[Federal Register Volume 81, Number 103 (Friday, May 27, 2016)]
[Notices]
[Pages 33720-33722]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-12510]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77883; File No. SR-NYSEArca-2016-69]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change Amending the 
Exchange's Schedule of Fees and Charges To Eliminate the Listing Fee in 
Connection With Exchange Listing of Certain Exchange Traded Products

May 23, 2016.
    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 May 10, 2016, NYSE Arca, Inc. (the ``Exchange'' or 
``NYSE Arca'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory 
organization. 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\ 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 amend the Exchange's Schedule of Fees and 
Charges (``Fee Schedule'') to eliminate the Listing Fee in connection 
with Exchange listing of certain Exchange Traded Products, effective 
May 10, 2016. 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.

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

1. Purpose
    Currently, the Exchange's Schedule of Fees and Charges 
(``Schedule'') provides that an issuer of a new Exchange Traded Product 
\4\ (with the exception of Managed Fund Shares and Managed Trust 
Securities) shall pay a ``Listing Fee'' of $7,500 and an issuer of 
Managed Fund Shares and Managed Trust Securities shall pay a Listing 
Fee of $10,000.
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    \4\ For the purposes of the Schedule, the term ``Exchange Traded 
Products'' includes securities described in NYSE Arca Equities Rules 
5.2(j)(3) (Investment Company Units); 8.100 (Portfolio Depositary 
Receipts); 8.200 (Trust Issued Receipts); 8.201 (Commodity-Based 
Trust Shares); 8.202 (Currency Trust Shares); 8.203 (Commodity Index 
Trust Shares); 8.204 (Commodity Futures Trust Shares); 8.300 
(Partnership Units); 8.500 (Trust Units); 8.600 (Managed Fund 
Shares), and 8.700 (Managed Trust Securities).
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    The Exchange proposes to amend the Fee Schedule to eliminate the 
Listing Fee in connection with Exchange listing of certain Exchange 
Traded Products (``ETPs'') effective May 10, 2016, as described below. 
Exchange rules applicable to listing of certain ETPs provide for 
listing such products pursuant to Rule 19b-4(e) under the Act if they 
satisfy all criteria--referred to as ``generic'' listing criteria--in 
the

[[Page 33721]]

applicable Exchange ETP rule. If an ETP does not satisfy all applicable 
generic criteria, the Commission must approve or issue a notice of 
effectiveness with respect to a proposed rule change filed by the 
Exchange pursuant to Section 19(b) of the Act prior to Exchange listing 
of such ETP.
    The Exchange has determined to eliminate the Listing Fee for the 
following ETPs listed on the Exchange pursuant to Rule 19b-4(e) under 
the Act, and for which a proposed rule change pursuant to Section 19(b) 
of the Act is not required to be filed with the Commission: Investment 
Company Units; Portfolio Depositary Receipts; and Currency Trust Shares 
(collectively, ``Generically-Listed Exchange Traded Products''). Thus, 
no Listing Fee will be payable by an issuer of a Generically-Listed 
Exchange Traded Product, as defined above.
    Other ETPs--specifically, Trust Issued Receipts,\5\ Commodity-Based 
Trust Shares, Commodity Index Trust Shares, Commodity Futures Trust 
Shares, Partnership Units, Trust Units, and non-generically-listed 
Investment Company Units, Portfolio Depositary Receipts and Currency 
Trust Shares--would continue to be subject to a Listing Fee of 
$7,500.\6\ Managed Fund Shares and Managed Trust Securities would 
continue to be subject to a Listing Fee of $10,000.
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    \5\ Commentary .01 to NYSE Arca Equities Rule 8.200 provides 
generic standards for listing Trust Issued Receipts pursuant to Rule 
19b-4(e) under the Act. However, the Exchange does not currently 
intend to list Trust Issued Receipts under Commentary .01, but 
instead lists Trust Issued Receipts under Commentary .02 to NYSE 
Arca Equities Rule 8.200, which does not provide generic standards 
for listing pursuant to Rule 19b-4(e) under the Act. Before listing 
any Trust Issued Receipts pursuant to Commentary .01 to NYSE Arca 
Equities Rule 8.200, the Exchange will first file a proposed rule 
change with respect to the Listing Fee applicable to any such 
generically-listed securities.
    \6\ Exchange rules applicable to Trust Issued Receipts 
(Commentary .02 to NYSE Arca Equities Rule 8.200); Commodity-Based 
Trust Shares (NYSE Arca Equities Rule 8.201), Commodity Index Trust 
Shares (NYSE Arca Equities Rule 8.203), Commodity Futures Trust 
Shares (NYSE Arca Equities Rule 8.204), Partnership Units (NYSE Arca 
Equities Rule 8.300), and Trust Units (NYSE Arca Equities Rule 
8.500) do not provide for listing pursuant to Rule 19b-4(e) under 
the Act.
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    Elimination of the Listing Fee for Generically-Listed Exchange 
Traded Products would provide [sic] would help correlate the Listing 
Fee applicable to an issue of ETPs to the resources required to list 
such ETPs on the Exchange. The Exchange believes it is appropriate to 
continue to charge a Listing Fee for ETPs for which a proposed rule 
change pursuant to Section 19(b) of the Act is required to be filed 
because of the additional time and resources required by Exchange staff 
to prepare and review such filings and to communicate with issuers and 
the Commission regarding such filings. Application of a Listing Fee for 
Managed Fund Shares and Managed Trust Securities is appropriate because 
the Exchange generally incurs increased costs in connection with the 
rule-making process, listing administration process, issuer services, 
and consultative legal services where a proposed rule change pursuant 
to Section 19(b) of the Act is required to be filed with the 
Commission.
    Annual Fees set forth in the Fee Schedule applicable to ETPs would 
remain unchanged.
    Notwithstanding the elimination of the Listing Fee applicable to 
certain ETPs, as described above, the Exchange will continue to be able 
to fund its regulatory obligations.
2. Statutory Basis
    NYSE Arca believes that the proposal is consistent with section 
6(b) \7\ of the Act, in general, and section 6(b)(4) \8\ of the Act in 
particular, in that it provides for the equitable allocation of 
reasonable dues, fees and other charges among its issuers and other 
persons using its facilities. In addition, the Exchange believes the 
proposal is consistent with the requirement under section 6(b)(5) \9\ 
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 foster cooperation and coordination with 
persons engaged in regulating, clearing, settling, processing 
information with respect to, and facilitating transactions in 
securities, to remove impediments to, and perfect the mechanism of a 
free and open market and, in general, to protect investors and the 
public interest; and are not designed to permit unfair discrimination 
between customers, issuers, brokers, or dealers. The proposed 
elimination of the Listing Fee for Generically-Listed ETPs, as 
described above, is equitable and does not unfairly discriminate 
between issuers because it would apply uniformly to all Investment 
Company Units; Portfolio Depositary Receipts; and Currency Trust Shares 
that are listed generically under Exchange rules. The Exchange believes 
eliminating the Listing Fee for Generically-Listed ETPs, as described 
above, and continuing to impose Listing Fees for ETPs that are not 
generically listed is reasonable given the additional resources 
required by the Exchange in connection with ETPs requiring a proposed 
rule change pursuant to section 19(b). The Exchange believes it is 
appropriate to continue to charge a Listing Fee for ETPs for which a 
proposed rule change pursuant to section 19(b) of the Act is required 
to be filed because of the significant additional extensive time, legal 
and business resources required by Exchange staff to prepare and review 
such filings and to communicate with issuers and the Commission 
regarding such filings.
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    \7\ 15 U.S.C. 78f(b).
    \8\ 15 U.S.C. 78f(b)(4).
    \9\ 15 U.S.C. 78f(b)(5).
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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 purpose of the Act. The Exchange believes the 
proposed rule change would promote competition because it will 
eliminate the Listing Fee for certain ETPs and will therefore encourage 
issuers to develop and list additional ETP issues on the Exchange.

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

    The foregoing rule change is effective upon filing pursuant to 
section 19(b)(3)(A) \10\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \11\ thereunder.
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    \10\ 15 U.S.C. 78s(b)(3)(A).
    \11\ 17 CFR 240.19b-4(f)(2).
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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: (i) 
Necessary or appropriate in the public interest; (ii) for the 
protection of investors; or (iii) 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.

[[Page 33722]]

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-2016-69 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-2016-69. 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-NYSEArca-2016-69 and should 
be submitted on or before June 17, 2016.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-12510 Filed 5-26-16; 8:45 am]
 BILLING CODE 8011-01-P