7642 Federal Register / Vol. 77, No. 29 / Monday, February 13, 2012 / Notices 

10 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. 78f(b). 

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

5 15 U.S.C. 78s(b)(3)(A). 

6 17 CFR 240.19b–4(f)(6). 

7 17 CFR 240.19b–4(f)(6)(iii). In addition, Rule 

19b–4(f)(6)(iii) requires that a self-regulatory 

organization submit to 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. 

8 Id. 

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–BYX– 

2012–004 and should be submitted on 

or before March 5, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–3249 Filed 2–10–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66324; File No. SR–BATS– 

2012–007] 

Self-Regulatory Organizations; BATS 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change to Add Reference To 

Additional Variations of an Existing 

Routing Strategy 

February 6, 2012. 

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 February 

1, 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 proposed rule change to 

amend BATS Rule 11.13(a)(3)(G) to add 

reference to two variations of the TRIM 

routing strategy. 

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 purpose of the proposed rule 

change is to add references in Rule 

11.13(a)(3)(G) to two variations of the 

TRIM routing strategy, to be identified 

as TRIM2 and TRIM3. The TRIM routing 

strategy checks the System for available 

shares if so instructed by the entering 

User and then routes to destinations on 

the System routing table. The TRIM 

routing strategy is focused on seeking 

execution of orders while minimizing 

execution costs by routing to certain low 

cost execution venues on the Exchange’s 

System routing table. No changes to the 

functionality of the TRIM routing 

strategy are proposed by this filing. The 

Exchange, however, is proposing to offer 

two additional variations for TRIM 

routing, TRIM2 and TRIM3, which in 

each case will offer a different routing 

table to be used pursuant to the TRIM 

routing strategy. Specifically, both 

TRIM2 and TRIM3 will route to fewer 

venues than the full list of TRIM routing 

venues. 

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.3

In particular, the proposed change is 

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

Act,4 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, and, in 

general, protect investors and the public 

interest. The proposed change to 

introduce additional variations of an 

existing routing strategy will provide 

market participants with greater 

flexibility in routing orders consistent 

with Regulation NMS without 

developing complicated order routing 

strategies on their own. 

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 after the date of 

the filing, or such shorter time as the 

Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 5 and Rule 19b– 

4(f)(6) 6 thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) normally may not 

become operative prior to 30 days after 

the date of filing.7 However, Rule 19b– 

4(f)(6)(iii) 8 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 proposal may become operative 

immediately upon filing. The Exchange 

believes that waiving the 30-day 

operative delay will allow market 

participants and their customers to 


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Federal Register / Vol. 77, No. 29 / Monday, February 13, 2012 / Notices 7643 

9For purposes only of waiving the operative 

delay for this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

10 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 65859 

(December 1, 2011), 76 FR 76205 (‘‘Notice’’). 

4The Exchange withdrew Amendment No. 1 on 

January 18, 2012 and extended the time period for 

Commission action to January 25, 2012. 

5The Exchange withdrew Amendment No. 2 on 

January 25, 2012. 

6Amendment No. 3 amended three aspects of the 

proposed rule change. First, Amendment No. 3 

deleted the sentence: ‘‘A minimum of 30% of Fund 

[Russell Global Opportunity ETF] assets will be 

invested in securities of non-U.S. issuers through 

Underlying ETFs.’’ This amendment was intended 

to clarify that, with respect to the Russell Global 

Opportunity ETF, while investments by the 

Underlying ETFs (which are all listed and traded 

on a national securities exchange) may be in nonU.S. securities, there will not be a required 

minimum level of investment in securities of nonU.S. issuers and, therefore, less than 30% of the 

Russell Global Opportunity ETF’s assets may be 

invested in securities of non-U.S. issuers through 

Underlying ETFs. Second, Amendment No. 3 

amended the following sentence: ‘‘Each Fund may 

invest up to an aggregate amount of 15% of its net 

assets in (a) illiquid securities, and (b) Rule 144A 

securities.’’ As amended, the sentence reads: ‘‘Each 

Fund may hold up to an aggregate amount of 15% 

of its net assets in (a) illiquid securities, and (b) 

Rule 144A securities.’’ Amendment No. 3 also 

deleted the following sentence: ‘‘This limitation is 

applied at the time of purchase.’’ The purpose of 

these amendments was to make the proposed rule 

change more consistent with the Investment 

Company Act of 1940 (‘‘1940 Act’’) requirements 

relating to restrictions on holdings of illiquid 

securities by registered open-end management 

investment companies. Third, Amendment No. 3 

replaced the sentence: ‘‘A Creation Unit of the 

Funds will consist of 50,000 Shares’’ with the 

sentence: ‘‘A Creation Unit of the Funds will 

consist of at least 50,000 Shares.’’ This amendment 

was intended to reflect the possibility that the 

issuer may determine to apply a minimum Creation 

Unit size of greater than 50,000 Shares with respect 

to the Funds. Because the changes made in 

Amendment No. 3 do not materially alter the 

substance of the proposed rule change or raise any 

novel regulatory issues, Amendment No. 3 is not 

subject to notice and comment. 

benefit from the greater flexibility in 

routing their orders and minimize their 

trading costs without further delay. The 

Exchange notes that the introduction of 

the additional optional variations of the 

TRIM routing strategy will not require 

any systems changes by Exchange Users 

that would necessitate a delay, as 

selection of the TRIM2 and TRIM3 

variations is entirely optional and 

Exchange Users will not be affected by 

the change unless they select to use the 

newly offered variations. The 

Commission believes that waiving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest. Therefore, the 

Commission designates the proposal as 

operative upon filing.9

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 email to rulecomments@sec.gov. Please include File 

Number SR–BATS–2012–007 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–2012–007. 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 

10:00 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– 

2012–007 and should be submitted on 

or before March 5, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–3248 Filed 2–10–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66345; File No. SR– 

NYSEArca–2011–84] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Order Granting Approval of 

a Proposed Rule Change, as Modified 

by Amendment No. 3 Thereto, Relating 

to the Listing and Trading of the 

Russell Global Opportunity ETF; 

Russell Bond ETF; and Russell Real 

Return ETF Under NYSE Arca Equities 

Rule 8.600 

February 7, 2012. 

I. Introduction 

On November 16, 2011, NYSE Arca, 

Inc. (‘‘Exchange’’ or ‘‘NYSE Arca’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’ or 

‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

list and trade shares (‘‘Shares’’) of the 

Russell Global Opportunity ETF; Russell 

Bond ETF; and Russell Real Return ETF 

(each, a ‘‘Fund’’ and, collectively, 

‘‘Funds’’) under NYSE Arca Equities 

Rule 8.600. The proposed rule change 

was published for comment in the 

Federal Register on December 6, 2011.3

On January 13, 2012, the Exchange filed 

Amendment No. 1 to the proposed rule 

change.4 On January 18, 2012, the 

Exchange filed Amendment No. 2 to the 

proposed rule change.5 On January 23, 

2012, the Exchange further extended the 

time period for Commission action to 

February 8, 2012. On January 25, 2012, 

the Exchange filed Amendment No. 3 to 

the proposed rule change.6 The 

Commission received no comments on 

the proposal. This order grants approval 

of the proposed rule change, as 

modified by Amendment No. 3 thereto. 

II. Description of the Proposed Rule 

Change 

The Exchange proposes to list and 

trade Shares of the Funds pursuant to 

NYSE Arca Equities Rule 8.600, which 

governs the listing and trading of 


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