Federal Register / Vol. 82, No. 171 / Wednesday, September 6, 2017 / Notices 42167 

65 17 CFR 200.30–3(a)(12). 

1The estimate of 2,376 funds is based on the 

number of management investment companies 

currently registered with the Commission. The 

Commission staff estimates that there are 

approximately 6,385 portfolios that invest primarily 

in equity securities, 726 ‘‘hybrid’’ or bond portfolios 

that may hold some equity securities, 2,831 bond 

portfolios that hold no equity securities, and 418 

money market fund portfolios, and 1,458 fund of 

funds, for a total of 11,818 portfolios required to file 

Form N–PX reports. The staff has based its portfolio 

estimates on a number of publications. See 

Investment Company Institute, Trends in Mutual 

Fund Investing (April 2017); Investment Company 

Institute, Closed-End Fund Assets and Net Issuance 

(First Quarter 2017); Investment Company Institute, 

ETF Assets and Net Issuance (April 2017). 

2 (7,111 portfolios that hold equity securities × 7.2 

hours per year) + (3,249 portfolios holding no 

equity securities × 0.17 hours per year) + (1,458 

portfolios holding fund securities x 1 hour per year) 

= 53,210 hours. 

3The hourly wage figure for a compliance 

attorney is from the Securities Industry and 

Financial Markets Association’s Management & 

Professional Salaries in the Securities Industry 

2013, modified by Commission staff to account for 

an 1800-hour work-year and inflation and 

multiplied by 5.35 to account for bonuses, firm size, 

employee benefits and overhead. 

4 53,210 hours × $345 per hour = $18,357,288. 

5 (7,111 portfolios holding equity securities × 

$1,000 per year) + (3,249 portfolios holding no 

equity securities × $0 per year) + (1,458 fund of 

funds × $100) = $7,256,800. 

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 will also 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 No. SR–BatsEDGX– 

2017–35 and should be submitted on or 

before September 27, 2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.65

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–18797 Filed 9–5–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: 

Form N–PX, SEC File No. 270–524, OMB 

Control No. 3235–0582. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.) (‘‘Paperwork 

Reduction Act’’), the Securities and 

Exchange Commission (the 

‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget (‘‘OMB’’) for 

extension and approval. 

Rule 30b1–4 (17 CFR 270.30b1–4) 

under the Investment Company Act of 

1940 (15 U.S.C. 80a-1 et seq.) requires 

every registered management 

investment company, other than a small 

business investment company registered 

on Form N–5 (‘‘funds’’), to file a report 

on Form N–PX not later than August 31 

of each year. Funds use Form N–PX to 

file annual reports with the Commission 

containing their complete proxy voting 

record for the most recent twelve-month 

period ended June 30. 

The Commission estimates that there 

are approximately 2,376 funds 

registered with the Commission, 

representing approximately 11,818 fund 

portfolios that are required to file Form 

N–PX reports. The 11,818 portfolios are 

comprised of approximately 7,111 

portfolios holding equity securities, 

3,249 portfolios holding no equity 

securities, and 1,458 portfolios holding 

fund securities (i.e., fund of funds).1 The 

currently approved burden of Form N– 

PX for portfolios holding equity 

securities is 7.2 hours per response, the 

current burden estimate for funds 

holding no equity securities is 0.17 

hours (10 minutes) per response, and 

the current burden estimate for fund of 

funds is 1 hour per response. Therefore, 

the number of aggregate burden hours, 

when calculated using the current 

number of portfolios, is approximately 

53,210 hours.2 We continue to believe 

that these estimates for Form N–PX’s 

current burden are appropriate. Based 

on the Commission’s estimate of 53,210 

burden hours and an estimated wage 

rate of approximately $345 per hour,3

the total cost to reporting persons of the 

hour burden for filing Form N–PX is 

approximately $18.44 million.4

The estimated cost burden of Form N– 

PX is $1,000 in external costs per 

portfolio holding equity securities that 

is paid to third-party service providers. 

External costs for portfolios holding no 

equity securities have previously been 

estimated to be zero because portfolios 

holding no equity securities generally 

have no proxy votes to report and 

therefore do not require third-party 

service providers to assist with proxy 

voting and preparing reports on Form 

N–PX. The estimated cost burden of 

Form N–PX for fund of funds is 

estimated to be $100 per portfolio 

because fund of funds generally either 

have no proxy votes to report; or if 

proxy votes are reported, they are 

generally limited in the number of 

securities and the number of voting 

matters relative to portfolios holding 

equity securities. Therefore, the 

aggregate cost burden, when calculated 

using the current number of portfolios, 

is approximately $7.3 million in 

external costs.5 We continue to believe 

that these estimates for Form N–PX’s 

current cost burden are appropriate. 

Estimates of average burden hours 

and costs are made solely for the 

purposes of the Paperwork Reduction 

Act and are not derived from a 

comprehensive or even representative 

survey or study of the costs of 

Commission rules and forms. 

Compliance with the collection of 

information requirements of Form N–PX 

is mandatory. Responses to the 

collection of information will not be 

kept confidential. An agency may not 

conduct or sponsor, and a person is not 

required to respond to, a collection of 

information unless it displays a 

currently valid OMB control number. 

Written comments are invited on: (a) 

Whether the collection of information is 

necessary for the proper performance of 

the functions of the Commission, 

including whether the information has 

practical utility; (b) the accuracy of the 

Commission’s estimate of the burden of 

the collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information collected; and (d) 

ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

Please direct your written comments 

to Pamela Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Remi 

Pavlik-Simon, 100 F Street NE., 

Washington, DC 20549; or send an email 

to: PRA_Mailbox@sec.gov. 


asabaliauskas on DSKBBXCHB2PROD with NOTICES
42168 Federal Register / Vol. 82, No. 171 / Wednesday, September 6, 2017 / Notices 

1See Securities Exchange Act Release No. 80283 

(March 21, 2017), 82 FR 15244 (March 27, 2017) 

(SR–NYSEMKT–2017–14). The name change was 

not yet effective when NYSE MKT filed SR– 

NYSEMKT–2017–29 and SR–NYSEMKT–2017–30. 

2 15 U.S.C. 78s(b)(1). 

3 17 CFR 240.19b–4. 

4 17 CFR 242.613. 

5Effective August 17, 2017, NYSE Arca amended, 

among other things, certain rules of the Exchange 

to create a single rulebook. See Securities Exchange 

Act Release No. 81419 (August 17, 2017) (SR– 

NYSEArca–2017–40) (the ‘‘Arca Merger Filing’’). 

NYSE Arca rule text references in this notice and 

order reflect rule numbering changes as a result of 

the Arca Merger Filing. 

6Nasdaq and Phlx initially filed proposed rule 

changes on May 15, 2017 (SR–NASDAQ–2017–050 

and SR–PHLX–2017–38). On May 26, 2017, Nasdaq 

and Phlx withdrew these filings and submitted new 

proposed rule changes (SR–NASDAQ–2017–055 

and SR–PHLX–2017–43). 

7BX initially filed a proposed rule change on May 

15, 2017 (SR–BX–2017–025). On May 30, 2017, BX 

withdrew that initial filing and submitted a new 

proposed rule change (SR–BX–2017–027). 

8See Securities Exchange Act Release No. 80796 

(May 26, 2017), 82 FR 25374 (SR–BatsBZX–2017– 

37) (‘‘Bats BZX Notice’’); Securities Exchange Act 

Release No. 80795 (May 26, 2017), 82 FR 25358 

(SR–BatsEDGX–2017–23) (‘‘Bats EDGX Notice’’); 

Securities Exchange Act Release No. 80789 (May 

26, 2017), 82 FR 25492 (SR–BOX–2017–17) (‘‘BOX 

Notice’’); Securities Exchange Act Release No. 

80798 (May 26, 2017), 82 FR 25385 (SR–C2–2017– 

018) (‘‘C2 Notice’’); Securities Exchange Act Release 

No. 80797 (May 26, 2017), 82 FR 25429 (SR–CBOE– 

2017–041) (‘‘CBOE Notice’’); Securities Exchange 

Act Release No. 80783 (May 26, 2017), 82 FR 25423 

(SR–FINRA–2017–013) (‘‘FINRA Notice’’); 

Securities Exchange Act Release No. 80788 (May 

26, 2017), 82 FR 25400 (SR–IEX–2017–18) (‘‘IEX 

Notice’’); Securities Exchange Act Release No. 

80787 (May 26, 2017), 82 FR 25469 (SR–ISE–2017– 

46) (‘‘ISE Notice’’); Securities Exchange Act Release 

No. 80790 (May 26, 2017), 82 FR 25366 (SR–MIAX– 

2017–20) (‘‘MIAX Notice’’); Securities Exchange Act 

Release No. 80792 (May 26, 2017), 82 FR 25436 

(SR–PEARL–2017–23) (‘‘PEARL Notice’’); Securities 

Exchange Act Release No. 80791 (May 26, 2017), 82 

FR 25362 (SR–NYSEArca–2017–59) (‘‘NYSE Arca 

Notice 1’’); Securities Exchange Act Release No. 

80793 (May 26, 2017), 82 FR 25443 (SR– 

NYSEMKT–2017–29) (‘‘NYSE MKT Notice 1’’); 

Securities Exchange Act Release No. 80794 (May 

26, 2017), 82 FR 25439 (SR–NYSEMKT–2017–30) 

(‘‘NYSE MKT Notice 2’’). 

9See Securities Exchange Act Release No. 80799 

(May 26, 2017), 82 FR 25635 (SR–NYSE–2017–23) 

(‘‘NYSE Notice’’); Securities Exchange Act Release 

No. 80800 (May 26, 2017), 82 FR 25639 (SR– 

NYSEArca–2017–57) (‘‘NYSE Arca Notice 2’’). 

10See Securities Exchange Act Release No. 80813 

(May 30, 2017), 82 FR 25820 (SR–NASDAQ–2017– 

055) (‘‘NASDAQ Notice’’); Securities Exchange Act 

Release No. 80814 (May 30, 2017), 82 FR 25872 

(SR–BX–2017–027) (‘‘BX Notice’’); Securities 

Exchange Act Release No. 80811 (May 30, 2017), 82 

FR 25863 (SR–Phlx–2017–43) (‘‘Phlx Notice’’). 

11See letters from William H. Herbert, Managing 

Director, Financial Information Forum, dated June 

22, 2017 (‘‘FIF Letter’’); Manisha Kimmel, Chief 

Regulatory Officer, Wealth Management, Thomson 

Reuters, dated June 22, 2017 (‘‘Thomson Reuters 

Letter’’); Marc R. Bryant, Senior Vice President, 

Deputy General Counsel, Fidelity Investments, 

dated June 22, 2017 (‘‘Fidelity Letter’’); and Ellen 

Greene, Managing Director and Theodore R. Lazo, 

Managing Director and Associate General Counsel, 

SIFMA, dated June 23, 2017 (‘‘SIFMA Letter’’). 

Dated: August 31, 2017. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–18858 Filed 9–5–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–81499; File Nos. SR– 

BatsBZX–2017–37; SR–BatsEDGX–2017–23; 

SR–BOX–2017–17; SR–C2–2017–018; SR– 

CBOE–2017–041; SR–FINRA–2017–013; 

SR–ISE–2017–46; SR–IEX–2017–18; SR– 

MIAX–2017–20; SR–PEARL–2017–23; SR– 

NASDAQ–2017–055; SR–BX–2017–027; SR– 

Phlx–2017–43; SR–NYSE–2017–23; SR– 

NYSEArca–2017–57; SR–NYSEArca–2017– 

59; SR–NYSEMKT–2017–29; SR–NYSEMKT– 

2017–30] 

Self-Regulatory Organizations; Bats 

BZX Exchange, Inc.; Bats EDGX 

Exchange, Inc.; BOX Options 

Exchange LLC; C2 Options Exchange, 

Incorporated; Chicago Board Options 

Exchange, Incorporated; Financial 

Industry Regulatory Authority, Inc.; 

International Securities Exchange, 

LLC; Investors Exchange LLC; Miami 

International Securities Exchange LLC; 

MIAX PEARL, LLC; The NASDAQ Stock 

Market LLC; NASDAQ BX, Inc.; 

NASDAQ PHLX LLC; New York Stock 

Exchange LLC; NYSE Arca, Inc.; NYSE 

MKT LLC; Notice of Filing of 

Amendment No. 1 by Bats BZX 

Exchange, Inc.; Bats EDGX Exchange, 

Inc.; BOX Options Exchange LLC; C2 

Options Exchange, Incorporated; 

Chicago Board Options Exchange, 

Incorporated; Financial Industry 

Regulatory Authority, Inc.; Investors 

Exchange LLC; New York Stock 

Exchange LLC; NYSE Arca, Inc.; NYSE 

MKT LLC, of Amendment Nos. 1 and 2 

by International Securities Exchange, 

LLC; The NASDAQ Stock Market LLC; 

NASDAQ BX, Inc.; and NASDAQ PHLX 

LLC, of Amendment No. 2 by MIAX 

PEARL, LLC, and of Amendment No. 3 

by Miami International Securities 

Exchange LLC; Order Instituting 

Proceedings To Determine Whether To 

Approve or Disapprove the Proposed 

Rule Changes, as Modified by 

Amendments Thereto, To Eliminate 

Requirements That Will Be Duplicative 

of CAT 

August 30, 2017. 

I. Introduction 

On May 15, 2017, Bats BZX Exchange, 

Inc. (‘‘Bats BZX’’); Bats EDGX Exchange, 

Inc. (‘‘Bats EDGX’’); BOX Options 

Exchange LLC (‘‘BOX’’); C2 Options 

Exchange, Incorporated (‘‘C2’’); Chicago 

Board Options Exchange, Incorporated 

(‘‘CBOE’’); Financial Industry 

Regulatory Authority, Inc. (‘‘FINRA’’); 

International Securities Exchange, LLC 

(‘‘ISE’’); Investors Exchange LLC 

(‘‘IEX’’); Miami International Securities 

Exchange LLC (‘‘MIAX’’); MIAX PEARL, 

LLC (‘‘PEARL’’); NYSE Arca, Inc. 

(‘‘NYSE Arca’’); and NYSE MKT LLC 

(‘‘NYSE MKT’’) (n/k/a NYSE American 

LLC) 1 filed with the Securities and 

Exchange Commission (‘‘Commission’’), 

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

Securities Exchange Act of 1934 

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

proposed rule changes to eliminate or 

modify certain rules that require the 

collection or reporting of information 

that is duplicative of the information 

that will be collected by the 

Consolidated Audit Trail (‘‘CAT’’) 

established pursuant to the National 

Market System Plan contemplated by 

Rule 613 of Regulation NMS.4 On May 

22, 2017, the New York Stock Exchange 

LLC (‘‘NYSE’’) filed with the 

Commission a proposed rule change for 

the same purpose, and each of NYSE 

Arca 5 and NYSE MKT filed an 

additional proposed rule change for the 

same purpose. On May 26, 2017, the 

NASDAQ Stock Market LLC 

(‘‘NASDAQ’’) and NASDAQ PHLX LLC 

(‘‘Phlx’’) filed with the Commission 

proposed rule changes for the same 

purpose.6 On May 30, 2017, NASDAQ 

BX, Inc. (‘‘BX’’) filed with the 

Commission a proposed rule change for 

the same purpose.7 In this notice and 

order, all of these proposed rule changes 

are referred to collectively as the 

‘‘Systems Retirement Proposals.’’ Bats 

BZX, Bats EDGX, BOX, BX, C2, CBOE, 

ISE, IEX, MIAX, PEARL, NASDAQ, 

NYSE, NYSE Arca, NYSE MKT, and 

Phlx are collectively referred to as the 

‘‘Exchanges,’’ and, together with FINRA, 

are referred to as the ‘‘SROs.’’ 

On June 1, 2017, the proposed rule 

changes submitted by Bats BZX, Bats 

EDGX, BOX, C2, CBOE, FINRA, IEX, 

ISE, MIAX, and PEARL; both proposed 

rule changes submitted by NYSE MKT; 

and one of the proposed rule changes 

submitted by NYSE Arca were 

published for comment in the Federal 

Register.8 On June 2, 2017, the proposed 

rule change submitted by NYSE and the 

other proposed rule change submitted 

by NYSE Arca were published for 

comment in the Federal Register.9 On 

June 5, 2017, the proposed rule changes 

submitted by NASDAQ, BX, and Phlx 

were published for comment in the 

Federal Register.10

Four comments were submitted to 

File Number SR–FINRA–2017–013.11

On June 22, 2017, each of NASDAQ, 

BX, ISE, and Phlx filed an amendment 


asabaliauskas on DSKBBXCHB2PROD with NOTICES