[Federal Register Volume 81, Number 64 (Monday, April 4, 2016)]
[Notices]
[Pages 19252-19255]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-07512]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77464; File Nos. SR-BATS-2016-10, SR-BYX-2016-02, SR-
EDGX-2016-04, and SR-EDGA-2016-01]


Self-Regulatory Organizations; BATS Exchange, Inc., BATS Y-
Exchange, Inc., EDGX Exchange, Inc., EDGA Exchange, Inc.; Order 
Approving Proposed Rule Changes To Amend and Restate the Certificate of 
Incorporation and Bylaws of the Exchanges' Ultimate Parent Company, 
BATS Global Markets, Inc.

March 29, 2016.

I. Introduction

    On February 9, 2016, BATS Exchange, Inc. (``BATS''), BATS Y-
Exchange, Inc. (``BYX''), EDGX Exchange, Inc. (``EDGX''), and EDGA 
Exchange, Inc. (``EDGA'') (collectively, the ``Exchanges'' and each, an 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) of the Securities 
Exchange Act of 1934 (the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ 
proposed rule changes to amend the certificate of incorporation (the 
``Current Certificate of Incorporation'') and bylaws (the ``Current 
Bylaws'') of BATS Global Markets, Inc. (the ``Corporation''), the 
Exchanges' ultimate parent company, in connection with the 
Corporation's anticipated initial public offering of shares of its 
common stock on BATS (the ``IPO''). The proposed rule changes for EDGX 
and EDGA were published for comment in the Federal Register on February 
22, 2016, and the proposed rule changes for BATS and BYX were published 
for comment in the Federal Register on February 23, 2016.\3\ The 
Commission received no comment letters regarding the proposals. This 
order approves the proposed rule changes.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release Nos. 77147 (February 16, 
2016), 81 FR 8767 (February 22, 2016) (SR-EDGX-2016-04) (``EDGX 
Notice''); 77146 (February 16, 2016), 81 FR 8788 (February 22, 2016) 
(SR-EDGA-2016-01) (``EDGA Notice''); 77155 (February 17, 2016), 81 
FR 9008 (February 23, 2016) (SR-BATS-2016-10) (``BATS Notice''); and 
77156 (February 17, 2016), 81 FR 9052 (February 23, 2016) (SR-BYX-
2016-02) (``BYX Notice'').
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II. Description of the Proposal

    On December 16, 2016, the Corporation filed a registration 
statement on Form S-1 with the Commission seeking to register shares of 
common stock and to conduct an initial public offering of those shares, 
which would be listed for trading on BATS. In connection with the IPO, 
the Exchanges filed a proposed rule change to amend and restate the 
Corporation's Current Certification of Incorporation and adopt those 
changes as the Corporation's Amended and Restated Certificate of 
Incorporation (the ``New Certificate of Incorporation'') and amend and 
restate the Corporation's Current Bylaws and adopt those changes as its 
Amended and Restated Bylaws (the ``New Bylaws''). The Exchanges 
anticipate that the Corporation's New Certificate of Incorporation and 
New Bylaws will become effective the moment before the closing of the 
IPO.\4\ According to the Exchanges, the proposed changes relate to the 
Corporation's governing documents only and do not relate to the 
governance of the Exchanges.\5\
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    \4\ See EDGX Notice, supra note 3, at 8767; EDGA Notice, supra 
note 3, at 8788; BATS Notice, supra note 3, at 9008; and BYX Notice, 
supra note 3, at 9053.
    \5\ See id.
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A. The New Certificate of Incorporation

1. Capital Stock; Voting Rights
    The Exchanges propose to revise the Current Certificate of 
Incorporation to reclassify all of the Corporation's existing stock as 
either ``Voting Common Stock'' or ``Non-Voting Common Stock.'' \6\ The 
Corporation expects that the outstanding Class A Non-Voting Common 
Stock will convert into Voting Common Stock upon the IPO, pursuant to 
the terms of the Investor Rights Agreement dated January 31, 2014, 
among the Corporation and its stockholders signatory thereto.\7\ To 
effect this conversion, the New Certificate of Incorporation states 
that, at the time that the New Certificate of Incorporation becomes 
effective, each authorized, issued, and outstanding share of Class A 
Non-Voting Common Stock shall be automatically converted into one share 
of Voting Common Stock.\8\ In addition, the New Certificate of 
Incorporation would reclassify each authorized, issued, and outstanding 
share of Class B Non-Voting Common Stock into one share of Non-Voting 
Common Stock.\9\
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    \6\ See generally proposed Article Fourth of the New Certificate 
of Incorporation.
    \7\ See EDGX Notice, supra note 3, at 8768; EDGA Notice, supra 
note 3, at 8789; BATS Notice, supra note 3, at 9009; and BYX Notice, 
supra note 3, at 9053.
    \8\ See proposed Article Fourth(b)(i) of the New Certificate of 
Incorporation.
    \9\ See proposed Article Fourth(b)(ii) of the New Certificate of 
Incorporation.
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    Except for voting rights \10\ and certain conversion features,\11\ 
the Exchanges propose that Non-Voting Common Stock and Voting Common 
Stock would generally rank equally and have identical rights and 
privileges.\12\
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    \10\ See generally proposed Article Fourth(c) of the New 
Certificate of Incorporation.
    \11\ See generally proposed Article Fourth(d) of the New 
Certificate of Incorporation.
    \12\ See EDGX Notice, supra note 3, 8768; EDGA Notice, supra 
note 3, at 8789; BATS Notice, supra note 3, at 9009; and BYX Notice, 
supra note 3, at 9054.
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2. Board of Directors
    The New Certificate of Incorporation would establish a 
``staggered'' or classified board structure in which the Corporation's 
directors would be divided into three classes of equal size, to the 
extent possible.\13\ Under the proposed board structure, only one class 
of directors would be elected each year, and once elected, directors 
would serve a three-year term.\14\ Pursuant to the New

[[Page 19253]]

Certificate of Incorporation, cumulative voting in the election of 
directors would be prohibited.\15\ According to the Exchanges, 
cumulative voting is not appropriate for the ultimate parent company of 
a national securities exchange because it would increase the likelihood 
that a stockholder or group of stockholders holding a minority of 
voting shares might be able to exert an outsized influence in the 
election of directors of the Corporation, relative to its stockholdings 
in the Corporation.\16\ As a result, the Exchanges state that 
cumulative voting could undermine the limitations on concentrations of 
ownership or voting included in both the Current Certificate of 
Incorporation and New Certificate of Incorporation.\17\
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    \13\ See proposed Article Sixth(c) of the New Certificate of 
Incorporation.
    \14\ Id. Directors initially designated as Class I directors 
would serve for a term ending on the date of the 2017 annual meeting 
of stockholders, directors initially designated as Class II 
directors would serve for a term ending on the date 2018 annual 
meeting of stockholders, and directors initially designated as Class 
III directors would serve for a term ending on the date 2019 annual 
meeting of stockholders. See id.
    \15\ See proposed Article Sixth(d) of the New Certificate of 
Incorporation.
    \16\ See EDGX Notice, supra note 3, at 8769; EDGA Notice, supra 
note 3, at 8790; BATS Notice, supra note 3, at 9010; and BYX Notice, 
supra note 3, at 9054-55.
    \17\ Id.
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3. Transfer, Ownership, and Voting Restrictions
    According to the Exchanges, the New Certificate of Incorporation 
maintains and enhances the limitations on aggregate ownership and total 
voting power that exist under the Current Certificate of 
Incorporation.\18\ The New Certificate of Incorporation would add that, 
for purposes of any redemptions of shares purportedly transferred in 
violation of Article Fifth of the New Certificate of Incorporation, 
which sets forth the limitations on transfer, ownership and voting, 
fair market value would be determined as the volume-weighted average 
price per share of the common stock during the five business days 
immediately preceding the redemption.\19\ The Exchanges state that 
specifying the manner by which fair market value would be determined 
would enhance this remedy and provide clarity in the event that it is 
necessary to enforce this redemption provision.\20\
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    \18\ The New Certificate of Incorporation would maintain the 
Current Certificate of Incorporation's provisions that impose a 40% 
ownership limit on the amount of capital stock of the Corporation 
that any person, either alone or together with its related persons, 
may own, directly or indirectly, of record or beneficially; impose a 
20% ownership limit on the amount of capital stock of the 
Corporation that any member of the Exchange, either alone, or 
together with its related persons, may own directly or indirectly, 
of record or beneficially; and prohibit any person, either alone or 
together with its related persons, from having or exercising more 
than 20% of the voting power of the capital stock of the 
Corporation. See proposed Article Fifth(b)(i) of the New Certificate 
of Incorporation.
    \19\ See proposed Article Fifth(e) of the New Certificate of 
Incorporation.
    \20\ See EDGX Notice, supra note 3, at 8769; EDGA Notice, supra 
note 3, at 8790; BATS Notice, supra note 3, at 9010; and BYX Notice, 
supra note 3, at 9055.
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4. No Action by Written Consent
    The New Certificate of Incorporation would provide that any action 
required or permitted to be taken at an annual or special meeting of 
stockholders may be taken only upon the vote of stockholders at an 
annual or special meeting and may not be taken by written consent of 
stockholders without a meeting.\21\
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    \21\ See proposed Article Tenth(c) of the New Certificate of 
Incorporation.
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5. Future Amendments to the Certificate of Incorporation
    The New Certificate of Incorporation would require that certain 
provisions of the New Certificate of Incorporation may not be repealed 
or amended in any respect, and no other provision may be adopted, 
amended or repealed which would have the effect of modifying or 
permitting the circumvention of such provisions, unless such action is 
approved by the affirmative vote of at least 66\2/3\% of the total 
voting power of the Corporation's outstanding securities entitled to 
vote generally in the election of directors, voting together as a 
single class.\22\ The relevant provisions include Article Fourth(c) and 
(d), relating to voting rights and conversion of Non-Voting Common 
Stock, and Articles Fifth through Fourteenth, relating to limitations 
on transfer, ownership and voting, board of directors, duration of the 
Corporation, adopting, amending or repealing bylaws, indemnification 
and limitation of director liability, meetings of stockholders, forum 
selection, compromise or other arrangement, Section 203 opt-in, and 
amendments to the certificate of incorporation, respectively.
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    \22\ See proposed Article Fourteenth(a) of the New Certificate 
of Incorporation.
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    According to the Exchanges, the purpose of this supermajority 
requirement, which they believe is common among public companies, is to 
deter actions being taken that the Corporation believes may be 
detrimental to the Corporation, including any actions that could 
detrimentally affect its ability to comply with its unique 
responsibilities under the Act as the ultimate parent of four 
registered national securities exchanges.\23\ The Exchanges further 
state that the reason the supermajority voting requirement is 
applicable only to certain specified provisions of the New Certificate 
of Incorporation is to focus such requirement on the most critical 
provisions of the New Certificate of Incorporation.\24\
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    \23\ See EDGX Notice, supra note 3, at 8769; EDGA Notice, supra 
note 3, at 8790; BATS Notice, supra note 3, at 9010; and BYX Notice, 
supra note 3, at 9055.
    \24\ See EDGX Notice, supra note 3, at 8769; EDGA Notice, supra 
note 3, at 8790; BATS Notice, supra note 3, at 9010-11; and BYX 
Notice, supra note 3, at 9055.
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6. Other Amendments
    According to the Exchanges, the proposal would also amend and 
restate various other provisions of the Current Certificate of 
Incorporation in a manner that the Exchanges believe are intended to 
reflect provisions that are more customary for publicly-owned companies 
organized under Delaware Law, such as those relating to the 
Corporation's preferred stock,\25\ forum selection,\26\ and Section 203 
opt-in,\27\ among others.\28\ The New Certificate of Incorporation also 
removes various references to the Investor Rights Agreement, as the 
provisions of that agreement, other than certain registration rights, 
are expected to terminate upon the occurrence of the IPO.\29\ Finally, 
the exchanges propose various non-substantive, stylistic or technical 
changes throughout the New Certificate of Incorporation. For example, 
the New Certificate of Incorporation would amend the name of the 
Corporation from ``BATS Global Markets, Inc.'' to ``Bats Global 
Markets, Inc.'' \30\
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    \25\ See proposed Article Fourth (a)(ii) of the New Certificate 
of Incorporation.
    \26\ See proposed Article Eleventh of the New Certificate of 
Incorporation.
    \27\ See proposed Article Thirteenth of the New Certificate of 
Incorporation.
    \28\ See EDGX Notice, supra note 3, at 8770; EDGA Notice, supra 
note 3, at 8791; BATS Notice, supra note 3, at 9011; and BYX Notice, 
supra note 3, at 9055-56.
    \29\ See EDGX Notice, supra note 3, at 8770; EDGA Notice, supra 
note 3, at 8791; BATS Notice, supra note 3, at 9011; and BYX Notice, 
supra note 3, at 9056.
    \30\ See id.
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B. The New Bylaws

1. Annual Meeting of Stockholders
    The Exchanges propose to revise the Current Bylaws to require 
stockholders to make certain disclosures and representations in notices 
to the Corporation concerning business proposals and director 
nominations at annual meetings, and to comply with longer advanced 
notice requirements.\31\

[[Page 19254]]

In addition, the New Bylaws would require that all proposals and 
nominations comply with applicable requirements of the Act.\32\ The 
Exchanges represent that the purpose of the disclosure and 
representation requirements is to assure that stockholders asked to 
vote on stockholder proposals or nominations are more fully informed 
and are able to consider any proposals or nominations along with the 
interests of those stockholders or the beneficial owners on whose 
behalf such proposal or nomination is being made.\33\
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    \31\ See generally proposed Section 2.02 of the New Bylaws. The 
New Bylaws would also state that such notice requirements would be 
satisfied if done in compliance with Exchange Act Rule 14a-8. See 
proposed Section 2.02(f) of the New Bylaws. Additionally, the New 
Bylaws would require stockholders to appear at any meeting to 
present such proposals or nominations. See proposed Section 2.02(d) 
of the New Bylaws.
    \32\ See proposed Section 2.02(e) of the New Bylaws.
    \33\ See EDGX Notice, supra note 3, at 8771; EDGA Notice, supra 
note 3, at 8792; BATS Notice, supra note 3, at 9012; and BYX Notice, 
supra note 3, at 9057.
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2. Special Meetings of Stockholders
    The New Bylaws would only permit a special meeting of the 
stockholders to be called by the board of directors pursuant to a 
resolution adopted by the majority of the board.\34\ According to the 
Exchanges, this amendment is designed to prevent any stockholder from 
exercising undue control over the operation of an Exchange by 
circumventing the board of directors of the Corporation through a 
special meeting of the stockholders.\35\
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    \34\ See proposed Section 2.03 of the New Bylaws.
    \35\ See EDGX Notice, 81 FR at 8771; EDGA Notice, 81 FR at 8792; 
BATS Notice, 81 FR at 9012; and BYX Notice, 81 FR at 9057.
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3. Adjournment of Meetings
    The New Bylaws would also provide that only the chairman of the 
meeting or the board of directors would be permitted to adjourn a 
stockholder meeting.\36\ According to the Exchanges, such a requirement 
is common among publicly-held companies.\37\ Furthermore, the Exchanges 
believe that this amendment would provide the Corporation with 
flexibility to postpone a stockholder vote if it determines it is 
necessary and would prevent stockholders from adjourning a meeting if 
the board of directors and chairman desire to continue with the 
meeting.\38\
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    \36\ See proposed Section 2.06 of the New Bylaws.
    \37\ See EDGX Notice, supra note 3, at 8772; EDGA Notice, supra 
note 3, at 8793; BATS Notice, supra note 3, at 9013; and BYX Notice, 
supra note 3, at 9057.
    \38\ See id.
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4. No Action by Written Consent
    The Exchanges propose that no action may be taken by written 
consent of the stockholders without a meeting, subject to the rights of 
any holders of Preferred Stock.\39\
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    \39\ See proposed Section 2.10 of the New Bylaws. This revision 
would be consistent with the New Certificate of Incorporation. See 
proposed Article Tenth(c) of the New Certificate of Incorporation.
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5. Number of Directors and Classified Board Structure
    Under the New Bylaws, the board of directors would consist of one 
or more directors, with the exact number of directors to be determined 
by resolution adopted by the majority of the board of directors.\40\ In 
addition, the New Bylaws would, consistent with the New Certificate of 
Incorporation, establish a classified board structure, in which the 
directors would be divided into three classes of equal size, to the 
extent possible.\41\
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    \40\ See proposed Section 3.01 of the New Bylaws.
    \41\ Id.
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6. Removal of Directors
    The Current Bylaws provide that the board of directors or any 
director may be removed, with or without cause, by the affirmative vote 
of at least 66\2/3\ percent of the voting power of all then-outstanding 
shares of voting stock of the Corporation.\42\ The New Bylaws would 
provide that directors may only be removed for cause with the 
affirmative vote of a simple majority of the holders of voting power of 
all then-outstanding securities of the Corporation generally entitled 
to vote in the election of directors, voting together as a single 
class.\43\
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    \42\ See Section 3.05 of the Current Bylaws.
    \43\ See proposed Section 3.05 of the New Bylaws.
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    The Exchanges state that the purpose of this amendment is to align 
the Corporation's requirements for removal of directors with Delaware 
Law, which generally provides that, in the case of a corporation with a 
classified board, a simple majority of stockholders may remove any 
director, but only for cause, unless the certificate of incorporation 
provides otherwise.\44\
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    \44\ See EDGX Notice, supra note 3, at 8772; EDGA Notice, supra 
note 3, at 8793; BATS Notice, supra note 3, at 9013-14; and BYX 
Notice, supra note 3, at 9058.
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7. Future Bylaws Amendments
    The New Bylaws would provide that the bylaws may be altered, 
adopted, amended or repealed either by a majority of the board of 
directors, or by the stockholders with the affirmative vote of not less 
than 66\2/3\ percent of the total voting power then entitled to vote at 
a meeting of stockholders voting as a single class.\45\ The Exchanges 
state that the purpose of this amendment is to be consistent with other 
publicly-held companies.\46\
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    \45\ See proposed Article XI of the New Bylaws.
    \46\ See EDGX Notice, supra note 3, at 8773-74; EDGA Notice, 
supra note 3, at 8794-95; BATS Notice, supra note 3, at 9014-15; and 
BYX Notice, supra note 3, at 9059-60.
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    In addition to the board of directors and stockholder approval 
requirements, the New Bylaws would maintain the provisions requiring 
that, for so long as the Corporation will control a national securities 
exchange registered with the Commission under Section 6 of the Act, 
before any amendment to the New Bylaws may become effective, the 
amendment must be submitted to the board of directors of such exchange, 
and if required by Section 19 of the Act, filed with or filed with and 
approved by the Commission.\47\
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    \47\ See proposed Article XI of the New Bylaws.
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8. Other Amendments
    The New Bylaws make various non-substantive, stylistic or technical 
changes throughout. For example, the New Bylaws remove references to 
the Investor Rights Agreement, as the provisions of that agreement, 
other than certain registration rights, is expected to terminate upon 
the occurrence of the IPO.\48\ The proposal would also amend and 
restate various other provisions such as those relating to the 
registered office of the Corporation,\49\ quorum and vote 
requirements,\50\ voting rights,\51\ organization,\52\ vacancies and 
resignation of directors,\53\ board committees,\54\ preferred stock 
directors,\55\ officers of the Corporation,\56\ form of stock 
certificates,\57\ transfers of stock,\58\ fixing of record dates,\59\ 
indemnification,\60\ notices,\61\ among others.
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    \48\ See EDGX Notice, supra note 3, at 8774; EDGA Notice, supra 
note 3, at 8795; BATS Notice, supra note 3, at 9015; and BYX Notice, 
supra note 3, at 9060.
    \49\ See proposed Section 1.01 of the New Bylaws.
    \50\ See proposed Section 2.05 of the New Bylaws.
    \51\ See proposed Section 2.07 of the New Bylaws.
    \52\ See proposed Section 2.11 of the New Bylaws.
    \53\ See proposed Sections 3.03 and 3.04 of the New Bylaws.
    \54\ See proposed Section 3.10 of the New Bylaws.
    \55\ See proposed Section 3.12 of the New Bylaws.
    \56\ See proposed Section 4.01 of the New Bylaws.
    \57\ See proposed Section 6.01 of the New Bylaws.
    \58\ See proposed Section 6.03(d) of the New Bylaws.
    \59\ See proposed Section 6.04 of the New Bylaws.
    \60\ See Article X of the Current Bylaws.
    \61\ See proposed Article X of the New Bylaws.
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III. Discussion

    After careful review of the proposal, the Commission finds that the 
proposed rule changes are consistent with the requirements of the Act 
and the rules and regulations thereunder applicable to

[[Page 19255]]

a national securities exchange.\62\ In particular, the Commission finds 
that the proposals are consistent with Section 6(b)(1) of the Act,\63\ 
which require a national securities exchange to be so organized and 
have the capacity to carry out the purposes of the Act and to enforce 
compliance by its members and persons associated with the provisions of 
the Act.
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    \62\ 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).
    \63\ 15 U.S.C. 78f(b)(1).
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    The Commission notes that the Exchanges have represented that the 
proposed rule changes relate solely to the certificate of the 
incorporation and bylaws of the Corporation and that each Exchange will 
continue to be governed by its respective existing certificate of 
incorporation and bylaws.\64\ BATS and BYX have represented that BATS 
Global Markets Holdings, Inc., an intermediate holding company wholly-
owned by the Corporation will continue to directly and solely hold the 
stock in, and voting power of, BATS and BYX, and BATS and BYX will 
continue to operate pursuant to its existing governance structure.\65\ 
EDGA and EDGX have similarly represented that Direct Edge LLC, an 
intermediate holding company wholly-owned by the Corporation will 
continue to directly and solely hold the stock in, and voting power of, 
EDGX and EDGA and, EDGX and EDGA will continue to operate pursuant to 
its existing governance structure.\66\
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    \64\ See EDGX Notice, supra note 3, at 8767; EDGA Notice, supra 
note 3, at 8788; BATS Notice, supra note 3, at 9008; and BYX Notice, 
supra note 3, at 9053.
    \65\ See BATS Notice, supra note 3, at 9008; and BYX Notice, 
supra note 3, at 9053.
    \66\ See EDGX Notice, supra note 3, at 8767; EDGA Notice, supra 
note 3, at 8788.
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    The Commission further notes that each Exchange has represented 
that the proposed rule change will maintain the existing ownership and 
voting limitations in the Current Certificate of Incorporation.\67\ As 
a result, the Commission believes that the proposed rule changes should 
effectively maintain the ownership and voting limits currently in place 
for the Corporation consistent with Section 6(b)(1) of the Exchange 
Act. In addition, the Commission notes that each Exchange has 
represented that it would continue to operate pursuant to its existing 
governance structure.\68\ The Commission also notes that the Exchanges 
do not propose any substantive changes to the provision of the 
Corporation's bylaws relating to SRO functions of the Exchanges.\69\
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    \67\ See supra note 18 (discussing the limitations of ownership 
of capital stock of the Corporation to 40% for any Person and 20% 
for any member and voting power of capital stock of the Corporation 
to 20% for any Person).
    \68\ See EDGX Notice, supra note 3, at 8767; EDGA Notice, supra 
note 3, at 8788; BATS Notice, supra note 3, at 9008; and BYX Notice, 
supra note 3, at 9053.
    \69\ See proposed Article XII of the New Bylaws.
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    The Commission, therefore, believes that the proposed rule changes 
are consistent with Section 6(b)(1) of the Exchange Act, which requires 
each Exchange to have the ability to be so organized as to have the 
capacity to carry out the purposes of the Act and to comply, and to 
enforce compliance by its members and persons associated with its 
members, with provisions of the Act, the rules and regulations 
thereunder, and the rules of such Exchange.\70\
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    \70\ 15 U.S.C. 78f(b)(1).
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III. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\71\ that the proposed rule changes (SR-BATS-2016-10, SR-BYX-2016-
02, SR-EDGX-2016-04, SR-EDGA-2016-01) be, and hereby are, approved.
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    \71\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\72\
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    \72\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-07512 Filed 4-1-16; 8:45 am]
BILLING CODE 8011-01-P