Federal Register / Vol. 87, No. 24 / Friday, February 4, 2022 / Notices 6637 

15 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4See Securities Exchange Act Release No. 51149 

(February 8, 2005), 70 FR 7531 (February 14, 2005) 

(SR–CHX–2004–26) (Order Approving Proposed 

Rule Change and Amendment No. 1 and Notice of 

Filing and Order Granting Accelerated Approval to 

Amendment No. 3 by the Chicago Stock Exchange, 

Inc. Relating to the Demutualization of the Chicago 

Stock Exchange, Inc.). 

5See Section Fifth of Exhibit A to Amendment 1, 

SR–CHX–2004–26 (November 24, 2004), available 

at https://www.sec.gov/rules/sro/chx/34- 

50892exa.pdf (stating that ‘‘[t]he governing body of 

the Corporation shall be its Board of Directors’’). 

See also Securities Exchange Act Release No. 50892 

(December 20, 2004), 69 FR 77796 (December 28, 

2004) (SR–CHX–2004–26) (Notice of Filing of 

Amendment 1) and 70 FR 7531, supra note 4, at 

7531 (‘‘CHX will have its own Board of Directors 

that will manage CHX’s business and affairs’’) & 

7534 (description of Board of Directors). 

6See Exhibit A and Exhibit B to Amendment 1, 

SR–CHX–2004–26 (November 24, 2004), available 

at https://www.sec.gov/rules/sro/chx/34- 

50892exa.pdf and https://www.sec.gov/rules/sro/ 

chx/34-50892exb.pdf (removing all references to the 

‘‘Constitution’’ by either replacing them with 

references to the ‘‘bylaws’’ or deleting them). See 

also 69 FR 77796, supra note 5. The current 

governing documents of the Exchange are the 

Second Amended and Restated Certification of 

Incorporation of NYSE Chicago, Inc., available at 

https://www.nyse.com/publicdocs/nyse/regulation/ 

nyse/NYSE_Chicago_Second_Amended_and_

Restated_Certificate_of_Incorporation.pdf, and 

Second Amended and Restated By-laws of NYSE 

Chicago, Inc., available at https://www.nyse.com/ 

publicdocs/nyse/regulation/nyse/NYSE_Chicago_

Second_Amended_and_Restated_Bylaws.pdf. 

7See Exhibit E to Amendment 1, SR–CHX–2004– 

26 (November 24, 2004), available at https://

www.sec.gov/rules/sro/chx/34-50892exe.pdf. See 

also 69 FR 77796, supra note 5. 

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– 

Phlx–2022–04 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Vanessa Countryman, Secretary, 

Securities and Exchange Commission, 

100 F Street NE, Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–Phlx–2022–04. 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–Phlx–2022–04 and should 

be submitted on or before February 25, 

2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–02312 Filed 2–3–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94109; File No. SR– 

NYSECHX–2022–01] 

Self-Regulatory Organizations; NYSE 

Chicago, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Its Rules To 

Remove Obsolete References 

January 31, 2022. 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on January 

27, 2022, the NYSE Chicago, Inc. 

(‘‘NYSE Chicago’’ or ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory organization. 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 amend its 

rules to remove obsolete references to 

the Board of Governors and constitution 

of the Exchange. The proposed rule 

change is available on the Exchange’s 

website at www.nyse.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 

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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend its 

rules to remove obsolete references to 

the Board of Governors and constitution 

of the Exchange. In 2005 the Exchange’s 

ownership structure was demutualized.4

As part of that change, a Board of 

Directors replaced the Board of 

Governors as the governing body of the 

Exchange.5 The Exchange filed an 

updated certificate of incorporation and 

bylaws and ceased having a 

constitution.6

Although most references in the 

Exchange rules to the Board of 

Governors and constitution were 

removed or updated at the time of the 

demutualization, some obsolete 

references remain.7 To update those 

obsolete references, the Exchange 

proposes to make the following nonsubstantive changes. 

• References to the ‘‘Board of 

Governors’’ would be revised to refer to 

the ‘‘Board of Directors’’ instead. 

Accordingly, the Exchange proposes to 


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6638 Federal Register / Vol. 87, No. 24 / Friday, February 4, 2022 / Notices 

8 15 U.S.C. 78f(b). 

9 15 U.S.C. 78f(b)(5). 10 15 U.S.C. 78f(b)(8). 

11 15 U.S.C. 78s(b)(3)(A)(iii). 

12 17 CFR 240.19b–4(f)(6). 

13 15 U.S.C. 78s(b)(2)(B). 

replace ‘‘Governors’’ with ‘‘Directors’’ in 

Article 13, Rule 4(d) (Procedure for 

Reinstatement), and Article 22, Rule 2 

(Admittance to Listing), Rule 3 

(Suspension of Securities), Rule 5 

(Unlisted Trading Privileges), Rule 21 

(Corporate Governance, Disclosure, and 

Miscellaneous Requirements), Rule 25 

(Portfolio Depositary Receipts), and 

Rule 27 (Trust Issued Receipts). 

• The text ‘‘and Article VII of the 

Exchange Constitution’’ would be 

deleted from Article 12, Rule 8 (Minor 

Rule Variations). Because there is no 

reference to ‘‘disciplinary proceeding’’ 

in the Second Amended and Restated 

By-laws of NYSE Chicago, Inc. (‘‘Bylaws’’), the Exchange would not replace 

the reference with one to the Bylaws. 

• In Article 22, Rule 25(b) and Rule 

27(e), ‘‘Constitution’’ would be replaced 

with ‘‘bylaws’’. 

• In Article 22, Rule 25(g), the text 

‘‘in the Exchange’s Constitution or’’ 

would be deleted. Because there is no 

limitation of liability in the Bylaws, the 

Exchange would not replace the 

reference with one to the Bylaws. 

Finally, the Exchange proposes to 

amend Article 22, Rule 5, to (a) delete 

the redundant text ‘‘by the Exchange’’ 

and (b) add ‘‘or her’’ after ‘‘his.’’ Neither 

change is substantive. 

The proposed rule change is a nonsubstantive change that does not impact 

the governance of the Exchange. The 

proposed change is not otherwise 

intended to address any other issues, 

and the Exchange is not aware of any 

problems that member organizations 

would have in complying with the 

proposed change. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Exchange Act 8 in 

general, and with Section 6(b)(5) of the 

Exchange Act 9 in particular, because it 

is designed to 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, 

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. 

In particular, the Exchange believes 

that the proposed non-substantive 

changes updating obsolete references 

would 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 because the 

proposed non-substantive changes 

would add clarity, transparency and 

consistency to the Exchange’s rules. It 

would do so by removing obsolete 

references to the Board of Governors 

and constitution and either updating 

them with references to the Board of 

Directors and By-laws, respectively, or, 

in the case of the constitution, deleting 

the reference. In addition, with respect 

to Article 22, Rule 5, it would do so by 

making a non-substantive deletion of 

redundant text and revising ‘‘his’’ to 

read ‘‘his or her.’’ 

By making the changes, the Exchange 

would ensure that its rules are 

consistent with the existing corporate 

structure and governing documents, 

including the By-laws. The Exchange 

believes that market participants would 

benefit from the increased clarity, 

thereby reducing potential confusion 

and ensuring that persons subject to the 

Exchange’s jurisdiction, regulators, and 

the investing public can more easily 

navigate and understand the Exchange’s 

rules. 

For these reasons, the Exchange 

believes that the proposal is consistent 

with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

In accordance with Section 6(b)(8) of 

the Act,10 the Exchange believes that the 

proposed rule change will not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act because it is 

ministerial in nature and is not designed 

to have any competitive impact. The 

proposed rule change is not intended to 

address competitive issues but is rather 

concerned with making non-substantive 

changes to update obsolete references in 

the Exchange rules. Since the proposal 

does not substantively modify system 

functionality or processes on the 

Exchange or put any market participants 

at a relative disadvantage compared to 

other market participants, the proposed 

changes will not impose any burden on 

competition. 

For the reasons described above, the 

Exchange believes that the proposed 

rule change reflects this competitive 

environment. 

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 Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 11 and Rule 

19b–4(f)(6) thereunder.12 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 

prior to 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 and Rule 19b–4(f)(6)(iii) 

thereunder. 

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. If the 

Commission takes such action, the 

Commission shall institute proceedings 

under Section 19(b)(2)(B) 13 of the Act 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 

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– 

NYSECHX–2022–01 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–NYSECHX–2022–01. 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 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 87, No. 24 / Friday, February 4, 2022 / Notices 6639 

14 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Exchange originally filed to amend the Fee 

Schedule on December 29, 2021 (SR–NYSEAmer– 

2021–53), with an effective date of January 3, 2022, 

then withdrew such filing on January 12, 2022 (SR– 

NYSEAmer–2022–05), which latter filing the 

Exchange withdrew on January 21, 2022. 

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–NYSECHX–2022–01 and 

should be submitted on or before 

February 25, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–02315 Filed 2–3–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

34491; 812–15276] 

John Hancock Asset-Based Lending 

Fund and John Hancock Investment 

Management LLC 

January 31, 2022. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

Notice of an application under section 

6(c) of the Investment Company Act of 

1940 (the ‘‘Act’’) for an exemption from 

sections 18(a)(2), 18(c) and 18(i) of the 

Act and for an order pursuant to section 

17(d) of the Act and rule 17d–1 under 

the Act. 

SUMMARY OF APPLICATION: Applicants 

request an order to permit certain 

registered closed end investment 

companies to issue multiple classes of 

shares of beneficial interest with varying 

sales loads and to impose asset-based 

distribution and/or service fees. 

APPLICANTS: John Hancock Asset-Based 

Lending Fund (the ‘‘Trust’’), and John 

Hancock Investment Management LLC 

(the ‘‘Advisor’’). 

FILING DATES: The application was filed 

on October 21, 2021, and amended on 

November 5, 2021, and January 10, 

2022. 

HEARING OR NOTIFICATION OF HEARING: 

An order granting the requested relief 

will be issued unless the Commission 

orders a hearing. Interested persons may 

request a hearing on any application by 

emailing the SEC’s Secretary at 

Secretarys-Office@sec.gov and serving 

the relevant applicant with a copy of the 

request by email, if an email address is 

listed for the relevant applicant below, 

or personally or by mail, if a physical 

address is listed for the relevant 

applicant below. 

Hearing requests should be received 

by the Commission by 5:30 p.m. on 

February 25, 2022, 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 emailing the 

Commission’s Secretary. 

ADDRESSES: mark.goshko@klgates.com 

and pablo.man@klgates.com. 

FOR FURTHER INFORMATION CONTACT: Lisa 

Reid Ragen, Branch Chief, at (202) 551– 

6825 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: For 

Applicants’ representations, legal 

analysis, and condition, please refer to 

Applicants’ application, dated January 

10, 2022, which may be obtained via the 

Commission’s website by searching for 

the file number, using the Company 

name box, at http://www.sec.gov/ 

search/search.htm, or by calling (202) 

551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–02325 Filed 2–3–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94104; File No. SR– 

NYSEAMER–2022–09] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Change To Amend the NYSE American 

Options Fee Schedule 

January 31, 2022. 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on January 

21, 2022, NYSE American LLC (‘‘NYSE 

American’’ or ‘‘Exchange’’) 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 self-regulatory 

organization. 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 amend the 

NYSE American Options Fee Schedule 

(‘‘Fee Schedule’’) regarding incentives 

relating to Complex Customer Best 

Execution Auctions. The Exchange 

proposes to implement the fee change 

effective January 21, 2022.4 The 

proposed change is available on the 

Exchange’s website at www.nyse.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 

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. 


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