60 Day Notice

35168

Federal Register / Vol. 84, No. 140 / Monday, July 22, 2019 / Notices

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review not only the trading activity on
behalf of Customers, but also the ATP
Holder’s relationship with its Customers
via more labor-intensive exam-based
programs. As a result, the costs
associated with administering the
customer component of the Exchange’s
overall regulatory program are
materially higher than the costs
associated with administering the noncustomer component (e.g., ATP Holder
proprietary transactions) of its
regulatory program. Thus, the Exchange
believes the modified ORF is not
unfairly discriminatory because it is
charged to all ATP Holders on all their
transactions that clear in the Customer
range at the OCC.
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. 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.
Intramarket Competition. The
Exchange believes the proposed fee
change would not impose an undue
burden on competition as it is charged
to all ATP Holders on all their
transactions that clear in the Customer
range at the OCC; thus, the amount of
ORF imposed is based on the amount of
Customer volume transacted. The
Exchange believes that the proposed
ORF would not place certain market
participants at an unfair disadvantage
because all options transactions must
clear via a clearing firm. Such clearing
firms can then choose to pass through
all, a portion, or none of the cost of the
ORF to its customers, i.e., the entering
firms. In addition, because the ORF is
collected from ATP Holder clearing
firms by the OCC on behalf of NYSE
American, the Exchange believes that
using options transactions in the
Customer range serves as a proxy for
how to apportion regulatory costs
among such ATP Holders.
Intermarket Competition. The
proposed fee change is not designed to
address any competitive issues. Rather,
the proposed change is designed to help
the Exchange adequately fund its
regulatory activities while seeking to
ensure that total regulatory revenues do
not exceed total regulatory costs.
Finally, the Exchange does not believe
that the proposed deletion of obsolete
references to Mini Options would
impose any burden on competition that
is not necessary or appropriate in

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furtherance of the purposes of the Act
as these changes are not intended to
address any competitive issues and
would instead add more specificity,
clarity and transparency regarding this
functionality.
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) 19 of the Act and
subparagraph (f)(2) of Rule 19b–4 20
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) 21 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.

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 No.
SR–NYSEAMER–2019–27, and should
be submitted on or before August 12,
2019.

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:

For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.22
Jill M. Peterson,
Assistant Secretary.

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 No. SR–
NYSEAMER–2019–27 on the subject
line.

SECURITIES AND EXCHANGE
COMMISSION

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 No.
SR–NYSEAMER–2019–27. This file

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19 15

U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(2).
21 15 U.S.C. 78s(b)(2)(B).

[FR Doc. 2019–15470 Filed 7–19–19; 8:45 am]
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[SEC File No. 270–504, OMB Control No.
3235–0561]

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:
Rule 12d3–1

Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities

20 17

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CFR 200.30–3(a)(12).

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Federal Register / Vol. 84, No. 140 / Monday, July 22, 2019 / Notices

jbell on DSK3GLQ082PROD with NOTICES

and Exchange Commission (the
‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
plans to submit these existing
collections of information to the Office
of Management and Budget (‘‘OMB’’) for
extension and approval.
Section 12(d)(3) of the Investment
Company Act of 1940 (15 U.S.C. 80a)
generally prohibits registered
investment companies (‘‘funds’’), and
companies controlled by funds, from
purchasing securities issued by a
registered investment adviser, broker,
dealer, or underwriter (‘‘securitiesrelated businesses’’). Rule 12d3–1
(‘‘Exemption of acquisitions of
securities issued by persons engaged in
securities related businesses’’ (17 CFR
270.12d3–1)) permits a fund to invest
up to five percent of its assets in
securities of an issuer deriving more
than fifteen percent of its gross revenues
from securities-related businesses, but a
fund may not rely on rule 12d3–1 to
acquire securities of its own investment
adviser or any affiliated person of its
own investment adviser.
A fund may, however, rely on an
exemption in rule 12d3–1 to acquire
securities issued by its subadvisers in
circumstances in which the subadviser
would have little ability to take
advantage of the fund, because it is not
in a position to direct the fund’s
securities purchases. The exemption in
rule 12d3–1(c)(3) is available if (i) the
subadviser is not, and is not an affiliated
person of, an investment adviser that
provides advice with respect to the
portion of the fund that is acquiring the
securities, and (ii) the advisory contracts
of the subadviser, and any subadviser
that is advising the purchasing portion
of the fund, prohibit them from
consulting with each other concerning
securities transactions of the fund, and
limit their responsibility in providing
advice to providing advice with respect
to discrete portions of the fund’s
portfolio.
Based on an analysis of fund filings,
the staff estimates that approximately
216 fund portfolios enter into
subadvisory agreements each year.1
Based on discussions with industry
representatives, the staff estimates that
it will require approximately 3 attorney
hours to draft and execute additional
clauses in new subadvisory contracts in
order for funds and subadvisers to be
1 Based on data from Morningstar Direct, as of
December 31, 2018, there are 12,459 registered
funds (open-end funds, closed-end funds, and
exchange-traded funds), 4,615 of which have
subadvisory relationships (approximately 37%).
583 new funds were established in 2018. 583 new
funds × 37% = 216 funds.

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able to rely on the exemptions in rule
12d3–1. Because these additional
clauses are identical to the clauses that
a fund would need to insert in their
subadvisory contracts to rely on rules
10f–3, 17a–10, and 17e–1 and because
we believe that funds that use one such
rule generally use all of these rules, we
apportion this 3 hour time burden
equally to all four rules. Therefore, we
estimate that the burden allocated to
rule 12d3–1 for this contract change
would be 0.75 hours.2 Assuming that all
216 funds that enter into new
subadvisory contracts each year make
the modification to their contract
required by the rule, we estimate that
the rule’s contract modification
requirement will result in 162 burden
hours annually.3
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
control number.
Written comments are invited on: (a)
Whether the proposed collection of
information is necessary for the proper
performance of the functions of the
agency, including whether the
information will have practical utility;
(b) the accuracy of the agency’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 Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, C/O Candace
Kenner, 100 F Street NE, Washington,
DC 20549; or send an email to: PRA_
Mailbox@sec.gov.
Dated: July 17, 2019.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–15528 Filed 7–19–19; 8:45 am]
BILLING CODE 8011–01–P

2 This estimate is based on the following
calculation (3 hours ÷ 4 rules = .75 hours).
3 This estimate is based on the following
calculation: (0.75 hours × 216 portfolios = 162
burden hours).

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35169

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–86390; File No. SR–
NYSEArca–2019–49]

Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change To Amend the NYSE Arca
Options Fee Schedule by Revising the
Options Regulatory Fee
July 16, 2019.

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 July 2,
2019, NYSE Arca, Inc. (‘‘NYSE Arca’’ or
the ‘‘Exchange’’) 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 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 Arca Options Fee Schedule (‘‘Fee
Schedule’’) by revising the Options
Regulatory Fee (‘‘ORF’’), effective
August 1, 2019. 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.

1 15

U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15

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