Federal Register / Vol. 83, No. 133 / Wednesday, July 11, 2018 / Notices 32161 

8 17 CFR 200.30–3(a)(12). 

difference between Index Fund Shares 

and Managed Fund Shares is that Index 

Fund Shares are designed to track the 

returns of an underlying index and 

Managed Fund Shares employ an 

actively managed portfolio that is 

designed to accomplish an investment 

objective rather than tracking an index. 

The Commission determined that such 

generic listing standards were consistent 

with the Act in the Active Generics 

Approval Order and the Exchange 

agrees with that determination and 

further believes that it would be 

consistent with the Act for compliance 

with the Generic Listing Standards to be 

evaluated based on either the series of 

Index Fund Shares underlying index 

constituents or portfolio holdings. 

In sum, the Exchange believes that by 

allowing a series of Index Fund Shares 

to comply with the Generic Listing 

Standards where either its portfolio 

holdings or index constituents meet the 

Generic Listing Standards, the proposal 

would provide issuers with significant 

additional regulatory certainty related to 

a fund’s ability to continue to be listed 

and traded on the Exchange pursuant to 

the Rule 19b–4(e), while simultaneously 

continuing to accomplish the policy 

goals underlying the Generic Listing 

Standards. The Exchange believes that 

this proposal would enhance 

competition among market participants, 

to the benefit of investors and the 

marketplace. In addition, the proposed 

amendments would create greater 

investor confidence in exchange-traded 

products generally because there will be 

a greater degree of certainty that Index 

Fund Shares will not be subject to 

regulatory action or delisting. 

For the above reasons, the Exchange 

believes that the proposal is consistent 

with the requirements of Section 6(b)(5) 

of the Act. 

(B) Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange believes that the 

proposed rule change would not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

proposed rule change would allow the 

portfolio holdings for a series of Index 

Fund Shares to be used to determine 

compliance with the Generic Listing 

Standards in addition to the index 

constituents, which would enhance 

competition among market participants, 

to the benefit of investors and the 

marketplace. 

(C) Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants or Others 

The Exchange has neither solicited 

nor received written comments on the 

proposed rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the self-regulatory organization 

consents, the Commission will: 

(A) by order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be 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– 

CboeBZX–2018–044 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–CboeBZX–2018–044. 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. 

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–CboeBZX–2018–044 and 

should be submitted on or before 

August 1, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–14752 Filed 7–10–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: Notice is hereby given, 

pursuant to the provisions of the 

Government in the Sunshine Act, Public 

Law 94–409, that the Securities and 

Exchange Commission Fixed Income 

Market Structure Advisory Committee 

(‘‘FIMSAC’’) will hold a public meeting 

on Monday, July 16, 2018 at 9:30 a.m. 

PLACE: The meeting will be held in 

Multi-Purpose Room LL–006 at the 

Commission’s headquarters, 100 F 

Street NE, Washington, DC. 

STATUS: The meeting will begin at 9:30 

a.m. and will be open to the public. 

Seating will be on a first-come, firstserved basis. Doors will open at 9:00 

a.m. Visitors will be subject to security 

checks. The meeting will be webcast on 

the Commission’s website at 

www.sec.gov. 

MATTERS TO BE CONSIDERED: On June 20, 

2018, the Commission published notice 

of the Committee meeting (Release No. 

34–83475), indicating that the meeting 

is open to the public and inviting the 

public to submit written comments to 

the Committee. This Sunshine Act 

notice is being issued because a majority 

of the Commission may attend the 

meeting. 


daltland on DSKBBV9HB2PROD with NOTICES
32162 Federal Register / Vol. 83, No. 133 / Wednesday, July 11, 2018 / Notices 

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

2 17 CFR 240.19b–4. 

3As defined in proposed Rule 14.8(a), the term 

Closed-End Fund means a Closed-End Management 

Investment Company registered under the 

Investment Company Act of 1940. 

4The Exchange notes that the proposed 

quantitative rules are substantively identical to the 

listing standards applicable to Closed-End Funds on 

NYSE American. Specifically, the proposed 

quantitative rules are substantively identical to the 

following sections in the NYSE American Company 

Guide: 101(g), 102(a), and 1003(b)(v). 

5As defined in proposed Rule 14.8(e)(2), a 

‘‘Group’’ is a group of Closed-End Funds which are 

or will be listed on the Exchange, and which are 

managed by a common investment adviser or 

investment advisers who are ‘‘affiliated persons’’ as 

defined in Section 2(a)(3) of the Investment 

Company Act of 1940 as amended. Section 2(a)(3) 

of the Investment Company Act of 1940 defines 

affiliated person of another person as ‘‘(A) any 

person directly or indirectly owning, controlling, or 

holding with power to vote, 5 per centum or more 

of the outstanding voting securities of such other 

person; (B) any person 5 per centum or more of 

whose outstanding voting securities are directly or 

indirectly owned, controlled, or held with power to 

vote, by such other person; (C) any person directly 

or indirectly controlling, controlled by, or under 

common control with, such other person; (D) any 

officer, director, partner, copartner, or employee of 

such other person; (E) if such other person is an 

investment company, any investment adviser 

thereof or any member of an advisory board thereof; 

and (F) if such other person is an unincorporated 

investment company not having a board of 

directors, the depositor thereof.’’ 

6The Exchange notes that where the Public 

Distribution appreciably exceeds 500,000 shares for 

companies that are not banks whose securities are 

concentrated in a limited geographical area, or 

whose securities are largely held in block by 

institutional investors, the 800 Public Shareholders 

requirement would also apply. 

The agenda for the meeting will 

include updates and presentations from 

the FIMSAC subcommittees. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information, please contact 

Brent J. Fields from the Office of the 

Secretary at (202) 551–5400. 

Dated: July 9, 2018. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2018–14960 Filed 7–9–18; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–83596; File No. SR– 

CboeBZX–2018–047] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing of 

a Proposed Rule Change To Amend 

BZX Rule 14.8, General Listings 

Requirements—Tier I 

July 5, 2018. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on June 21, 

2018, Cboe BZX Exchange, Inc. 

(‘‘Exchange’’ or ‘‘BZX’’) filed with the 

Securities and Exchange Commission 

(‘‘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 filed a proposal to 

amend the listing rules under Rule 14.8, 

titled ‘‘General Listing Requirements— 

Tier I,’’ in order to adopt listing 

standards for closed-end funds. 

The text of the proposed rule change 

is available at the Exchange’s website at 

www.markets.cboe.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 

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 parts 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 proposes to amend its 

listing rules in Rule 14.8 in order to add 

listing standards applicable to ClosedEnd Funds 3 based on existing criteria 

applicable to Closed-End Funds listed 

on NYSE American LLC (‘‘NYSE 

American’’).4 Specifically, the Exchange 

is proposing to add new paragraphs (e) 

and (i) under Rule 14.8 related to the 

initial and continued listing 

requirements for Closed-End Funds, 

respectively, as well as to make certain 

corresponding changes. 

Initial Listing 

As proposed, a Closed-End Fund must 

meet the initial listing requirements for 

either an individual Closed-End Fund 

(the ‘‘Individual CEF Standard’’) or a 

Group 5 of Closed-End Funds (the 

‘‘Group CEF Standard’’), as provided 

below, before being listed on the 

Exchange. The Individual CEF Standard 

requires: (a) A public distribution 

(which includes both shareholders of 

record and beneficial holders, but 

excludes the holdings of officers, 

directors, controlling shareholders, and 

other concentrated (i.e. 10% or greater), 

affiliated or family holdings (‘‘Public 

Shareholders’’)) (a ‘‘Public 

Distribution’’) of (i) at least 500,000 

shares where there are at least 800 

Public Shareholders, except that 

companies that are not banks whose 

securities are concentrated in a limited 

geographical area, or whose securities 

are largely held in block by institutional 

investors, are normally not considered 

eligible for listing unless the Public 

Distribution appreciably exceeds 

500,000 shares; 6 or (ii) at least 

1,000,000 shares where there are at least 

400 Public Shareholders; (b) a Public 

Distribution with a Market Value or net 

assets of at least $20 million; (c) a 

minimum bid price of at least $4 per 

share; and (d) at least three registered 

and active Market Makers. The Group 

CEF Standard requires that a ClosedEnd Fund which is part of a Group be 

subject to the following criteria: (a) The 

Group has a Public Distribution with a 

Market Value or net assets of at least $75 

million; (b) the Closed-End Funds in the 

Group have a Public Distribution with 

an average Market Value or average net 

assets of at least $15 million; (c) each 

Closed-End Fund in the Group has a 

Public Distribution with a Market Value 

or net assets of at least $10 million; and 

(d) each Closed-End Fund in the Group 

has: (i) A Public Distribution of: (a) At 

least 500,000 shares where there are at 

least 800 Public Shareholders, except 

that companies that are not banks whose 

securities are concentrated in a limited 

geographical area, or whose securities 

are largely held in block by institutional 

investors, are normally not considered 

eligible for listing unless the Public 

Distribution appreciably exceeds 

500,000 shares; or (b) at least 1,000,000 

shares where there are at least 400 

Public Shareholders; (ii) a minimum bid 

price of at least $4 per share; and (iii) 

at least three registered and active 

Market Makers. 

Continued Listing 

As proposed, The Exchange will 

consider the suspension of trading in 

and will initiate delisting proceedings 

(and are not eligible to follow the cure 

procedures outlined in Rule 14.12) for a 

Closed-End Fund where: (a) The Market 

Value of the Public Distribution and net 

assets each are less than $5,000,000 for 


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