Federal Register / Vol. 77, No. 32 / Thursday, February 16, 2012 / Notices 9279 

3See Securities Exchange Act Release No. 66115 

(January 6, 2012), 77 FR 1969 (January 12, 2012) 

(SR–NYSEArca–2011–101) (notice of filing and 

immediate effectiveness of a proposed rule change 

replacing numerical thresholds with percentage 

thresholds for the Investor Tiers’ volume 

requirements). 

4 15 U.S.C. 78f(b). 

5 15 U.S.C. 78f(b)(4). 

6 15 U.S.C. 78s(b)(3)(A). 

7 17 CFR 240.19b–4(f)(2). 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

Tier 1 credit for ETP Holders and 

Market Makers. The credit is designed 

to attract trading interest to and promote 

liquidity on the Exchange. The 

Exchange does not propose to make any 

changes to the Investor Tier 2 credit. 

Currently, the Investor Tier 1 allows 

customers to earn a credit of $0.0032 per 

share for executed orders that provide 

liquidity to the Book for Tape A, Tape 

B and Tape C securities when they meet 

all of the following criteria on a monthly 

basis: 

• Maintain a ratio of cancelled orders 

to total orders of less than 30%. In 

calculating this ratio, the Exchange will 

exclude Immediate-or-Cancel orders, 

which are liquidity removing in nature. 

• Maintain a ratio of executed 

liquidity adding volume to total volume 

of greater than 80%. 

• Firms must add liquidity that 

represents 0.45% or more of the total US 

average daily consolidated share volume 

(‘‘ADV’’) per month (volume on days 

when the market closes early is 

excluded from the calculation of ADV).3

For example, if US ADV is 8.5 billion 

shares in a given month, the minimum 

adding ADV requirement for Investor 

Tier 1 would be 38.25 million adding 

shares a day. 

The Exchange proposes to amend the 

Investor Tier 1 credit so that each ETP 

Holder and Market Maker will receive a 

credit of $0.0033 per share for orders 

that provide liquidity to the Book when 

they meet the above criteria on a 

monthly basis. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Securities Exchange 

Act of 1934 (the ‘‘Act’’),4 in general, and 

Section 6(b)(4) of the Act,5 in particular, 

in that it is designed to provide for the 

equitable allocation of reasonable dues, 

fees, and other charges among its 

members and other persons using its 

facilities. The proposed change is 

equitably allocated and not unfairly 

discriminatory because it applies 

uniformly to all similarly situated ETP 

Holders and Market Makers that provide 

liquidity to the Exchange. The Exchange 

believes that the proposal also is 

reasonable and equitably allocated 

because it provides higher credits to 

ETP Holders and Market Makers that 

contribute to market quality by 

providing higher volumes of liquidity. 

The Exchange believes that increasing 

the credits will attract additional order 

flow and liquidity to the Exchange. 

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 purposes of the Act. 

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 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 6 of the Act and 

subparagraph (f)(2) of Rule 19b–4 7

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

NYSE Arca. 

At any time within 60 days of the 

filing of such 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. 

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 rulecomments@sec.gov. Please include File 

Number SR–NYSEArca–2012–13 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NYSEArca–2012–13. 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 Web site (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 Web site 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 

a.m. and 3 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– 

NYSEArca–2012–13 and should be 

submitted on or before March 8, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–3671 Filed 2–15–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66380; File No. SR–BATS– 

2012–009] 

Self-Regulatory Organizations; BATS 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Modify Exchange Rule 

11.23 Relating to Auctions of 

Exchange-Listed Securities 

February 10, 2012. 

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

Securities Exchange Act of 1934 (the 

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


srobinson on DSK4SPTVN1PROD with NOTICES
9280 Federal Register / Vol. 77, No. 32 / Thursday, February 16, 2012 / Notices 

3See Securities Exchange Act Release No. 65619 

(October 25, 2011), 76 FR 67238 (October 31, 2011) 

(SR–BATS–2011–032). 

4 15 U.S.C. 78f(b). 

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

6 15 U.S.C. 78k–1(a)(1). 

7See NYSE Arca Equities Rule 7.31(t). The 

Exchange is proposing to provide functionality 

analogous to that already available at NYSE Arca, 

which allows Auction-Only Orders, which consists 

of only MOO and LOO orders, to participate in the 

next auction that occurs after the order is entered. 

For example, a MOO or LOO order entered at NYSE 

Arca at any time will participate in the next 

occurring auction and the remaining non-executed 

shares are cancelled upon completion of the 

auction. The Exchange is proposing to apply this 

functionality only to IPO Auctions, while NYSE 

Arca applies the functionality to all auctions. 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(6). 

10 17 CFR 240.19b-4(f)(6)(iii). 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. 

11 Id. 

notice is hereby given that on February 

3, 2012, BATS Exchange, Inc. (the 

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

Commission a proposal to amend Rule 

11.23 entitled ‘‘Auctions’’ to allow 

orders designated to participate in the 

opening auction on the Exchange 

(‘‘Opening Auction’’) to participate in 

an auction in the initial public offering 

(‘‘IPO’’) for a security on the Exchange 

(‘‘IPO Auction’’). 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at http://www.batstrading.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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange recently proposed and 

received approval of rules governing 

auctions conducted on the Exchange for 

securities listed on the Exchange 

(‘‘Exchange Auctions’’).3 Specifically, 

the Exchange adopted rules for 

conducting an Opening Auction, a 

closing auction on the Exchange, an IPO 

Auction, or an auction in the event of 

a halt of trading in the security. The 

purpose of this filing is to allow orders 

designated to participate in the Opening 

Auction to also participate in an IPO 

Auction, as governed by Rule 11.23. 

Specifically, the Exchange proposes to 

amend several portions of Rule 11.23 to 

allow MOO, LOO, and LLOO orders to 

participate in IPO Auctions. Under the 

proposal, MOO orders would behave 

like market orders participating in an 

IPO Auction currently behave. LOO and 

LLOO orders would behave like limit 

orders participating in an IPO Auction 

currently behave. In order to effect the 

change, the Exchange proposes to 

amend the definition of Eligible Auction 

Orders for IPO Auctions to include 

those orders designated to exclusively 

participate in the Opening Auction. The 

Exchange also proposes modifications to 

the definitions of MOO, LOO, and 

LLOO orders and to make clear that 

these Opening Auction orders that are 

not executed as part of the IPO Auction 

would be cancelled immediately 

following the IPO Auction, exactly as 

currently occurs in the Opening 

Auction. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with the 

requirements of the Act and the rules 

and regulations thereunder that are 

applicable to a national securities 

exchange, and, in particular, with the 

requirements of Section 6(b) of the Act.4

In particular, the proposal is consistent 

with Section 6(b)(5) of the Act,5 because 

it would promote just and equitable 

principles of trade, remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system. The 

proposed rule change is also consistent 

with Section 11A(a)(1) of the Act 6 in 

that it seeks to assure fair competition 

among brokers and dealers by providing 

IPO Auction functionality that is 

consistent with that of other market 

centers for which market participants 

have already designed their trading 

systems.7 The Exchange believes that 

the proposed rule change promotes just 

and equitable principles of trade in that 

it promotes transparency and uniformity 

across markets concerning the eligibility 

of certain order types for IPO Auctions. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change imposes any 

burden on competition. 

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 

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 8 and Rule 19b– 

4(f)(6)(iii) thereunder.9

A proposed rule change filed under 

19b-4(f)(6) normally may not become 

operative prior to 30 days after the date 

of filing.10 However, Rule 19b– 

4(f)(6)(iii) 11 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 requested that the 

Commission waive the 30-day operative 

delay. The Exchange notes that waiver 

of this requirement will allow the 

Exchange, before any future IPO 

Auctions, to harmonize with other 

market centers its rules regarding the 

eligibility of orders designated for 

participation in the Opening Auction for 

participation in IPO Auctions. The 

Commission believes that waiving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest because such waiver 

would allow the Exchange to avoid 

confusion among its Members and 

would immediately provide certainty 

with respect to the Exchange’s rules 

regarding participation in IPO auctions. 

For this reason, the Commission 


srobinson on DSK4SPTVN1PROD with NOTICES
Federal Register / Vol. 77, No. 32 / Thursday, February 16, 2012 / Notices 9281 

12For the purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3A Managed Fund Share is a security that 

represents an interest in an investment company 

registered under the Investment Company Act of 

1940 (15 U.S.C. 80a–1) (‘‘1940 Act’’) organized as 

an open-end investment company or similar entity 

that invests in a portfolio of securities selected by 

its investment adviser consistent with its 

investment objectives and policies. In contrast, an 

open-end investment company that issues 

Investment Company Units, listed and traded on 

the Exchange under NYSE Arca Equities Rule 

5.2(j)(3), seeks to provide investment results that 

correspond generally to the price and yield 

performance of a specific foreign or domestic stock 

index, fixed income securities index or combination 

thereof. 

4The Commission has previously approved the 

listing and trading on the Exchange of other actively 

managed funds under Rule 8.600. See, e.g., 

Securities Exchange Act Release Nos. 57801 (May 

8, 2008), 73 FR 27878 (May 14, 2008) (SR– 

NYSEArca–2008–31) (order approving Exchange 

listing and trading of twelve actively-managed 

funds of the WisdomTree Trust); 60460 (August 7, 

2009), 74 FR 41468 (August 17, 2009) (SR– 

NYSEArca–2009–55) (order approving Exchange 

listing and trading of AdvisorShares Dent Tactical 

ETF); 60981 (November 10, 2009), 74 FR 59594 

(November 18, 2009) (SR–NYSEArca–2009–79) 

(order approving Exchange listing and trading of 

five fixed income funds of the PIMCO ETF Trust); 

61365 (January 15, 2010), 75 FR 4124 (January 26, 

2010) (SR–NYSEArca–2009–114) (order approving 

Exchange listing and trading of Grail McDonnell 

Fixed Income ETFs). 

5The Trust is registered under the 1940 Act. On 

February 14, 2011, the Trust filed with the 

Commission Post-Effective Amendment No. 25 

under the Securities Act of 1933 (15 U.S.C. 77a) 

(‘‘Securities Act’’) and Amendment No. 27 under 

Continued 

designates the proposed rule change to 

be operative upon filing with the 

Commission.12

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. 

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 e-mail to rulecomments@sec.gov. Please include File 

Number SR–BATS–2012–009 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–BATS–2012–009. This file 

number should be included on the 

subject line if e-mail 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 Web site (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 Web site 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–BATS– 

2012–009 and should be submitted on 

or before March 8, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–3609 Filed 2–15–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66381; File No. SR– 

NYSEArca–2012–09] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of Proposed 

Rule Change Relating to the Listing 

and Trading of the PIMCO Global 

Advantage Inflation-Linked Bond 

Strategy Fund Under NYSE Arca 

Equities Rule 8.600 

February 10, 2012. 

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

Securities Exchange Act of 1934 (‘‘Act’’ 

or ‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that, 

on January 27, 2012, NYSE Arca, Inc. 

(‘‘Exchange’’ or ‘‘NYSE Arca’’) 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 proposes to list and 

trade the following under NYSE Arca 

Equities Rule 8.600 (‘‘Managed Fund 

Shares’’): PIMCO Global Advantage 

Inflation-Linked Bond Strategy Fund. 

The text of the proposed rule change is 

available at the Exchange, the 

Commission’s Public Reference Room, 

and www.nyse.com. 

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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to list and 

trade the following Managed Fund 

Shares 3 (‘‘Shares’’) under NYSE Arca 

Equities Rule 8.600: PIMCO Global 

Advantage Inflation-Linked Bond 

Strategy Fund (‘‘Fund’’).4 The Shares 

will be offered by PIMCO ETF Trust 

(‘‘Trust’’), a statutory trust organized 

under the laws of the State of Delaware 

and registered with the Commission as 

an open-end management investment 

company.5


srobinson on DSK4SPTVN1PROD with NOTICES