
[Federal Register Volume 80, Number 71 (Tuesday, April 14, 2015)]
[Notices]
[Pages 20038-20041]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2015-08447]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-74675; File No. SR-NYSEArca-2015-05]


Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving a 
Proposed Rule Change To List and Trade Shares of WisdomTree Put Write 
Strategy Fund Under Commentary .01 to NYSE Arca Equities Rule 5.2(j)(3)

April 8, 2015.

I. Introduction

    On February 3, 2015, NYSE Arca, Inc. (``NYSEArca'' or ``Exchange'') 
filed with the Securities and Exchange Commission (``Commission''), 
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'' or ``Exchange Act'') \1\ and Rule 19b-4 thereunder,\2\ a 
proposed rule change to list and trade shares (``Shares'') of the 
WisdomTree Put Write Strategy Fund (``Fund''). The proposed rule change 
was published for comment in the Federal Register on February 24, 
2015.\3\ The Commission received no comments on the proposal. This 
order approves the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 74290 (Feb. 18, 
2015), 80 FR 9818 (``Notice'').
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II. Description of Proposed Rule Change

A. In General

    The Exchange proposes to list and trade the Shares under Commentary 
.01 to NYSE Arca Equities Rule 5.2(j)(3), which governs the listing and 
trading of Investment Company Units (``Units'') on the Exchange.\4\ The 
Exchange may generically list Units that meet all of the requirements 
of Commentary .01. The Exchange represents that the Fund and the Index 
meet all of the requirements of the listing standards for Units in Rule 
5.2(j)(3) and the requirements of Commentary .01, except the 
requirements in Commentary .01(a)(A)(1)-(5), which set forth 
requirements for components of an index or portfolio of US Component 
Stocks.\5\ As discussed in the Notice, the index underlying the Fund 
will consist primarily of S&P 500 Index put options (``SPX Puts''), 
which are not US Component Stocks,\6\ and therefore the index does not 
satisfy the requirements of Commentary .01(a)(A)(1)-(5).
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    \4\ NYSE Arca Equities Rule 5.2(j)(3)(A) provides that an 
Investment Company Unit is a security that represents an interest in 
a registered investment company that holds securities comprising, or 
otherwise based on or representing an interest in, an index or 
portfolio of securities (or holds securities in another registered 
investment company that holds securities comprising, or otherwise 
based on or representing an interest in, an index or portfolio of 
securities).
    \5\ NYSE Arca Equities Rule 5.2(j)(3) defines the term ``US 
Component Stock'' as an equity security that is registered under 
Sections 12(b) or 12(g) of the Act and an American Depositary 
receipt, the underlying equity securities of which is registered 
under Sections 12(b) or 12(g) of the Act.
    \6\ NYSE Arca Equities Rule 5.2(j)(3), Commentary .01(a)(A)(5) 
provides that all securities in the applicable index or portfolio 
shall be US Component Stocks listed on a national securities 
exchange and shall be NMS Stocks as defined in Rule 600 under 
Regulation NMS of the Act. Each component stock of the S&P 500 Index 
is a US Component Stock that is listed on a national securities 
exchange and is an NMS Stock. See Notice, supra note 3, 80 FR at 
9820, n.13. Options are excluded from the definition of NMS Stock. 
The S&P 500 Index consists of US Component Stocks and satisfies the 
requirements of Commentary .01(a)(A)(1)-(5). See id.
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    The Shares will be offered by the WisdomTree Trust (``Trust''),\7\ 
a registered investment company. WisdomTree Asset Management, Inc. will 
be the investment adviser (``Adviser'') to the Fund.\8\ The Exchange 
represents that the Adviser is not registered as, or affiliated with, a 
broker-dealer. Mellon Capital Management will serve as sub-adviser for 
the Fund (``Sub-Adviser'').\9\ State Street Bank and Trust Company will 
be the administrator, custodian and transfer agent for the Trust. 
Foreside Fund Services, LLC will serve as the distributor for the Fund 
(``Distributor'').
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    \7\ The Trust is registered under the Investment Company Act of 
1940 (15 U.S.C. 80a-1) (``1940 Act''). According to the Exchange, on 
December 15, 2014, the Trust filed with the Commission an amendment 
to its registration statement on Form N-1A relating to the Fund 
(File Nos. 333-132380 and 811-21864) (``Registration Statement''). 
In addition, the Commission has issued an order granting certain 
exemptive relief to the Trust under the 1940 Act. See Investment 
Company Act Release No. 28171 (October 27, 2008) (File No. 812-
13458).
    \8\ WisdomTree Investments, Inc. is the parent company of 
WisdomTree Asset Management.
    \9\ The Exchange further represents that the Sub-Adviser is 
affiliated with multiple broker-dealers and has implemented a ``fire 
wall'' with respect to such broker-dealers and their personnel 
regarding access to information concerning the composition and/or 
changes to the Index. In addition, according to the Exchange, in the 
event (a) the Adviser or Sub-Adviser becomes registered as a broker-
dealer or newly affiliated with, a broker-dealer, or (b) any new 
adviser or sub-adviser is a registered broker-dealer or becomes 
affiliated with, a broker-dealer, the Adviser or any new adviser or 
Sub-Adviser or new sub-adviser, as applicable, will implement a fire 
wall with respect to its relevant personnel or its broker-dealer 
affiliate regarding access to information concerning the composition 
of and changes to the Fund's portfolio, and will be subject to 
procedures designed to prevent the use and dissemination of 
material, non-public information regarding such portfolio.
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    The Fund is an index-based exchange traded fund (``ETF'') that will 
seek investment results that before fees and expenses, closely 
correspond to the price and yield performance of the CBOE S&P 500 Put 
Write Index (``Index''). The Index was developed and is maintained by 
the Chicago Board Options Exchange, Inc. (``CBOE'' or the ``Index 
Provider''). Neither the Trust, the Adviser, the Sub-Adviser, State 
Street Bank and Trust Company, nor the Distributor is affiliated with 
the Index Provider.\10\
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    \10\ See Notice, supra note 3, 80 FR at 9819.
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B. The Exchange's Description of the Fund

    The Exchange has made the following representations and statements 
in describing the Fund and its investment strategies, including other 
portfolio holdings and investment restrictions.\11\
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    \11\ Additional information regarding the Trust, the Fund, and 
the Shares, including investment strategies, risks, net asset value 
(``NAV'') calculation, creation and redemption procedures, fees, 
portfolio holdings disclosure policies, distributions, and taxes, 
among other information, is included in the Notice and the 
Registration Statement, as applicable. See Notice, supra note 3 and 
Registration Statement, supra note 7.
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1. Principal Investments of the Fund
    The Fund will seek investment results that, before fees and 
expenses, closely correspond to the price and yield performance of the 
Index. The Index tracks the value of a passive investment strategy, 
which consists of overlaying ``SPX Puts'' over a money market account 
invested in one and three-month Treasury bills (``PUT Strategy'').\12\
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    \12\ The put-write strategy of selling cash-secured SPX Puts has 
the potential to appeal to investors who wish to add income and 
attempt to boost risk-adjusted returns, in return for risking under-
performance during bull markets. An investor who engages in a cash-
secured (i.e., collateralized) put sales strategy sells (or 
``writes'') a put option contract and at the same time deposits the 
full cash amount necessary for a possible purchase of underlying 
shares in the investor's brokerage account. Additional information 
on the methodology used to calculate the Index can be found at: 
http://www.cboe.com/micro/put/PutWriteMethodology.pdf.
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    The Fund will invest at least 80% of its assets in SPX Puts and 
short-term U.S. Treasury securities.\13\ The Fund's investment strategy 
will be designed to sell a sequence of one-month, at-the-money, SPX 
Puts and to invest cash at

[[Page 20039]]

one and three-month Treasury bill rates. The number of SPX Puts sold 
will vary from month to month, but will be limited to permit the amount 
held in the Fund's investment in Treasury bills to finance the maximum 
possible loss from final settlement of the SPX Puts.
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    \13\ The Treasury securities in which the Fund may invest will 
include variable rate Treasury securities, whose rates are adjusted 
daily (or at such other increment as may later be determined by the 
Department of the Treasury) to correspond with the rate paid on one-
month or three-month Treasury securities, as applicable.
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    The SPX Puts will be struck at-the-money and will be sold on a 
monthly basis on the Roll Date, (i.e., the same Roll Date as that used 
by the Index), which matches the expiration date of the SPX Put 
options. At each Roll Date, any settlement loss from the expiring SPX 
Puts will be financed by the Fund's Treasury bill investments and a new 
batch of at-the-money SPX Puts will be sold. The revenue from their 
sale will be added to the Treasury bill account. In March quarterly 
cycle months, the three-month Treasury bills will be deemed to mature, 
and so the total cash available will be reinvested at the three-month 
Treasury bill rate. In other months, the revenue from the sale of puts 
will be invested separately at the one-month Treasury bill rate.
2. Other Investments of the Fund
    While the Fund, under normal circumstances,\14\ will invest in 
investments as described above, the Fund may also invest in other 
certain investments as described below.
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    \14\ The terms ``under normal circumstances'' and ``normal 
market conditions'' include, but are not limited to, the absence of 
extreme volatility or trading halts in the fixed income markets or 
the financial markets generally; operational issues causing 
dissemination of inaccurate market information; or force majeure 
type events such as systems failure, natural or man-made disaster, 
act of God, armed conflict, act of terrorism, riot or labor 
disruption or any similar intervening circumstance. In response to 
adverse market, economic, political, or other conditions, the Fund 
reserves the right to invest in U.S. government securities, other 
``money market instruments'' (as defined below), and cash, without 
limitation, as determined by the Adviser or Sub-Adviser. In the 
event the Fund engages in these temporary defensive strategies that 
are inconsistent with its investment strategies, the Fund's ability 
to achieve its investment objectives may be limited.
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    The Fund may invest its remaining assets in short-term, high 
quality securities issued or guaranteed by the U.S. government (in 
addition to U.S. Treasury securities) and non-U.S. governments, and 
each of their agencies and instrumentalities; U.S. government sponsored 
enterprises; repurchase agreements backed by U.S. government and non-
U.S. government securities; money market mutual funds; and deposit and 
other obligations of U.S. and non-U.S. banks and financial institutions 
(``money market instruments'') \15\ and derivative instruments or other 
investments. The Fund may invest up to 20% of its net assets (in the 
aggregate) in one or more of the following investments not included in 
the Index: S&P 500 ETF put options,\16\ total return swaps on the 
Index,\17\ S&P 500 Index futures (including E-mini S&P 500 Futures), or 
options on S&P 500 Index futures,\18\ whose collective performance is 
intended to correspond to the Index.\19\ The Fund, may invest up to 10% 
of its assets in over-the-counter S&P 500 Index put options (``OTC S&P 
500 Index put options'').
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    \15\ All money market instruments acquired by the Fund will be 
rated investment grade, except that a Fund may invest in unrated 
money market instruments that are deemed by the Adviser or Sub-
Adviser to be of comparable quality to money market securities rated 
investment grade. The term ``investment grade,'' for purposes of 
money market instruments only, is intended to mean securities rated 
A1 or A2 by one or more nationally recognized statistical rating 
organizations.
    \16\ An index option gives its holder the right, but not the 
obligation, to buy or sell a basket of stocks, at an agreed upon 
price at or before a certain date. An ETF option gives its holder 
the right, but not the obligation, to buy or sell an exchange-traded 
product, such as shares in an ETF, at an agreed upon price, at or 
before a certain date.
    \17\ To the extent practicable, the Fund will invest in swaps 
cleared through the facilities of a centralized clearing house. The 
Fund may also invest in money market instruments that may serve as 
collateral for the swap agreements. The Adviser or Sub-Adviser will 
also attempt to mitigate the Fund's respective credit risk by 
transacting only with large, well-capitalized institutions using 
measures designed to determine the creditworthiness of the 
counterparty. The Adviser or Sub-Adviser will take various steps to 
limit counterparty credit risk as described in the Registration 
Statement. The Fund will enter into over-the-counter non-centrally 
cleared instruments only with financial institutions that meet 
certain credit quality standards and monitoring policies. The Fund 
may also use various techniques to minimize credit risk, including 
early termination or reset and payment, using different 
counterparties, and limiting the net amount due from any individual 
counterparty. The Fund generally will collateralize over-the-counter 
non-centrally cleared instruments with cash and/or certain 
securities. Such collateral will generally be held for the benefit 
of the counterparty in a segregated tri-party account at the 
custodian to protect the counterparty against non-payment by the 
Fund. In the event of a default by the counterparty, and the Fund is 
owed money in the over-the-counter non-centrally cleared instruments 
transaction, the Fund will seek withdrawal of the collateral from 
the segregated account and may incur certain costs exercising its 
right with respect to the collateral.
    \18\ The futures contracts in which the Fund may invest will be 
listed on exchanges in the U.S. Each of the exchange-listed futures 
contracts in which the Fund may invest will be listed on exchanges 
that are members of the Intermarket Surveillance Group (``ISG'').
    \19\ For example, the Fund may invest in total return swaps that 
create positions equivalent to investments in SPX Puts and U.S. 
Treasury securities. In a total return swap the underlying asset to 
the swap agreement is typically an equity index, loans or bonds. The 
Fund's investments in total return swap agreements will be backed by 
investments in U.S. government securities in an amount equal to the 
exposure of such contracts.
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    The Fund may invest up to 20% of its assets in other exchange 
traded products (``ETPs''), such as other ETFs, as well as in non-
exchange-traded registered open-end investment companies.\20\ The Fund 
may invest in securities (other than U.S. Treasury securities, 
described above) that have variable or floating interest rates which 
are readjusted on set dates (such as the last day of the month or 
calendar quarter) in the case of variable rates or whenever a specified 
interest rate change occurs in the case of a floating rate instrument.
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    \20\ The Fund may invest in shares of both taxable and tax-
exempted money market funds. The ETPs in which the Fund may invest 
all will be listed and traded on U.S. registered exchanges. The Fund 
may invest in the securities of ETPs registered under the 1940 Act 
consistent with the requirements of Section 12(d)(1) of the 1940 Act 
or any rule, regulation or order of the Commission or interpretation 
thereof. The ETPs in which the Fund may invest will be primarily 
index-based ETFs that hold substantially all of their assets in 
securities representing a specific index. The Fund will not invest 
in leveraged (e.g., 2X, -2X, 3X, or -3X) ETPs.
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III. Discussion and Commission's Findings

    After careful review, the Commission finds that the proposed rule 
change is consistent with the requirements of Section 6 of the Act \21\ 
and the rules and regulations thereunder applicable to a national 
securities exchange.\22\ In particular, the Commission finds that the 
proposal is consistent with Section 6(b)(5) of the Act,\23\ which 
requires, among other things, that the Exchange's rules be 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 Commission also finds that the proposal to list and trade 
the Shares on the Exchange is consistent with Section 11A(a)(1)(C)(iii) 
of the Act,\24\ which sets forth Congress' finding that it is in the 
public interest and appropriate for the protection of investors and the 
maintenance of fair and orderly markets to assure the availability to 
brokers, dealers, and investors of information with respect to 
quotations for, and transactions in, securities.
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    \21\ 15 U.S.C. 78f.
    \22\ 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).
    \23\ 15 U.S.C. 78f(b)(5).
    \24\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
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    Quotation and last-sale information for the Shares and any ETP in 
which it invests will be available via the Consolidated Tape 
Association (``CTA'') high-speed line. In addition, the Intraday 
Indicative Value (``IIV'') as defined in NYSE Arca Equities Rule 
5.3(j)(3), Commentary .01(c) will be

[[Page 20040]]

widely disseminated at least every fifteen seconds during the NYSE Arca 
Core Trading Session by one or more major market data vendors.\25\ On 
each business day before commencement of trading in Shares in the Core 
Trading Session, the Trust will disclose for each portfolio holding, as 
applicable to the type of holding, the following information on its Web 
site: Ticker symbol, CUSIP number or other identifier, if any; a 
description of the holding (including the type of holding, such as the 
type of swap); the identity of the security, commodity, index or other 
asset or instrument underlying the holding, if any; for options, the 
option strike price; quantity held (as measured by, for example, par 
value, notional value or number of shares, contracts or units); 
maturity date, if any; coupon rate, if any; market value of the 
holding; and the percentage weighting of the holding in the Fund's 
portfolio. The Web site information will be publicly available at no 
charge.
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    \25\ The Exchange understands that several major market data 
vendors display and/or make widely available IIV taken from CTA or 
other data feeds.
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    In addition, a portfolio composition file, which includes the 
security names and quantities of securities and other assets required 
to be delivered in exchange for the Fund's Shares, together with 
estimates and actual cash components, will be publicly disseminated 
daily prior to the opening of the Exchange via National Securities 
Clearing Corporation. The NAV of the Fund will be calculated as of the 
close of trading (normally 4:00 p.m., Eastern Time) on each day the 
Exchange is open for business.
    Information regarding market price and trading volume of the Shares 
will be continually available on a real-time basis throughout the day 
on brokers' computer screens and other electronic services. Information 
regarding the previous day's closing price and trading volume 
information for the Shares will be published daily in the financial 
section of newspapers. Intra-day, closing and settlement prices of 
exchange-traded portfolio assets, including investment companies, 
futures and options, will be readily available from the securities 
exchanges and futures exchanges trading such securities and futures (as 
the case may be), automated quotation systems, published or other 
public sources, or online information services such as Bloomberg or 
Reuters. Quotation and last-sale information for U.S. exchange-listed 
options is available via Options Price Reporting Authority. Price 
information on fixed income portfolio securities, including money 
market instruments, and other Fund assets traded in the over-the-
counter markets, including bonds and money market instruments, is 
available from major broker-dealer firms or market data vendors, as 
well as from automated quotation systems, published or other public 
sources, or online information services. In addition, the value of the 
Index will be published by one or more major market data vendors every 
15 seconds during the NYSE Arca Core Trading Session of 9:30 a.m. ET to 
4:00 p.m. ET. Information about the Index constituents, the weighting 
of the constituents, the Index's methodology and the Index's rules will 
be available at no charge on the Index Provider's Web site at 
www.CBOE.com.
    The Commission further believes that the proposal to list and trade 
the Shares is reasonably designed to promote fair disclosure of 
information that may be necessary to price the Shares appropriately and 
to prevent trading when a reasonable degree of transparency cannot be 
assured. The Exchange will obtain a representation from the issuer of 
the Shares that the NAV per Share will be calculated daily and that the 
NAV will be made available to all market participants at the same time. 
Trading in Shares will be halted if the circuit breaker parameters in 
NYSE Arca Equities Rule 7.12 have been reached or because of market 
conditions or for reasons that, in the view of the Exchange, make 
trading in the Shares inadvisable.\26\ The Exchange states that it has 
a general policy prohibiting the distribution of material, non-public 
information by its employees. In addition, the Exchange states that the 
Adviser is not registered as, or affiliated with, a broker-dealer and 
that, in the event it becomes registered as a broker-dealer or newly 
affiliated with a broker-dealer, the Adviser will implement a fire wall 
with respect to such broker-dealer function or affiliate regarding 
access to information concerning the composition and changes to the 
Fund's portfolio.\27\ The Exchange represents that trading in the 
Shares will be subject to the existing trading surveillances, 
administered by the Financial Industry Regulatory Authority (``FINRA'') 
on behalf of the Exchange, which are designed to detect violations of 
Exchange rules and applicable federal securities laws.\28\ The Exchange 
further represents that these procedures are adequate to properly 
monitor Exchange trading of the Shares in all trading sessions and to 
deter and detect violations of Exchange rules and federal securities 
laws applicable to trading on the Exchange. Moreover, prior to the 
commencement of trading, the Exchange states that it will inform its 
Equity Trading Permit Holders in an Information Bulletin of the special 
characteristics and risks associated with trading the Shares.
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    \26\ These reasons may include: (1) The extent to which trading 
is not occurring in the securities and/or the financial instruments 
of the Fund; or (2) whether other unusual conditions or 
circumstances detrimental to the maintenance of a fair and orderly 
market are present. With respect to trading halts, the Exchange may 
consider all relevant factors in exercising its discretion to halt 
or suspend trading in the Shares.
    \27\ See supra note 9. The Exchange states that an investment 
adviser to an open-end fund is required to be registered under the 
Investment Advisers Act of 1940 (``Advisers Act''). As a result, the 
Adviser and Sub-Adviser and their related personnel are subject to 
the provisions of Rule 204A-1 under the Advisers Act relating to 
codes of ethics. This Rule requires investment advisers to adopt a 
code of ethics that reflects the fiduciary nature of the 
relationship to clients, as well as compliance with other applicable 
securities laws. Accordingly, procedures designed to prevent the 
communication and misuse of non-public information by an investment 
adviser must be consistent with Rule 204A-1 under the Advisers Act. 
In addition, Rule 206(4)-7 under the Advisers Act makes it unlawful 
for an investment adviser to provide investment advice to clients 
unless such investment adviser has (i) adopted and implemented 
written policies and procedures reasonably designed to prevent 
violation, by the investment adviser and its supervised persons, of 
the Advisers Act and the Commission rules adopted thereunder; (ii) 
implemented, at a minimum, an annual review regarding the adequacy 
of the policies and procedures established pursuant to subparagraph 
(i) above and the effectiveness of their implementation; and (iii) 
designated an individual (who is a supervised person) responsible 
for administering the policies and procedures adopted under 
subparagraph (i) above.
    \28\ The Exchange states that FINRA surveils trading on the 
Exchange pursuant to a regulatory services agreement and that the 
Exchange is responsible for FINRA's performance under this 
regulatory services agreement.
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    The Commission notes that the Shares and the Fund must comply with 
the initial and continued listing criteria in NYSE Arca Equities Rules 
5.2(j)(3) and 5.5(g)(2) for the Shares to be listed and traded on the 
Exchange. The Exchange represents that it deems the Shares to be equity 
securities, thus rendering trading in the Shares subject to the 
Exchange's existing rules governing the trading of equity securities. 
In support of this proposal, the Exchange has also made the following 
representations:
    (1) The Shares conform to the initial and continued listing 
criteria under NYSE Arca Equities Rules 5.2(j)(3) and 5.5(g)(2), except 
that the Index will not meet the requirements of NYSE Arca Equities 
Rule 5.2(j)(3), Commentary .01(a)(A)(1-5).\29\
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    \29\ The Index will include a minimum of 20 components, which is 
consistent with the numerical requirement of NYSE Arca Equities Rule 
5.2(j)(3), Commentary .01(a)(A)(4) (a minimum of 13 index or 
portfolio components).

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[[Page 20041]]

    (2) The Exchange has appropriate rules to facilitate transactions 
in the Shares during all trading sessions.
    (3) FINRA, on behalf of the Exchange, will communicate as needed 
regarding trading in the Shares, exchange-listed equity securities, 
futures contracts, and exchange-traded options contracts with other 
markets and other entities that are members of ISG, and FINRA, on 
behalf of the Exchange, may obtain trading information regarding 
trading in the Shares, exchange-listed equity securities, futures 
contacts and exchange-traded options contracts from such markets and 
other entities. In addition, the Exchange may obtain information 
regarding trading in the Shares, exchange-listed equity securities, 
futures contacts and exchange-traded options contracts from markets and 
other entities that are members of ISG or with which the Exchange has 
in place a comprehensive surveillance sharing agreement.
    (4) Prior to the commencement of trading, the Exchange will inform 
its Equity Trading Permit Holders in an Information Bulletin of the 
special characteristics and risks associated with trading the Shares. 
Specifically, the Information Bulletin will discuss the following: (a) 
the procedures for purchases and redemptions of Shares in creation 
units (and that Shares are not individually redeemable); (b) NYSE Arca 
Equities Rule 9.2(a), which imposes a duty of due diligence on its 
Equity Trading Permit Holders to learn the essential facts relating to 
every customer prior to trading the Shares; (c) the risks involved in 
trading the Shares during the Opening and Late Trading Sessions when an 
updated IIV or Index value will not be calculated or publicly 
disseminated; (d) how information regarding the IIV and Index Value is 
disseminated; (e) the requirement that Equity Trading Permit Holders 
deliver a prospectus to investors purchasing newly issued Shares prior 
to or concurrently with the confirmation of a transaction; and (f) 
trading information.
    (5) For initial and continued listing, the Fund will be in 
compliance with Rule 10A-3 under the Act,\30\ as provided by NYSE Arca 
Equities Rule 5.3.
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    \30\ 17 CFR 240.10A-3.
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    (6) The Fund may hold up to an aggregate amount of 15% of its net 
assets in illiquid assets (calculated at the time of investment).
    (7) A minimum of 100,000 Shares for the Fund will be outstanding at 
the commencement of trading on the Exchange.
    (8) All futures contracts in which the Fund may invest will be 
listed on U.S. that are members of the ISG.
    This approval order is based on all of the Exchange's 
representations, including those set forth above and in the Notice.
    For the foregoing reasons, the Commission finds that the proposed 
rule change is consistent with Section 6(b)(5) of the Act \31\ and the 
rules and regulations thereunder applicable to a national securities 
exchange.
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    \31\ 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 
Act,\32\ that the proposed rule change (SR-NYSEArca-2015-05) be, and it 
hereby is, approved.
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    \32\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\33\
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    \33\ 17 CFR 200.30-3(a)(12).
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 Brent J. Fields,
Secretary.
[FR Doc. 2015-08447 Filed 4-13-15; 8:45 am]
 BILLING CODE 8011-01-P


