Federal Register / Vol. 85, No. 234 / Friday, December 4, 2020 / Notices 78391 

31The Exemptive Application provides that the 

Investment Company or their agent will request that 

the Exchange halt trading in the applicable series 

of Managed Portfolio Shares where: (i) The intraday 

indicative values calculated by the calculation 

engines differ by more than 25 basis points for 60 

seconds in connection with pricing of the VIIV; or 

(ii) holdings representing 10% or more of a series 

of Managed Portfolio Shares’ portfolio have become 

subject to a trading halt or otherwise do not have 

readily available market quotations. Any such 

requests will be one of many factors considered in 

order to determine whether to halt trading in a 

series of Managed Portfolio Shares, and the 

Exchange retains sole discretion in determining 

whether trading should be halted. As provided in 

the Exemptive Application, each series of Managed 

Portfolio Shares would employ a pricing 

verification agent to continuously compare two 

intraday indicative values during regular trading 

hours in order to ensure the accuracy of the VIIV. 

See id. at 14, n. 21. 

32See Amendment No. 2, supra note 7, at 14. 

33The Bulletin will discuss the following: (1) The 

procedures for purchases and redemptions of 

Shares; (2) NYSE Arca Rule 9.2–E(a), which 

imposes a duty of due diligence on its ETP Holders 

to learn the essential facts relating to every 

customer prior to trading the Shares; (3) how 

information regarding the VIIV is disseminated; (4) 

the requirement that ETP Holders deliver a 

prospectus to investors purchasing newly issued 

Shares prior to or concurrently with the 

confirmation of a transaction; (5) trading 

information; and (6) that the portfolio holdings of 

the Shares are not disclosed on a daily basis. See 

id. at 15. 

34See id. at 7, n. 7. 

35See id. at 15. 

36 15 U.S.C. 78f(b)(5). 

37 15 U.S.C. 78k–1(a)(1)(C)(iii). 

38 15 U.S.C. 78s(b)(2). 

39 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

market conditions or for reasons that, in 

the view of the Exchange, make trading 

in the series of Managed Portfolio 

Shares inadvisable. These may include: 

(a) The extent to which trading is not 

occurring in the securities and/or the 

financial instruments composing the 

portfolio; or (b) whether other unusual 

conditions or circumstances detrimental 

to the maintenance of a fair and orderly 

market are present.31 NYSE Arca Rule 

8.900–E(d)(2)(C)(ii) provides that, if the 

Exchange becomes aware that: (i) The 

VIIV of a series of Managed Portfolio 

Shares is not being calculated or 

disseminated in one second intervals, as 

required; (ii) the NAV with respect to a 

series of Managed Portfolio Shares is not 

disseminated to all market participants 

at the same time; (iii) the holdings of a 

series of Managed Portfolio Shares are 

not made available on at least a 

quarterly basis as required under the 

1940 Act; or (iv) such holdings are not 

made available to all market 

participants at the same time (except as 

otherwise permitted under the 

applicable Exemptive Order or noaction relief granted by the Commission 

or Commission staff to the Investment 

Company with respect to the series of 

Managed Portfolio Shares), it will halt 

trading in such series until such time as 

the VIIV, the NAV, or the holdings are 

available, as required. 

In support of this proposal, the 

Exchange has also made the following 

representations: 

(1) The Shares will conform to the 

initial and continued listing criteria 

under NYSE Arca Rule 8.900–E. 

(2) The Exchange 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.32

(3) Prior to the commencement of 

trading, the Exchange will inform its 

members in an Information Bulletin 

(‘‘Bulletin’’) of the special 

characteristics and risks associated with 

trading the Shares.33

(4) FINRA, on behalf of the Exchange, 

or the regulatory staff of the Exchange, 

or both, will communicate as needed 

regarding trading in the Shares and 

certain exchange-traded instruments 

with other markets and other entities 

that are members of the Intermarket 

Surveillance Group (‘‘ISG’’), and FINRA, 

on behalf of the Exchange, or the 

regulatory staff of the Exchange, or both, 

may obtain trading information 

regarding trading such securities from 

such markets and other entities. In 

addition, the Exchange may obtain 

information regarding trading in the 

Shares and certain exchange-traded 

instruments from markets and other 

entities that are members of ISG or with 

which the Exchange has in place a 

comprehensive surveillance sharing 

agreement. 

(5) The Exchange represents that, for 

initial and/or continued listing, each 

Fund will be in compliance with Rule 

10A–3 under the Act.34

This approval order is based on all of 

the Exchange’s statements and 

representations set forth above and in 

Amendment No. 2 to the proposed rule 

change. Additionally, the Exchange 

states that all statements and 

representations made in its proposal 

regarding (a) the description of the 

portfolio or reference assets, (b) 

limitations on portfolio holdings or 

reference assets, or (c) the applicability 

of Exchange rules shall constitute 

continued listing requirements for 

listing the Shares on the Exchange, as 

provided under NYSE Arca Rule 8.900– 

E(b)(1). The issuer of the Shares will be 

required to represent to the Exchange 

that it will advise the Exchange of any 

failure by a Fund to comply with the 

continued listing requirements, and, 

pursuant to its obligations under 

Section 19(g)(1) of the Act, the Exchange 

will surveil for compliance with the 

continued listing requirements. If a 

Fund is not in compliance with the 

applicable listing requirements, the 

Exchange will commence delisting 

procedures under NYSE Arca Rule 5.5– 

E(m).35

For the foregoing reasons, the 

Commission finds that the proposed 

rule change, as modified by Amendment 

No. 2, is consistent with Section 6(b)(5) 

of the Act 36 and Section 

11A(a)(1)(C)(iii) of the Act 37 and the 

rules and regulations thereunder 

applicable to a national securities 

exchange. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,38 that the 

proposed rule change (SR–NYSEArca– 

2020–80), as modified by Amendment 

No. 2, be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.39

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–26673 Filed 12–3–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90529; File No. SR– 

NYSEArca–2020–100] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Relating to the Perth Mint 

Physical Gold ETF 

November 30, 2020. 

Pursuant to Section 19(b)(1) 1 of the 

Securities Exchange Act of 1934 

(‘‘Act’’),2 and Rule 19b–4 thereunder,3

notice is hereby given that on November 

20, 2020, NYSE Arca, Inc. (‘‘NYSE 

Arca’’ or the ‘‘Exchange’’) 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 Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to reflect (i) a 

change in the sponsors and the 

custodian of the Perth Mint Physical 

78392 Federal Register / Vol. 85, No. 234 / Friday, December 4, 2020 / Notices 

4Upon the closing of the Sponsorship Transfer 

Agreement (defined in note 7, infra), the name of 

the Trust will be changed from ‘‘Perth Mint 

Physical Gold ETF’’ to ‘‘Goldman Sachs Physical 

Gold ETF’’. 

5See note 6, infra. 

6See Securities Exchange Act Release Nos. 82372 

(December 21, 2017), 82 FR 61601 (December 28, 

2017) (SR–NYSEArca–2017–140) (NYSE Arca, Inc.; 

Notice of Filing of Proposed Rule Change To List 

and Trade Shares of the Perth Mint Physical Gold 

ETF Trust Under NYSE Arca Rule 8.201–E) (‘‘First 

Prior Notice’’); 82593 (January 26, 2018), 83 FR 

4718 (February 1, 2018) (SR–NYSEArca–2017–140) 

(Order Approving a Proposed Rule Change To List 

and Trade Shares of the Perth Mint Physical Gold 

ETF Trust Pursuant to NYSE Arca Rule 8.201–E) 

(‘‘Prior Order’’ and, together with the Prior Notice, 

the ‘‘First Prior Releases’’). See also, Securities 

Exchange Act Release No. 83248 (May 15, 2018), 83 

FR 23494 (May 21, 2018) (SR–NYSEArca–2018–32) 

(Notice of Filing and Immediate Effectiveness of 

Proposed Rule Change Relating to the Proposed 

Operation of the Perth Mint Physical Gold ETF 

Trust) (‘‘Second Prior Release’’ and, together with 

the First Prior Releases, the ‘‘Prior Releases’’). 

7On June 11, 2019 the Trust filed with the 

Commission a registration statement on Form S–1 

under the Securities Act of 1933 relating to the 

Trust (File No. 333- 224389) (‘‘Registration 

Statement’’). The Registration Statement was 

declared effective by the SEC on June 20, 2019. The 

description of the operation of the Trust herein is 

based, in part, on the Registration Statement. The 

procedures described in this proposed rule change 

will not be implemented until such proposed rule 

change is effective and operative and such changes 

will be reflected in a prospectus to the Registration 

Statement. On September 29, 2020, Perth Mint 

Physical Gold Trust filed with the Commission 

Form 8–K (the ‘‘8–K’’) under the Act relating to an 

agreement, also dated September 29, 2020, to 

transfer the role of sponsor from Gold Corporation 

and Exchange Traded Concepts, LLC to Goldman 

Sachs Asset Management, L.P. (such agreement, the 

‘‘Sponsorship Transfer Agreement’’). 

8See note 6, supra. All terms referenced but not 

defined herein are defined in the Prior Releases. 

9All references in the Prior Releases to 

‘‘Sponsors’’ would be replaced by ‘‘Sponsor’’. In 

addition, reference to ‘‘Administrative Sponsor’’ in 

the Prior Releases would be replaced by ‘‘Sponsor’’, 

as applicable. 

10The Second Prior Release stated that the Trust 

will issue and redeem ‘‘Baskets’’ equal to a block 

of 50,000 Shares and that the size of a Basket is 

subject to change. In the Registration Statement, the 

Trust described its change of the size of a Basket 

to 25,000 Shares. The Second Prior Release stated 

further that a reduction in the size of a Basket may 

provide potential benefits to investors by 

facilitating additional creation and redemption 

activity in the Shares, thereby potentially resulting 

in increased secondary market trading activity, 

tighter bid/ask spreads and narrower premiums or 

discounts to net asset value (‘‘NAV’’). The Trust’s 

change to a Basket size of 25,000 Shares is 

consistent with the August 8, 2018 letter from the 

Division of Trading and Markets granting no-action 

relief to certain commodity-based investment 

vehicles from Rules 101 and 102 of Regulation M 

under the Act. See footnote 2 to letter, dated August 

8, 2018, from Josephine J. Tao, Assistant Director, 

Division of Trading and Markets, to Eric Simanek, 

Sullivan & Worcester LLP. The Exchange notes that 

the Commission has approved the listing and 

trading of other issues of Commodity-Based Trust 

Shares that have applied a minimum ‘‘Creation 

Unit’’ size of less than 50,000 shares. See, e.g., 

Securities Exchange Act Release Nos. 82249 

(December 8, 2017), 82 FR 58884 (December 14, 

2017) (SR–NYSEArca–2017–110) (Notice of Filing 

of Amendment No. 2 and Order Approving on an 

Accelerated Basis a Proposed Rule Change, as 

Modified by Amendment No. 2, to List and Trade 

Shares of the GraniteShares Platinum Trust under 

NYSE Arca Rule 8.201–E); 81918 (October 23, 

2017), 82 FR 49884 (October 27, 2017) (SR– 

NYSEArca–2017–98) (Order Approving a Proposed 

Rule Change, as Modified by Amendment No. 1 

Thereto, to List and Trade Shares of The Gold Trust 

under NYSE Arca Rule 8.201–E); 80840 (June 1, 

2017), 82 FR 26534 (June 7, 2017) (SR–NYSEArca– 

2017–33) (Order Approving a Proposed Rule 

Change, as Modified by Amendment No. 2 Thereto, 

to List and Trade Shares of the Euro Gold Trust, 

Gold ETF, which will be renamed as the 

Goldman Sachs Physical Gold ETF 4

(‘‘Trust’’), (ii) the elimination of an 

investor’s ability to take delivery of 

Physical Gold, and (iii) in connection 

with the change of custodian, the 

removal of the Government Guarantee, 

and to amend certain other 

representations in the proposed rule 

change filed with and approved by the 

Securities and Exchange Commission 

(‘‘Commission’’) relating to listing and 

trading of Shares of the Trust on the 

Exchange. Shares of the Trust have been 

approved by the Commission for listing 

and trading on the Exchange under 

NYSE Arca Rule 8.201–E.5 The 

proposed rule change is available on the 

Exchange’s website 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 

The Commission has approved a 

proposed rule change relating to listing 

and trading on the Exchange of shares 

(‘‘Shares’’) of the Trust for listing and 

trading on the Exchange under NYSE 

Arca Rule 8.201–E (‘‘Commodity-Based 

Trust Shares’’).6 The Exchange proposes 

to reflect (i) a change in the sponsors 

and the custodian of the Trust, (ii) the 

elimination of an investor’s ability to 

take delivery of Physical Gold, and (iii) 

in connection with the change of 

custodian, the removal of the 

Government Guarantee, and to amend 

certain other representations in the 

proposed rule change filed with and 

approved by the Commission relating to 

listing and trading of Shares of the Trust 

on the Exchange.7 The Trust will 

continue to comply with all initial and 

continued listing requirements under 

NYSE Arca Rule 8.201–E. Except for the 

changes noted below, all other 

representations made in the Prior 

Releases remain unchanged.8

Change to the Trust’s Investment 

Objective 

The First Prior Notice stated that the 

Trust’s primary objective will be to 

provide investors with an opportunity 

to invest in gold through the Shares, 

have the gold securely stored by Gold 

Corporation and, if requested by an 

investor, deliver Physical Gold to such 

investor in exchange for its Shares. The 

Second Prior Release stated, however, 

that, because investors redeeming 

Shares would deliver Shares to the Gold 

Corporation rather than to the Trust, the 

Trust’s primary objective will be to 

provide investors with an opportunity 

to invest in gold through the Shares and 

have the gold securely stored by Gold 

Corporation; and that the Gold 

Corporation rather than the Trust will 

be the entity that is responsible for and 

delivers Physical Gold to investors in 

exchange for Shares. 

The Exchange proposes to change 

these representations regarding the 

Trust’s investment objective to state that 

the Trust’s investment objective is for 

the Shares to reflect the performance of 

the price of gold less the expenses of the 

Trust’s operations, thus deleting 

reference to delivery of Physical Gold to 

an investor in exchange for Shares. 

Change to Custodian and Sponsors 

The Prior Notice stated that the 

sponsors of the Trust are the Gold 

Corporation and Exchange Traded 

Concepts, LLC. The Exchange proposes 

to change this representation to state 

that the Trust’s sponsor (‘‘Sponsor’’) 

will be Goldman Sachs Asset 

Management, L.P. Goldman Sachs Asset 

Management, L.P. will take on the 

responsibilities previously performed by 

both the Gold Corporation (in its role as 

custodial sponsor) and Exchange Traded 

Concepts, LLC (in its role as 

administrative sponsor).9 Although the 

sponsors of the Trust will change upon 

the closing of the Sponsorship Transfer 

Agreement, the Trust itself will remain 

in place and continue to issue and 

redeem Shares in Creation Unit sizes to 

Authorized Participants.10

Federal Register / Vol. 85, No. 234 / Friday, December 4, 2020 / Notices 78393 

Pound Gold Trust, and the Yen Gold Trust under 

NYSE Arca Equities Rule 8.201). 

11 In regard to the role of the Custodian, footnote 

8 of the First Prior Notice stated the following: ‘‘As 

Custodian of the Trust’s gold bullion, Gold 

Corporation will be responsible for the safekeeping 

of the Trust’s gold and supplying inventory 

information to the Trustee and the Sponsors. The 

Custodian will also be responsible for facilitating 

the transfer of gold in and out of the Trust and 

facilitating the shipment of Physical Gold to 

Delivery Applicants.’’ The Exchange proposes to 

change this representation to the following: ‘‘As 

Custodian of the Trust’s gold bullion, the Custodian 

will be responsible for the safekeeping of the Trust’s 

gold and supplying inventory information to the 

Trustee and the Sponsor.’’ A prospectus to the 

Registration Statement will be filed at the closing 

of the Sponsorship Transfer Agreement 

incorporating the changes listed herein. 

12Procedures regarding delivery of Physical Gold 

to investors are described in the following sections 

of the First Prior Notice: ‘‘Permitting Investors to 

Take Delivery of Physical Gold,’’ ‘‘Taking Delivery 

of Physical Gold—Delivery Applicants’’ and 

‘‘Delivery Application’’; and in the following 

section of the Second Prior Release: ‘‘Changes to 

Representations Regarding Delivery Applicants.’’ 

13The Exchange notes that the Commission has 

previously approved Exchange listing and trading 

of shares of gold trusts under NYSE Arca Rule 

8.201–E without the ability of individual investors 

to receive Physical Gold from a trust outside the 

redemption process utilized by Authorized 

Participants. See e.g., Securities Exchange Act 

Release Nos. 81077 (July 5, 2017), 82 FR 32024 (July 

11, 2017) (SR–NYSEArca-2017–55) (order 

approving listing and trading shares of the 

GraniteShares Gold Trust under NYSE Arca 

Equities Rule 8.201; 75918 (December 9, 2016), 81 

FR 90876 (December 15, 2016) (SR–NYSEArca– 

2016–84) (order approving listing and trading of 

shares of the Long Dollar Gold Trust Under NYSE 

Arca Equities Rule 8.201); 80840 (June 1, 2017), 82 

FR 26534 (June 7, 2017) (SR–NYSEArca–2017–33) 

(order approving listing and trading of shares of the 

Euro Gold Trust, Pound Gold Trust, and the Yen 

Gold Trust Under NYSE Arca Equities Rule 8.201). 

14See note 29 of the Prior Notice, which stated 

that the Gold Corporation, doing business as the 

Perth Mint, is a Western Australian Government 

owned statutory body corporate established by the 

Gold Corporation Act 1987 (Western Australia) (the 

‘‘WA Act’’). The Government Guarantee provided 

by the State of Western Australia pursuant to 

Section 22 of the WA Act provides (among other 

things) that the payment of the cash equivalent of 

gold due, payable and deliverable by the Custodian 

under the WA Act is guaranteed by the Treasurer 

of Western Australia, in the name and on behalf of 

the Crown in the right of the State of Western 

Australia. 15 15 U.S.C. 78f(b)(5). 

The Registration Statement stated that 

the custodian of the Trust is the Gold 

Corporation. The Exchange proposes to 

change this representation to state that 

the Trust’s custodian will be JPMorgan 

Chase Bank, N.A. (‘‘Custodian’’), which 

will take on all of the responsibilities of 

the Gold Corporation (in its role as 

custodian).11

Change to Taking Delivery of Physical 

Gold by Investors 

The Prior Releases described 

procedures permitting an investor to 

take delivery of Physical Gold in 

exchange for its shares, provided the 

investor follows certain procedures set 

out in the Registration Statement. In 

connection with the replacement of the 

custodian of the Trust, the Exchange 

proposes to eliminate an investor’s 

ability to take delivery of Physical Gold. 

Therefore, all references in the Prior 

Releases regarding investors taking 

delivery of Physical Gold will no longer 

be in effect.12 The Trust’s investment 

objective is for the Shares to reflect the 

performance of the price of gold less the 

expenses of the Trust’s operations. 

Further, Goldman Sachs Asset 

Management, L.P. represents that the 

option to take delivery of Physical Gold 

has been utilized only 12 times since 

the inception of the Trust. Given the 

limited use of this feature and the fact 

that investors have been notified 

through the 8–K that this feature will be 

removed, this change will not impact 

investors’ ability to invest in a product 

that reflects the performance of the price 

of gold less the expenses of the Trust’s 

operations. The Exchange notes that, 

except as described in this proposed 

rule change, procedures relating to 

creation and redemption of Shares as 

applied to Authorized Participants, as 

described in the Prior Releases, will 

remain unchanged.13

Change to Representation Regarding the 

Government Guarantee 

The Prior Notice referred to a 

Government Guarantee provided by the 

State of Western Australia 14 and stated 

that the Government Guarantee applies 

to all gold held by the Custodian or subcustodian, whether in the Trust 

Allocated Metal Account, the Trust 

Unallocated Metal Account, the ‘‘GC 

Metal Account’’ or in a Customer 

Account, for the benefit of the Trust or 

an investor who is the Gold 

Corporation’s direct customer. The 

Government Guarantee applies only to 

Physical Gold held in The Perth Mint’s 

vaults. 

As the Custodian is not affiliated with 

the State of Western Australia, the 

Custodian intends to substitute the 

Government Guarantee with insurance 

on the Physical Gold held by the 

Custodian or a sub-custodian. The 

Custodian has represented that it will 

maintain adequate insurance from 

reputable and solvent insurers of 

international standing that is customary 

with other single-asset commoditybased Exchange Traded Products. 

Moreover, the costs of insuring the 

Physical Gold held by the Custodian or 

a sub-custodian will be assumed by the 

Custodian and not the Trust directly. 

The Trust’s expense ratio will not 

change as a result of the new Custodian 

being appointed. Accordingly, the 

Exchange proposes to change this 

representation to state that the 

Government Guarantee referenced in the 

Prior Releases is eliminated. Because 

the Custodian intends to provide 

insurance to the Trust for the Physical 

Gold held by the Custodian or a subcustodian, the removal of the 

Government Guarantee will not impact 

investors’ ability to invest in the Shares. 

Change to Representation Regarding 

Delivery of Required Deposits 

The First Prior Notice stated that an 

Authorized Participant who places a 

purchase order is responsible for 

crediting the Trust Unallocated Metal 

Account with the required gold deposit 

amount by 9:00 a.m. London time on the 

third business day following the 

purchase order date. The Exchange 

proposes to change the above reference 

from 9:00 a.m. London time to 8:00 a.m. 

London time. 

In addition, in connection with 

information regarding the required gold 

deposit, the Exchange proposes that the 

Sponsor shall publish, or shall designate 

another person to publish, for each 

business day, the ‘‘Basket Gold 

Amount’’. 

2. Statutory Basis 

The basis under the Act for this 

proposed rule change is the requirement 

under Section 6(b)(5) 15 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 remove 

impediments to, and perfect the 

mechanism of a free and open market 

and, in general, to protect investors and 

the public interest. 

The proposed rule change is designed 

to perfect the mechanism of a free and 

open market and, in general, to protect 

investors and the public interest. 

With respect to the proposed 

elimination of an investor’s ability to 

take delivery of Physical Gold, the 

Exchange believes that, given the 

limited use of this feature, as noted 

above, and the fact that investors have 

been notified through the 8–K that this 

feature will be removed, this change 

will not impact investors’ ability to 

invest in the Shares. The Exchange 

notes that the Commission has 

previously approved Exchange listing 

and trading of shares of gold trusts 

under NYSE Arca Rule 8.201–E without 

the ability of individual investors to 

receive Physical Gold from a trust 

outside the redemption process utilized 

78394 Federal Register / Vol. 85, No. 234 / Friday, December 4, 2020 / Notices 

16See note 13, supra. 

17 Id. 

18 15 U.S.C. 78s(b)(3)(A). 

19 17 CFR 240.19b-4(f)(6). In addition, Rule 19b4(f)(6)(iii) requires a self-regulatory organization to 

give the Commission written notice of its intent to 

file the proposed rule change, along with a brief 

description and text of the proposed rule change, 

at least five business days prior to the date of filing 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

20 17 CFR 240.19b–4(f)(6). 

21 17 CFR 240.19b–4(f)(6)(iii). 

22For purposes only of waiving the 30-day 

operative delay, the Commission has also 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

also 15 U.S.C. 78c(f). 23 17 CFR 200.30–3(a)(12). 

by Authorized Participants.16 Except as 

described in this proposed rule change, 

procedures relating to creation and 

redemption of Shares as applied to 

Authorized Participants, as described in 

the Prior Releases, will remain 

unchanged. 

With respect to the proposed 

elimination of the Government 

Guarantee as referenced above, because 

the Custodian intends to provide 

insurance to the Trust for the Physical 

Gold held by the Custodian or a subcustodian, the removal of the 

Government Guarantee will not impact 

investors’ ability to invest in a product 

that reflects the performance of the price 

of gold less the expenses of the Trust’s 

operations. 

The Exchange represents that the 

proposed changes described above are 

consistent with the Trust’s investment 

objective, and will further assist the 

Sponsor to achieve such investment 

objective. Except for the changes noted 

above, all other representations made in 

the Prior Releases remain unchanged. 

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 changes, 

because of the removal of the ability for 

investors to take delivery of Physical 

Gold, like other gold trusts listed under 

NYSE Arca Rule 8.201–E,17 and the 

reduction in certain time frames, 

regarding delivery of required deposits 

and other redemption procedures, will 

enhance competition among issues of 

gold-based Commodity-Based Trust 

Shares. 

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 

Because the foregoing rule change 

does not: (i) Significantly affect the 

protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 18 and Rule 19b– 

4(f)(6) thereunder.19

A proposed rule change filed under 

Rule 19b–4(f)(6) 20 normally does not 

become operative prior to 30 days after 

the date of the filing. However, Rule 

19b-4(f)(6)(iii) 21 permits the 

Commission to designate a shorter time 

if such action is consistent with the 

protection of investors and the public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay so that the proposed 

rule change may become effective and 

operative immediately upon filing. The 

Exchange states that the proposed 

changes will not adversely impact 

investors and will permit the Trust to 

promptly implement the efficiencies 

associated with the proposed 

operational and administrative changes 

described in the 8–K. The Commission 

believes that waiving the 30-day 

operative delay is consistent with the 

protection of investors and the public 

interest. For this reason, the 

Commission hereby waives the 30-day 

operative delay and designates the 

proposed rule change as operative upon 

filing.22

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 necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission will institute proceedings 

to determine whether the proposed rule 

change 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 rule-comments@

sec.gov. Please include File Number SR– 

NYSEArca–2020–100 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-2020–100. 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 website (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 website 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 

offices of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR– NYSEArca–2020–100, and 

should be submitted on or before 

December 28, 2020. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.23

J. Matthew DeLes Dernier, 

Assistant Secretary. 

[FR Doc. 2020–26674 Filed 12–3–20; 8:45 am] 

BILLING CODE 8011–01–P