7390 Federal Register / Vol. 81, No. 28 / Thursday, February 11, 2016 / Notices 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4See Exchange Act Release No. 75704 (August 14, 

2015) 80 FR 50683(August 20, 2015) (SR– 

NYSEArca–2015–71). 

5See Exchange Act Release No. 76438 (November 

13, 2015) 80 FR 72465 (November 19, 2015) (SR– 

NYSEArca–2015–108). 

6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(4) and (5). 

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

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–77067; File No. SR– 

NYSEARCA–2016–24] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the NYSE Arca 

Options Fee Schedule 

February 5, 2016. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that, on February 

1, 2016, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with 

the Securities and Exchange 

Commission (the ‘‘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 the Substance 

of the Proposed Rule Change 

The Exchange proposes to amend the 

NYSE Arca Options Fee Schedule (‘‘Fee 

Schedule’’). The Exchange proposes to 

implement the fee change effective 

February 1, 2016. The proposed rule 

change is available on the Exchange’s 

Web site 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of this filing is to clarify 

an aspect of the tiers for the Firm and 

Broker Dealer Monthly Firm Cap. The 

Exchange proposes to have the 

clarification effective February 1, 2016. 

Currently, for trade-related charges for 

standard options, the Exchange has a 

Firm and Broker Dealer Monthly Fee 

Cap (‘‘Firm Cap’’) that places a limit, or 

cap, of $100,000 per month on 

combined Firm Proprietary Fees and 

Broker Dealer Fees for transactions in 

standard options contracts cleared in 

the customer range for Manual (Open 

Outcry) Executions, and QCC 

Transactions executed by a Floor Broker 

from the Floor of the Exchange. The 

Firm Cap excludes Strategy Executions, 

Royalty Fees, and firm trades executed 

via a Joint Back Office agreement, and 

also excludes Mini option contracts. 

On August 1, 2015, the Exchange 

adopted Tiered Caps based on the 

Firm’s achieving one of the higher 

Customer and Professional Customer 

Monthly Posting Credit Tiers.4 Firms 

receiving the base Posting Credit for 

Customer or Professional Customer 

Order executions in Penny Pilot issues 

would continue to be capped at a 

$100,000 per month Firm Cap. Firms 

that achieve a higher Customer and 

Professional Customer Monthly Posting 

Credit Tier would be capped at 

progressively lower totals, dependent on 

achieving higher tiers. 

At the time the Tiered Caps were 

adopted, there were six Customer and 

Professional Customer Monthly Posting 

Credit Tiers. Recently, on November 2, 

2015, the Exchange adopted a seventh 

Customer and Professional Customer 

Monthly Posting Credit Tier.5 However, 

at the time that the additional Customer 

and Professional Customer Monthly 

Posting Credit Tier was added, there 

was no modification to the Firm and 

Broker Dealer Monthly Firm Cap Tiers, 

nor was there any intention to do so. 

The Exchange has received a request 

for clarification, and in the interest of 

reducing any possible investor 

confusion, proposes to amend the Fee 

Schedule to provide that the Firm Cap 

currently applicable to Tier 6 is also 

applicable to Tier 7, as follows 

(proposed new text italicized): 

FIRM AND BROKER DEALER MONTHLY

FIRM CAP TIERS

Customer and professional 

customer monthly posting 

credit tier achieved 

Firm cap 

Base or Tier 1 ....................... $100,000 

Tier 2 .................................... 85,000 

Tier 3 .................................... 80,000 

Tier 4 .................................... 75,000 

Tier 5 .................................... 70,000 

Tier 6 or 7 ............................. 65,000 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,6 in general, and 

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,7 in particular, 

because it provides for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members, 

issuers and other persons using its 

facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

The Exchange believes the proposed 

change clarifying Tiered Firm Caps is 

reasonable, equitable, and not unfairly 

discriminatory, because the proposed 

rule change does not change any fees, 

but rather clarifies that the Firm Cap 

level currently in place for the Customer 

and Professional Customer Monthly 

Posting Credit Tier 6 would also be 

applicable to the Customer and 

Professional Customer Monthly Posting 

Credit Tier 7. Accordingly, the proposed 

rule change is designed to promote 

transparency and reduce investor 

confusion by aligning all of the eligible 

Customer and Professional Monthly 

Posting Credit Tiers with the Firm Caps. 

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,8 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. 

Instead, the Exchange believes that the 

proposed change would continue to 

encourage competition, including by 

attracting a wider variety of business to 

the Exchange, which would continue to 

make the Exchange a more competitive 

venue for, among other things, order 

execution and price discovery. 

The Exchange notes that it operates in 

a highly competitive market in which 

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Federal Register / Vol. 81, No. 28 / Thursday, February 11, 2016 / Notices 7391 

9 15 U.S.C. 78s(b)(3)(A). 

10 17 CFR 240.19b–4(f)(2). 

11 15 U.S.C. 78s(b)(2)(B). 12 17 CFR 200.30–3(a)(12). 

market participants can readily favor 

competing venues. 

In such an environment, the Exchange 

must continually review, and consider 

adjusting, its fees and credits to remain 

competitive with other exchanges. 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 foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 9 of the Act and 

subparagraph (f)(2) of Rule 19b–4 10

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

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) 11 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– 

NYSEARCA–2016–24 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–NYSEARCA–2016–24. 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 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– 

NYSEARCA–2016–24, and should be 

submitted on or before March 3, 2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Brent J. Fields, 

Secretary. 

[FR Doc. 2016–02732 Filed 2–10–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

31986; File No. 812–14505] 

Good Hill Partners LP and Good Hill 

ETF Trust; Notice of Application 

February 5, 2016. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application for an 

order under section 12(d)(1)(J) of the 

Investment Company Act of 1940 (the 

‘‘Act’’) for an exemption from sections 

12(d)(1)(A), (B), and (C) of the Act and 

under sections 6(c) and 17(b) of the Act 

for an exemption from sections 17(a)(1) 

and (2) of the Act. The requested order 

would permit certain registered openend investment companies to acquire 

shares of certain registered open-end 

investment companies, registered 

closed-end investment companies, 

business development companies, as 

defined in section 2(a)(48) of the Act, 

and unit investment trusts (collectively, 

‘‘Underlying Funds’’) that are within 

and outside the same group of 

investment companies as the acquiring 

investment companies, in excess of the 

limits in section 12(d)(1) of the Act. 

APPLICANTS: Good Hill ETF Trust, a 

Massachusetts business trust that 

intends to register under the Act as an 

open-end management investment 

company with multiple series and Good 

Hill Partners LP, a Delaware limited 

partnership registered as an investment 

adviser under the Investment Advisers 

Act of 1940. 

FILING DATES: The application was filed 

on June 30, 2015 and amended on 

October 16, 2015. 

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 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 March 1, 2016 and 

should be accompanied by proof of 

service on the 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: c/o William Hauf, Good Hill 

Partners LP, 1599 Post Road East, 

Westport, Connecticut 06880. 

FOR FURTHER INFORMATION CONTACT: 

Bruce R. MacNeil, Senior Counsel, at 

(202) 551–6817, or James M. Curtis, 

Branch Chief, at (202) 551–6712 

(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 

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