[Federal Register Volume 81, Number 47 (Thursday, March 10, 2016)]
[Notices]
[Pages 12759-12761]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-05328]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77299; File No. SR-EDGA-2016-05]


Self-Regulatory Organizations; EDGA Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend 
its Rules as Well as Certain Corporate Documents of the Exchange 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, EDGA Exchange, Inc. f/k/a EDGA Exchange, 
Inc. (the ``Exchange'' or ``EDGA'') filed with the Securities and 
Exchange Commission (``Commission'') the proposed rule change as 
described in Items I, II, and III below, which Items have been prepared 
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

[[Page 12760]]

publishing this notice to solicit comments on the proposed rule change 
from interested persons.
---------------------------------------------------------------------------

    \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).
---------------------------------------------------------------------------

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 
EDGA Exchange, Inc. to Bats EDGA 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 EDGA 
Exchange, Inc. to Bats EDGA 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 
schedule issued pursuant to Exchange Rules 15.1(a) and (c) (``Fee 
Schedule''); (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''.
---------------------------------------------------------------------------

    \5\ See Securities Exchange Act Release No. 77146 (February 16, 
2016) (SR-EDGA-2016-01).
    \6\ The Exchange initially filed the proposed fee [sic] change 
on February 19, 2016 (SR-EDGA-2016-04). On February 26, 2016, the 
Exchange withdrew that filing and submitted this filing.
---------------------------------------------------------------------------

    The Exchange proposes to replace all references to BATS with Bats 
throughout the Exchange's Rulebook and Fee Schedule. 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 (EDGA Book 
Feeds), Rule 13.9 (BATS Connect), Rule 14.2 (Investment Company Units), 
and Rule 14.8 (Portfolio Depository Receipts). Throughout these rules, 
the Exchange proposes the following changes:
---------------------------------------------------------------------------

    \7\ The Exchange's affiliates are EDGX 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: EDGX Exchange, Inc. would be 
changed to Bats EDGX 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.
---------------------------------------------------------------------------

     All references to ``EDGA EXCHANGE'' and ``EDGA EXCHANGE, 
Inc.'' are proposed to be changed to ``Bats EDGA Exchange'' and ``Bats 
EDGA Exchange, Inc.'', respectively;
     All references to ``EDGA'' 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 ``EDGX Exchange, Inc.'' are proposed to 
be changed to ``Bats EDGX Exchange, Inc.''
    In addition to these changes, the Exchange proposes to modify its 
Fee Schedule to reflect the name change of the Exchange to Bats EDGA 
Exchange \8\ and to change all references to ``BATS'' to instead refer 
to ``Bats''. The Exchange also proposes on its Fee Schedule 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 Schedule, such as the general references to 
``EDGX'', which refer to the Exchange's affiliate, Bats EDGX Exchange, 
Inc. (as proposed to be re-named).
---------------------------------------------------------------------------

    \8\ The Exchange notes that the Exchange will continue to be 
referred to as ``EDGA'' in certain areas of the Fee Schedule. These 
areas of the Fee Schedule 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.
---------------------------------------------------------------------------

    The Exchange also proposes to amend Article First of the 
Certificate to change the name of the Exchange to Bats EDGA 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 EDGA 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 EDGA Exchange, Inc. to Bats EDGA Exchange, 
Inc. is a non-substantive change. No changes to the ownership or 
structure of 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,\9\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\10\ 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 \11\ in that it is

[[Page 12761]]

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 EDGA 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.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f.
    \10\ 15 U.S.C. 78f(b)(5).
    \11\ 15 U.S.C. 78f(b)(1).
---------------------------------------------------------------------------

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 \12\ and Rule 19b-
4(f)(3) thereunder.\13\
---------------------------------------------------------------------------

    \12\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \13\ 17 CFR 240.19b-4(f)(3).
---------------------------------------------------------------------------

    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-EDGA-2016-05 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-EDGA-2016-05. 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-EDGA-2016-05, and should be 
submitted on or before March 31, 2016.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
---------------------------------------------------------------------------

    \14\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Brent J. Fields,
Secretary.
[FR Doc. 2016-05328 Filed 3-9-16; 8:45 am]
 BILLING CODE 8011-01-P