Federal Register / Vol. 86, No. 43 / Monday, March 8, 2021 / Notices 13407 

27 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(6). 

5See Securities Exchange Act Release No. 90900 

(January 11, 2021), 86 FR 4149 (January 15, 2021) 

(SR–CboeEDGA–2020–032). 6For example, if the Exchange becomes aware of 

a transaction fee billing error on February 4, 2021, 

the Exchange will resolve the error by crediting or 

debiting Members based on the fees or rebates that 

should have been applied to any impacted 

transactions during November, 2020, December 

2020 and January 2021. The Exchange notes that 

because it bills in arrears, the Exchange would be 

able to correct the error in advance of issuing the 

February 2021 invoice and therefore, transactions 

impacted through the date of discovery (in this 

example, February 4, 2021) and thereafter, would be 

billed correctly. 

7See e.g. Securities Exchange Act Release No. 

87650 (December 3, 2019), 84 FR 67304 (December 

9, 2019) (SR–NYSECHX–2019–024); Securities 

Exchange Act Release No. 84430 (October 16, 2018), 

83 FR 53347 (October 22, 2018) (SR–NYSENAT– 

2018–23); and Securities Exchange Act Release No. 

79060 (October 6, 2016), 81 FR 70716 (October 13, 

2016) (SR–ISEGemini–2016–11). 

8The Exchange corrected errors in advance of 

issuing the October 2020 invoice and therefore, 

transactions impacted through the date of discovery 

and thereafter, were billed correctly. 

inspection and copying at the principal 

office 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–Phlx–2021–10 and should 

be submitted on or before March 29, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.27

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–04679 Filed 3–5–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91232; File No. SR– 

CboeEDGA–2021–006] 

Self-Regulatory Organizations; Cboe 

EDGA Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposal To Permit the Exchange To 

Look Back Only to July 2020 To 

Correct Certain Billing Errors Which 

Were Discovered in October 2020 

March 2, 2021. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on February 

18, 2021, Cboe EDGA Exchange, Inc. 

(the ‘‘Exchange’’ or ‘‘EDGA’’) 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 

Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change 

pursuant to Section 19(b)(3)(A)(iii) of 

the Act 3 and Rule 19b–4(f)(6) 

thereunder.4 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 

Cboe EDGA Exchange, Inc. (‘‘EDGA’’ 

or the ‘‘Exchange’’) is filing with the 

Securities and Exchange Commission 

(the ‘‘Commission’’) a proposal to 

permit the Exchange to look back only 

to July 2020 to correct certain billing 

errors which were discovered in 

October 2020. This rule change does not 

provide for any modifications to the text 

of the Exchange’s rules or fees schedule. 

The text of the proposal is also 

available on the Exchange’s website 

(http://markets.cboe.com/us/equities/ 

regulation/rule_filings/edga/), at the 

Exchange’s Office of the Secretary, 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 

Exchange 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 these 

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 aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange recently amended its 

fees schedule to adopt a provision 

relating to billing errors and fee 

disputes.5 Specifically, the Exchange 

adopted a provision that provides that 

all fees and rebates assessed prior to the 

three full calendar months before the 

month in which the Exchange becomes 

aware of a billing error shall be 

considered final. Particularly, the 

Exchange will resolve an error by 

crediting or debiting Members and NonMembers based on the fees or rebates 

that should have been applied in the 

three full calendar months preceding 

the month in which the Exchange 

became aware of the error, including to 

all impacted transactions that occurred 

during those months.6 The Exchange 

will apply the three month look back 

regardless of whether the error was 

discovered by the Exchange or by a 

Member or Non-Member that submitted 

a fee dispute to the Exchange. The 

Exchange’s fees schedule also provides 

that all disputes concerning fees and 

rebates assessed by the Exchange would 

have to be submitted to the Exchange in 

writing and accompanied by supporting 

documentation. The purpose of this 

policy is to provide both the Exchange 

and Members and Non-Members subject 

to the Exchange’s fee schedule finality 

and the ability to close their books after 

a known period of time. The Exchange 

further notes that several other 

exchanges have adopted similar 

provisions in their rules.7

The Exchange proposes to apply the 

recently adopted billing policy to 

transactions impacted by billing errors 

that were discovered in October 2020. 

Particularly, in October 2020, the 

Exchange’s affiliate, Cboe BZX 

Exchange, Inc. identified a billing error 

relating to certain fee codes. As a result 

of the discovery, the Exchange, along 

with its affiliates, conducted a review of 

additional fee code configurations 

across each Exchange, which review 

was only recently completed. The 

review resulted in the discovery of 

additional billing errors relating to fee 

codes. These errors resulted in various 

EDGA Members being under-billed or 

over-billed, over the course of several 

years. In the absence of applying the 

recently adopted billing policy to 

transactions impacted by the October 

2020 billing errors, the Exchange would 

be required to credit or debit Members 

based on the fees or rebates that should 

have been applied to all impacted 

transactions, regardless of how far back 

the transactions occurred (which as 

noted above, is several years). If the 

Exchange were permitted to apply the 

current rule language to the billing 

errors discovered in October 2020 

however, then the Exchange could limit 

its look back in correcting those errors 

to only those transactions that occurred 

in the three months preceding the 

discovery of the errors (i.e., July 2020 

through September 2020).8 Moreover, 

the Exchange notes there are a number 

of Members that would benefit from the 


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13408 Federal Register / Vol. 86, No. 43 / Monday, March 8, 2021 / Notices 

9 15 U.S.C. 78f(b). 

10 15 U.S.C. 78f(b)(5). 

11 Id. 

12See supra note 7. 

13Since the errors were discovered in October 

2020, the three preceding months that would be 

corrected are July, August, and September 2020. 

14See supra note 7. 

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

16 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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. 

proposal. Specifically, the nature of 

these particular billing errors is such 

that in correcting the errors, more 

members owe the Exchange more than 

a de minimis amount of money than the 

number of Members the Exchange owes 

more than de minimis amount of money 

to. Accordingly, the Exchange believes 

it’s appropriate and equitable to apply 

the three-month look back for corrective 

billing to the errors that were discovered 

in October 2020. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.9 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 10 requirements that the rules of 

an exchange be 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 a national market 

system, and, in general, to protect 

investors and the public interest. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) 11 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

In adopting its currently policy, the 

Exchange noted that it believed 

providing that all fees are final after 3 

months is reasonable as both the 

Exchange and Members have an interest 

in knowing when its fee assessments are 

final and when reliance can be placed 

on those assessments. Indeed, without 

some deadline on fee disputes and 

billing errors, the Exchange and market 

participants would never be able to 

close their books with any confidence. 

Furthermore, as noted above, a number 

of Exchanges similarly consider their 

fees final after a similar period of time.12

As discussed above, in October 2020, 

the Exchange became aware of certain 

billings errors which resulted in various 

Members being over-rebated or underbilled, and to a lesser extent over-billed 

over the course of several years. The 

Exchange believes it’s appropriate that 

Members that were impacted by these 

billing errors similarly be subject to the 

recently adopted billing policy to not 

resolve billing errors past three months 

from the time a billing error was 

discovered (in this case, not be invoiced 

for impacted transactions that occurred 

prior to July 2020).13 The Exchange does 

not think it is appropriate or equitable 

to have to correct billing errors for 

transactions that occurred prior to July 

2020. As discussed, the Exchange 

believes it’s reasonable and important 

for both Members and the Exchange to 

rely on the finality of fees and rebates 

assessed. Moreover, the proposed rule 

change would apply to all Members 

equally, in that the Exchange would be 

precluded from invoicing any Member 

for the correct amounts that should have 

been applied to trades that were 

otherwise billed incorrectly before July 

2020. The Exchange also believes the 

proposal would be consistent with the 

protection of investors and the public 

interest because it would allow 

impacted market participants to benefit 

from the same rule recently adopted by 

the Exchange. Additionally, there are a 

number of members that would receive 

a greater benefit from the application of 

the current billing errors policy as 

compared to the Exchange with respect 

to these particular billing errors. 

Furthermore, the Exchange believes the 

proposal to limit the time period it must 

correct billing errors does not raise any 

new or novel issues that have not been 

already been considered by the 

Commission. Particularly, the proposal 

to limit how far back an exchange must 

go to correct billing errors is comparable 

to other policies and practices that have 

long been established at other 

exchanges.14

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change would impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. First, the 

Exchange notes the proposal is not 

intended to address any competitive 

issue, but rather provide finality to 

Members with respect to billing errors 

that were just recently discovered and 

extend to them the applicability of a 

recently adopted billing practice that 

considers all fees final after three 

months. Further, the Exchange does not 

believe that the proposed rule change 

will impose any burden on intramarket 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act because the 

proposed changes apply equally to all 

Members. The Exchange does not 

believe that the proposed rule change 

will impose any burden on intermarket 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act because the 

proposed change only affects 

transactions that occurred on the 

Exchange. Additionally, other 

exchanges have long established 

policies in which fees shall be 

considered final after a specified period 

of time. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No comments were solicited or 

received on the proposed rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed 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 15 and Rule 19b–4(f)(6) 16

thereunder. 

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 


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Federal Register / Vol. 86, No. 43 / Monday, March 8, 2021 / Notices 13409 

17 17 CFR 200.30–3(a)(12). 

1Estimates of the number of hours are based on 

conversations with representatives of mutual funds 

that comply with the rule. The actual number of 

hours may vary significantly depending on 

individual fund assets. The hour burden for rule 

17f–1 does not include preparing the custody 

contract because that would be part of customary 

and usual business practice. 

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– 

CboeEDGA–2021–006 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–CboeEDGA–2021–006. 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 

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– 

CboeEDGA–2021–006 and should be 

submitted on or before March 29, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–04682 Filed 3–5–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: 3 p.m. on Thursday, 

March 11, 2021. 

PLACE: The meeting will be held via 

remote means and/or at the 

Commission’s headquarters, 100 F 

Street, NE, Washington, DC 20549. 

STATUS: This meeting will be closed to 

the public. 

MATTERS TO BE CONSIDERED: 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the closed meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

In the event that the time, date, or 

location of this meeting changes, an 

announcement of the change, along with 

the new time, date, and/or place of the 

meeting will be posted on the 

Commission’s website at https://

www.sec.gov. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B) 

and (10) and 17 CFR 200.402(a)(3), 

(a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and 

(a)(10), permit consideration of the 

scheduled matters at the closed meeting. 

The subject matter of the closed 

meeting will consist of the following 

topics: 

Institution and settlement of 

injunctive actions; 

Institution and settlement of 

administrative proceedings; 

Resolution of litigation claims; and 

Other matters relating to examinations 

and enforcement proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting agenda items that 

may consist of adjudicatory, 

examination, litigation, or regulatory 

matters. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information; please contact 

Vanessa A. Countryman from the Office 

of the Secretary at (202) 551–5400. 

Dated: March 4, 2021. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2021–04871 Filed 3–4–21; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–236, OMB Control No. 

3235–0222] 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Rule 17f–1 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

discussed below. 

Rule 17f–1 (17 CFR 270.17f–1) under 

the Investment Company Act of 1940 

(the ‘‘Act’’) (15 U.S.C. 80a) is entitled: 

‘‘Custody of Securities with Members of 

National Securities Exchanges.’’ Rule 

17f–1 provides that any registered 

management investment company 

(‘‘fund’’) that wishes to place its assets 

in the custody of a national securities 

exchange member may do so only under 

a written contract that must be ratified 

initially and approved annually by a 

majority of the fund’s board of directors. 

The written contract also must contain 

certain specified provisions. In addition, 

the rule requires an independent public 

accountant to examine the fund’s assets 

in the custody of the exchange member 

at least three times during the fund’s 

fiscal year. The rule requires the written 

contract and the certificate of each 

examination to be transmitted to the 

Commission. The purpose of the rule is 

to ensure the safekeeping of fund assets. 

Commission staff estimates that each 

fund makes 1 response and spends an 

average of 3.5 hours annually in 

complying with the rule’s requirements. 

Commission staff estimates that on an 

annual basis it takes: (i) 0.5 hours for the 

board of directors 1 to review and ratify 

the custodial contracts; and (ii) 3 hours 

for the fund’s controller to assist the 

fund’s independent public auditors in 

verifying the fund’s assets. 

Approximately 6 funds rely on the rule 


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