the Exchange, as
well as cross-market 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.\28\ 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.
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\28\ FINRA conducts cross-market surveillances on behalf of the
Exchange pursuant to a regulatory services agreement. The Exchange
is responsible for FINRA's performance under this regulatory
services agreement.
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The surveillances referred to above generally focus on detecting
securities trading outside their normal patterns, which could be
indicative of manipulative or other violative activity. When such
situations are detected, surveillance analysis follows and
investigations are opened, where appropriate, to review the behavior of
all relevant parties for all relevant trading violations.
The Exchange or FINRA, on behalf of the Exchange, or both, will
communicate as needed regarding trading in the Shares with other
markets and other entities that are members of the ISG, and the
Exchange or FINRA, on behalf of the Exchange, or both, may
[[Page 24184]]
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.\29\
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\29\ 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 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.
All statements and representations made in this filing regarding
(a) the description of the portfolio, (b) limitations on portfolio
holdings or reference assets, or (c) the applicability of Exchange
listing rules specified in this rule filing shall constitute continued
listing requirements for listing the Shares of the Trust on the
Exchange.
The issuer has represented to the Exchange that it will advise the
Exchange of any failure by the Trust to comply with the continued
listing requirements, and, pursuant to its obligations under Section
19(g)(1) of the Act, the Exchange will monitor for compliance with the
continued listing requirements. If the Trust is not in compliance with
the applicable listing requirements, the Exchange will commence
delisting procedures under NYSE Arca Equities Rule 5.5(m).
Information Bulletin
Prior to the commencement of trading, the Exchange will inform its
ETP Holders in an Information Bulletin of the special characteristics
and risks associated with trading the Shares. Specifically, the
Information Bulletin will discuss the following: (1) The procedures for
purchases and redemptions of Shares in Baskets (including noting that
Shares are not individually redeemable); (2) 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; (3) how information regarding the IIV is disseminated; (4)
the requirement that ETP Holders deliver a prospectus to investors
purchasing newly issued Shares prior to or concurrently with the
confirmation of a transaction; (5) the possibility that trading spreads
and the resulting premium or discount on the Shares may widen as a
result of reduced liquidity of gold trading during the Core and Late
Trading Sessions after the close of the major world gold markets; and
(6) trading information. For example, the Information Bulletin will
advise ETP Holders, prior to the commencement of trading, of the
prospectus delivery requirements applicable to the Trust. The Exchange
notes that investors purchasing Shares directly from the Trust (by
delivery of the Creation Basket Deposit) will receive a prospectus. ETP
Holders purchasing Shares from the Trust for resale to investors will
deliver a prospectus to such investors.
In addition, the Information Bulletin will reference that the Trust
is subject to various fees and expenses as will be described in the
Registration Statement. The Information Bulletin will also reference
the fact that there is no regulated source of last sale information
regarding physical gold, that the Commission has no jurisdiction over
the trading of gold as a physical commodity, and that the CFTC has
regulatory jurisdiction over the trading of gold futures contracts and
options on gold futures contracts.
The Information Bulletin will also discuss any relief, if granted,
by the Commission or the staff from any rules under the Act.
2. Statutory Basis
The basis under the Act for this proposed rule change is the
requirement under Section 6(b)(5) \30\ that an exchange have rules that
are designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to remove
impediments to, and perfect the mechanism of a free and open market
and, in general, to protect investors and the public interest.
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\30\ 15 U.S.C. 78f(b)(5).
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The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares will be listed and traded on the Exchange pursuant to the
initial and continued listing criteria in NYSE Arca Equities Rule
8.201. The Exchange has in place surveillance procedures that are
adequate to properly monitor trading in the Shares in all trading
sessions and to deter and detect violations of Exchange rules and
applicable federal securities laws. The Exchange may obtain information
via ISG from other exchanges that are members of ISG or with which the
Exchange has entered into a comprehensive surveillance sharing
agreement.
The proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that there is a considerable amount of gold price and gold market
information available on public Web sites and through professional and
subscription services. Investors may obtain on a 24-hour basis gold
pricing information based on the spot price for an ounce of gold from
various financial information service providers. Investors may obtain
gold pricing information based on the spot price for an ounce of gold
from various financial information service providers. Current spot
prices also are generally available with bid/ask spreads from gold
bullion dealers. In addition, the Trust's Web site will provide pricing
information for gold spot prices and the Shares. Market prices for the
Shares will be available from a variety of sources including brokerage
firms, information Web sites and other information service providers.
The NAV of the Trust will be published by the Sponsor on each day that
the NYSE Arca is open for regular trading and will be posted on the
Trust's Web site. The IIV relating to the Shares will be widely
disseminated by one or more major market data vendors at least every 15
seconds during the Core Trading Session. In addition, the LBMA Gold
Price is publicly available at no charge at www.lbma.org.uk. The
Trust's Web site will also provide the Trust's prospectus, as well as
the two most recent reports to stockholders. In addition, 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 proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest in that it will facilitate the listing and trading of
an additional type of exchange-traded product that will enhance
competition among market participants, to the benefit of investors and
the marketplace. As noted above, the Exchange has in place surveillance
procedures relating to trading in the Shares and may obtain information
via ISG from other
[[Page 24185]]
exchanges that are members of ISG or with which the Exchange has
entered into a comprehensive surveillance sharing agreement. In
addition, as noted above, investors will have ready access to
information regarding gold pricing.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The Exchange believes the
proposed rule change will enhance competition by accommodating Exchange
trading of an additional exchange-traded product relating to physical
gold.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
(A) By order approve or disapprove the proposed rule change, or
(B) institute proceedings to determine whether the proposed rule
change should be 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-NYSEArca-2017-55 on the subject line.
Paper Comments
Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEArca-2017-55. 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 the filing also will be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-NYSEArca-2017-55, and should
be submitted on or before June 15, 2017.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\31\
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\31\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-10688 Filed 5-24-17; 8:45 am]
BILLING CODE 8011-01-P
