[Federal Register Volume 81, Number 47 (Thursday, March 10, 2016)]
[Notices]
[Pages 12757-12759]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-05327]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77298; File No. SR-EDGX-2016-14]


Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change to Reflect 
a Legal Name Change by BATS Global Markets, Inc. and the Legal Names of 
Certain Subsidiaries

March 4, 2016.
    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 February 26, 2016, EDGX Exchange, Inc. f/k/a EDGX Exchange, 
Inc. (the ``Exchange''

[[Page 12758]]

or ``EDGX'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, III 
and III below, which Items have been prepared by the Exchange. The 
Exchange has designated this proposal as one being concerned solely 
with the administration of the Exchange pursuant to section 
19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-4(f)(3) thereunder,\4\ 
which renders the proposal effective upon filing with the Commission. 
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.
    \3\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \4\ 17 CFR 240.19b-4(f)(3).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange is proposing a rule change to amend its rules as well 
as certain corporate documents of the Exchange to reflect a legal name 
change by the Exchange's ultimate parent entity, BATS Global Markets, 
Inc. (the ``Parent'') to Bats Global Markets, Inc., and the legal names 
of certain of the Parent's subsidiaries. As a result of this change, 
the Exchange also proposes to amend its rules to change its name from 
EDGX Exchange, Inc. to Bats EDGX Exchange, Inc. throughout its rules 
and corporate documents.
    The text of the proposed rule change is available at the Exchange's 
Web site at www.batstrading.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 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 parts of such 
statements.

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

1. Purpose
    The Exchange, on behalf of its Parent, recently filed to change the 
Parent's legal name from ``BATS Global Markets, Inc.'' to ``Bats Global 
Markets, Inc.'' \5\ For the 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 EDGX 
Exchange, Inc. to Bats EDGX Exchange, Inc. throughout its rules and 
corporate documents (collectively, with the other legal name changes 
for Parent and certain of its subsidiaries, the ``name changes'').\6\ 
Therefore, the Exchange proposes to amend its: (i) Rulebook; (ii) fee 
schedules applicable to its equity and options platforms issued 
pursuant to Exchange Rules 15.1(a) and (c) (``Fee Schedules''); (iii) 
Restated Certificate of Incorporation (``Certificate''); and (iv) 
Fourth Amended and Restated Bylaws of the Exchange (``Bylaws'') 
(collectively, the ``Operative Documents'') to reflect the name change 
and to replace all references to ``BATS'' with ``Bats''.
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    \5\ See Securities Exchange Act Release No. 77147 (February 16, 
2016) (SR-EDGX-2016-04).
    \6\ The Exchange initially filed the proposed fee [sic] change 
on February 19, 2016 (SR-BYX-2016-06). On February 26, 2016, the 
Exchange withdrew that filing and submitted this filing.
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    The Exchange proposes to replace all references to BATS with Bats 
throughout the Exchange's Rulebook and Fee Schedules. The Exchange 
understands that its affiliated Exchanges also intend to file similar 
proposed rule changes with the Commission to amend their exchange 
names.\7\ Therefore, the Exchange proposes to amend the following rules 
to reflect the name changes, including the expected filings by its 
affiliates to amend their names: Rule 1.5 (Definitions), Rule 2.3 
(Member Eligibility), Rule 2.10 (Affiliation Between Exchange and a 
Member), Rule 2.11 (BATS Trading, Inc. as Outbound Router), Rule 2.12 
(BATS Trading, Inc. as Inbound Router), Rule 11.11 (Routing to Away 
Trading Centers), Rule 13.4 (Usage of Data Feeds), Rule 13.8 (EDGX Book 
Feeds), Rule 13.9 (BATS Connect), Rule 14.2 (Investment Company Units), 
Rule 14.8 (Portfolio Depository Receipts), Rule 16.1 (Definitions), and 
Rule 21.9 (Order Routing). Throughout these rules, the Exchange 
proposes the following changes:
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    \7\ The Exchange's affiliates are EDGA Exchange, Inc., BATS 
Exchange, Inc. and BATS Y-Exchange, Inc. The Exchange understands 
that proposed rule changes are to be filed by each of its affiliates 
to amend their names as follows: EDGA Exchange, Inc. would be 
changed to Bats EDGA Exchange, Inc., BATS Exchange, Inc. would be 
amended to Bats BZX Exchange, Inc., and BATS Y-Exchange, Inc. would 
be amended to Bats BYX Exchange, Inc.
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     All references to ``EDGX Exchange'', ``EDGX EXCHANGE'' and 
``EDGX EXCHANGE, Inc.'' are proposed to be changed to ``Bats EDGX 
Exchange, Inc.''; \8\
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    \8\ The Exchange does not propose to amend the name of EDGX 
Options within its Rulebook and but does propose to amend the title 
of its options fee schedule to replace ``BATS'' with ``Bats''.
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     All references to ``EDGX'' in Rule 13.8 are proposed to be 
changed to ``the Exchange'';
     All references to ``BATS'' are proposed to be changed to 
``Bats'';
     All references to the Parent are proposed to be changed to 
``Bats Global Markets, Inc.'' (which includes changes from ``BATS'' to 
``Bats'' as well as the correction of pre-existing errors in such 
references);
     All references to ``BATS Exchange, Inc.'' are proposed to 
be changed to ``Bats BZX Exchange, Inc.'';
     All references to ``BATS Y-Exchange, Inc.'' are proposed 
to be changed to ``Bats BYX Exchange, Inc.'';
     All references to ``EDGA Exchange, Inc.'' are proposed to 
be changed to ``Bats EDGA Exchange, Inc.''
    In addition to these changes, the Exchange proposes to modify its 
Fee Schedules to reflect the name change of the Exchange to Bats EDGX 
Exchange \9\ and to change all references to ``BATS'' to instead refer 
to ``Bats''. The Exchange also proposes on its Fee Schedules to refer 
to its affiliates, Bats BZX Exchange, Inc. and Bats BYX Exchange, Inc. 
(as each is proposed to be re-named), simply as ``BZX'' and ``BYX'', 
respectively. The Exchange believes that this is more consistent with 
other references on the Fee Schedules, such as the general references 
to ``EDGA'', which refer to the Exchange's affiliate, Bats EDGA 
Exchange, Inc. (as proposed to be re-named).
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    \9\ The Exchange notes that the Exchange will continue to be 
referred to as ``EDGX'' in certain areas of the Fee Schedules. These 
areas of the Fee Schedules are: (i) The Fee Codes and Associated 
Fees table; (ii) footnote 1 under Membership Fees; (iii) Bats 
Connect pricing table; and (iv) Unicast Access--Order Entry.
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    The Exchange also proposes to amend Article First of the 
Certificate to change the name of the Exchange to Bats EDGX Exchange, 
Inc. and make conforming changes throughout, including the title of the 
Certificate. The Exchange proposes to amend the Bylaws to amend the 
title to reflect that the Bylaws will be titled the ``FIFTH AMENDED AND 
RESTATED BYLAWS OF BATS EDGX EXCHANGE, INC.'' The Exchange also 
proposes to amend Article I, paragraph (f) and Article XI, section 2 to 
reflect the name changes.
    The name change from EDGX Exchange, Inc. to Bats EDGX Exchange, 
Inc. is a non-substantive change. No changes to the ownership or 
structure of

[[Page 12759]]

the Exchange or BATS Global Markets, Inc. have taken place.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with section 
6(b) of the Act,\10\ in general, and furthers the objectives of section 
6(b)(5) of the Act,\11\ in particular, in that it is designed to 
promote just and equitable principles of trade, 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 Exchange also believes that the proposed rule change is 
consistent with section 6(b)(1) of the Act \12\ in that it is designed 
to continue to ensure that the Exchange is so organized and has the 
capacity to carry out the purposes of Act and to comply, and enforce 
compliance by its members with the provisions of the Act and the rules 
and regulations thereunder, and rules of the Exchange. The Exchange is 
proposing amendments to the Operative Documents to effectuate its name 
change to Bats EDGX Exchange, Inc. and to reflect the name changes of 
its affiliates. These changes are limited to capitalization and 
ministerial name changes and to reflect similar proposed rule changes 
to be submitted to the Commission by the Exchange's affiliates. The 
Exchange believes that the changes will protect investors and the 
public interest by eliminating confusion that may exist because of 
differences between its corporate name and the new naming conventions 
of the Parent and its subsidiaries, including the Exchange.
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    \10\ 15 U.S.C. 78f.
    \11\ 15 U.S.C. 78f(b)(5).
    \12\ 15 U.S.C. 78f(b)(1).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    Because the rule change proposes ministerial changes related to the 
administration, and not the governance or operation, of the Exchange, 
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.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange has not solicited, and does not intend to solicit, 
comments on this proposed rule change. The Exchange has not received 
any unsolicited written comments from Members or other interested 
parties.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Because it is concerned solely with the administration of the 
Exchange, the foregoing proposed rule change has become effective 
pursuant to section 19(b)(3)(A)(iii) of the Act \13\ and Rule 19b-
4(f)(3) thereunder.\14\
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    \13\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \14\ 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: (1) 
Necessary or appropriate in the public interest; (2) for the protection 
of investors; or (3) 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.

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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-EDGX-2016-14 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-EDGX-2016-14. 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 (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-EDGX-2016-14, and should be 
submitted on or before March 31, 2016.
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    \15\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\15\
Brent J. Fields,
Secretary.
[FR Doc. 2016-05327 Filed 3-9-16; 8:45 am]
 BILLING CODE 8011-01-P