[Federal Register Volume 77, Number 128 (Tuesday, July 3, 2012)]
[Notices]
[Pages 39554-39558]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-16217]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-67277; File No. SR-NYSEArca-2012-39]
Self-Regulatory Organizations; NYSE Arca, Inc.; Order Granting
Approval of Proposed Rule Change Relating to Listing and Trading the
Global Alpha & Beta ETF Pursuant to NYSE Arca Equities Rule 8.600
June 27, 2012.
I. Introduction
On April 30, 2012, NYSE Arca, Inc. (``Exchange'' or ``NYSE Arca'')
filed with the Securities and Exchange Commission (``Commission''),
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to
list and trade shares (``Shares'') of the Global Alpha & Beta ETF
(``Fund'') under NYSE Arca Equities Rule 8.600. The proposed rule
change was published for comment in the Federal Register on May 17,
2012.\3\ The Commission received no comments on the proposal. This
order grants approval of the proposed rule change.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Securities Exchange Act Release No. 66973 (May 11,
2012), 77 FR 29429 (``Notice'').
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II. Description of the Proposed Rule Change
The Exchange proposes to list and trade the Shares of the Fund
pursuant to NYSE Arca Equities Rule 8.600, which governs the listing
and trading of Managed Fund Shares on the Exchange. The Shares will be
offered by AdvisorShares Trust (``Trust''), a statutory trust organized
under the laws of the State of Delaware and registered with the
Commission as an open-end management investment company.\4\ The
[[Page 39555]]
investment adviser to the Fund is AdvisorShares Investments, LLC
(``Adviser''). Your Source Financial, PLC (``Sub-Adviser'') is the
Fund's sub-adviser and provides day-to-day portfolio management of the
Fund. Foreside Fund Services, LLC is the principal underwriter and
distributor of the Fund's Shares. The Bank of New York Mellon serves as
the administrator, custodian, transfer agent, and fund accounting agent
for the Fund. The Exchange represents that neither the Adviser nor the
Sub-Adviser is affiliated with a broker-dealer.\5\
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\4\ The Trust is registered under the Investment Company Act of
1940 (``1940 Act''). On January 30, 2012, the Trust filed with the
Commission Form N-1A under the Securities Act of 1933 and under the
1940 Act relating to the Fund (File Nos. 333-157876 and 811-22110)
(``Registration Statement''). In addition, the Exchange notes that
the Commission has issued an order granting certain exemptive relief
to the Trust under the 1940 Act. See Investment Company Act Release
No. 29291 (May 28, 2010) (File No. 812-13677) (``Exemptive Order'').
\5\ See Commentary .06 to NYSE Arca Equities Rule 8.600. The
Exchange represents that, in the event (a) the Adviser or the Sub-
Adviser becomes newly affiliated with a broker-dealer, or (b) any
new adviser or sub-adviser becomes affiliated with a broker-dealer,
it will implement a fire wall with respect to such broker-dealer
regarding access to information concerning the composition and/or
changes to the portfolio, and will be subject to procedures designed
to prevent the use and dissemination of material, non-public
information regarding such portfolio.
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Description of the Fund
The Fund's investment objective is long-term capital growth. The
Fund is an exchange-traded fund (``ETF'') that is actively managed and
thus does not seek to replicate the performance of a specific index.
The Fund is a ``fund of funds'' that seeks to achieve its investment
objective by investing, under normal conditions,\6\ 80% or more in
other U.S.-listed exchange-traded products (``Underlying ETPs''),\7\
U.S. exchange-listed common stock of issuers of any capitalization
range, and U.S. exchange-listed sponsored American Depositary Receipts
(``ADRs'') \8\ that provide investment exposure to global equity
markets and that meet certain selection criteria established by the
Sub-Adviser.
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\6\ ``Normal conditions'' as used herein includes, but is not
limited to, the absence of adverse market, economic, political or
other conditions, including extreme volatility or trading halts in
the fixed income markets or the financial markets generally;
operational issues causing dissemination of inaccurate market
information; or force majeure type events such as systems failure,
natural or man-made disaster, act of God, armed conflict, act of
terrorism, riot or labor disruption, or any similar intervening
circumstance.
\7\ Underlying ETPs include Investment Company Units (as
described in NYSE Arca Equities Rule 5.2(j)(3)); Portfolio
Depositary Receipts (as described in NYSE Arca Equities Rule 8.100);
Trust Issued Receipts (as described in NYSE Arca Equities Rule
8.200); Commodity-Based Trust Shares (as described in NYSE Arca
Equities Rule 8.201); Currency Trust Shares (as described in NYSE
Arca Equities Rule 8.202); Commodity Index Trust Shares (as
described in NYSE Arca Equities Rule 8.203); Trust Units (as
described in NYSE Arca Equities Rule 8.500); Managed Fund Shares (as
described in NYSE Arca Equities Rule 8.600); and closed-end funds.
The Underlying ETPs all will be listed and traded in the U.S. on
registered exchanges. The Underlying ETPs in which the Fund may
invest will primarily be index-based ETFs that hold substantially
all of their assets in securities representing a specific index. The
Fund intends to invest in ETFs consistent with the requirements of
Section 12(d)(1) of the 1940 Act, or any rule, regulation, or order
of the Commission or interpretation thereof. The Fund will only make
such investments in conformity with the requirements of Subchapter M
of the Internal Revenue Code of 1986, as amended (``Code'').
\8\ ADRs are U.S. dollar denominated receipts representing
interests in the securities of a foreign issuer, which securities
may not necessarily be denominated in the same currency as the
securities into which they may be converted. ADRs are receipts
typically issued by United States banks and trust companies which
evidence ownership of underlying securities issued by a foreign
corporation. Generally, ADRs in registered form are designed for use
in domestic securities markets and are traded on exchanges or over-
the-counter in the United States. The Fund may invest up to 10% of
total assets in ADRs traded over-the-counter.
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The Sub-Adviser will seek to achieve the Fund's investment
objective by implementing a ``top-down'' portfolio management style.
This management style begins with a look at the overall economic
picture and current market conditions and then narrows its focus down
to sectors, industries, or countries and ultimately to individual
companies. The final step is a fundamental analysis of each individual
security and to a lesser extent technical analysis. A ``top-down''
portfolio management style utilizes a tactical and globally diversified
allocation strategy in an attempt to reduce risk and increase overall
performance.
Prior to making an investment for the Fund, the Sub-Adviser will
consider two indicators: (i) The 200-day moving average of the S&P 500
Index (``Index''); and (ii) an inverted yield curve.\9\ If the Index is
below its 200-day moving average or if the yield curve is inverted, the
Sub-Adviser will maintain a defensive position in the Fund's
portfolio.\10\
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\9\ An inverted yield curve occurs when short-term interest
rates exceed long term rates and historically has been viewed as an
indicator of a pending economic recession.
\10\ Such a defensive position would be a more conservative
allocation involving any combination of (a) reducing equity
exposures (i.e., U.S. exchange-listed common stock and U.S.
exchange-listed ADRs), (b) investing in inverse ETFs (the Fund may
invest up to 10% of its total assets in leveraged, inverse, or
inverse leveraged Underlying ETPs), and (c) increasing investments
in short-term, high-quality debt securities and money market
instruments, cash, and cash equivalents, including through
increasing investments in U.S. exchange-listed Underlying ETPs
holding short-term debt or cash and cash equivalents.
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The Fund's asset allocation and performance baseline benchmark is
the Index. The Index consists of ten separate industry sectors--each of
which has a weighting in the Index as a whole. In selecting investments
for the Fund's portfolio, the Sub-Adviser will seek to add value by
overweighting sectors that the Sub-Adviser expects to perform well and
underweighting sectors that it expects to perform poorly.
The Sub-Adviser seeks to maintain diversification among and across
economic sectors, industries, and countries. The Sub-Adviser will
consider the following factors when selling investments in the Fund's
portfolio: (i) Whether an equity security has reached a price
considered to be fully valued; (ii) business or sector risk exposure to
a specific security or class of securities; (iii) overvaluation or
overweighting of the position in the Fund's portfolio; (iv) change in
risk tolerance; and (v) identification of a better opportunity.
Other Investments
While the Fund will invest at least 80% in the Underlying ETPs,
U.S. exchange-listed common stock of issuers of any capitalization
range, and U.S. exchange-listed sponsored ADRs, on a day-to-day basis,
the Fund may hold the remainder of its assets in, under normal
conditions, money market instruments, cash, other cash equivalents, and
other highly liquid instruments.
The Fund may invest in other types of equity securities, which
represent ownership interests in a company or partnership and consist
not only of common stocks, which are one of the Fund's primary types of
investments, but also preferred stocks, warrants to acquire common
stock, securities convertible into common stock, and investments in
master limited partnerships. The Fund also may invest in exchange-
traded notes (``ETNs''),\11\ U.S. government securities, and U.S.
Treasury zero-coupon bonds.
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\11\ ETNs, also called index-linked securities as would be
listed, for example, under NYSE Arca Equities Rule 5.2(j)(6), are
senior, unsecured, and unsubordinated debt securities issued by an
underwriting bank that are designed to provide returns that are
linked to a particular benchmark, less investor fees.
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In the absence of normal conditions, the Fund may invest 100% of
its total assets, without limitation, in high-quality debt securities
and money market instruments either directly or through its investments
in ETFs. The Fund may be invested in these instruments for extended
periods, depending on the Sub-Adviser's assessment of market
conditions. These debt securities and money market instruments include
shares of other mutual funds, commercial paper, certificates of
deposit, bankers' acceptances, U.S. Government
[[Page 39556]]
securities, repurchase agreements,\12\ and bonds that are rated BBB or
higher.
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\12\ The Fund may enter into repurchase agreements with
financial institutions, which may be deemed to be loans. The Fund
follows certain procedures designed to minimize the risks inherent
in such agreements. These procedures include effecting repurchase
transactions only with large, well-capitalized, and well-established
financial institutions whose condition will be continually monitored
by the Sub-Adviser. In addition, the value of the collateral
underlying the repurchase agreement will always be at least equal to
the repurchase price, including any accrued interest earned on the
repurchase agreement. In the event of a default or bankruptcy by a
selling financial institution, the Fund will seek to liquidate such
collateral. In addition, the Fund may enter into reverse repurchase
agreements as part of the Fund's investment strategy. Reverse
repurchase agreements involve sales by the Fund of portfolio assets
concurrently with an agreement by the Fund to repurchase the same
assets at a later date at a fixed price.
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The Fund may not (i) with respect to 75% of its total assets,
purchase securities of any issuer (except securities issued or
guaranteed by the U.S. Government, its agencies or instrumentalities,
or shares of investment companies) if, as a result, more than 5% of its
total assets would be invested in the securities of such issuer; or
(ii) acquire more than 10% of the outstanding voting securities of any
one issuer. For purposes of this policy, the issuer of an ADR will be
deemed to be the issuer of the respective underlying security.
The Fund may not invest 25% or more of its total assets in the
securities of one or more issuers conducting their principal business
activities in the same industry or group of industries. The Fund will
not invest 25% or more of its total assets in any investment company
that so concentrates. This limitation does not apply to investments in
securities issued or guaranteed by the U.S. Government, its agencies or
instrumentalities, or shares of investment companies. For purposes of
this policy, the issuer of ADRs will be deemed to be the issuer of the
respective underlying security.
The Fund will not purchase illiquid securities, including Rule 144A
securities and loan participations.\13\ While the Fund does not
anticipate doing so, the Fund may hold securities that become illiquid,
including securities that are not readily marketable and Rule 144A
securities. The Fund will not hold more than 15% of the Fund's net
assets in illiquid securities including Rule 144A securities and loan
participations. If the percentage of the Fund's net assets invested in
illiquid securities exceeds 15% due to market activity, the Fund will
take appropriate measures to reduce its holdings of illiquid
securities.
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\13\ See Investment Company Act Release Nos. 28193 (March 11,
2008), 73 FR 14617 (March 18, 2008); and 14983 (March 12, 1986), 51
FR 9773 (March 21, 1986).
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While the Fund may invest up to 10% of its total assets in
leveraged, inverse, or inverse leveraged Underlying ETPs, such
investments will not be used to enhance the leverage of the Fund as a
whole and will otherwise be consistent with the Fund's investment
objective. In addition, consistent with the Exemptive Order, the Fund
will not invest in options contracts, futures contracts, or swap
agreements.\14\ The Exchange also states that the Fund will not invest
in any non-U.S. registered equity security, including depositary
receipts, and will seek to qualify for treatment as a Regulated
Investment Company under the Code.
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\14\ See supra note 4.
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Additional information regarding the Fund, the Trust, and the
Shares, including investment strategies, risks, creation and redemption
procedures, fees, portfolio holdings, disclosure policies,
distributions, and taxes can be found in the Notice and Registration
Statement, as applicable.\15\
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\15\ See supra notes 3 and 4, respectively.
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III. Discussion and Commission's Findings
The Commission has carefully reviewed the proposed rule change and
finds that it is consistent with the requirements of Section 6 of the
Act \16\ and the rules and regulations thereunder applicable to a
national securities exchange.\17\ In particular, the Commission finds
that the proposal is consistent with Section 6(b)(5) of the Act,\18\
which requires, among other things, that the Exchange's rules 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 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. The Commission notes that
the Fund and the Shares must comply with the requirements of NYSE Arca
Equities Rule 8.600 to be listed and traded on the Exchange.
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\16\ 15 U.S.C. 78f.
\17\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
\18\ 15 U.S.C. 78f(b)(5).
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The Commission finds that the proposal to list and trade the Shares
on the Exchange is consistent with Section 11A(a)(1)(C)(iii) of the
Act,\19\ which sets forth Congress' finding that it is in the public
interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers, and investors of information with respect to
quotations for, and transactions in, securities. Quotation and last-
sale information for the Shares will be available via the Consolidated
Tape Association (``CTA'') high-speed line, and, for the underlying
securities, will be available from the national securities exchange on
which they are listed. In addition, the Portfolio Indicative Value
(``PIV''), as defined in NYSE Arca Equities Rule 8.600(c)(3), will be
widely disseminated by one or more major market data vendors at least
every 15 seconds during the Exchange's Core Trading Session.\20\ On
each business day, before commencement of trading in Shares in the Core
Trading Session on the Exchange, the Fund will disclose on its Web site
the Disclosed Portfolio, as defined in NYSE Arca Equities Rule
8.600(c)(2), that will form the basis for the Fund's calculation of the
net asset value (``NAV'') at the end of the business day.\21\ The Fund
will calculate NAV once each business day as of the regularly scheduled
close of trading on the New York Stock Exchange, LLC (``NYSE'')
(normally, 4:00 p.m., Eastern Time). 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, and 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 Web site for the Fund will include a form of the prospectus for the
Fund, additional data relating to NAV, and other applicable
quantitative information. In addition, a basket composition file, which
includes the security names and share quantities required to be
delivered in exchange for Fund Shares, together with estimates and
actual cash components, will be
[[Page 39557]]
publicly disseminated daily prior to the opening of the NYSE via the
National Securities Clearing Corporation. The basket represents one
Creation Unit of the Fund.
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\19\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
\20\ According to the Exchange, several major market data
vendors display and/or make widely available PIVs published on the
CTA or other data feeds.
\21\ The Disclosed Portfolio will include, as applicable, for
each portfolio security and other financial instrument of the Fund
the following: Ticker symbol; name of security and financial
instrument; the number of shares or dollar value of securities and
financial instruments held in the portfolio; and percentage
weighting of the security and financial instrument in the portfolio.
The Web site information will be publicly available at no charge.
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The Commission further believes that the proposal to list and trade
the Shares is reasonably designed to promote fair disclosure of
information that may be necessary to price the Shares appropriately and
to prevent trading when a reasonable degree of transparency cannot be
assured. The Commission notes that the Exchange will obtain a
representation from the issuer of the Shares that the NAV per Share
will be calculated daily and that the NAV and the Disclosed Portfolio
will be made available to all market participants at the same time.\22\
In addition, the Exchange will halt trading in the Shares under the
specific circumstances set forth in NYSE Arca Equities Rule
8.600(d)(2)(D), and may halt trading in the Shares if trading is not
occurring in the securities and/or the financial instruments comprising
the Disclosed Portfolio of the Fund, or if other unusual conditions or
circumstances detrimental to the maintenance of a fair and orderly
market are present.\23\ The Exchange will consider the suspension of
trading in or removal from listing of the Shares if the PIV is no
longer calculated or available or the Disclosed Portfolio is not made
available to all market participants at the same time.\24\ Neither the
Adviser nor the Sub-Adviser is affiliated with a broker-dealer.\25\ The
Commission notes that Adviser personnel who make decisions on a Fund's
portfolio composition must be subject to procedures designed to prevent
the use and dissemination of material non-public information regarding
that Fund's portfolio.\26\ Further, the Commission notes that the
Reporting Authority that provides the Disclosed Portfolio must
implement and maintain, or be subject to, procedures designed to
prevent the use and dissemination of material, non-public information
regarding the actual components of the portfolio.\27\ The Exchange
states that it has a general policy prohibiting the distribution of
material, non-public information by its employees. The Commission also
notes that, for surveillance purposes, the Exchange may obtain
information via the Intermarket Surveillance Group (``ISG'') from other
exchanges that are members of ISG or with which the Exchange has
entered into a comprehensive surveillance sharing agreement,\28\
including information from the U.S. exchanges on which the Fund's
investments in Underlying ETPs, common stock, exchange-listed ADRs, and
other U.S. exchange-listed securities are listed and traded.
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\22\ See NYSE Arca Equities Rule 8.600(d)(1)(B).
\23\ With respect to trading halts, the Exchange may consider
all relevant factors in exercising its discretion to halt or suspend
trading in the Shares of the Fund. Trading in Shares of the Fund
will be halted if the circuit breaker parameters in NYSE Arca
Equities Rule 7.12 have been reached. Trading also may be halted
because of market conditions or for reasons that, in the view of the
Exchange, make trading in the Shares inadvisable.
\24\ See NYSE Arca Equities Rule 8.600(d)(2)(C)(ii).
\25\ See supra note 5 and accompanying text. The Commission
notes that an investment adviser to an open-end fund is required to
be registered under the Investment Advisers Act of 1940 (``Advisers
Act''). As a result, the Adviser and Sub-Adviser and their related
personnel are subject to the provisions of Rule 204A-1 under the
Advisers Act relating to codes of ethics. This Rule requires
investment advisers to adopt a code of ethics that reflects the
fiduciary nature of the relationship to clients as well as
compliance with other applicable securities laws. Accordingly,
procedures designed to prevent the communication and misuse of non-
public information by an investment adviser must be consistent with
Rule 204A-1 under the Advisers Act. In addition, Rule 206(4)-7 under
the Advisers Act makes it unlawful for an investment adviser to
provide investment advice to clients unless such investment adviser
has (i) adopted and implemented written policies and procedures
reasonably designed to prevent violation, by the investment adviser
and its supervised persons, of the Advisers Act and the Commission
rules adopted thereunder; (ii) implemented, at a minimum, an annual
review regarding the adequacy of the policies and procedures
established pursuant to subparagraph (i) above and the effectiveness
of their implementation; and (iii) designated an individual (who is
a supervised person) responsible for administering the policies and
procedures adopted under subparagraph (i) above.
\26\ See Commentary .06 to NYSE Arca Equities Rule 8.600.
\27\ See NYSE Arca Equities Rule 8.600(d)(2)(B)(ii).
\28\ While not all components of the Disclosed Portfolio may
trade on markets that are members of ISG or with which the Exchange
has in place a comprehensive surveillance sharing agreement, all
Underlying ETPs and securities in which the Fund may invest will be
listed on securities exchanges, all of which are members of ISG or
are parties to a comprehensive surveillance sharing agreement with
the Exchange, provided that the Fund may invest up to 10% of total
assets in ADRs traded over-the-counter. See Notice, supra note 3, at
footnote 26. See also, supra note 8.
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The Exchange further represents that the Shares are deemed to be
equity securities, thus rendering trading in the Shares subject to the
Exchange's existing rules governing the trading of equity securities.
In support of this proposal, the Exchange has made representations,
including:
(1) The Shares will conform to the initial and continued listing
criteria under NYSE Arca Equities Rule 8.600.
(2) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.
(3) The Exchange's surveillance procedures applicable to derivative
products, which include Managed Fund Shares, are adequate to properly
monitor Exchange trading of the Shares in all trading sessions and to
deter and detect violations of Exchange rules and applicable federal
securities laws.
(4) Prior to the commencement of trading, the Exchange will inform
its Equity Trading Permit Holders in an Information Bulletin
(``Bulletin'') of the special characteristics and risks associated with
trading the Shares. Specifically, the Bulletin will discuss the
following: (a) The procedures for purchases and redemptions of Shares
in Creation Unit aggregations (and that Shares are not individually
redeemable); (b) NYSE Arca Equities Rule 9.2(a), which imposes a duty
of due diligence on its ETP Holders to learn the essential facts
relating to every customer prior to trading the Shares; (c) the risks
involved in trading the Shares during the Opening and Late Trading
Sessions when an updated PIV will not be calculated or publicly
disseminated; (d) how information regarding the PIV is disseminated;
(e) the requirement that Equity Trading Permit Holders deliver a
prospectus to investors purchasing newly issued Shares prior to or
concurrently with the confirmation of a transaction; and (f) trading
information.
(5) For initial and/or continued listing, the Fund will be in
compliance with Rule 10A-3 under the Act,\29\ as provided by NYSE Arca
Equities Rule 5.3.
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\29\ See 17 CFR 240.10A-3.
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(6) The Fund will not purchase illiquid securities, including Rule
144A securities and loan participations. While the Fund does not
anticipate doing so, the Fund may hold securities that become illiquid,
including securities that are not readily marketable, but will not hold
more than 15% of its net assets in illiquid securities, including Rule
144A securities and loan participations. If the percentage of the
Fund's net assets invested in illiquid securities exceeds 15% due to
market activity, the Fund will take appropriate measures to reduce its
holdings of illiquid securities.
(7) Consistent with the Exemptive Order, the Fund will not invest
in options contracts, futures contracts, or swap agreements.
(8) While the Fund may invest up to 10% of its total assets in
leveraged, inverse, or inverse leveraged Underlying ETPs, such
investments will not be used to enhance the leverage of the Fund as a
whole and will otherwise be consistent with the Fund's investment
objective.
(9) All Underlying ETPs and securities in which the Fund may invest
will be listed on securities exchanges,
[[Page 39558]]
all of which are members of ISG or are parties to a comprehensive
surveillance sharing agreement with the Exchange, provided that the
Fund may invest up to 10% of total assets in ADRs traded over-the-
counter.
(10) The Fund will not invest in any non-U.S. registered equity
security, including depositary receipts.
(11) A minimum of 100,000 Shares will be outstanding at the
commencement of trading on the Exchange.
This approval order is based on all of the Exchange's representations
and description of the Fund, including those set forth above and in the
Notice.
For the foregoing reasons, the Commission finds that the proposed
rule change is consistent with Section 6(b)(5) of the Act \30\ and the
rules and regulations thereunder applicable to a national securities
exchange.
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\30\ 15 U.S.C. 78f(b)(5).
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IV. Conclusion
It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\31\ that the proposed rule change (SR-NYSEArca-2012-39) be, and it
hereby is, approved.
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\31\ 15 U.S.C. 78s(b)(2).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\32\
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\32\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-16217 Filed 7-2-12; 8:45 am]
BILLING CODE 8011-01-P