Self-Regulatory Organizations; Bats EDGA Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Reflect in the Exchange's Governing Documents, Rulebook and Fee Schedule, a Non-Substantive Corporate Branding Change, Including Changes to the Company's Name, the Intermediate's Name, and the Exchange's Name, 50716-50719 [2017-23737]
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50716
Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices
general to protect investors and the
public interest, by updating these
references to the BX PRISM rule. This
amendment will correct the references
within the BX PRISM rule to make clear
the manner in which the auction
operates.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
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
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
All submissions should refer to File
Number SR–BX–2017–044. 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.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–BX–2017–044 and should
be submitted on or before November 22,
2017.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
sradovich on DSK3GMQ082PROD with NOTICES
Because the foregoing proposed rule
change does not: (i) Significantly affect
the protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate, it has
become effective pursuant to Section
19(b)(3)(A)(iii) of the Act 13 and
subparagraph (f)(6) of Rule 19b–4
thereunder.14
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is: (i) Necessary or appropriate in
the public interest; (ii) for the protection
of investors; or (iii) otherwise in
furtherance of the purposes of the Act.
If the Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
should be approved or disapproved.
13 15
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6) requires a self-regulatory organization to give
the Commission written notice of its intent to file
the proposed rule change at least five business days
prior to the date of filing of the proposed rule
change, or such shorter time as designated by the
Commission. The Exchange has satisfied this
requirement.
14 17
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• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
BX–2017–044 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Brent J. Fields, Secretary, Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
PO 00000
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[FR Doc. 2017–23734 Filed 10–31–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
The Exchange does not believe that
the proposed rule change will impose
any burden on competition not
necessary or appropriate in furtherance
of the purposes of the Act. The
Exchange inadvertently referenced the
auto-match feature as applicable to
Surrender provision. No BX Participant
is able today to utilize the Surrender
feature when selecting auto-match. This
amendment will correct the references
within the BX PRISM rule to make clear
the manner in which the auction
operates.
No written comments were either
solicited or received.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.15
Eduardo A. Aleman,
Assistant Secretary.
Sfmt 4703
[Release No. 34–81957; File No. SR–
BatsEDGA–2017–28]
Self-Regulatory Organizations; Bats
EDGA Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Reflect in
the Exchange’s Governing Documents,
Rulebook and Fee Schedule, a NonSubstantive Corporate Branding
Change, Including Changes to the
Company’s Name, the Intermediate’s
Name, and the Exchange’s Name
October 26, 2017.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on October
16, 2017, Bats EDGA Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGA’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The 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 a rule change
with respect to amendments of the
Second Amended and Restated
Certificate of Incorporation (the
‘‘Company’s Certificate’’) and Third
Amended and Restated Bylaws (the
‘‘Company’s Bylaws’’) of its parent
corporation, CBOE Holdings, Inc.
(‘‘CBOE Holdings’’ or the ‘‘Company’’)
to change the name of the Company to
Cboe Global Markets, Inc. With respect
to CBOE V, LLC, an intermediate
Holding Company of the Exchange (the
‘‘Intermediate’’), the Exchange proposes
to amend the Certificate of Formation
and Limited Liability Company
Operating Agreement of CBOE V, LLC
(the ‘‘Operating Agreement’’), in
connection with a related name change
for the Intermediate. The Exchange also
proposes to amend its Second Amended
15 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
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Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices
and Restated Certificate of Incorporation
(the ‘‘Exchange Certificate’’), Seventh
Amended and Restated Bylaws of Bats
EDGA Exchange, Inc. (the ‘‘Exchange
Bylaws’’), rulebook and fee schedule
(collectively ‘‘operative documents’’) in
connection with the name change of its
parent Company, Intermediate, and the
Exchange.
The text of the proposed rule change
is also available on the Exchange’s Web
site (https://www.cboe.com/AboutCBOE/
CBOELegalRegulatoryHome.aspx), at
the Exchange’s Office of the Secretary,
and at the Commission’s Public
Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
sradovich on DSK3GMQ082PROD with NOTICES
1. Purpose
Background
The purpose of this filing is to reflect
in the Exchange’s governing documents
(and the governing documents of its
parent company, CBOE Holdings) and
the Exchange’s rulebook and fees
schedules, a non-substantive corporate
branding change, including changes to
the Company’s name, the Intermediate’s
name, and the Exchange’s name.
Particularly, references to Company’s,
Intermediate’s and Exchange’s names
will be deleted and revised to state the
new names, as described more fully
below. No other substantive changes are
being proposed in this filing. The
Exchange represents that these changes
are concerned solely with the
administration of the Exchange and do
not affect the meaning, administration,
or enforcement of any rules of the
Exchange or the rights, obligations, or
privileges of Exchange members or their
associated persons is any way.
Accordingly, this filing is being
submitted under Rule 19b–4(f)(3). In
lieu of providing a copy of the marked
name changes, the Exchange represents
that it will make the necessary non-
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substantive revisions described below to
the Exchange’s corporate governance
documents, rulebook, and fees
schedules, and post updated versions of
each on the Exchange’s Web site
pursuant to Rule 19b–4(m)(2).
The Company’s Name Change
In connection with the corporate
name change of its parent company, the
Exchange is proposing to amend the
Company’s Certificate and Bylaws.
Specifically, the Company is changing
its name from ‘‘CBOE Holdings, Inc.’’ to
‘‘Cboe Global Markets, Inc.’’.
(a) Company’s Certificate
The Exchange proposes to (i) delete
the following language from Paragraph
(1) of the introductory paragraph: ‘‘The
name of the Corporation is CBOE
Holdings, Inc.’’ and (ii) amend Article
First of the Company’s Certificate to
reflect the new name, ‘‘Cboe Global
Markets, Inc.’’ The Exchange also
proposes to add clarifying language and
cite to the applicable provisions of the
General Corporation Law of the State of
Delaware in connection with the
proposed name change. The Exchange
notes that it is not amending the
Company’s name in the title or signature
line as the name changes will not be
effective until the Company, as
currently named, files the proposed
changes in Delaware. Thereafter, the
Exchange will amend the Certificate to
reflect the new name in the title and
signature line. The Exchange also notes
that although the name of ‘‘Chicago
Board Options Exchange, Incorporated’’
is changing to ‘‘Cboe Exchange Inc.’’, it
is not amending the name of Chicago
Board Options Exchange, Incorporated
(‘‘CBOE’’) referenced in Article
Fifth(a)(iii) at this time. Particularly, the
Exchange notes that unlike the
exception applicable to proposed
changes to the Company’s name,3 a vote
of stockholders is required to adopt an
amendment to the reference of CBOE’s
name. As such, the Exchange will
submit a rule filing to amend the
Certificate to reflect the new CBOE
name at such time it is ready to obtain
stockholder approval.
(b) Company’s Bylaws
With respect to the Company’s
Bylaws, references to ‘‘CBOE Holdings,
Inc.’’ will be deleted and revised to state
‘‘Cboe Global Markets, Inc.’’ The
Exchange also proposes to eliminate the
reference to ‘‘Chicago Board Options
Exchange, Incorporated’’ in Article 10,
Section 10.2. Particularly, Section 10.2
3 See Section 242(b) of the General Corporation
Law of the State of Delaware.
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50717
provides that ‘‘for so long as the
Corporation shall control, directly or
indirectly, any national securities
exchange, including, but not limited to
Chicago Board Options Exchange,
Incorporated (a ‘‘Regulated Securities
Exchange Subsidiary’’), before any
amendment, alteration or repeal of any
provision of the Bylaws shall be
effective, such amendment, alteration or
repeal shall be submitted to the board of
directors of each Regulated Securities
Exchange Subsidiary, and if such
amendment, alteration or repeal must be
filed with or filed with and approved by
the Securities and Exchange
Commission, then such amendment,
alteration or repeal shall not become
effective until filed with or filed with
and approved by the Securities and
Exchange Commission, as the case may
be.’’ As the Company currently controls
a number of Regulated Securities
Exchange Subsidiaries, it does not
believe it is necessary to explicitly
reference only Chicago Board Options
Exchange, Incorporated and therefore
proposes to delete the following
language: ‘‘including, but not limited to
Chicago Board Options Exchange,
Incorporated’’.
The Intermediate’s Name Change
For purposes of consistency, certain
of the Parent’s subsidiaries have also
undertaken to change their legal names.
As a result, the Exchange also proposes
to change the name of the Intermediate
from ‘‘CBOE V, LLC’’ to ‘‘Cboe Bats,
LLC.’’
(a) Certificate of Formation
As it relates to the Certificate of
Formation of CBOE V, LLC, references
to ‘‘CBOE V, LLC’’ will be deleted and
revised to state its new name ‘‘Cboe
Bats, LLC’’. The Exchange also proposes
to add clarifying and conforming
language in order to conform to, as well
as cite to, the applicable provisions of
the General Corporation Law of the
State of Delaware in connection with
the proposed name change. The
Exchange notes to conform with the
revised language in the introductory
paragraph, it also proposes to amend
references to ‘‘LLC’’ to ‘‘limited liability
company’’. The Exchange also notes that
it is not amending the Intermediate’s
name in the title or signature line as the
name changes will not be effective until
the Intermediate, as currently named,
files the proposed changes in Delaware.4
4 The Exchange notes that the current signature
block of the Certificate of Formation references
‘‘CBOE Holdings, Inc.’’ instead of ‘‘CBOE V, LLC’’.
The Exchange proposes to correct that reference and
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Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices
Thereafter, the Exchange will amend the
Certificate of Formation to reflect the
new name in the title and signature line.
sradovich on DSK3GMQ082PROD with NOTICES
(b) Operating Agreement
As it relates to the Operating
Agreement of the Intermediate,
references to ‘‘CBOE V, LLC’’ will be
deleted and revised to state its new
name ‘‘Cboe Bats, LLC’’ and references
to ‘‘CBOE Holdings, Inc.’’ will be
deleted and revised to state ‘‘Cboe
Global Markets, Inc.’’. The Exchange
also proposes to add clarifying and
conforming language in connection with
the proposed name change, including
new Section 12.5 (‘‘Effect of
Amendment’’), which provides that the
‘‘Agreement amends, restates and
supersedes the Original Agreement in
all respects. From and after the date
hereof, this Agreement shall be the
limited liability company operating
agreement of the Company for all
purposes.’’
The Exchange’s Name Change
For purposes of consistency, certain
of the Parent’s subsidiaries have also
undertaken to change their legal names.
As a result, the Exchange also proposes
to change its name from ‘‘Bats EDGA
Exchange, Inc.’’ to ‘‘Cboe EDGA
Exchange, Inc.’’ throughout its rules,
fees schedules and corporate
documents. Additionally, the Exchange
notes that its affiliated exchanges Bats
BYX Exchange, Inc., Bats BZX
Exchange, Inc., Bats EDGX Exchange,
Inc., Chicago Board Options Exchange,
Incorporated, C2 Options Exchange,
Incorporated, and ‘‘CBOE Futures
Exchange, LLC’’ (collectively the
‘‘affiliates’’) have also proposed name
changes to Cboe BYX Exchange, Inc.,
Cboe BZX Exchange, Inc., Cboe EDGX
Exchange, Inc., Cboe Exchange, Inc.,
Cboe C2 Exchange, Inc. and Cboe
Futures Exchange, LLC, respectively.
Lastly, the Exchange is changing the
name of ‘‘Bats Trading, Inc.’’ to ‘‘Cboe
Trading, Inc.’’
Therefore, the Exchange proposes to
amend its: (i) Second Amended and
Restated Certificate of Incorporation of
Bats EDGA Exchange, Inc., (ii) Seventh
Amended and Restated Bylaws of Bats
EDGA Exchange, Inc., (iii) Rulebook,
(iv) Fee Schedule for EDGA Equities
(collectively, the ‘‘Operative
Documents’’) to reflect the name
changes.
(a) Exchange’s Certificate
The Exchange proposes to (i) delete
the following language from the
refer to ‘‘CBOE V, LLC’’, which as noted, will be
changed to ‘‘Cboe Bats, LLC’’ at a later date.
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introductory paragraph: ‘‘The name of
the Corporation is Bats EDGA Exchange,
Inc.’’ and (ii) amend Article First of the
Exchange’s Certificate to reflect the new
name, ‘‘Cboe EDGA Exchange, Inc.’’.
The Exchange also proposes to add
clarifying language and cite to the
applicable provisions of the General
Corporation Law of the State of
Delaware in connection with the
proposed name change. The Exchange
notes that it is not amending the
Exchange’s name in the title or signature
line as the name changes will not be
effective until the Exchange, as
currently named, files the proposed
changes in Delaware. Thereafter, the
Exchange will amend the Certificate to
reflect the new name in the title and
signature line.
(b) Exchange’s Bylaws
For the Exchange’s Bylaws, all
references to ‘‘Bats EDGA Exchange,
Inc.’’ will be deleted and revised to state
‘‘Cboe EDGA Exchange, Inc.’’.
(c) Exchange’s Rulebook
For the Rules of Bats EDGA Exchange,
Inc., all references to ‘‘Bats EDGA
Exchange, Inc.’’ will be deleted and
revised to state ‘‘Cboe EDGA Exchange,
Inc.’’. Additionally, the Exchange’s
affiliates are also filing similar rule
filings to change their names, as noted
above. As such, all references to ‘‘Bats
BYX Exchange, Inc.’’, ‘‘Bats EDGX
Exchange, Inc.’’, ‘‘Bats BZX Exchange,
Inc.’’, ‘‘C2 Options Exchange,
Incorporated’’,5 ‘‘Chicago Board Options
Exchange, Incorporated’’ and ‘‘CBOE
Futures Exchange, LLC’’ in the EDGA’s
rules will likewise be deleted and
revised to state ‘‘Cboe BYX Exchange,
Inc.’’, ‘‘Cboe EDGX Exchange, Inc.’’,
‘‘Cboe BZX Exchange, Inc.’’, ‘‘Cboe C2
Exchange, Inc.’’, ‘‘Cboe Exchange, Inc.’’
and ‘‘Cboe Futures Exchange, LLC’’,
respectively. The Exchange notes that
references to ‘‘Bats Exchange’’ will be
deleted and revised to state ‘‘Cboe Bats
Exchange’’. Additionally, all references
to ‘‘CBOE Holdings, Inc.’’ will be
deleted and revised to state ‘‘Cboe
Global Markets, Inc.’’. All references to
‘‘Bats One’’ will be deleted and revised
to state ‘‘Cboe One’’ and all references
to ‘‘Bats Connect’’ will be deleted and
revised to state ‘‘Cboe Connect’’. The
Exchange will also delete references to
‘‘Bats Trading, Inc.’’ and ‘‘Bats Trading’’
and replace it with references to ‘‘Cboe
Trading, Inc.’’ and ‘‘Cboe Trading’’,
respectively.
5 The Exchange notes that the EDGA rules refer
to ‘‘C2 Options Exchange, Incorporated’’ as ‘‘C2
Options Exchange, Inc.’’ in Rule 2.3.
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Frm 00111
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(d) Exchange’s Fee Schedule
For the EDGA Equities Fee Schedule,
any reference to ‘‘Bats EDGA Exchange’’
will be deleted and revised to state
‘‘Cboe EDGA Exchange’’. Additionally,
all references to ‘‘Bats One’’ will be
deleted and revised to state ‘‘Cboe One’’
and all references to ‘‘Bats Connect’’
will be deleted and revised to state
‘‘Cboe Connect’’.
2. Statutory Basis
The Exchange believes the proposed
rule change is consistent with the
Securities Exchange Act of 1934 (the
‘‘Act’’) and the rules and regulations
thereunder applicable to the Exchange
and, in particular, the requirements of
Section 6(b) of the Act.6 Specifically,
the Exchange believes the proposed rule
change is consistent with the Section
6(b)(5) 7 requirements that the rules of
an exchange be designed to prevent
fraudulent and manipulative acts and
practices, to promote just and equitable
principles of trade, to foster cooperation
and coordination with persons engaged
in regulating, clearing, settling,
processing information with respect to,
and facilitating transactions in
securities, to remove impediments to
and perfect the mechanism of a free and
open market and a national market
system, and, in general, to protect
investors and the public interest.
In particular, the proposed change is
a non-substantive change and does not
impact the governance, ownership or
operations of the Exchange. The
Exchange believes that by ensuring that
its parent company’s governance
documents and the Exchanges operative
documents accurately reflect the new
legal names, the proposed rule change
would reduce potential investor or
market participant confusion.
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
proposed rule change is not intended to
address competitive issues but rather is
concerned solely with updating the
Company’s and Exchange’s governance
and operative documents to reflect the
abovementioned name changes.
6 15
7 15
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U.S.C. 78f(b).
U.S.C. 78f(b)(5).
01NON1
Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange neither solicited nor
received comments on the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Pursuant to Section 19(b)(3)(A) of the
Act 8 and Rule 19b–4(f)(3) thereunder,9
the Exchange has designated this
proposal as one that is concerned solely
with the administration of the selfregulatory organization, and therefore
has become effective.
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act. If the
Commission takes such action, the
Commission will institute proceedings
to determine whether the proposed rule
change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
sradovich on DSK3GMQ082PROD with NOTICES
Electronic Comments
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
BatsEDGA–2017–28 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Brent J. Fields, Secretary, Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
All submissions should refer to File
Number SR–BatsEDGA–2017–28. 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.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–BatsEDGA–2017–28 and
should be submitted on or before
November 22, 2017.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.10
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–23737 Filed 10–31–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–81949; File No. SR–OCC–
2017–009]
Self-Regulatory Organizations; The
Options Clearing Corporation; Notice
of Filing of Proposed Rule Change
Related to The Options Clearing
Corporation’s Counterparty Credit Risk
Management Policy
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on October
12, 2017, The Options Clearing
Corporation (‘‘OCC’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I, II, and
III below, which Items have been
prepared primarily by OCC. The
Commission is publishing this notice to
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
U.S.C. 78s(b)(3)(A).
9 17 CFR 240.19b–4(f)(3).
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solicit comments on the proposed rule
change from interested persons.
I. Clearing Agency’s Statement of the
Terms of Substance of the Proposed
Rule Change
This proposed rule change by OCC
would formalize OCC’s Counterparty
Credit Risk Management Policy (‘‘CCRM
Policy’’ or ‘‘Policy’’), which promotes
compliance with multiple requirements
applicable to OCC under Rule 17Ad–22,
including Rules 17Ad–22(e)(3)
concerning frameworks for the
comprehensive management of risks,
(e)(4) concerning credit risk
management, (e)(16) concerning the
safeguarding of assets, (e)(18)
concerning risk-based participation
criteria, (e)(19) concerning risks form
indirect participants, and (e)(20)
concerning linkages.3 The CCRM Policy
is included as confidential Exhibit 5.4
The proposed rule change does not
require any changes to the text of OCC’s
By-Laws or Rules. All terms with initial
capitalization that are not otherwise
defined herein have the same meaning
as set forth in the OCC By-Laws and
Rules.5
II. Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Proposed Rule Change
In its filing with the Commission,
OCC included statements concerning
the purpose of and basis for the
proposed rule change and discussed any
comments it received on the proposed
rule change. The text of these statements
may be examined at the places specified
in Item IV below. OCC has prepared
summaries, set forth in sections (A), (B),
and (C) below, of the most significant
aspects of these statements.
(A) Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Proposed Rule Change
(1) Purpose
Background
October 26, 2017.
10 17
8 15
50719
Sfmt 4703
As a central counterparty providing
clearance, settlement, and risk
management services, OCC is exposed
to and must manage a range of risks,
including credit risk. The purpose of the
CCRM Policy is to outline OCC’s overall
approach to identify, measure, monitor,
and manage its exposures to direct and
indirect participants, Liquidity
3 17 CFR 240.17Ad–22(e)(3), (4), (16), (18), (19),
and (20).
4 The Commission notes that Exhibit 5 is
included in the filing, not in this Notice.
5 OCC’s By-Laws and Rules can be found on
OCC’s public Web site: https://optionsclearing.com/
about/publications/bylaws.jsp.
E:\FR\FM\01NON1.SGM
01NON1
]]>Agencies
[Federal Register Volume 82, Number 210 (Wednesday, November 1, 2017)]
[Notices]
[Pages 50716-50719]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-23737]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-81957; File No. SR-BatsEDGA-2017-28]
Self-Regulatory Organizations; Bats EDGA Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Reflect in the Exchange's Governing Documents, Rulebook and Fee
Schedule, a Non-Substantive Corporate Branding Change, Including
Changes to the Company's Name, the Intermediate's Name, and the
Exchange's Name
October 26, 2017.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on October 16, 2017, Bats EDGA Exchange, Inc. (the ``Exchange'' or
``EDGA'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes a rule change with respect to amendments of
the Second Amended and Restated Certificate of Incorporation (the
``Company's Certificate'') and Third Amended and Restated Bylaws (the
``Company's Bylaws'') of its parent corporation, CBOE Holdings, Inc.
(``CBOE Holdings'' or the ``Company'') to change the name of the
Company to Cboe Global Markets, Inc. With respect to CBOE V, LLC, an
intermediate Holding Company of the Exchange (the ``Intermediate''),
the Exchange proposes to amend the Certificate of Formation and Limited
Liability Company Operating Agreement of CBOE V, LLC (the ``Operating
Agreement''), in connection with a related name change for the
Intermediate. The Exchange also proposes to amend its Second Amended
[[Page 50717]]
and Restated Certificate of Incorporation (the ``Exchange
Certificate''), Seventh Amended and Restated Bylaws of Bats EDGA
Exchange, Inc. (the ``Exchange Bylaws''), rulebook and fee schedule
(collectively ``operative documents'') in connection with the name
change of its parent Company, Intermediate, and the Exchange.
The text of the proposed rule change is also available on the
Exchange's Web site (https://www.cboe.com/AboutCBOE/CBOELegalRegulatoryHome.aspx), at the Exchange's Office of the
Secretary, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
Background
The purpose of this filing is to reflect in the Exchange's
governing documents (and the governing documents of its parent company,
CBOE Holdings) and the Exchange's rulebook and fees schedules, a non-
substantive corporate branding change, including changes to the
Company's name, the Intermediate's name, and the Exchange's name.
Particularly, references to Company's, Intermediate's and Exchange's
names will be deleted and revised to state the new names, as described
more fully below. No other substantive changes are being proposed in
this filing. The Exchange represents that these changes are concerned
solely with the administration of the Exchange and do not affect the
meaning, administration, or enforcement of any rules of the Exchange or
the rights, obligations, or privileges of Exchange members or their
associated persons is any way. Accordingly, this filing is being
submitted under Rule 19b-4(f)(3). In lieu of providing a copy of the
marked name changes, the Exchange represents that it will make the
necessary non-substantive revisions described below to the Exchange's
corporate governance documents, rulebook, and fees schedules, and post
updated versions of each on the Exchange's Web site pursuant to Rule
19b-4(m)(2).
The Company's Name Change
In connection with the corporate name change of its parent company,
the Exchange is proposing to amend the Company's Certificate and
Bylaws. Specifically, the Company is changing its name from ``CBOE
Holdings, Inc.'' to ``Cboe Global Markets, Inc.''.
(a) Company's Certificate
The Exchange proposes to (i) delete the following language from
Paragraph (1) of the introductory paragraph: ``The name of the
Corporation is CBOE Holdings, Inc.'' and (ii) amend Article First of
the Company's Certificate to reflect the new name, ``Cboe Global
Markets, Inc.'' The Exchange also proposes to add clarifying language
and cite to the applicable provisions of the General Corporation Law of
the State of Delaware in connection with the proposed name change. The
Exchange notes that it is not amending the Company's name in the title
or signature line as the name changes will not be effective until the
Company, as currently named, files the proposed changes in Delaware.
Thereafter, the Exchange will amend the Certificate to reflect the new
name in the title and signature line. The Exchange also notes that
although the name of ``Chicago Board Options Exchange, Incorporated''
is changing to ``Cboe Exchange Inc.'', it is not amending the name of
Chicago Board Options Exchange, Incorporated (``CBOE'') referenced in
Article Fifth(a)(iii) at this time. Particularly, the Exchange notes
that unlike the exception applicable to proposed changes to the
Company's name,\3\ a vote of stockholders is required to adopt an
amendment to the reference of CBOE's name. As such, the Exchange will
submit a rule filing to amend the Certificate to reflect the new CBOE
name at such time it is ready to obtain stockholder approval.
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\3\ See Section 242(b) of the General Corporation Law of the
State of Delaware.
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(b) Company's Bylaws
With respect to the Company's Bylaws, references to ``CBOE
Holdings, Inc.'' will be deleted and revised to state ``Cboe Global
Markets, Inc.'' The Exchange also proposes to eliminate the reference
to ``Chicago Board Options Exchange, Incorporated'' in Article 10,
Section 10.2. Particularly, Section 10.2 provides that ``for so long as
the Corporation shall control, directly or indirectly, any national
securities exchange, including, but not limited to Chicago Board
Options Exchange, Incorporated (a ``Regulated Securities Exchange
Subsidiary''), before any amendment, alteration or repeal of any
provision of the Bylaws shall be effective, such amendment, alteration
or repeal shall be submitted to the board of directors of each
Regulated Securities Exchange Subsidiary, and if such amendment,
alteration or repeal must be filed with or filed with and approved by
the Securities and Exchange Commission, then such amendment, alteration
or repeal shall not become effective until filed with or filed with and
approved by the Securities and Exchange Commission, as the case may
be.'' As the Company currently controls a number of Regulated
Securities Exchange Subsidiaries, it does not believe it is necessary
to explicitly reference only Chicago Board Options Exchange,
Incorporated and therefore proposes to delete the following language:
``including, but not limited to Chicago Board Options Exchange,
Incorporated''.
The Intermediate's Name Change
For purposes of consistency, certain of the Parent's subsidiaries
have also undertaken to change their legal names. As a result, the
Exchange also proposes to change the name of the Intermediate from
``CBOE V, LLC'' to ``Cboe Bats, LLC.''
(a) Certificate of Formation
As it relates to the Certificate of Formation of CBOE V, LLC,
references to ``CBOE V, LLC'' will be deleted and revised to state its
new name ``Cboe Bats, LLC''. The Exchange also proposes to add
clarifying and conforming language in order to conform to, as well as
cite to, the applicable provisions of the General Corporation Law of
the State of Delaware in connection with the proposed name change. The
Exchange notes to conform with the revised language in the introductory
paragraph, it also proposes to amend references to ``LLC'' to ``limited
liability company''. The Exchange also notes that it is not amending
the Intermediate's name in the title or signature line as the name
changes will not be effective until the Intermediate, as currently
named, files the proposed changes in Delaware.\4\
[[Page 50718]]
Thereafter, the Exchange will amend the Certificate of Formation to
reflect the new name in the title and signature line.
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\4\ The Exchange notes that the current signature block of the
Certificate of Formation references ``CBOE Holdings, Inc.'' instead
of ``CBOE V, LLC''. The Exchange proposes to correct that reference
and refer to ``CBOE V, LLC'', which as noted, will be changed to
``Cboe Bats, LLC'' at a later date.
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(b) Operating Agreement
As it relates to the Operating Agreement of the Intermediate,
references to ``CBOE V, LLC'' will be deleted and revised to state its
new name ``Cboe Bats, LLC'' and references to ``CBOE Holdings, Inc.''
will be deleted and revised to state ``Cboe Global Markets, Inc.''. The
Exchange also proposes to add clarifying and conforming language in
connection with the proposed name change, including new Section 12.5
(``Effect of Amendment''), which provides that the ``Agreement amends,
restates and supersedes the Original Agreement in all respects. From
and after the date hereof, this Agreement shall be the limited
liability company operating agreement of the Company for all
purposes.''
The Exchange's Name Change
For purposes of consistency, certain of the Parent's subsidiaries
have also undertaken to change their legal names. As a result, the
Exchange also proposes to change its name from ``Bats EDGA Exchange,
Inc.'' to ``Cboe EDGA Exchange, Inc.'' throughout its rules, fees
schedules and corporate documents. Additionally, the Exchange notes
that its affiliated exchanges Bats BYX Exchange, Inc., Bats BZX
Exchange, Inc., Bats EDGX Exchange, Inc., Chicago Board Options
Exchange, Incorporated, C2 Options Exchange, Incorporated, and ``CBOE
Futures Exchange, LLC'' (collectively the ``affiliates'') have also
proposed name changes to Cboe BYX Exchange, Inc., Cboe BZX Exchange,
Inc., Cboe EDGX Exchange, Inc., Cboe Exchange, Inc., Cboe C2 Exchange,
Inc. and Cboe Futures Exchange, LLC, respectively. Lastly, the Exchange
is changing the name of ``Bats Trading, Inc.'' to ``Cboe Trading,
Inc.''
Therefore, the Exchange proposes to amend its: (i) Second Amended
and Restated Certificate of Incorporation of Bats EDGA Exchange, Inc.,
(ii) Seventh Amended and Restated Bylaws of Bats EDGA Exchange, Inc.,
(iii) Rulebook, (iv) Fee Schedule for EDGA Equities (collectively, the
``Operative Documents'') to reflect the name changes.
(a) Exchange's Certificate
The Exchange proposes to (i) delete the following language from the
introductory paragraph: ``The name of the Corporation is Bats EDGA
Exchange, Inc.'' and (ii) amend Article First of the Exchange's
Certificate to reflect the new name, ``Cboe EDGA Exchange, Inc.''. The
Exchange also proposes to add clarifying language and cite to the
applicable provisions of the General Corporation Law of the State of
Delaware in connection with the proposed name change. The Exchange
notes that it is not amending the Exchange's name in the title or
signature line as the name changes will not be effective until the
Exchange, as currently named, files the proposed changes in Delaware.
Thereafter, the Exchange will amend the Certificate to reflect the new
name in the title and signature line.
(b) Exchange's Bylaws
For the Exchange's Bylaws, all references to ``Bats EDGA Exchange,
Inc.'' will be deleted and revised to state ``Cboe EDGA Exchange,
Inc.''.
(c) Exchange's Rulebook
For the Rules of Bats EDGA Exchange, Inc., all references to ``Bats
EDGA Exchange, Inc.'' will be deleted and revised to state ``Cboe EDGA
Exchange, Inc.''. Additionally, the Exchange's affiliates are also
filing similar rule filings to change their names, as noted above. As
such, all references to ``Bats BYX Exchange, Inc.'', ``Bats EDGX
Exchange, Inc.'', ``Bats BZX Exchange, Inc.'', ``C2 Options Exchange,
Incorporated'',\5\ ``Chicago Board Options Exchange, Incorporated'' and
``CBOE Futures Exchange, LLC'' in the EDGA's rules will likewise be
deleted and revised to state ``Cboe BYX Exchange, Inc.'', ``Cboe EDGX
Exchange, Inc.'', ``Cboe BZX Exchange, Inc.'', ``Cboe C2 Exchange,
Inc.'', ``Cboe Exchange, Inc.'' and ``Cboe Futures Exchange, LLC'',
respectively. The Exchange notes that references to ``Bats Exchange''
will be deleted and revised to state ``Cboe Bats Exchange''.
Additionally, all references to ``CBOE Holdings, Inc.'' will be deleted
and revised to state ``Cboe Global Markets, Inc.''. All references to
``Bats One'' will be deleted and revised to state ``Cboe One'' and all
references to ``Bats Connect'' will be deleted and revised to state
``Cboe Connect''. The Exchange will also delete references to ``Bats
Trading, Inc.'' and ``Bats Trading'' and replace it with references to
``Cboe Trading, Inc.'' and ``Cboe Trading'', respectively.
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\5\ The Exchange notes that the EDGA rules refer to ``C2 Options
Exchange, Incorporated'' as ``C2 Options Exchange, Inc.'' in Rule
2.3.
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(d) Exchange's Fee Schedule
For the EDGA Equities Fee Schedule, any reference to ``Bats EDGA
Exchange'' will be deleted and revised to state ``Cboe EDGA Exchange''.
Additionally, all references to ``Bats One'' will be deleted and
revised to state ``Cboe One'' and all references to ``Bats Connect''
will be deleted and revised to state ``Cboe Connect''.
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Securities Exchange Act of 1934 (the ``Act'') and the rules and
regulations thereunder applicable to the Exchange and, in particular,
the requirements of Section 6(b) of the Act.\6\ Specifically, the
Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \7\ requirements that the rules of an exchange be
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in regulating, clearing,
settling, processing information with respect to, and facilitating
transactions in securities, to remove impediments to and perfect the
mechanism of a free and open market and a national market system, and,
in general, to protect investors and the public interest.
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\6\ 15 U.S.C. 78f(b).
\7\ 15 U.S.C. 78f(b)(5).
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In particular, the proposed change is a non-substantive change and
does not impact the governance, ownership or operations of the
Exchange. The Exchange believes that by ensuring that its parent
company's governance documents and the Exchanges operative documents
accurately reflect the new legal names, the proposed rule change would
reduce potential investor or market participant confusion.
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 proposed rule change is
not intended to address competitive issues but rather is concerned
solely with updating the Company's and Exchange's governance and
operative documents to reflect the abovementioned name changes.
[[Page 50719]]
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange neither solicited nor received comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Pursuant to Section 19(b)(3)(A) of the Act \8\ and Rule 19b-4(f)(3)
thereunder,\9\ the Exchange has designated this proposal as one that is
concerned solely with the administration of the self-regulatory
organization, and therefore has become effective.
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\8\ 15 U.S.C. 78s(b)(3)(A).
\9\ 17 CFR 240.19b-4(f)(3).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
File Number SR-BatsEDGA-2017-28 on the subject line.
Paper Comments
Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-BatsEDGA-2017-28. 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. Persons submitting
comments are cautioned that we do not redact or edit personal
identifying information from comment submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-BatsEDGA-2017-28 and should
be submitted on or before November 22, 2017.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\10\
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\10\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-23737 Filed 10-31-17; 8:45 am]
BILLING CODE 8011-01-P
