[Federal Register Volume 82, Number 129 (Friday, July 7, 2017)]
[Notices]
[Page 31650]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-14248]



[[Page 31650]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81070; File No. SR-BatsBZX-2017-26]


Self-Regulatory Organizations; Bats BZX Exchange, Inc.; Order 
Approving a Proposed Rule Change, To Amend BZX Rule 14.11 To Provide 
for the Inclusion of Cash in an Index Underlying a Series of Index Fund 
Shares

June 30, 2017.

I. Introduction

    On May 12, 2017, Bats BZX Exchange, Inc. (the ``Exchange'' or 
``BZX'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) \1\ of the Securities 
Exchange Act of 1934 (``Act'' or ``Exchange Act'') \2\ and Rule 19b-4 
thereunder,\3\ a proposed rule change to amend BZX Rule 14.11 to 
provide for the inclusion of cash in an index underlying a series of 
Index Fund Shares. The proposed rule change was published for comment 
in the Federal Register on May 25, 2017.\4\ The Commission received no 
comments on the proposed rule change. This order approves the proposed 
rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
    \4\ See Securities Exchange Act Release No. 80728 (May 19, 
2017), 82 FR 24171 (``Notice'').
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II. Description of the Proposal

    BZX Rules 14.11(c)(3) and 14.11(c)(4) permit the Exchange to 
generically list Index Fund Shares (``Shares'') that overlie an index 
or portfolio of U.S. Component Stocks,\5\ Non-U.S. Component Stocks,\6\ 
U.S. Component Stocks and Non-U.S. Component Stocks, and Fixed Income 
Securities \7\ that meets specified criteria. Although open-end 
investment management companies may hold cash, currently, the generic 
listing criteria of BZX Rules 14.11(c) do not contemplate the generic 
listing of Shares overlying an index or portfolio with a cash 
component.
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    \5\ ``U.S. Component Stock'' is defined in BZX Rule 
14.11(c)(1)(D) as an equity security that is registered under 
Sections 12(b) or 12(g) of the Act, or an American Depositary 
Receipt, the underlying equity security of which is registered under 
Sections 12(b) or 12(g) of the Act.
    \6\ ``Non-U.S. Component Stock'' is defined in BZX Rule 
14.11(c)(1)(E) as an equity security that (a) is not registered 
under Sections 12(b) or 12(g) of Act, (b) is issued by an entity 
that is not organized, domiciled or incorporated in the United 
States, and (c) is issued by an entity that is an operating company 
(including Real Estate Investment Trusts and income trusts, but 
excluding investment trusts, unit trusts, mutual funds, and 
derivatives).
    \7\ BZX Rule 14.11(c)(4) defines Fixed Income Securities as debt 
securities that are notes, bonds, debentures or evidence of 
indebtedness that include, but are not limited to, U.S. Department 
of Treasury securities, government-sponsored entity securities, 
municipal securities, trust preferred securities, supranational debt 
and debt of a foreign country or a subdivision thereof.
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    The Exchange proposes to amend BZX Rules 14.11(c)(3) and 
14.11(c)(4) to permit the generic listing and trading of Shares 
overlying an index or portfolio of cash and: (1) U.S. Component Stocks; 
(2) Non-U.S. Component Stocks; (3) U.S. Component Stocks and Non-U.S. 
Component Stocks; and (4) Fixed Income Securities. The Exchange is not 
proposing to otherwise amend the applicable generic listing criteria, 
except to specify that the following generic listing criteria will not 
apply to the cash portion of the index or portfolio:
     Under proposed BZX Rule 14.11(c)(3)(A)(i)(a) through (d), 
the percentage weighting requirements would apply only to the U.S. 
Component Stocks portion of the underlying index or portfolio.

 Under proposed BZX Rule 14.11(c)(3)(A)(ii)(a) through (d), the 
percentage weighting requirements would not apply to the cash component 
of the underlying index or portfolio.
     Under proposed BZX Rule 14.11(c)(4)(B)(i)(b), (d), and 
(f), the percentage weighting requirements would apply only to the 
Fixed Income Securities portion of the underlying index or portfolio.
    The Exchange does not propose any limit to the weighting of cash in 
an index or portfolio underlying a series of Shares.\8\ The Commission 
notes that, under a provision of its current rule, the Exchange may 
generically list Shares overlying a combination of indexes so long as 
each index satisfies the generic listing criteria.\9\
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    \8\ See Notice, supra note 4, 82 FR at 24172.
    \9\ See BZX Rule 14.11(c)(5).
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III. Discussion and Commission Findings

    The Commission finds that the proposed rule change is consistent 
with the requirements of the Act and the rules and regulations 
thereunder applicable to a national securities exchange.\10\ In 
particular, the Commission finds that the proposed rule change is 
consistent with Section 6(b)(5) of the Act,\11\ which requires, among 
other things, that the rules of a national securities exchange be 
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 a national 
market system and, in general, to protect investors and the public 
interest.
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    \10\ 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).
    \11\ 15 U.S.C. 78f(b)(5).
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    The Commission believes that permitting the Exchange to generically 
list Shares that overlie an index or portfolio with a cash component 
may enhance competition among generically listed Shares, to the benefit 
of investors and the marketplace. Additionally, the Commission believes 
that the generic listing criteria referenced above, applicable only to 
the non-cash portion(s) of the index or portfolio will neither dilute 
the generic listing criteria nor render the indexes or portfolios 
underlying generically listed Shares more susceptible to 
manipulation.\12\ Lastly, the Commission notes that it recently 
approved a substantively similar proposal by another national 
securities exchange.\13\
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    \12\ The Commission also notes that the Exchange represents that 
it has in place surveillance procedures that are adequate to 
properly monitor trading in Shares in all trading sessions and to 
deter and detect violations of Exchange rules and applicable federal 
securities laws. See Notice, supra note 4, 82 FR at 24172.
    \13\ See Securities Exchange Act Release No. 80777 (May 25, 
2017), 82 FR 25378 (June 1, 2017) (SR-NYSEArca-2017-30).
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    For the foregoing reasons, the Commission finds that the proposed 
rule change is consistent with Section 6(b)(5) of the Act \14\ and the 
rules and regulations thereunder applicable to a national securities 
exchange.
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    \14\ 15 U.S.C. 78f(b)(5).
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IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Exchange Act,\15\ that the proposed rule change (SR-BatsBZX-2017-26) 
be, and it hereby is, approved.
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    \15\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2017-14248 Filed 7-6-17; 8:45 am]
BILLING CODE 8011-01-P