63186 Federal Register / Vol. 79, No. 204 / Wednesday, October 22, 2014 / Notices 

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)(1). 

to oversight by the Board, to oversee the 

Subadvisers and recommend their 

hiring, termination, and replacement. 

3. The Adviser will provide general 

management services to each 

Subadvised Fund, including overall 

supervisory responsibility for the 

general management and investment of 

the Subadvised Fund’s assets, and, 

subject to the review and approval by 

the Board, the Adviser will (a) set a 

Subadvised Fund’s overall investment 

strategies, (b) evaluate, select, and 

recommend Subadvisers to manage all 

or a portion of the Subadvised Fund’s 

assets, and (c) implement procedures 

reasonably designed to ensure that the 

Subadvisers comply with the 

Subadvised Fund’s investment 

objectives, policies and restrictions. 

Subject to review by the Board, the 

Adviser will (a) when appropriate, 

allocate and reallocate the Subadvised 

Fund’s assets among multiple 

Subadvisers; and (b) monitor and 

evaluate the performance of the 

Subadvisers. 

4. A Subadvised Fund will not make 

any Ineligible Subadviser Changes 

without the approval of the 

shareholders of the applicable 

Subadvised Fund. 

5. Subadvised Funds will inform 

shareholders of the hiring of a new 

Subadviser within 90 days after the 

hiring of the new Subadviser pursuant 

to the Modified Notice and Access 

Procedures. 

6. At all times, at least a majority of 

the Board will be Independent 

Directors, and the selection and 

nomination of new or additional 

Independent Directors will be placed 

within the discretion of the thenexisting Independent Directors. 

7. Independent Legal Counsel, as 

defined in rule 0–1(a)(16) under the Act, 

will be engaged to represent the 

Independent Directors. The selection of 

such counsel will be within the 

discretion of the then-existing 

Independent Directors. 

8. The Adviser will provide the 

Board, no less frequently than quarterly, 

with information about the profitability 

of the Adviser on a per Subadvised 

Fund basis. The information will reflect 

the impact on profitability of the hiring 

or termination of any subadviser during 

the applicable quarter. 

9. Whenever a subadviser is hired or 

terminated, the Adviser will provide the 

Board with information showing the 

expected impact on the profitability of 

the Adviser. 

10. Whenever a subadviser change is 

proposed for a Subadvised Fund with 

an Affiliated Subadviser or a WhollyOwned Sub-Adviser, the Board, 

including a majority of the Independent 

Directors, will make a separate finding, 

reflected in the Board minutes, that 

such change is in the best interests of 

the Subadvised Fund and its 

shareholders, and does not involve a 

conflict of interest from which the 

Adviser or the Affiliated Subadviser or 

Wholly-Owned Subadviser derives an 

inappropriate advantage. 

11. No Director or officer of the Trust, 

the Corporation, a Subadvised Fund, or 

partner, director or officer of the 

Adviser, will own directly or indirectly 

(other than through a pooled investment 

vehicle that is not controlled by such 

person) any interest in a Subadviser 

except for (a) ownership of interests in 

the Adviser or any entity, other than a 

Wholly-Owned Subadviser, that 

controls, is controlled by, or is under 

common control with the Adviser, or (b) 

ownership of less than 1% of the 

outstanding securities of any class of 

equity or debt of any publicly traded 

company that is either a Subadviser or 

an entity that controls, is controlled by, 

or under common control with a 

Subadviser. 

12. Each Subadvised Fund will 

disclose in its registration statement the 

Aggregate Fee Disclosure. 

13. In the event the Commission 

adopts a rule under the Act providing 

substantially similar relief to that 

requested in the application, the 

requested order will expire on the 

effective date of that rule. 

14. Any new subadvisory agreement 

or any amendment to a Subadvised 

Fund’s existing Investment Advisory 

Agreement or subadvisory agreement 

that directly or indirectly results in an 

increase in the aggregate advisory fee 

rate payable by the Subadvised Fund 

will be submitted to the Subadvised 

Fund’s shareholders for approval. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–25083 Filed 10–21–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold an Open Meeting 

on Wednesday, October 22, 2014 at 10 

a.m., in the Auditorium, Room L–002. 

The subject matter of the Open 

Meeting will be: 

• The Commission will consider 

whether to adopt rules relating to credit 

risk retention by securitizers of assetbacked securities, as mandated by 

Section 15G of the Exchange Act and 

Section 941(b) of the Dodd-Frank Wall 

Street Reform and Consumer Protection 

Act. 

The duty officer has determined that 

no earlier notice was practicable. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted, or postponed, please 

contact: 

The Office of the Secretary at (202) 

551–5400. 

Dated: October 17, 2014. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2014–25208 Filed 10–20–14; 11:15 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73371; File No. SR–CME– 

2014–14] 

Self-Regulatory Organizations; 

Chicago Mercantile Exchange Inc.; 

Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Change To Amend Rule 850 Regarding 

Fees 

October 16, 2014. 

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 October 

3, 2014, Chicago Mercantile Exchange 

Inc. (‘‘CME’’) 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 

primarily by CME. CME filed the 

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

of the Act,3 and Rule 19b–4(f)(1) 4

thereunder, so that the proposal was 

effective upon filing with the 

Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

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Federal Register / Vol. 79, No. 204 / Wednesday, October 22, 2014 / Notices 63187 

5 15 U.S.C. 78q–1. 

6 15 U.S.C. 78q–1(b)(3)(F). 

7 15 U.S.C. 78q–1. 

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

9 17 CFR 240.19b–4(f)(1). 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 240.19b–4(f)(1). 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

CME is proposing to make certain 

amendments to CME Rule 850. The text 

of the proposed rule change is available 

on CME’s Web site at http://

www.cmegroup.com, at the principal 

office of CME, 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, 

CME 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. CME has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of these statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

CME is registered as a derivatives 

clearing organization with the 

Commodity Futures Trading 

Commission and currently offers 

clearing services for many different 

futures and swaps products. With this 

filing, CME proposes to make certain 

amendments to CME Rule 850. The 

amendments relate to fees assessed 

against clearing members. The revisions 

would streamline Rule 850 by deleting 

current text and including new language 

that specifies that current information 

concerning applicable fees and 

transaction surcharges would be set 

forth in the CME fee schedule and/or 

CME Fee Policy Bulletins available on 

CME’s Web site. Fee schedules and Fee 

Policy Bulletins are updated on CME’s 

Web site as a regular practice, as 

applicable, when fee changes become 

effective. 

The proposed changes will become 

effective immediately, however, CME 

plans operationalize the proposed 

changes on October 9, 2014. CME has 

also certified the proposed rule change 

that is the subject of this filing to the 

Commodity Futures Trading 

Commission (‘‘CFTC’’) in CFTC 

Submission 14–102. 

CME believes the proposed rule 

change is consistent with the 

requirements of the Exchange Act 

including Section 17A of the Exchange 

Act.5 The proposed changes would 

streamline Rule 850 by deleting current 

text and specifying that current 

information concerning applicable fees 

and transaction surcharges would be set 

forth in the CME fee schedule and/or 

CME Fee Policy Bulletins available on 

CME’s Web site, which are updated as 

a regular practice, as applicable, when 

fee changes become effective. As such, 

the proposed rule change would not add 

new membership or fee requirements 

but rather would streamline existing 

rule text to refer to the already existing 

CME fee schedule and/or CME Fee 

Policy Bulletins, as applicable. Because 

the proposed rule change would remove 

content that is separately covered by 

existing CME Fee Schedule and 

applicable Fee Policy Bulletins 

currently available on CME’s Web site, 

the proposed administrative changes 

would simply streamline the language 

in CME Rule 850 without having the 

effect of making any substantive 

changes to existing rules. The proposed 

changes should therefore be seen to 

promote the prompt and accurate 

clearance and settlement of securities 

transactions and, to the extent 

applicable, derivatives agreements, 

contracts, and transactions, to assure the 

safeguarding of securities and funds 

which are in the custody or control of 

CME or for which it is responsible, and, 

in general, to protect investors and the 

public interest in a way that is 

consistent with Section 17A(b)(3)(F) of 

the Exchange Act.6 Because these 

proposed changes simply streamline the 

language in CME Rule 850 without 

making any substantive changes to 

existing requirements, the proposed 

changes are consistent with the 

requirements of Section 17A of the 

Exchange Act 7 and are properly filed 

under Section 19(b)(3)(A) 8 and Rule 

19b–4(f)(1) 9 thereunder. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

CME does not believe that the 

proposed rule change will have any 

impact, or impose any burden, on 

competition. The revisions do not 

impact current fee levels but rather 

simply streamline current CME Rule 

850 by deleting text and replacing it 

with new language that makes clear 

applicable fees and transaction 

surcharges will be set forth in the CME 

fee schedule and/or CME Fee Policy 

Bulletins available on CME’s Web site. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants or Others 

CME has not solicited, and does not 

intend to solicit, comments regarding 

this proposed rule change. CME has not 

received any unsolicited written 

comments from interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective upon filing pursuant to Section 

19(b)(3)(A) 10 of the Act and Rule 19b– 

4(f)(1) 11 thereunder. 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 rule-comments@

sec.gov. Please include File Number SR– 

CME–2014–14 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–CME–2014–14. 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 

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63188 Federal Register / Vol. 79, No. 204 / Wednesday, October 22, 2014 / Notices 

12 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. 

4 ICE, a public company listed on the New York 

Stock Exchange, LLC (the ‘‘NYSE’’), owns 100% of 

Intercontinental Exchange Holdings, Inc., a 

Delaware corporation (‘‘ICE Holdings’’), which in 

turn owns 100% of NYSE Holdings. Through ICE 

Holdings, NYSE Holdings and NYSE Group, ICE 

indirectly owns (1) 100% of the equity interest of 

three registered national securities exchanges and 

self-regulatory organizations (together, the ‘‘NYSE 

Exchanges’’)—NYSE Arca, the NYSE and NYSE 

MKT LLC (‘‘NYSE MKT’’)—and (2) 100% of the 

equity interest of NYSE Market (DE), Inc. (‘‘NYSE 

Market’’), NYSE Regulation, Inc. (‘‘NYSE 

Regulation’’), NYSE Arca L.L.C., NYSE Arca 

Equities, Inc. and NYSE Amex Options LLC. See 

Exchange Act Release No. 70210 (August 15, 2013) 

(SR–NYSE–2013–62) [sic], 78 FR 51758 (August 21, 

2013) (approving proposed rule change relating to 

a corporate transaction in which NYSE Euronext 

will become a wholly owned subsidiary of 

IntercontinentalExchange Group, Inc.). 

5The Exchange’s affiliates, the NYSE and NYSE 

MKT, have also submitted the same proposed rule 

change to terminate the Trust Agreement. See SR– 

NYSEMKT–2014–83 and SR–NYSE–2014–53. 

6See Exchange Act Release No. 55026 (Dec. 29, 

2006) (SR–NYSE–2006–120), 72 FR 814, 816–817 

(January 8, 2007) (the ‘‘NYSE Euronext Notice’’). 

NYSE Euronext acquired NYSE MKT, the third of 

the NYSE Exchanges, in 2008. 

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 

filings will also be available for 

inspection and copying at the principal 

office of CME and on CME’s Web site at 

http://www.cmegroup.com/marketregulation/rule-filings.html. 

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–CME–2014–14 and should 

be submitted on or before November 12, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–25077 Filed 10–21–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73374; File No. SR– 

NYSEArca–2014–112] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of Proposed 

Rule Change in Connection With the 

Proposed Termination of the Amended 

and Restated Trust Agreement, Dated 

as of November 13, 2013 and Amended 

on June 2, 2014 By and Among NYSE 

Holdings LLC, a Delaware Limited 

Liability Company, NYSE Group, Inc., a 

Delaware Corporation, Wilmington 

Trust Company, as Delaware Trustee, 

and Each of Jacques de Larosie`re de 

Champfeu, Alan Trager and John 

Shepard Reed, as Trustees 

October 16, 2014. 

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 October 

8, 2014, 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 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 this rule filing 

in connection with the proposed 

termination of the Amended and 

Restated Trust Agreement, dated as of 

November 13, 2013 and amended on 

June 2, 2014 (the ‘‘Trust Agreement’’), 

by and among NYSE Holdings LLC, a 

Delaware limited liability company 

(‘‘NYSE Holdings’’), NYSE Group, Inc., 

a Delaware corporation (‘‘NYSE 

Group’’), Wilmington Trust Company, 

as Delaware Trustee, and each of 

Jacques de Larosie`re de Champfeu, Alan 

Trager and John Shepard Reed, as 

Trustees. The text of 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 Exchange seeks approval for its 

100% direct parent, NYSE Group, and 

its 100% indirect parent, NYSE 

Holdings, to terminate the Trust 

Agreement.4 NYSE Arca believes that 

the regulatory considerations that led to 

the implementation of the Trust 

Agreement in 2007 are now moot as a 

result of the sale by Intercontinental 

Exchange, Inc., a Delaware corporation 

(‘‘ICE’’), of Euronext N.V. (‘‘Euronext’’) 

in June 2014 and certain changes in the 

corporate governance of ICE, ICE 

Holdings and NYSE Holdings that 

occurred upon such sale.5

Background 

In 2007, NYSE Group, which is the 

100% owner of NYSE Arca, combined 

with Euronext (the ‘‘Combination’’). The 

new parent company formed in the 

Combination, NYSE Euronext, operated 

several regulated entities in the United 

States and various jurisdictions in 

Europe. In the Commission’s notice 

relating to the proposed Combination, 

NYSE Arca emphasized the importance 

of continuing to regulate marketplaces 

locally: 

A core aspect of the structure of the 

Combination is continued local regulation of 

the marketplaces. Accordingly, the 

Combination is premised on the notion that 

. . . [c]ompanies listing their securities only 

on markets operated by Euronext and its 

subsidiaries will not become newly subject to 

U.S. laws or regulation by the SEC as a result 

of the Combination, and companies listing 

their securities only on the Exchange or 

NYSE Arca, will not become newly subject 

to European rules or regulation as a result of 

the Combination.6

In connection with obtaining 

regulatory approval of the Combination, 

NYSE Euronext implemented certain 

special arrangements consisting of two 

standby structures, one involving a 

Dutch foundation (Stichting) and one 

involving a Delaware trust. The Dutch 

foundation was empowered to take 

actions to mitigate the effects of any 

material adverse change in U.S. law that 

had an ‘‘extraterritorial’’ impact on nonU.S. issuers listed on Euronext markets, 

non-U.S. financial services firms that 

were members of Euronext markets or 

holders of exchange licenses with 

respect to the Euronext markets. The 

Delaware trust was empowered to take 

mstockstill on DSK4VPTVN1PROD with NOTICES