Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Proposed Rule Change To List and Trade Shares of The Gold Trust Under NYSE Arca Rule 8.201-E, 43417-43422 [2017-19585]
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Federal Register / Vol. 82, No. 178 / Friday, September 15, 2017 / Notices
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BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–81568; File No. SR–
NYSEArca–2017–98]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing of Proposed
Rule Change To List and Trade Shares
of The Gold Trust Under NYSE Arca
Rule 8.201–E
mstockstill on DSK30JT082PROD with NOTICES
September 11, 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 August
30, 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
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
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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 Gold Trust under
NYSE Arca Rule 8.201–E. The proposed
rule change is available on the
Exchange’s Web site at www.nyse.com,
at the principal office of the Exchange,
and at the Commission’s Public
Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to list and
trade shares (‘‘Shares’’) of The Gold
Trust (‘‘Trust’’), a series of the World
Currency Gold Trust (‘‘WCGT’’), under
NYSE Arca Rule 8.201–E.4 Under NYSE
Arca Rule 8.201–E, the Exchange may
propose to list and/or trade pursuant to
[FR Doc. 2017–19677 Filed 9–14–17; 8:45 am]
1 15
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.
4 On August 29, 2017, WCGT submitted to the
Commission its draft registration statement, with
respect to the Trust, on Form S–1 (‘‘Registration
Statement’’) under the Securities Act of 1933 (‘‘1933
Act’’). The Jumpstart Our Business Startups Act,
enacted on April 5, 2012, added Section 6(e) to the
1933 Act. Section 6(e) of the 1933 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
1933 Act Rule 433(h)(4). An emerging growth
company is defined in Section 2(a)(19) of the 1933
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 Registration
Statement on a confidential basis with the
Commission.
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43417
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 WGC USA
Asset Management Company, LLC.8
BNY Mellon Asset Servicing, a division
of The Bank of New York Mellon
(‘‘BNYM’’), will be the Trust’s
administrator (‘‘Administrator’’) and
transfer agent. BNYM will serve as the
custodian of the Trust’s cash, if any. A
bank will serve as the custodian
(‘‘Custodian’’) of the Trust’s gold.
The Commission has previously
approved listing on the Exchange under
NYSE Arca Equities Rules 5.2(j)(5) (now
NYSE Arca Rule 5.2–E(j)(5)) and 8.201
(now NYSE Arca Rule 8.201–E) of other
precious metals and gold-based
commodity trusts, including the
GraniteShares Gold Trust; 9 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
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 WCGT is a Delaware statutory trust consisting of
multiple series, each of which issues common units
of beneficial interest, which represent units of
fractional undivided beneficial interest in and
ownership of such series. The term of WCGT and
each series will be perpetual (unless terminated
earlier in certain circumstances). The sole trustee of
WCGT is Delaware Trust Company (‘‘Trustee’’).
9 Securities Exchange Act Release No. 81077 (July
5, 2017) (SR–NYSEArca–2017–55) (order approving
listing and trading shares of the GraniteShares Gold
Trust under NYSE Arca Equities Rule 8.201).
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,
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Federal Register / Vol. 82, No. 178 / Friday, September 15, 2017 / Notices
Trust; 17 Long Dollar Gold Trust; 18 and
Euro Gold Trust, Pound Gold Trust and
Yen Gold Trust.19 Prior to their listing
on the Exchange, the Commission
approved listing of the streetTRACKS
Gold Trust on the New York Stock
Exchange (‘‘NYSE’’) 20 and listing of
iShares COMEX Gold Trust and iShares
Silver Trust on the American Stock
Exchange LLC.21 In addition, the
Commission has approved trading of the
streetTRACKS Gold Trust and iShares
Silver Trust on the Exchange pursuant
to UTP.22
The Exchange represents that the
Shares satisfy the requirements of NYSE
Arca Rule 8.201–E and thereby qualify
for listing on the Exchange.23
Operation of the Trust 24
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According to the Registration
Statement, the investment objective of
the Trust is for the Shares to reflect the
performance of the price of gold bullion,
less the expenses of the Trust’s
operations. The Shares are designed for
investors who want a cost-effective and
convenient way to invest in gold.
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. 80840
(June 17, 2017) (SR–NYSEArca–2017–33) (order
approving listing and trading of shares of the Euro
Gold Trust, Pound Gold Trust, and the Yen Gold
Trust under NYSE Arca Equities Rule 8.201).
20 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).
21 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).
22 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).
23 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).
24 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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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
Commodity Exchange Act. The Trust
will take delivery of physical gold that
complies with the London Bullion
Market Association (‘‘LBMA’’) gold
delivery rules.
Operation of the Gold Market
According to the Registration
Statement, the global trade in gold
consists of over-the-counter (‘‘OTC’’)
transactions in spot, forwards, and
options and other derivatives, together
with exchange-traded futures and
options.
The OTC market trades on a
continuous basis and accounts for most
global gold trading. Market makers and
participants in the OTC market trade
with each other and their clients on a
principal-to-principal basis.
The main centers of the OTC market
are London, New York and Zurich.
The London Bullion Market
According to the Registration
Statement, although the market for
physical gold is global, most OTC
market trades are cleared through
London. In addition to coordinating
market activities, the LBMA acts as the
principal point of contact between the
market and its regulators. A primary
function of the LBMA is its involvement
in the promotion of refining standards
by maintenance of the ‘‘London Good
Delivery Lists,’’ which are the lists of
LBMA accredited melters and assayers
of gold. The LBMA also coordinates
market clearing and vaulting, promotes
good trading practices and develops
standard documentation.
The term ‘‘loco London’’ refers to gold
bars physically held in London that
meet the specifications for weight,
dimensions, fineness (or purity),
identifying marks (including the assay
stamp of an LBMA acceptable refiner)
and appearance set forth in ‘‘The Good
Delivery Rules for Gold and Silver Bars’’
published by the LBMA. Gold bars
meeting these requirements are known
as ‘‘London Good Delivery Bars.’’ The
unit of trade in London is the troy
ounce. A London Good Delivery Bar is
acceptable for delivery in settlement of
a transaction on the OTC market.
Typically referred to as 400-ounce bars,
a London Good Delivery Bar must
contain between 350 and 430 fine troy
ounces of gold, with a minimum
fineness (or purity) of 995 parts per
1,000 (99.5%), be of good appearance
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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.
The LBMA Gold Price
According to the Registration
Statement, the LBMA Gold Price is
determined twice daily during London
trading hours through an auction which
provides reference gold prices for that
day’s trading. The LBMA Gold Price
was initiated on March 20, 2015 and
replaced the London PM Gold Fix. The
auction that determines the LBMA Gold
Price is a physically settled, electronic
and tradeable auction, with the ability
to settle trades in U.S. Dollars, Euros or
British Pounds. ICE Benchmark
Administration (‘‘IBA’’) provides the
auction platform and methodology as
well as the overall administration and
governance for the LBMA Gold Price.
Many long-term contracts are expected
to be priced on the basis of either the
morning (AM) or afternoon (PM) LBMA
Gold Price, and many market
participants are expected to refer to one
or the other of these prices when
looking for a basis for valuations.
The Financial Conduct Authority
(FCA) in the U.K. regulates the LBMA
Gold Price.
Futures Exchanges
Although the Trust will not invest in
gold futures, information about the gold
futures market is relevant as such
markets contribute to, and provide
evidence of, the liquidity of the overall
market for gold.
According to the Registration
Statement, the most significant gold
futures exchange is COMEX, part of the
CME Group. It began to offer trading in
gold futures contracts in 1974, and for
most of the period since that date, it has
been the largest exchange in the world
for trading precious metals, futures and
options. The Tokyo Commodity
Exchange, or TOCOM, is another
significant futures exchange and has
been trading gold since 1982. Trading
on these exchanges is based on fixed
delivery dates and transaction sizes for
the futures and options contracts traded.
Both the COMEX and the TOCOM
operate through a central clearance
system, and in each case, the exchange
acts as a counterparty for each member
for clearing purposes.
Gold futures contracts also are traded
on the Shanghai Gold Exchange and the
Shanghai Futures Exchange.
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Federal Register / Vol. 82, No. 178 / Friday, September 15, 2017 / Notices
Net Asset Value (‘‘NAV’’)
The NAV of the Trust is the aggregate
value of the Trust’s assets less its
liabilities (which include estimated
accrued but unpaid fees and expenses).
The NAV of the Trust is calculated
based on the price of gold per ounce
applied against the number of ounces of
gold owned by the Trust. For purposes
of calculating NAV, the number of
ounces of gold owned by the Trust
reflects the amount of gold delivered
into (or out of) the Trust on a daily basis
by Authorized Participants creating and
redeeming Shares. In determining the
NAV of the Trust, the Administrator
generally will value the Gold Bullion
held by the Trust on the basis of the
LBMA Gold Price PM. If no LBMA Gold
Price PM is made on a particular day or
if the LBMA Gold Price PM has not been
announced by 12:00 p.m. New York
time on a particular day, the next most
recent LBMA Gold Price PM is used in
the determination of the NAV of the
Trust, unless the Sponsor determines
that such price is inappropriate to use
as the basis for such determination. If
the Sponsor determines that such price
is inappropriate to use, it shall identify
an alternate basis for evaluation of the
Gold Bullion held by the Trust. In such
case, the Sponsor would, for example,
look to the current trading price of gold
from other reported sources, such as
dealer quotes, broker quotes or
electronic trading data, to value the
Trust’s Shares.
The Administrator will also
determine the NAV per Share, which
equals the NAV of the Trust, divided by
the number of outstanding Shares.
mstockstill on DSK30JT082PROD with NOTICES
Creation and Redemption of Shares
According to the Registration
Statement, the Trust will create and
redeem Shares from time to time, but
only in one or more Creation Units of
a specified whole number of Shares of
no less than 10,000. The creation and
redemption of Creation Units is only
made in exchange for the delivery to the
Trust or the distribution by the Trust of
the amount of gold and any cash
represented by the Creation Units being
created or redeemed, the amount of
which is based on the combined NAV
of the number of Shares included in the
Creation Units being created or
redeemed determined on the day the
order to create or redeem Creation Units
is properly received.
Authorized Participants are the only
persons that may place orders to create
and redeem Creation Units. To become
an Authorized Participant, a person
must enter into a ‘‘Participant
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Agreement’’ with the Sponsor and the
Administrator.
Prior to initiating any creation or
redemption order, an Authorized
Participant must have entered into an
agreement with a gold custodian to
establish an ‘‘Authorized Participant
Unallocated Account’’ in London, or a
Participant Unallocated Bullion
Account Agreement. An unallocated
account is an account with a bullion
dealer, which may also be a bank, to
which a fine weight amount of gold is
credited. Transfers to or from an
unallocated account are made by
crediting or debiting the number of
ounces of gold being deposited or
withdrawn. The account holder is
entitled to direct the bullion dealer to
deliver an amount of physical gold
equal to the amount of gold standing to
the credit of the account holder. Gold
held in an unallocated account is not
segregated from the custodian’s assets.
The account holder therefore has no
ownership interest in any specific bars
of gold that the bullion dealer holds or
owns.
Authorized Participants must be (1) a
DTC Participant; (2) registered as a
broker-dealer under the Exchange Act
and regulated by Financial Industry
Regulatory Authority (‘‘FINRA’’), or
some other self-regulatory organization
or will be exempt from being or
otherwise not be required to be so
regulated or registered; and (3) qualified
to act as a broker or dealer in the states
or other jurisdictions where the nature
of its business so requires.
All gold bullion must be delivered to
the Trust and distributed by the Trust in
unallocated form through credits and
debits between Authorized Participant
Unallocated Accounts and the Trust
Unallocated Account.
All gold bullion must be of at least a
minimum fineness (or purity) of 995
parts per 1,000 (99.5%) and otherwise
conform to the rules, regulations
practices and customs of the LBMA,
including the specifications for a
London Good Delivery Bar. Under the
Participant Agreement, the Sponsor has
agreed to indemnify the Authorized
Participants against certain liabilities,
including liabilities under the Securities
Act, and to contribute to the payments
the Authorized Participants may be
required to make in respect of those
liabilities.
Creation Procedures
On any business day, an Authorized
Participant may place an order with the
Administrator to create one or more
Baskets. Purchase orders must be placed
by 4:00 p.m. or the close of regular
trading on NYSE Arca, whichever is
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43419
earlier. The day on which the
Administrator receives a valid purchase
order is the purchase order date.
By placing a purchase order, an
Authorized Participant agrees to deposit
gold with the Trust, or a combination of
gold and cash, as described below. Prior
to the delivery of Baskets for a purchase
order, the Authorized Participant must
also have wired to the Administrator the
non-refundable transaction fee due for
the purchase order.
Determination of Required Deposits
The total deposit required to create
each Basket, or a Creation Basket
Deposit, is an amount of gold and cash,
if any, that is in the same proportion to
the total assets of the Trust (net of
estimated accrued expenses and other
liabilities) on the date the order to
purchase is properly received as the
number of Shares to be created under
the purchase order is in proportion to
the total number of Shares outstanding
on the date the order is received.
Redemption Procedures
The procedures by which an
Authorized Participant can redeem one
or more Baskets mirror the procedures
for the creation of Baskets. On any
business day, an Authorized Participant
may place an order with the Trustee to
redeem one or more Baskets.
Redemption orders must be placed by
4:00 p.m. or the close of the Core
Trading Session on NYSE Arca,
whichever is earlier. A redemption
order so received is effective on the date
it is received in satisfactory form by the
Trustee.
Determination of Redemption
Distribution
The redemption distribution from the
Trust consists of a credit to the
redeeming Authorized Participant’s
Authorized Participant Unallocated
Account representing the amount of the
gold held by the Trust evidenced by the
Shares being redeemed plus, or minus,
the cash redemption amount. The cash
redemption amount is equal to the value
of all assets of the Trust other than gold
less all estimated accrued expenses and
other liabilities, divided by the number
of Baskets outstanding and multiplied
by the number of Baskets included in
the Authorized Participant’s redemption
order. The Sponsor anticipates that in
the ordinary course of the Trust’s
operations there will be no cash
distributions made to Authorized
Participants upon redemptions.
Secondary Market Trading
While the Trust seeks to reflect
generally the performance of the price of
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Federal Register / Vol. 82, No. 178 / Friday, September 15, 2017 / Notices
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
major world gold markets, including
London, Zurich and the COMEX. As a
result, during this time, trading spreads,
and the resulting premium or discount,
on Shares may widen.
mstockstill on DSK30JT082PROD with NOTICES
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
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.
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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 Trust will create a Web site that
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.
Criteria for Initial and Continued Listing
The Trust will be subject to the
criteria in NYSE Arca Rule 8.201–E(e)
for initial and continued listing of the
Shares.
A minimum of 20,000 Shares will be
required to be outstanding at the start of
trading. The Exchange believes that the
anticipated minimum number of Shares
outstanding at the start of trading is
sufficient to provide adequate market
liquidity.
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 Rule 7.34–
E(a). The Exchange has appropriate
rules to facilitate transactions in the
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
calcuated 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.
PO 00000
Frm 00096
Fmt 4703
Sfmt 4703
Shares during all trading sessions. As
provided in NYSE Arca Rule 7.6–E,
Commentary .03, the minimum price
variation (‘‘MPV’’) for quoting and entry
of orders in equity securities traded on
NYSE Arca 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 Rule 8.201–E sets
forth certain restrictions on ETP Holders
acting as registered Market Makers in
the Shares to facilitate surveillance.
Under NYSE Arca Rule 8.201–E(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 Rule
6.3–E 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’’
E:\FR\FM\15SEN1.SGM
15SEN1
Federal Register / Vol. 82, No. 178 / Friday, September 15, 2017 / Notices
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.
mstockstill on DSK30JT082PROD with NOTICES
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 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
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 Rule
8.201–E(g), the Exchange is able to
obtain information regarding trading in
the Shares and the underlying gold, gold
27 See
NYSE Arca Rule 7.12–E.
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.
29 For a list of the current members of ISG, see
www.isgportal.org.
28 FINRA
VerDate Sep<11>2014
17:07 Sep 14, 2017
Jkt 241001
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 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 Creation Units
(including noting that Shares are not
individually redeemable); (2) NYSE
Arca Rule 9.2–E(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
PO 00000
Frm 00097
Fmt 4703
Sfmt 4703
43421
requirements applicable to the Trust.
The Exchange notes that investors
purchasing Shares directly from the
Trust (by delivery of the Creation Unit
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 Rule
8.201–E. 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
30 15
E:\FR\FM\15SEN1.SGM
U.S.C. 78f(b)(5).
15SEN1
43422
Federal Register / Vol. 82, No. 178 / Friday, September 15, 2017 / Notices
mstockstill on DSK30JT082PROD with NOTICES
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
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
VerDate Sep<11>2014
17:07 Sep 14, 2017
Jkt 241001
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–2017–98 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–2017–98. 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
PO 00000
Frm 00098
Fmt 4703
Sfmt 4703
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–2017–98, and should be
submitted on or before October 6, 2017.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.31
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–19585 Filed 9–14–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–422, OMB Control No.
3235–0471]
Proposed Collection; Comment
Request
Upon Written Request, Copies Available
From: U.S. Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE., Washington, DC
20549–2736.
Extension:
Rule 15c1–5
Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the existing collection of information
provided for in Rule 15c1–5 (17 CFR
240.15c1–5) under the Securities
Exchange Act of 1934 (15 U.S.C. 78a et
seq.). The Commission plans to submit
this existing collection of information to
the Office of Management and Budget
(‘‘OMB’’) for extension and approval.
Rule 15c1–5 states that any brokerdealer controlled by, controlling, or
under common control with the issuer
of a security that the broker-dealer is
trying to sell to or buy from a customer
must give the customer written
notification disclosing the control
31 17
E:\FR\FM\15SEN1.SGM
CFR 200.30–3(a)(12).
15SEN1
]]>Agencies
[Federal Register Volume 82, Number 178 (Friday, September 15, 2017)]
[Notices]
[Pages 43417-43422]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-19585]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-81568; File No. SR-NYSEArca-2017-98]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Proposed Rule Change To List and Trade Shares of The Gold Trust
Under NYSE Arca Rule 8.201-E
September 11, 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 August 30, 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 Gold Trust
under NYSE Arca Rule 8.201-E. The proposed rule change is available on
the Exchange's Web site at www.nyse.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to list and trade shares (``Shares'') of The
Gold Trust (``Trust''), a series of the World Currency Gold Trust
(``WCGT''), under NYSE Arca Rule 8.201-E.\4\ Under NYSE Arca Rule
8.201-E, the Exchange may propose to list and/or trade pursuant to
unlisted trading privileges (``UTP'') ``Commodity-Based Trust Shares.''
\5\
---------------------------------------------------------------------------
\4\ On August 29, 2017, WCGT submitted to the Commission its
draft registration statement, with respect to the Trust, on Form S-1
(``Registration Statement'') under the Securities Act of 1933
(``1933 Act''). The Jumpstart Our Business Startups Act, enacted on
April 5, 2012, added Section 6(e) to the 1933 Act. Section 6(e) of
the 1933 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 1933 Act Rule 433(h)(4). An
emerging growth company is defined in Section 2(a)(19) of the 1933
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 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\
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\6\ 15 U.S.C. 80a-1.
\7\ 17 U.S.C. 1.
---------------------------------------------------------------------------
The Sponsor of the Trust is WGC USA Asset Management Company,
LLC.\8\ BNY Mellon Asset Servicing, a division of The Bank of New York
Mellon (``BNYM''), will be the Trust's administrator
(``Administrator'') and transfer agent. BNYM will serve as the
custodian of the Trust's cash, if any. A bank will serve as the
custodian (``Custodian'') of the Trust's gold.
---------------------------------------------------------------------------
\8\ WCGT is a Delaware statutory trust consisting of multiple
series, each of which issues common units of beneficial interest,
which represent units of fractional undivided beneficial interest in
and ownership of such series. The term of WCGT and each series will
be perpetual (unless terminated earlier in certain circumstances).
The sole trustee of WCGT is Delaware Trust Company (``Trustee'').
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The Commission has previously approved listing on the Exchange
under NYSE Arca Equities Rules 5.2(j)(5) (now NYSE Arca Rule 5.2-
E(j)(5)) and 8.201 (now NYSE Arca Rule 8.201-E) of other precious
metals and gold-based commodity trusts, including the GraniteShares
Gold Trust; \9\ 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
[[Page 43418]]
Trust; \17\ Long Dollar Gold Trust; \18\ and Euro Gold Trust, Pound
Gold Trust and Yen Gold Trust.\19\ Prior to their listing on the
Exchange, the Commission approved listing of the streetTRACKS Gold
Trust on the New York Stock Exchange (``NYSE'') \20\ and listing of
iShares COMEX Gold Trust and iShares Silver Trust on the American Stock
Exchange LLC.\21\ In addition, the Commission has approved trading of
the streetTRACKS Gold Trust and iShares Silver Trust on the Exchange
pursuant to UTP.\22\
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\9\ Securities Exchange Act Release No. 81077 (July 5, 2017)
(SR-NYSEArca-2017-55) (order approving listing and trading shares of
the GraniteShares Gold Trust under NYSE Arca Equities Rule 8.201).
\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. 80840 (June 17,
2017) (SR-NYSEArca-2017-33) (order approving listing and trading of
shares of the Euro Gold Trust, Pound Gold Trust, and the Yen Gold
Trust under NYSE Arca Equities Rule 8.201).
\20\ 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).
\21\ 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).
\22\ 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).
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The Exchange represents that the Shares satisfy the requirements of
NYSE Arca Rule 8.201-E and thereby qualify for listing on the
Exchange.\23\
Operation of the Trust \24\
According to the Registration Statement, the investment objective
of the Trust is for the Shares to reflect the performance of the price
of gold bullion, less the expenses of the Trust's operations. The
Shares are designed for investors who want a cost-effective and
convenient way to invest in gold.
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 Commodity
Exchange Act. The Trust will take delivery of physical gold that
complies with the London Bullion Market Association (``LBMA'') gold
delivery rules.
Operation of the Gold Market
According to the Registration Statement, the global trade in gold
consists of over-the-counter (``OTC'') transactions in spot, forwards,
and options and other derivatives, together with exchange-traded
futures and options.
The OTC market trades on a continuous basis and accounts for most
global gold trading. Market makers and participants in the OTC market
trade with each other and their clients on a principal-to-principal
basis.
The main centers of the OTC market are London, New York and Zurich.
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\23\ 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).
\24\ 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 London Bullion Market
According to the Registration Statement, although the market for
physical gold is global, most OTC market trades are cleared through
London. In addition to coordinating market activities, the LBMA acts as
the principal point of contact between the market and its regulators. A
primary function of the LBMA is its involvement in the promotion of
refining standards by maintenance of the ``London Good Delivery
Lists,'' which are the lists of LBMA accredited melters and assayers of
gold. The LBMA also coordinates market clearing and vaulting, promotes
good trading practices and develops standard documentation.
The term ``loco London'' refers to gold bars physically held in
London that meet the specifications for weight, dimensions, fineness
(or purity), identifying marks (including the assay stamp of an LBMA
acceptable refiner) and appearance set forth in ``The Good Delivery
Rules for Gold and Silver Bars'' published by the LBMA. Gold bars
meeting these requirements are known as ``London Good Delivery Bars.''
The unit of trade in London is the troy ounce. A London Good Delivery
Bar is acceptable for delivery in settlement of a transaction on the
OTC market. Typically referred to as 400-ounce bars, a London Good
Delivery Bar must contain between 350 and 430 fine troy ounces of gold,
with a minimum fineness (or purity) of 995 parts per 1,000 (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.
The LBMA Gold Price
According to the Registration Statement, the LBMA Gold Price is
determined twice daily during London trading hours through an auction
which provides reference gold prices for that day's trading. The LBMA
Gold Price was initiated on March 20, 2015 and replaced the London PM
Gold Fix. The auction that determines the LBMA Gold Price is a
physically settled, electronic and tradeable auction, with the ability
to settle trades in U.S. Dollars, Euros or British Pounds. ICE
Benchmark Administration (``IBA'') provides the auction platform and
methodology as well as the overall administration and governance for
the LBMA Gold Price. Many long-term contracts are expected to be priced
on the basis of either the morning (AM) or afternoon (PM) LBMA Gold
Price, and many market participants are expected to refer to one or the
other of these prices when looking for a basis for valuations.
The Financial Conduct Authority (FCA) in the U.K. regulates the
LBMA Gold Price.
Futures Exchanges
Although the Trust will not invest in gold futures, information
about the gold futures market is relevant as such markets contribute
to, and provide evidence of, the liquidity of the overall market for
gold.
According to the Registration Statement, the most significant gold
futures exchange is COMEX, part of the CME Group. It began to offer
trading in gold futures contracts in 1974, and for most of the period
since that date, it has been the largest exchange in the world for
trading precious metals, futures and options. The Tokyo Commodity
Exchange, or TOCOM, is another significant futures exchange and has
been trading gold since 1982. Trading on these exchanges is based on
fixed delivery dates and transaction sizes for the futures and options
contracts traded. Both the COMEX and the TOCOM operate through a
central clearance system, and in each case, the exchange acts as a
counterparty for each member for clearing purposes.
Gold futures contracts also are traded on the Shanghai Gold
Exchange and the Shanghai Futures Exchange.
[[Page 43419]]
Net Asset Value (``NAV'')
The NAV of the Trust is the aggregate value of the Trust's assets
less its liabilities (which include estimated accrued but unpaid fees
and expenses). The NAV of the Trust is calculated based on the price of
gold per ounce applied against the number of ounces of gold owned by
the Trust. For purposes of calculating NAV, the number of ounces of
gold owned by the Trust reflects the amount of gold delivered into (or
out of) the Trust on a daily basis by Authorized Participants creating
and redeeming Shares. In determining the NAV of the Trust, the
Administrator generally will value the Gold Bullion held by the Trust
on the basis of the LBMA Gold Price PM. If no LBMA Gold Price PM is
made on a particular day or if the LBMA Gold Price PM has not been
announced by 12:00 p.m. New York time on a particular day, the next
most recent LBMA Gold Price PM is used in the determination of the NAV
of the Trust, unless the Sponsor determines that such price is
inappropriate to use as the basis for such determination. If the
Sponsor determines that such price is inappropriate to use, it shall
identify an alternate basis for evaluation of the Gold Bullion held by
the Trust. In such case, the Sponsor would, for example, look to the
current trading price of gold from other reported sources, such as
dealer quotes, broker quotes or electronic trading data, to value the
Trust's Shares.
The Administrator will also determine the NAV per Share, which
equals the NAV of the Trust, divided by the number of outstanding
Shares.
Creation and Redemption of Shares
According to the Registration Statement, the Trust will create and
redeem Shares from time to time, but only in one or more Creation Units
of a specified whole number of Shares of no less than 10,000. The
creation and redemption of Creation Units is only made in exchange for
the delivery to the Trust or the distribution by the Trust of the
amount of gold and any cash represented by the Creation Units being
created or redeemed, the amount of which is based on the combined NAV
of the number of Shares included in the Creation Units being created or
redeemed determined on the day the order to create or redeem Creation
Units is properly received.
Authorized Participants are the only persons that may place orders
to create and redeem Creation Units. To become an Authorized
Participant, a person must enter into a ``Participant Agreement'' with
the Sponsor and the Administrator.
Prior to initiating any creation or redemption order, an Authorized
Participant must have entered into an agreement with a gold custodian
to establish an ``Authorized Participant Unallocated Account'' in
London, or a Participant Unallocated Bullion Account Agreement. An
unallocated account is an account with a bullion dealer, which may also
be a bank, to which a fine weight amount of gold is credited. Transfers
to or from an unallocated account are made by crediting or debiting the
number of ounces of gold being deposited or withdrawn. The account
holder is entitled to direct the bullion dealer to deliver an amount of
physical gold equal to the amount of gold standing to the credit of the
account holder. Gold held in an unallocated account is not segregated
from the custodian's assets. The account holder therefore has no
ownership interest in any specific bars of gold that the bullion dealer
holds or owns.
Authorized Participants must be (1) a DTC Participant; (2)
registered as a broker-dealer under the Exchange Act and regulated by
Financial Industry Regulatory Authority (``FINRA''), or some other
self-regulatory organization or will be exempt from being or otherwise
not be required to be so regulated or registered; and (3) qualified to
act as a broker or dealer in the states or other jurisdictions where
the nature of its business so requires.
All gold bullion must be delivered to the Trust and distributed by
the Trust in unallocated form through credits and debits between
Authorized Participant Unallocated Accounts and the Trust Unallocated
Account.
All gold bullion must be of at least a minimum fineness (or purity)
of 995 parts per 1,000 (99.5%) and otherwise conform to the rules,
regulations practices and customs of the LBMA, including the
specifications for a London Good Delivery Bar. Under the Participant
Agreement, the Sponsor has agreed to indemnify the Authorized
Participants against certain liabilities, including liabilities under
the Securities Act, and to contribute to the payments the Authorized
Participants may be required to make in respect of those liabilities.
Creation Procedures
On any business day, an Authorized Participant may place an order
with the Administrator to create one or more Baskets. Purchase orders
must be placed by 4:00 p.m. or the close of regular trading on NYSE
Arca, whichever is earlier. The day on which the Administrator receives
a valid purchase order is the purchase order date.
By placing a purchase order, an Authorized Participant agrees to
deposit gold with the Trust, or a combination of gold and cash, as
described below. Prior to the delivery of Baskets for a purchase order,
the Authorized Participant must also have wired to the Administrator
the non-refundable transaction fee due for the purchase order.
Determination of Required Deposits
The total deposit required to create each Basket, or a Creation
Basket Deposit, is an amount of gold and cash, if any, that is in the
same proportion to the total assets of the Trust (net of estimated
accrued expenses and other liabilities) on the date the order to
purchase is properly received as the number of Shares to be created
under the purchase order is in proportion to the total number of Shares
outstanding on the date the order is received.
Redemption Procedures
The procedures by which an Authorized Participant can redeem one or
more Baskets mirror the procedures for the creation of Baskets. On any
business day, an Authorized Participant may place an order with the
Trustee to redeem one or more Baskets. Redemption orders must be placed
by 4:00 p.m. or the close of the Core Trading Session on NYSE Arca,
whichever is earlier. A redemption order so received is effective on
the date it is received in satisfactory form by the Trustee.
Determination of Redemption Distribution
The redemption distribution from the Trust consists of a credit to
the redeeming Authorized Participant's Authorized Participant
Unallocated Account representing the amount of the gold held by the
Trust evidenced by the Shares being redeemed plus, or minus, the cash
redemption amount. The cash redemption amount is equal to the value of
all assets of the Trust other than gold less all estimated accrued
expenses and other liabilities, divided by the number of Baskets
outstanding and multiplied by the number of Baskets included in the
Authorized Participant's redemption order. The Sponsor anticipates that
in the ordinary course of the Trust's operations there will be no cash
distributions made to Authorized Participants upon redemptions.
Secondary Market Trading
While the Trust seeks to reflect generally the performance of the
price of
[[Page 43420]]
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 major world gold
markets, including London, Zurich and the 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 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 calcuated once a day.
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The Trust will create a Web site that 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 Rule 8.201-
E(e) for initial and continued listing of the Shares.
A minimum of 20,000 Shares will be required to be outstanding at
the start of trading. The Exchange believes that the anticipated
minimum number of Shares outstanding at the start of trading is
sufficient to provide adequate market liquidity.
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 Rule 7.34-E(a).
The Exchange has appropriate rules to facilitate transactions in the
Shares during all trading sessions. As provided in NYSE Arca Rule 7.6-
E, Commentary .03, the minimum price variation (``MPV'') for quoting
and entry of orders in equity securities traded on NYSE Arca 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 Rule 8.201-E sets forth certain restrictions on
ETP Holders acting as registered Market Makers in the Shares to
facilitate surveillance. Under NYSE Arca Rule 8.201-E(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 Rule 6.3-E 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''
[[Page 43421]]
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 Rule 7.12-E.
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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 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 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 Rule 8.201-E(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 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 Creation Units (including noting
that Shares are not individually redeemable); (2) NYSE Arca Rule 9.2-
E(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 Unit 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 Rule 8.201-E. 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
[[Page 43422]]
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 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-2017-98 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-2017-98. 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-2017-98, and should
be submitted on or before October 6, 2017.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\31\
Eduardo A. Aleman,
Assistant Secretary.
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\31\ 17 CFR 200.30-3(a)(12).
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[FR Doc. 2017-19585 Filed 9-14-17; 8:45 am]
BILLING CODE 8011-01-P
