Federal Register / Vol. 80, No. 70 / Monday, April 13, 2015 / Notices 19707 

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. 78s(b)(3)(A). 

4 17 CFR 240.19b–4(f)(6)(iii). 

5See ISE Rule 720A and NYSE Arca Rule 6.89. 

See also Securities Exchange Act Release No. 72490 

(June 27, 2014), 79 FR 38105 (July 3, 2014) (SR– 

ISE–2014–34) (Notice of Filing and Immediate 

Effectiveness of Proposed Rule Change to Establish 

New Rule 720A). The proposed rule change is also 

based in part on Nasdaq OMX PHLX, LLC (‘‘PHLX’’) 

Rule 1092(c)(ii)(A), and in addition, is substantially 

similar to Chicago Board Options Exchange, Inc. 

(‘‘CBOE’’) Rule 6.25(a)(3). 

6 17 CFR 240.19b–4(f)(6)(iii). 7See supra note 5. 

All submissions should refer to File 

Number SR–CBOE–2015–032. 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–CBOE– 

2015–032 and should be submitted on 

or before May 4, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–08379 Filed 4–10–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74666; File No. SR–BATS– 

2015–26] 

Self-Regulatory Organizations; BATS 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change to Rule 20.6 To Adopt a 

New Provision To Account for 

Erroneous Trades Occurring From 

Disruptions and/or Malfunctions of 

Exchange Systems 

April 7, 2015. 

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 April 1, 

2015, BATS Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BATS’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Item II below, 

which Item has been prepared by the 

Exchange. The Exchange has designated 

this proposal as a ‘‘non-controversial’’ 

proposed rule change pursuant to 

Section 19(b)(3)(A) of the Act 3 and Rule 

19b–4(f)(6)(iii) thereunder,4 which 

renders it effective upon filing with the 

Commission. 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 the Substance 

of the Proposed Rule Change 

The Exchange proposes to amend 

Rule 20.6, Nullification and Adjustment 

of Options Transactions including 

Obvious Errors, to adopt a new 

provision to account for erroneous 

trades occurring from disruptions and/ 

or malfunctions of Exchange systems. 

The proposed rule change is based on 

the rules of NYSE Arca, Inc. (‘‘NYSE 

Arca’’) and the International Securities 

Exchange, LLC (‘‘ISE’’).5 Therefore, the 

Exchange has designated this proposal 

as non-controversial and provided the 

Commission with the notice required by 

Rule 19b–4(f)(6)(iii) under the Act.6 The 

text of the proposed rule change is 

available at the Exchange’s Web site at 

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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Rule 20.6, Nullification and Adjustment 

of Options Transactions including 

Obvious Errors, to adopt a new 

provision to account for erroneous 

trades occurring from disruptions and/ 

or malfunctions of Exchange systems. 

Specifically, proposed paragraph (k) to 

Rule 20.6 would provide that any 

transaction that arises out of a 

‘‘verifiable systems disruption or 

malfunction’’ in the use or operation of 

an Exchange automated quotation, 

dissemination, execution, or 

communication system may either be 

nullified or adjusted by an Official. 

Under the proposed paragraph (k), an 

Official may act, on his or her own 

motion, to review erroneous 

transactions. The proposed rule change 

is based on the rules of NYSE Arca and 

the ISE.7

According to the proposal, in the 

event of any verifiable disruption or 

malfunction in the use or operation of 

an Exchange automated quotation, 

dissemination, execution, or 

communication system, in which the 

nullification or modification of 

transactions may be necessary to 

maintain a fair and orderly market or 

the protection of investors and the 

public interest exists, an Official, on his 

or her own motion, may review such 

transactions and declare the 

transactions occurring during such 

period null and void or adjust the price 

of those transaction to their Theoretical 

Price, as defined in paragraph (b) of 

Rule 20.6. Pursuant to the proposal, an 

Official, absent extraordinary 

circumstances, must initiate action 

under this authority within sixty (60) 

minutes of the occurrence of the 

erroneous transaction that was a result 

of a verifiable disruption or 

malfunction. 

Each Options Member involved in the 

transaction shall be notified as soon as 

practicable, and any Options Member 

aggrieved by the action may appeal such 

action in accordance with the 

provisions of proposed renumbered 

paragraph (l) of Rule 20.6. Current 

subparagraph (k), which sets for the 

appeals process of decisions made by an 

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19708 Federal Register / Vol. 80, No. 70 / Monday, April 13, 2015 / Notices 

8An Official is defined under current Rule 

20.6(d) as ‘‘[a]n Officer of the Exchange or such 

other employee designee of the Exchange that is 

trained in the application of this rule [20.6].’’ 9See Securities Exchange Act. Release No. 74556 

(March 20, 2015) (SR–BATS–2014–067). The 

Exchange notes that a comment letter received in 

response to the proposed rule change suggesting 

that the Exchange also include a rule provision 

covering verifiable disruptions or malfunctions of 

Exchange systems as proposed herein. See letter 

from Joanna Fields, Principal, Aplomb Strategies 

Inc. to Brent Fields, Secretary, Commission, dated 

March 23, 2015. 

10See supra note 5. 

11 15 U.S.C. 78f(b)(5). 

12 15 U.S.C. 78s(b)(3)(A). 

13 17 CFR 240.19b–4(f)(6)(iii). As required under 

Rule 19b–4(f)(6)(iii), the Exchange provided the 

Commission with written notice of its intent to file 

the proposed rule change, along with a brief 

description and the 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. 

Official 8 pursuant to Rule 20.6, would 

be renumbered as paragraph (l) and 

cross references to current paragraph (k) 

within Rule 20.6 would be updated to 

reference renumbered paragraph (l) 

accordingly. 

The Exchange notes that the 

Commission recently approved 

amendments to Rule 20.6 9 and that 

other options markets are to file 

proposed rule changes with the 

Commission to harmonize their 

respective obvious and catastrophic 

error rules with Rule 20.6. The 

Exchange understands that the 

provision it proposes to add to Rule 20.6 

herein is to be retained by other options 

exchanges as part of their harmonized 

rules. Therefore, the Exchange believes 

it is critical to its ability to maintain fair 

and orderly markets and to protect 

investors to propose to add this 

provision to its rules. 

The Exchange believes it is 

appropriate to provide the flexibility 

and authority provided for in proposed 

paragraph (k) to Rule 20.6 so as not to 

limit the Exchange’s ability to plan for 

and respond to unforeseen problems 

and malfunctions. The proposed rule 

change would provide the Exchange 

with the same authority to nullify or 

adjust trades in the event of a ‘‘verifiable 

disruption or malfunction’’ in the use or 

operation of its systems as other 

exchanges have.10 For this reason, the 

Exchange believes that, in the interest of 

maintaining a fair and orderly market 

and for the protection of investors, 

authority to nullify or adjust trades in 

these circumstances, consistent with the 

authority on other exchanges, is 

warranted. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b)(5) of the Act,11 which 

requires, among other things, that the 

Exchange’s rules 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 facilitating transactions in securities, 

and to remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system. 

The Exchange believes the proposed 

rule change would remove impediments 

to and perfect the mechanism of a free 

and open market and national market 

system and promote a fair and orderly 

market because it would provide 

authority to the Exchange to nullify or 

adjust trades that may have resulted 

from a verifiable systems disruption or 

malfunction. The Exchange believes that 

it is appropriate to provide the 

flexibility and authority provided for in 

the proposed rule change so as not to 

limit the Exchange’s ability to plan for 

and respond to unforeseen systems 

problems or malfunctions that may 

result in harm to the public. Allowing 

for the nullification or modification of 

transactions that result from verifiable 

disruptions and/or malfunctions of 

Exchange systems will offer market 

participants on the Exchange a level of 

relief not presently available. The 

Exchange further notes that when acting 

under its own motion of nullify or 

adjust trades pursuant to proposed 

paragraph (k) of Rule 20.6, the Exchange 

must consider whether taking such 

action would be in the interest of 

maintaining a fair and orderly market 

and for the protection of investors. The 

Exchange also notes that proposed rule 

change is based on the rules of other 

exchanges. 

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. Rather, the 

Exchange believes the proposed rule 

change will enhance competition 

because it will align the Exchange’s 

rules with the rules of other markets, 

including CBOE, NYSE Arca, the ISE, 

and PHLX. By adopting paragraph (k) to 

Rule 20.6 the Exchange will be in a 

position to treat transactions that are the 

result of a verifiable systems disruption 

or malfunction in a manner similar to 

other exchanges. 

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 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 if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 12 and Rule 19b–4(f)(6)(iii) 

thereunder.13

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 shall institute proceedings 

to determine whether the proposed rule 

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– 

BATS–2015–26 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–BATS–2015–26. 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 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 80, No. 70 / Monday, April 13, 2015 / Notices 19709 

14 17 CFR 200.30–3(a)(12). 

1The only existing registered closed-end 

investment company that currently intends to rely 

on the order has been named as an applicant. 

Applicants request that the order also apply to each 

other registered closed-end investment company 

advised or to be advised in the future by Sprott 

Asset or by an entity controlling, controlled by, or 

under common control (within the meaning of 

section 2(a)(9) of the Act) with Sprott Asset 

(including any successor in interest) (each such 

entity, including Sprott Asset, the ‘‘Adviser’’) that 

in the future seeks to rely on the order (such 

investment companies, together with the Existing 

Fund, are collectively, the ‘‘Funds’’ and 

individually, a ‘‘Fund’’). Any Fund that may rely 

on the order in the future will comply with the 

terms and conditions of the application. A 

successor in interest is limited to entities that result 

from a reorganization into another jurisdiction or a 

change in the type of business organization. 

2Royce Focus Trust, Inc., et al., Investment 

Company Act Release Nos. 30447 (April 4, 2013) 

(notice) and 30499 (April 30, 2013) (order). The 

Existing Fund is seeking the requested order 

because it may no longer rely on this prior order 

as a result of the change of its investment adviser 

from Royce & Associates, LLC to Sprott Asset. 

3The Existing Fund currently has no outstanding 

preferred stock. 

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 such 

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– 

2015–26, and should be submitted on or 

before May 4, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–08337 Filed 4–10–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

31548; File No. 812–14437] 

Sprott Focus Trust, Inc. and Sprott 

Asset Management LP; Notice of 

Application 

April 7, 2015. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application under 

section 6(c) of the Investment Company 

Act of 1940 (‘‘Act’’) for an exemption 

from section 19(b) of the Act and rule 

19b–1 under the Act. 

Applicants: Sprott Focus Trust, Inc. 

(the ‘‘Existing Fund’’) and Sprott Asset 

Management LP (‘‘Sprott Asset’’). 

Summary of Application: Applicants 

request an order to permit certain 

registered closed-end investment 

companies to make periodic 

distributions of long-term capital gains 

with respect to their outstanding 

common stock as frequently as monthly 

in any one taxable year, and as 

frequently as distributions are specified 

by or in accordance with the terms of 

any outstanding preferred stock that 

such investment companies may issue. 

Filing Date: The application was filed 

on March 27, 2015. 

Hearing or Notification of Hearing: An 

order granting the application will be 

issued unless the Commission orders a 

hearing. Interested persons may request 

a hearing by writing to the 

Commission’s Secretary and serving 

applicants with a copy of the request, 

personally or by mail. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on May 1, 2015 and should 

be accompanied by proof of service on 

applicants, in the form of an affidavit or, 

for lawyers, a certificate of service. 

Pursuant to rule 0–5 under the Act, 

hearing requests should state the nature 

of the writer’s interest, any facts bearing 

upon the desirability of a hearing on the 

matter, the reason for the request, and 

the issues contested. Persons who wish 

to be notified of a hearing may request 

notification by writing to the 

Commission’s Secretary. 

ADDRESSES: Secretary, U.S. Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090; 

Applicants, Bibb L. Strench, Esq., 

Seward & Kissel LLP, 901 K Street NW., 

Washington, DC 20001. 

FOR FURTHER INFORMATION CONTACT: 

Mark N. Zaruba, Senior Counsel, at 

(202) 551–6878, or Mary Kay Frech, 

Branch Chief, at (202) 551–6821 

(Division of Investment Management, 

Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained via the Commission’s 

Web site by searching for the file 

number, or for an applicant using the 

Company name box, at http://

www.sec.gov/search/search.htm, or by 

calling (202) 551–8090. 

Applicants’ Representations 

1. The Existing Fund is a Maryland 

corporation registered under the Act as 

a closed-end management investment 

company.1 The Existing Fund’s 

investment goal is long-term capital 

growth, which it seeks to achieve by 

investing in equity securities and nonconvertible fixed income securities. 

Shares of the common stock of the 

Existing Fund are listed and traded on 

the NASDAQ Global Select Market. The 

Existing Fund had issued preferred 

stock all of which was redeemed on 

November 15, 2012. Applicants believe 

that investors in closed-end funds may 

prefer an investment vehicle that 

provides regular current income through 

fixed distribution policies that would be 

available through a Distribution Policy 

(as defined below). 

2. Sprott Asset, a limited partnership 

organized under the laws of Canada, is 

registered under the Investment 

Advisers Act of 1940 (the ‘‘Advisers 

Act’’) as an investment adviser. Sprott 

Asset provides investment advisory 

services to the Existing Fund. Each 

Adviser to a Fund will be registered as 

an investment adviser under the 

Advisers Act. Sprott Asset has engaged 

Sprott Asset Management USA Inc., 

which is registered as an investment 

adviser under the Advisers Act, as subadviser for the Existing Fund. 

3. Pursuant to a prior order,2 the 

Existing Fund has established a periodic 

payout policy of paying quarterly 

distributions on its common stock.3 To 

maintain certainty for the distribution 

policy of the Existing Fund and the 

distribution policies that other Funds 

may adopt in the future (each, a 

‘‘Distribution Policy’’), applicants 

request an order to permit each Fund to 

make periodic distributions that include 

long-term capital gains as frequently as 

12 times in any one taxable year in 

respect of its common stock and as often 

as specified by, or determined in 

accordance with the terms of, any 

preferred stock issued. 

4. Applicants state that prior to a 

Fund’s implementing a Distribution 

Policy in reliance on the requested 

order, the board of directors (the 

‘‘Board’’) of such Fund, including a 

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