[Federal Register Volume 79, Number 186 (Thursday, September 25, 2014)]
[Notices]
[Pages 57640-57648]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-22786]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-73149; File No. SR-NYSEArca-2014-102]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
of Proposed Rule Change, as Modified by Amendment No. 1 Thereto, To 
List and Trade Shares of the Greenhaven Coal Fund Under NYSE Arca 
Equities Rule 8.200, Commentary .02

September 19, 2014.

    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 September 5, 2014, NYSE Arca, Inc. (``Exchange'' or 
``NYSE Arca'') 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 self-regulatory 
organization. On September 18, 2014, the Exchange filed Amendment No. 
1, which replaced and superseded the proposal in its entirety. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change, as modified by Amendment No. 1, from interested 
persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 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 to list and trade shares of the Greenhaven 
Coal Fund under NYSE Arca Equities Rule 8.200, Commentary .02. The text 
of 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.

[[Page 57641]]

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    NYSE Arca Equities Rule 8.200, Commentary .02 permits the trading 
of Trust Issued Receipts (``TIRs'') either by listing or pursuant to 
unlisted trading privileges.\4\ The Exchange proposes to list and trade 
shares (``Shares'') of the Greenhaven Coal Fund (the ``Fund''), 
pursuant to NYSE Arca Equities Rule 8.200, Commentary .02.\5\
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    \4\ Commentary .02 to NYSE Arca Equities Rule 8.200 applies to 
TIRs that invest in ``Financial Instruments''. The term ``Financial 
Instruments'', as defined in Commentary .02(b)(4) to NYSE Arca 
Equities Rule 8.200, means any combination of investments, including 
cash; securities; options on securities and indices; futures 
contracts; options on futures contracts; forward contracts; equity 
caps, collars and floors; and swap agreements.
    \5\ This Amendment No. 1 to SR-NYSEArca-2014-102 replaces SR-
NYSEArca-2014-102 as originally filed and supersedes such filing in 
its entirety.
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    The Exchange notes that the Commission has previously approved the 
listing and trading of other issues of TIRs on the American Stock 
Exchange LLC,\6\ and listing on NYSE Arca.\7\ Among these are the 
Teucrium Corn Fund, Teucrium Wheat Fund, Teucrium Soybean Fund and 
Teucrium Sugar Fund, each a series of the Teucrium Commodity Trust.\8\ 
In addition, the Commission has approved other exchange traded fund-
like products linked to the performance of underlying commodities.\9\
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    \6\ See, e.g., Securities Exchange Act Release No. 58161 (July 
15, 2008), 73 FR 42380 (July 21, 2008) (SR-Amex-2008-39).
    \7\ See, e.g., Securities Exchange Act Release No. 58457 
(September 3, 2008), 73 FR 52711 (September 10, 2008) (SR-NYSEArca-
2008-91).
    \8\ See Securities Exchange Act Release Nos. 62213 (June 3, 
2010), 75 FR 32828 (June 9, 2010) (SR-NYSEArca-2010-22) (order 
approving listing on the Exchange of Teucrium Corn Fund); 65344 
(September 15, 2011), 76 FR 58549 (September 21, 2011) (SR-NYSEArca-
2011-48) (order approving listing on the Exchange of the Teucrium 
Wheat Fund, Teucrium Soybean Fund, and Teucrium Sugar Fund).
    \9\ See, e.g., Securities Exchange Act Release Nos. 57456 (March 
7, 2008), 73 FR 13599 (March 13, 2008) (SR-NYSEArca-2007-91) (order 
granting accelerated approval for listing and trading on NYSE Arca 
of the iShares GS Commodity Trusts); 58983 (November 20, 2008), 73 
FR 73368 (December 2, 2008) (SR-NYSEArca-2008-126) (order approving 
listing and trading on NYSE Arca of GreenHaven Continuous Commodity 
Index Fund); 59781 (April 17, 2009), 74 FR 18771 (April 24, 2009) 
(SR-NYSEArca-2009-28) (order granting accelerated approval for NYSE 
Arca listing and trading of the ETFS Silver Trust); 59895 (May 8, 
2009), 74 FR 22993 (May 15, 2009)(SR-NYSEArca-2009-40) (order 
granting accelerated approval for NYSE Arca listing and trading of 
the ETFS Gold Trust); 61219 (December 22, 2009), 74 FR 68886 
(December 29, 2009) (SR-NYSEArca-2009-95) (order approving listing 
and trading on NYSE Arca of the ETFS Platinum Trust).
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    The Fund is a commodity pool that is organized as a Delaware 
statutory trust.\10\ The Fund's trustee is Christiana Trust, a division 
of Wilmington Savings Fund Society, FSB (the ``Trustee''), and the 
Fund's sponsor is GreenHaven Coal Services, LLC (the ``Sponsor''). 
Under the Fund's trust agreement, the Trustee has delegated to the 
Sponsor the exclusive power and authority to manage the business and 
affairs of the Fund. The Sponsor is registered with the Commodity 
Futures Trading Commission (the ``CFTC'') as a commodity pool operator, 
and approved as a member of the National Futures Association. The 
Sponsor is a wholly-owned subsidiary of GreenHaven Group, LLC and 
affiliated with GreenHaven Commodity Services, LLC, a commodities 
trading firm. ALPS Distributors, Inc. will be the Fund's marketing 
agent and distributor (``Marketing Agent''). Bank of New York Mellon 
will be the Fund's administrator and transfer agent 
(``Administrator'').
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    \10\ On September 5, 2014, the Fund filed with the Commission a 
pre-effective amendment to its registration statement on Form S-1 
under the Securities Act of 1933 (15 U.S.C. 77a) relating to the 
Fund. (File No. 333-182301) (the ``Registration Statement''). The 
description of the Fund and the Shares herein is based, in part, on 
the Registration Statement.
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    The business of the Fund will be limited to (i) creating and 
redeeming Baskets (as defined below) of Shares on a continuous basis, 
and (ii) investing proceeds in a portfolio of coal futures and U.S. 
Treasuries (as further described below).
Investment Objective
    According to the Registration Statement and as further described 
below, the Fund will seek to provide investors with exposure to the 
daily change in the price of coal futures, before expenses and 
liabilities of the Fund. The Fund intends to achieve this objective by 
investing substantially all of its assets in a three month strip \11\ 
of the nearest calendar quarter of Rotterdam coal futures contracts 
(``Coal Futures'') traded via the CME Group, Inc. (``CME'') (i) Globex 
(``CME Globex'') and (ii) CME ClearPort clearing services (``CME 
ClearPort'') trading platforms (collectively, the ``CME Facilities'') 
depending on liquidity and otherwise at the Sponsor's discretion. The 
Fund will invest in Coal Futures on a non-discretionary basis (i.e., 
without regard to whether the value of the Fund is rising or falling 
over any particular period). The Fund may also realize interest income 
from its holdings in three month U.S. Treasuries.
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    \11\ With respect to reference to a ``three month strip'', 
`strip' is a term used in futures markets to describe a series of 
delivery months for an individual futures contract. A calendar strip 
would be a three month strip of one of the four calendar quarters. 
For example, a three month calendar strip for the third quarter 2014 
would include July 2014, August 2014, and September 2014 coal 
futures contracts.
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    According to the Registration Statement, it is not the intent of 
the Fund to be operated in a fashion such that its net asset value 
(``NAV'') will equal, in dollar terms, the coal spot price, any spot 
price coal indexes, or any particular coal futures contract. It is also 
not the intent of the Fund to be operated in a fashion such that its 
NAV will reflect the percentage change of the price of any particular 
coal futures contract as measured over a period greater than one day.
Investments in Coal Futures
    Subject to margin and certain other requirements and conditions 
described below and in the Registration Statement, the Fund, under 
normal market conditions,\12\ will use available offering proceeds to 
purchase Coal Futures that are traded on CME Facilities, including 
smaller sized ``mini'' contracts (if they are available) to the 
greatest extent possible, without being leveraged or exceeding relevant 
position limits. The Fund will place purchase or sale orders for Coal 
Futures with a ``Commodity Broker'' \13\ and may use an ``Execution 
Broker'' \14\ to execute trades on CME ClearPort. If the CME does not 
accept the transaction for any reason, the transaction will be 
considered null and void and of no legal effect. As a result, all of 
the Fund's positions in Coal Futures will be cleared by CME clearing 
member firms, thereby minimizing counterparty risk.
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    \12\ The term ``under normal market conditions'' includes, but 
is not limited to, the absence of extreme volatility or trading 
halts in the coal futures markets or the financial markets 
generally; operational issues causing dissemination of inaccurate 
market information; or force majeure 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.
    \13\ The Commodity Broker will execute and clear trades via CME 
Facilities, whereby it becomes a cleared futures transaction with 
the CME as the counterparty.
    \14\ The Execution Broker will execute trades of block traded 
coal futures traded on CME ClearPort, and the Commodity Broker will 
clear such trades. A block trade is executed by an Execution Broker 
who facilitates two parties reaching an agreement on a price to buy 
and sell futures contracts. Once the price is agreed upon the 
Execution Broker then submits the block trade information to the CME 
via the CME ClearPort order entry systems whereby it becomes a 
cleared futures transaction with the CME as the counterparty for the 
parties entering said trade.
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    The Fund intends to hold the three month strip of the nearest 
calendar quarter of Coal Futures contracts traded

[[Page 57642]]

on the CME Facilities. The four calendar quarters are January, 
February, and March (``Q1''); April, May, and June (``Q2''); July, 
August, and September (``Q3''); and October, November, and December 
(``Q4''). The Fund intends to invest an equal tonnage (equal number of 
futures contracts) in each of the three months comprising the nearby 
calendar quarter.
    Four times a year, the Fund will attempt to roll its positions in 
the nearby calendar quarter to the next calendar quarter over 5 
business days on a pro-rata basis. The first roll day is the second 
Monday of the month prior to the nearby calendar quarter. For example, 
if the Fund was currently holding the Q1 calendar quarter it would roll 
over a 5 business day period starting on the second Monday in December. 
Each day during the roll period, the Fund would decrease the percentage 
of its portfolio that is in Q1 by 20% and increase its percentage in Q2 
by 20%.
    The Sponsor estimates that (i) approximately 10% of the Fund's NAV 
will be held as margin deposits in segregated accounts with the 
Commodity Broker, in accordance with applicable CFTC rules, and (ii) 
approximately 90% of the Fund's NAV will be held to pay current 
obligations and as reserves in the form of U.S. Treasuries, cash and/or 
cash equivalents in segregated accounts with the Commodity Broker. The 
Fund will be credited with all interest earned on its deposits. All 
interest income earned on these investments will be retained for the 
Fund's benefit.
    The Sponsor does not anticipate that the Fund's Coal Futures 
positions will be held until expiration, and does not expect the Fund 
to take or make delivery of any physical commodities. Instead, the 
Sponsor expects to sell near to expiry Coal Futures and reinvest the 
proceeds in new Coal Futures to achieve the Fund's investment 
objective. Positions may also be closed out to meet orders for the 
redemption of Baskets (as defined below), in which case the proceeds 
from closing the positions will not be reinvested.
Margin; Composition of Portfolio
    According to the Registration Statement, when the Fund purchases 
Coal Futures, the Fund will be required to deposit a portion of the 
value of the contract or other interest as security to ensure payment 
for the underlying obligation. This deposit is known as initial margin. 
Transactions traded through CME ClearPort have the same collateral 
requirements as CME Globex futures transactions.
    For example, the purchase of a notional $10 million of Coal Futures 
would require the Fund to make an initial margin deposit representing 
only a fraction of the notional amount. The Fund would deposit the 
required initial margin with a Commodity Broker in the form of a mix of 
cash and U.S. Treasuries. Fund assets in an amount equal to the 
difference between the initial margin and the notional value of the 
Coal Futures will be held in U.S. Treasuries, cash and/or cash 
equivalents in a segregated account with a Commodity Broker and used to 
meet future margin payments, if any.
    The Sponsor has the sole authority to determine the percentage of 
assets that will be held as margin or collateral and held in U.S. 
Treasuries, cash and/or cash equivalents to pay current obligations and 
as reserves.
    The assets deposited by the Fund with a Commodity Broker as margin 
must be segregated pursuant to the regulations of the CFTC. Such 
segregated funds may be invested only in instruments approved by the 
CFTC, which include (i) U.S. government securities, (ii) municipal 
securities, (iii) U.S. agency obligations, (iv) certificates of 
deposit, (v) commercial paper guaranteed by the U.S. government, (vi) 
corporate notes or bonds guaranteed by the U.S. government, and (vii) 
interests in money market mutual funds; however, the Sponsor 
anticipates that the Fund's margin deposit assets will be invested only 
in U.S. Treasuries or otherwise held as cash and/or cash equivalents.
The Coal Market
    General. According to the Registration Statement, the following is 
a brief introduction to the global coal industry. The data presented 
below is derived from information released by various third-party 
sources, including the World Coal Association, the U.S. Energy 
Information Administration, the American Coal Foundation and the 
American Geosciences Institute.
    Coal is a safe, reliable, easily stored and readily available 
source of energy produced in over 50 countries, consumed in over 70 
countries and traded globally. Coal is a low-cost fossil fuel used 
primarily for electric power generation, and is typically significantly 
less expensive than oil and generally competitive with natural gas and 
nuclear power generation. Coal is also used to produce steel (coal is 
used in nearly 70% of global steel production) and by a variety of 
other industrial consumers to heat and power foundries, cement plants, 
paper mills, chemical plants and other manufacturing and processing 
facilities. In general, coal is characterized by end use as either 
steam coal or metallurgical coal. Steam coal is used primarily as fuel 
by utilities to generate electrical power. It is also used by 
industrial facilities to produce steam, electricity or both. 
Metallurgical coal is refined into coke, which is used in the 
production of steel.
    Coal is classified into four general categories, or ``ranks,'' 
based on carbon content. Carbon is the source of coal's heating value, 
but other factors also influence the amount of coal's energy per unit 
of weight. The amount of energy in coal is often expressed in British 
thermal units (``BTU'') per pound. A BTU is the amount of heat required 
to raise the temperature of one pound of water by one degree 
Fahrenheit. The four ranks of coal include:
     Lignite. Lignite is geologically young coal that has the 
lowest carbon content (approximately 25% to 35%), and consequently the 
lowest energy content, of the four ranks of coal. Lignite has a heat 
value ranging between 4,000 and 8,300 BTUs-per-pound. Sometimes called 
brown coal, lignite is mainly used for electric power generation 
primarily in power plants close in proximity to the source.
     Sub-Bituminous. Sub-bituminous coal contains about 35% to 
45% carbon and has a heat value between 8,300 and 13,000 BTUs-per-
pound. Approximately half of the coal produced within North America is 
sub-bituminous. Although the heat value of sub-bituminous coal is lower 
than bituminous, it tends to be lower in sulfur content and cleaner 
burning.
     Bituminous. Bituminous, or black coal, is the most 
abundant type of coal. Bituminous contains approximately 45% to 86% 
carbon and has a heat value between 10,500 and 15,500 BTUs-per-pound. 
Bituminous has little water content or other impurities except for 
sulfur, and is easily ignited.
     Anthracite. Anthracite coal contains approximately 92% to 
98% carbon and has a heat value of nearly 15,000 BTUs-per-pound. 
Anthracite has a heat value greater than that of Bituminous, but is 
hard to light, scarcer and more expensive.
    Production and Supply. China remains the largest producer of coal 
in the world, with an estimated production of 3.991 billion metric 
tonnes (``mt'') in 2012. The United States and India follow China with 
estimated hard coal production of approximately 1.016 billion mt and 
694 million mt,

[[Page 57643]]

respectively, in 2012.\15\ Among the nations principally supplying coal 
to the global power and steel markets are Australia, historically the 
world's largest coal exporter with exports of approximately 332 million 
mt in 2012, as well as Indonesia, Russia, United States, Colombia and 
South Africa. Total United States exports of coal decreased in 2013 by 
approximately 6% over 2012 to 118 million mt.\16\
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    \15\ Source: U.S. Energy Information Administration: (http://www.eia.gov/cfapps/ipdbproject/IEDIndex3.cfm?tid=1&pid=1&aid=24).
    \16\ Source: U.S. Energy Administration Association: (http://www.eia.gov/beta/coal/data/browser/#/topic/41?agg=0,2,1&rank=g&freq=A&start=2001&end=2012&ctype=map&ltype=pin&rtype=s&maptype=0&rse=0&pin=).
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    Coal supply can be influenced by changes in coal mining capacity, 
productivity and depletion rates, changes in government subsidization, 
regulation, new capacity, climate events (i.e., floods, rains), 
availability of mining equipment and availability and cost of skilled 
labor and railroad/river barge/ocean bulk services.
    Demand. Global coal consumption grew by 3.0% in 2013 over 2012.\17\ 
In 2011, China, the United States and India were the world's largest 
consumers of coal (ranked 1st, 2nd and 3rd, respectively). In 2012 
China was the largest consumer of coal with consumption of 4.151 
billion mt. The United States and India consumed 889 and 745 million mt 
in 2012, respectively.\18\
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    \17\ Source: BP Statistical Review of World Energy, 2013, page 
33: (http://www.bp.com/content/dam/bp/pdf/Energy-economics/statistical-review-2014/BP-statistical-review-of-world-energy-2014-full-report.pdf).
    \18\ Source: US Energy Information Administration, 2014: (http://www.eia.gov/cfapps/ipdbproject/IEDIndex3.cfm?tid=1&pid=1&aid=24).
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    Factors impacting coal demand include the demand for electricity, 
governmental regulation impacting power generation, technological 
developments, transportation costs, climate events (i.e., floods and 
rains), exchange rates and the location, availability and cost of other 
fuels such as natural gas, oil, nuclear and hydroelectric power.
    European Coal Markets. European coal is often classified into two 
broad categories: Hard coal and lignite or brown coal. Hard coal is 
further subdivided into two types of coal as steam (or thermal) coal, 
used for power generation and for industrial applications; and coking 
coal which is used by the iron and steel industry to make coke. Hard 
coal has an energy content above 4,500 kilocalories/kilogram (``kcal/
kg'') and water content lower than 35%. Only hard coal is traded 
internationally because of its higher energy content relative to 
freight costs. The other broad category, lignite or brown coal, has an 
energy content of less than 4,500 kcal/kg, and water content above 35%. 
It is mostly used in local markets for power generation.\19\
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    \19\ Source: Cornot-Gandolphe, Sylvie. ``Global Coal Trade From 
Tightness to Oversupply.'' February 2013. Institut Francais des 
Relations Internationales, page 11. (http://www.ifri.org/?page=contribution-detail&id=7570⟨=uk).
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    Although coal is mined in many European coal countries, as of 2013 
only about 35% of hard coal consumption was covered by production in 
the European Union (the ``EU''). Coal consumption of hard coal in the 
EU reached its lowest level in 2009 at 715 million tons. Since then, 
consumption has resumed growing and the most recent figures indicate an 
increase of 4.7% was recorded in 2013 from 2009 levels.\20\
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    \20\ Source: EuroStat, February 2014: (http://epp.eurostat.ec.europa.eu/statistics_explained/index.php/Coal_consumption_statistics).
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    Although economic slowdowns in the EU in 2011 and 2012 reduced 
overall electricity demand, coal demand by utilities actually increased 
during this period replacing the relatively more expensive natural gas. 
This is thought to be largely a result of relatively high priced 
natural gas in Europe and low priced coal as well as the collapse of 
the price of carbon credits. The low priced coal was in part caused by 
the ``shale revolution'' of cheap natural gas in the United States, 
which resulted in a surge in coal imports from the United States and 
Colombia that pressured coal prices downward in Europe.
    Within Europe, Germany is one of the largest producers and 
importers of coal, importing some 45 million tons of hard coal in 2012 
which represented 79% of Germany's national consumption.\21\ In 
addition to Germany, major European importing countries of coal also 
include the United Kingdom, Spain, and Italy.\22\
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    \21\ Source: ``Coal Industry Across Europe.'' 5th Edition 2013. 
European Association for Coal and Lignite, page 31. (http://www.euracoal.org/pages/medien.php?idpage=1410).
    \22\ Source: Cornot-Gandolphe, Sylvie. ``Global Coal Trade From 
Tightness to Oversupply.'' February 2013. Institut Francais des 
Relations Internationales, page 32. (http://www.ifri.org/?page=contribution-detail&id=7570⟨=uk).
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    One of the largest ports in Europe in terms of total cargo is the 
port of Rotterdam \23\ which also often provides benchmark prices for 
coal transactions across Europe. The largest exporting countries to 
Europe in order of tons exported are Russia, Colombia, and the United 
States as of 2013.\24\
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    \23\ Source: Port of Rotterdam Web site. February 2014: (http://www.portofrotterdam.com/en/Port/port-in-general/Pages/default.aspx).
    \24\ Source: EuroStat, February 2014: (http://epp.eurostat.ec.europa.eu/statistics_explained/index.php/File:Hard_coal_imports_into_EU-28_by_country_of_origin,_2013_(%25_based_on_kt).png).
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    Rotterdam Coal Futures. The CME lists ``Rotterdam Coal Futures'' 
under the symbol ``MTF''. The trading unit for the Rotterdam contract 
is 1,000 tons. Rotterdam Coal Futures are financially settled against 
the Argus/McCloskey Coal Price Index (``API 2 Index'') \25\ as 
published in the Argus/McCloskey Coal Price Index Report and are 
subject to CME position and accountability limits. The API 2 Index is 
calculated by Argus Media.\26\ Coal included in the API 2 Index 
calculation must generally be delivered to the ports of Antwerp, 
Rotterdam, or Amsterdam with certain exceptions for coal that is 
delivered to North West European countries and netted back to a 
Rotterdam delivery equivalent using freight differentials between 
discharge ports. Coal included in the API 2 Index must be bituminous 
and meet several criteria to qualify including having an energy value 
of 6,000 kcal/kg, a maximum sulfur content of 1.00%, and be part of a 
cargo with a minimum quantity of 50,000 tons of coal on the most 
economic vessel from the port of origin.\27\
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    \25\ Neither the Fund, the Sponsor, nor any of their affiliates 
are sponsored, endorsed or promoted by, or otherwise associated 
with, Argus Media Inc., IHS Global Ltd., or the CME Group.
    \26\ Source: Argus Media: (http://www.argusmedia. com/Coal/
Argus-McCloskeys-Coal-Price-Index-Report).
    \27\ Source: IHS McCloskey, November 2010: (http://cr.mccloskeycoal.com/journals/McCloskey/McCloskeyCR/Issue_249_-_26_November_2010/attachments/Methodology_May%202012_(October%202013%20Edited%20Ver
sion).pdf).
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    Trading of Rotterdam Coal Futures contracts terminates on the last 
Friday of the delivery month. Trading can occur in any of up to 84 
consecutive months. Contracts for each new year are added following the 
termination of trading in the December contract of the current year.
The Fund's Investments
    According to the Registration Statement, the Fund will attempt to 
invest in an equal amount of contracts (an equal amount of tonnage) 
across the nearest calendar quarter of Coal Futures resulting in three 
delivery months of Coal Futures price exposure. The Sponsor will seek 
to invest the Fund's cash collateral in 13 week U.S. Treasury Bills.
    Currently, due to liquidity concerns with respect to futures 
contracts for other ``types'' of coal (such as Central Appalachian or 
``CAPP''), the Sponsor anticipates that the Fund will only

[[Page 57644]]

invest in Coal Futures. However, if the liquidity of other exchange- 
traded coal futures increases in the future, the Sponsor may consider 
amending the Registration Statement and to revise the description of 
the Fund's investment strategy to include futures contracts for other 
types of coal.\28\
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    \28\ In such event, the Exchange would file a proposed rule 
change pursuant to Rule 19b-4 under the Act to permit the Fund to 
invest in other exchange-traded coal futures contracts.
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    Commodity futures contracts normally specify a certain date for the 
delivery of the underlying physical commodity. To avoid expiration and 
maintain a long futures position, contracts nearing a delivery date 
must be sold and contracts that have not yet reached delivery must be 
purchased. This process is known as ``rolling'' a futures position. The 
Fund will employ the strategy of rolling futures as it will replace 
futures contracts as they approach maturity by notionally selling and 
purchasing offsetting contracts to avoid delivery and maintain long 
futures positions. Four times each year, the Fund will roll the nearby 
calendar quarter contracts over five days on a pro rata basis. The five 
day rolling period starts on the second Monday of the month just prior 
to the nearby full calendar quarter with an equal amount of tonnage, or 
\1/5\th of the contracts in the portfolio, rolled each of the five days 
from the front month calendar quarter to the next available calendar 
quarter. For example, the Fund would start rolling out of the first 
calendar quarter (January, February, March) on the second Monday of 
December into the second calendar quarter consisting of April, May, and 
June.
    The Sponsor anticipates that the Fund's position in each of the 
Coal Futures contract months represented, outside of roll periods, will 
contain an equal number of contracts (an equal tonnage per coal future 
delivery month).
Net Asset Value
    The NAV for the Shares will equal the market value of the Fund's 
total assets less total liabilities calculated in accordance with 
Generally Accepted Accounting Principles (``GAAP''). Under the Fund's 
proposed operational procedures, the Administrator will calculate the 
NAV once each NYSE Arca trading day. To calculate the NAV, the 
Administrator will use the CME settlement prices (typically determined 
after 5:00 p.m. Eastern Time (``E.T.'')) for the Coal Futures traded on 
the CME Facilities plus the value of any United States Treasury Bills 
and cash equivalents. The NAV for a particular trading day will be 
released after 5:00 p.m. E.T. and will be posted at 
www.greenhavenfunds.com.
Creation and Redemption Procedures
    On any business day, an ``Authorized Participant'' may place an 
order with the Fund's ``Marketing Agent'' \29\ to create one or more 
aggregations of 25,000 Shares (each, a ``Basket'').\30\ Creation orders 
will be accepted only on a business day during which the NYSE Arca is 
open for regular trading. Purchase orders must be placed no later than 
10:00 a.m. E.T., on each business day the NYSE Arca is open for regular 
trading. The day on which the Marketing Agent receives a valid purchase 
order is the purchase order date. Purchase orders are irrevocable. By 
placing a purchase order, and prior to delivery of the applicable 
Baskets, an Authorized Participant's DTC account will be charged a non-
refundable transaction fee due for the purchase order.\31\
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    \29\ The Marketing Agent will be a broker-dealer registered with 
FINRA and a member of the Securities Investor Protection 
Corporation.
    \30\ Baskets may be created or redeemed only by Authorized 
Participants. Each Authorized Participant must (1) be a registered 
broker-dealer or other securities market participant, such as a bank 
or other financial institution that is not required to register as a 
broker-dealer to engage in securities transactions, (2) be a 
participant in the Depository Trust Company (``DTC''), and (3) have 
entered into a ``Participant Agreement'' with the Fund and the 
Sponsor, a form of which is available from the Sponsor, 
Administrator or Marketing Agent. The Participant Agreement sets 
forth the procedures for the creation and redemption of Baskets and 
the delivery of cash required for such creations or redemptions.
    \31\ The Exchange notes that the Commission previously has 
approved representations relating to issues of Trust Issued Receipts 
whereby the cut-off time for placing orders to create or redeem 
shares of an issue of Trust Issued Receipts is earlier than 4:00 
p.m. E.T. See, e.g., Securities Exchange Act Release Nos. 63915 
(February 15, 2011), 76 FR 9843 (February 22, 2011) (SR-NYSEArca-
2010-121) (order approving listing and trading on the Exchange of 
FactorShares Funds); 63753 (January 21, 2011), 76 FR 4963 (January 
27, 2011) (SR-NYSEArca-2010-110) (order approving listing and 
trading of shares of Teucrium Natural Gas Fund under NYSE Arca 
Equities Rule 8.200); 63869 (February 8, 2011), 76 FR 8799 (February 
15, 2011) (SR-NYSEArca-2010-119) (order approving listing and 
trading of shares of Teucrium WTI Crude Oil Fund). See also 
Securities Exchange Act Release No. 71909 (April 9, 2014), 79 FR 
21337 (April 15, 2014) (SR-NYSEArca-2014-28) (notice of filing and 
immediate effectiveness of proposed rule change to change to 11:00 
a.m. E.T. the time by which purchase and redemptions orders must be 
placed with respect to the Market Vectors Low Volatility Commodity 
ETF and Market Vectors Long/Short Commodity ETF). The Sponsor 
represents that a 10:00 a.m. E.T. cut-off time for purchase and 
redemption orders could permit the Sponsor to more efficiently 
engage in transactions in Coal Futures in connection with orders to 
create or redeem Shares, which may help reduce the premium or 
discount on the Shares, and reduce the difference between the price 
of the Shares and the NAV of such Shares.
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    The total payment required to create each Basket will be the NAV of 
25,000 Shares on the purchase order date, but only if the required 
payment is timely received. Because orders to purchase Baskets must be 
placed no later than 10:00 a.m. E.T., but the total payment required to 
create a Basket typically will not be determined until after 5:00 p.m. 
E.T., on the date the purchase order is received, Authorized 
Participants will not know the total amount of the payment required to 
create a Basket at the time they submit an irrevocable purchase order.
    An Authorized Participant who places a purchase order shall 
transfer to the Administrator the required amount of U.S. Treasuries 
and/or cash by the end of the next business day following the purchase 
order date. Upon receipt of the deposit amount, the Administrator will 
direct DTC to credit the number of Baskets ordered to the Authorized 
Participant's DTC account on the next business day following the 
purchase order date.
    The Sponsor acting by itself or through the Administrator or the 
Marketing Agent may suspend the right of purchase, or postpone the 
purchase settlement date, for any period during which the NYSE Arca is 
closed other than customary weekend or holiday closings, or for any 
period when trading on the NYSE Arca is suspended.
    The Sponsor acting by itself or through the Administrator or the 
Marketing Agent may reject a purchase order if (1) it determines that 
the purchase order is not in proper form, (2) circumstances outside the 
control of the Sponsor make it, for all practical purposes, not 
feasible to process creations of Baskets such as during force majeure 
events, or (3) the Sponsor believes that it or the Fund would be in 
violation of any securities or commodities rules or regulations 
regarding position limits or otherwise by accepting a creation.
Redemption Procedures
    According to the Registration Statement, the procedures by which an 
Authorized Participant can redeem one or more Baskets will mirror in 
reverse the procedures for the creation of Baskets. On any business 
day, an Authorized Participant may place an order with the Marketing 
Agent to redeem one or more Baskets. Redemption orders must be placed 
no later than 10:00 a.m. E.T., on each business day. The day on which 
the Marketing Agent receives a valid redemption order is the redemption 
order date. Redemption orders are irrevocable.

[[Page 57645]]

    By placing a redemption order, an Authorized Participant agrees to 
deliver the Baskets to be redeemed through DTC's book-entry system to 
the Fund not later than 12:00 p.m. E.T., on the next business day 
immediately following the redemption order date. By placing a 
redemption order, and prior to receipt of the redemption proceeds, an 
Authorized Participant's DTC account will be charged the non-refundable 
transaction fee due for the redemption order.
    The redemption proceeds from the Fund will consist of a cash 
redemption amount equal to the NAV of the number of Baskets requested 
in the Authorized Participant's redemption order on the redemption 
order date.
    Because orders to redeem Baskets must be placed no later than 10:00 
a.m. E.T., but the total amount of redemption proceeds typically will 
not be determined until after 5:00 p.m. E.T., on the date the 
redemption order is received, Authorized Participants will not know the 
total amount of the redemption proceeds at the time they submit an 
irrevocable redemption order.
    The redemption proceeds due from the Fund will be delivered to the 
Authorized Participant at 12:00 p.m. E.T., on the next business day 
immediately following the redemption order date if, by such time, the 
Fund's DTC account has been credited with the Baskets to be redeemed. 
If the Fund's DTC account has not been credited with all of the Baskets 
to be redeemed by such time, the redemption distribution will be 
delivered to the extent of whole Baskets are received.
    The Sponsor, acting by itself or through the Administrator or the 
Marketing Agent, may suspend the right of redemption, or postpone the 
redemption settlement date, (1) for any period during which the NYSE 
Arca is closed other than customary weekend or holiday closings, or 
trading on the NYSE Arca is suspended or restricted, (2) for any period 
during which an emergency exists as a result of which the redemption 
distribution is not reasonably practicable, or (3) in the event any 
price limits imposed by the CME or the CFTC are reached and the Sponsor 
believes that permitting redemptions under such circumstances may 
adversely impact investors.
    The Sponsor acting by itself or through the Marketing Agent or the 
Administrator may reject a redemption order if the order is not in 
proper form as described in the Participant Agreement or if the 
fulfillment of the order, in the opinion of the Sponsor's counsel, 
might be unlawful.
Availability of Information
    According to the Registration Statement, to provide updated 
information relating to the Fund for use by investors and market 
professionals, NYSE Arca will calculate and disseminate during the NYSE 
Arca Core Trading Session (normally, 9:30 a.m. E.T. to 4:00 p.m. E.T.) 
an updated ``Indicative Fund Value'' (``IFV'').\32\ The IFV will be 
calculated by using the prior day's closing NAV per Share as a base and 
updating that value during the NYSE Arca Core Trading Session to 
reflect changes in the value of the Fund's Coal Futures during the 
trading day. The IFV disseminated during NYSE Arca trading hours should 
not be viewed as an actual real time update of the NAV, which will be 
calculated only once at the end of each trading day.
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    \32\ Currently, it is the Exchange's understanding that several 
major market data vendors display and/or make widely available IFVs 
taken from Consolidated Tape Association (``CTA'') or other data 
feeds.
---------------------------------------------------------------------------

    The IFV will be widely disseminated on a per Share basis every 15 
seconds during the NYSE Arca Core Trading Session by one or more major 
market data vendors. The normal trading hours for Coal Futures on the 
CME Facilities are 6:00 p.m. E.T. Sunday through 6:00 p.m. E.T. Friday, 
with a 45 minute break each day from 5:15 p.m. E.T. to 6:00 p.m. E.T. 
In addition, the IFV will be published on the NYSE Euronext Global 
Index Feed and will be available through on-line information services 
such as Bloomberg and Reuters.
    The Fund will meet the initial and continued listing requirements 
applicable to TIRs in NYSE Arca Equities Rule 8.200 and Commentary .02 
thereto. With respect to application of Rule 10A-3 \33\ under the Act, 
the Trust will rely on the exception contained in Rule 10A-3(c)(7).\34\ 
A minimum of 100,000 Shares for the Fund will be outstanding as of the 
start of trading on the Exchange.
---------------------------------------------------------------------------

    \33\ 17 CFR 240.10A-3.
    \34\ 17 CFR 240.10A-3(c)(7).
---------------------------------------------------------------------------

    The Web site for the Fund and/or the Exchange, which will be 
publicly accessible at no charge, will contain the following 
information: (a) The current NAV per Share daily and the prior business 
day's NAV and the reported closing price; (b) the midpoint of the bid-
ask price in relation to the NAV as of the time the NAV is calculated 
(the ``Bid-Ask Price''); (c) calculation of the premium or discount of 
such price against such NAV; (d) the bid-ask price of Shares determined 
using the highest bid and lowest offer as of the time of calculation of 
the NAV; (e) data in chart form displaying the frequency distribution 
of discounts and premiums of the Bid-Ask Price against the NAV, within 
appropriate ranges for each of the four (4) previous calendar quarters; 
(f) the prospectus; and (g) other applicable quantitative information. 
The Fund will also disseminate the Fund's holdings on a daily basis on 
the Fund's Web site. The combined value of the applicable three month 
strip and U.S. Treasuries, will be made available by one or more major 
market data vendors, updated at least every 15 seconds during the 
Exchange's Core Trading Session.
    The NAV for the Fund will be calculated by the Administrator once a 
day and will be disseminated daily to all market participants at the 
same time. The Exchange will also make available on its Web site daily 
trading volume of the Shares, closing prices of the Shares, and the 
corresponding NAV for the Fund. The closing price and settlement prices 
of Coal Futures are also readily available from the CME. In addition, 
such prices are available from automated quotation systems, published 
or other public sources, or on-line information services such as 
Bloomberg or Reuters. Quotation and last-sale information regarding the 
Shares will be disseminated through the facilities of the CTA.
    The Exchange represents that quotation and last sale information 
for the Coal Futures will be widely disseminated through a variety of 
major market data vendors worldwide, including Bloomberg and Reuters. 
In addition, the Exchange further represents that complete real-time 
price (and volume) data for such contracts is available by subscription 
from Reuters and Bloomberg. The CME also provides delayed futures price 
(and volume) information on current and past trading sessions and 
market news free of charge on its Web site for Coal Futures. The 
specific contract specifications for such contracts are also available 
at the CME Web site, as well as other financial informational sources. 
CME also makes available real time futures pricing information for a 
fee. The spot price of coal also is available on a 24-hour basis from 
major market data vendors. Information relating to trading, including 
price and volume information, in Coal Futures will be available from 
major market data vendors and from the exchanges on which Coal Futures 
trade.
    The Fund will provide Web site disclosure of its portfolio holdings 
daily and will include the names, quantity, price and market value of 
the Coal Futures held by the Fund and other

[[Page 57646]]

financial instruments such as Treasury Bills, if any, and the 
characteristics of such instruments and cash equivalents, and amount of 
cash held in the portfolio of the Fund. The Web site disclosure of the 
portfolio composition of the Fund will occur at the same time as the 
disclosure by the Sponsor of the portfolio composition to Authorized 
Participants so that all market participants are provided portfolio 
composition information at the same time. Therefore, the same portfolio 
information will be provided on the public Web site as well as in 
electronic files provided to Authorized Participants. Accordingly, each 
investor will have access to the current portfolio composition of the 
Fund through the Fund's Web site.
    A more detailed description of the Fund, Coal Futures and other 
aspects of the applicable commodities markets, as well as investment 
risks, are set forth in the Registration Statement. All terms relating 
to the Fund that are referred to, but not defined in, this proposed 
rule change are defined in the Registration Statement.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. Shares will trade on 
the NYSE Arca Marketplace from 4:00 a.m. to 8:00 p.m. E.T. The Exchange 
has appropriate rules to facilitate transactions in the Shares during 
all trading sessions. As provided in NYSE Arca Equities Rule 7.6, 
Commentary .03, the minimum price variation (``MPV'') for quoting and 
entry of orders in equity securities traded on the NYSE Arca 
Marketplace is $0.01, with the exception of securities that are priced 
less than $1.00 for which the MPV for order entry is $0.0001.
    The trading of the Shares will be subject to NYSE Arca Equities 
Rule 8.200, Commentary .02(e), which sets forth certain restrictions on 
Equity Trading Permit (``ETP'') Holders acting as registered Market 
Makers in TIRs to facilitate surveillance.
    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 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 trading is not occurring in the Coal Futures, (2) if the creation 
or redemption of Shares is suspended for a period that, in the judgment 
of the Exchange, may detrimentally impact Exchange trading of the 
Shares, or (3) whether other unusual conditions or circumstances 
detrimental to the maintenance of a fair and orderly market are 
present. In addition, trading in Shares will be subject to trading 
halts caused by extraordinary market volatility pursuant to the 
Exchange's ``circuit breaker'' rule \35\ or by the halt or suspension 
of trading of the Coal Futures.
---------------------------------------------------------------------------

    \35\ See NYSE Arca Equities Rule 7.12.
---------------------------------------------------------------------------

    The Exchange represents that the Exchange may halt trading during 
the day in which an interruption to the dissemination of the IFV or the 
value of Coal Futures occurs. If the interruption to the dissemination 
of the IFV or the value of Coal Futures persists past the trading day 
in which it occurred, the Exchange will halt trading no later than the 
beginning of the trading day following the interruption.\36\ In 
addition, if the Exchange becomes aware that the NAV with respect to 
the Shares is not disseminated to all market participants at the same 
time, it will halt trading in the Shares until such time as the NAV is 
available to all market participants.
---------------------------------------------------------------------------

    \36\ The Exchange notes that the Exchange may halt trading 
during the day in which an interruption to the dissemination of the 
IFV or the value of the applicable futures contracts occurs.
---------------------------------------------------------------------------

Surveillance
    The Exchange represents that trading in the Shares will be subject 
to the existing trading surveillances, administered by the Financial 
Industry Regulatory Authority (``FINRA'') on behalf of the Exchange, 
which are designed to detect violations of Exchange rules and 
applicable federal securities laws.\37\ 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.
---------------------------------------------------------------------------

    \37\ FINRA surveils trading on the Exchange pursuant to a 
regulatory services agreement. The Exchange is responsible for 
FINRA's performance under this regulatory services agreement.
---------------------------------------------------------------------------

    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.
    FINRA, on behalf of the Exchange, will communicate as needed 
regarding trading in the Shares and Coal Futures with other markets 
that are members of the Intermarket Surveillance Group (``ISG''), and 
FINRA may obtain trading information regarding trading in the Shares 
and Coal Futures from such markets. In addition, the Exchange may 
obtain information regarding trading in the Shares, and Coal Futures 
from markets that are members of ISG or with which the Exchange has in 
place a comprehensive surveillance sharing agreement. CME is a member 
of the ISG. A list of ISG members is available at www.isgportal.org.
    The Exchange also has a general policy prohibiting the distribution 
of material, non-public information by its employees.
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 risks involved 
in trading the Shares during the Opening and Late Trading Sessions, or 
a portion of the Core Trading Session, when an updated IFV will not be 
calculated or publicly disseminated; (2) the procedures for purchases 
and redemptions of Shares in Basket size (and that Shares are not 
individually redeemable); (3) 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; 
(4) how information regarding the IFV is disseminated; (5) the 
requirement that ETP Holders deliver a prospectus to investors 
purchasing newly issued Shares prior to or concurrently with the 
confirmation of a transaction; and (6) trading information.
    In addition, the Information Bulletin will advise ETP Holders, 
prior to the commencement of trading, of the prospectus delivery 
requirements applicable to the Fund. The Exchange notes that investors 
purchasing Shares directly from the Fund will receive a prospectus. ETP 
Holders purchasing Shares from the Fund for resale to investors will 
deliver a prospectus to such investors. The Information Bulletin will 
also discuss any exemptive, no-action and interpretive relief granted 
by the Commission from any rules under the Act.
    In addition, the Information Bulletin will reference that the Fund 
is subject to various fees and expenses described in the Registration 
Statement. The Information Bulletin will also reference that the CFTC 
has regulatory

[[Page 57647]]

jurisdiction over the trading of coal futures contracts traded on U.S. 
markets.
    The Information Bulletin will also disclose the trading hours of 
the Shares of the Fund and that the NAV for the Shares is calculated 
after 5:00 p.m. E.T. each trading day. The Bulletin will disclose that 
information about the Shares of the Fund is publicly available on the 
Fund's Web site.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \38\ 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.
---------------------------------------------------------------------------

    \38\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to 
prevent fraudulent and manipulative acts and practices in that the 
Shares will be listed and traded on the Exchange pursuant to the 
initial and continued listing criteria in NYSE Arca Equities Rule 8.200 
and Commentary .02 thereto. 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. FINRA, on behalf of the 
Exchange, will communicate as needed regarding trading in the Shares 
and Coal Futures with other markets that are members of the ISG, and 
FINRA may obtain trading information regarding trading in the Shares 
and Coal Futures from such markets. In addition, the Exchange may 
obtain information regarding trading in the Shares and Coal Futures 
from markets that are members of ISG or with which the Exchange has in 
place a comprehensive surveillance sharing agreement. CME is a member 
of the ISG.
    The closing price and settlement prices of Coal Futures are readily 
available from the CME. In addition, such prices are available from 
automated quotation systems, published or other public sources, or on-
line information services such as Bloomberg or Reuters. The Fund will 
provide Web site disclosure of its portfolio holdings daily. Quotation 
and last-sale information regarding the Shares will be disseminated 
through the facilities of the CTA. The IFV will be widely disseminated 
on a per Share basis every 15 seconds during the NYSE Arca Core Trading 
Session (normally 9:30 a.m. E.T. to 4:00 p.m. E.T.) by one or more 
major market data vendors. In addition, the IFV will be published on 
the NYSE Euronext Global Index Feed and will be available through on-
line information services such as Bloomberg and Reuters. The Exchange 
represents that the Exchange may halt trading during the day in which 
an interruption to the dissemination of the IFV or the value of Coal 
Futures occurs. If the interruption to the dissemination of the IFV or 
the value of Coal Futures persists past the trading day in which it 
occurred, the Exchange will halt trading no later than the beginning of 
the trading day following the interruption. In addition, if the 
Exchange becomes aware that the NAV with respect to the Shares is not 
disseminated to all market participants at the same time, it will halt 
trading in the Shares until such time as the NAV is available to all 
market participants.
    The proposed rule change is designed to promote just and equitable 
principles of trade and to protect investors and the public interest in 
that a large amount of information is publicly available regarding the 
Fund and the Shares, thereby promoting market transparency. The NAV per 
Share will be calculated daily and made available to all market 
participants at the same time. One or more major market data vendors 
will disseminate for the Fund on a daily basis information with respect 
to the recent NAV per Share and Shares outstanding.
    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 commodity futures-related 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 the Fund's holdings, 
IFV, and quotation and last sale information for the Shares.

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 notes that the 
proposed rule change will facilitate the listing and trading of an 
additional type of commodity futures-related exchange-traded product, 
and the first such product based on coal futures, which will enhance 
competition among market participants, to the benefit of investors and 
the marketplace.

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 of such 
date (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, as modified by Amendment No. 1 is consistent with the Act. 
Comments may be submitted by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2014-102 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-2014-102. 
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

[[Page 57648]]

Internet Web site (http://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-2014-102, and 
should be submitted on or before October 16, 2014.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\39\
---------------------------------------------------------------------------

    \39\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-22786 Filed 9-24-14; 8:45 am]
BILLING CODE 8011-01-P