[Federal Register Volume 75, Number 124 (Tuesday, June 29, 2010)]
[Notices]
[Pages 37510-37515]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2010-15750]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-62349; File No. SR-NYSEArca-2010-51]
Self-Regulatory Organizations; Notice of Filing of Proposed Rule
Change by NYSE Arca, Inc. Relating to Listing and Trading of WisdomTree
Dreyfus Commodity Currency Fund Under NYSE Arca Equities Rule 8.600
June 22, 2010.
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 June 10, 2010, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') filed with the
[[Page 37511]]
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.
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\1\ 15 U.S.C.78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to list and trade shares of the following
fund of the WisdomTree Trust (``Trust'') under NYSE Arca Equities Rule
8.600: WisdomTree Dreyfus Commodity Currency Fund (``Fund''). The text
of the proposed rule change is available at the Exchange, the
Commission's Public Reference Room, and on the Exchange's Web site at
http://www.nyse.com.
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 proposes to list and trade the Shares of the Fund
under NYSE Arca Equities Rule 8.600, which governs the listing and
trading of ``Managed Fund Shares'' on the Exchange.\4\ The Fund will be
an actively managed exchange traded fund. The Shares will be offered by
the Trust, which was established as a Delaware statutory trust on
December 15, 2005. The Trust is registered with the Commission as an
investment company.\5\
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\4\ The Commission approved NYSE Arca Equities Rule 8.600 and
the listing and trading of certain funds of the PowerShares Actively
Managed Funds Trust on the Exchange pursuant to Rule 8.600 in
Securities Exchange Act Release No. 57619 (April 4, 2008) 73 FR
19544 (April 10, 2008) (SR-NYSEArca-2008-25). The Commission also
previously approved listing and trading on the Exchange of actively
managed funds under Rule 8.600. See, e.g., Securities Exchange Act
Release Nos. 57801 (May 8, 2008), 73 FR 27878 (May 14, 2008) (SR-
NYSEArca-2008-31) (order approving Exchange listing and trading of
twelve actively-managed funds of the WisdomTree Trust); 58564
(September 17, 2008), -- [sic] 73 FR 55194 (September 24, 2008) (SR-
NYSEArca-2008-86) (order approving Exchange listing and trading of
WisdomTree Dreyfus Emerging Currency Fund); 60975 (November 10,
2009), 74 FR 59590 (November 18, 2009) (SR-NYSEArca-2009-83) (order
approving listing of Grail American Beacon International Equity
ETF); 60981 (November 10, 2009), 74 FR 59594 (November 18, 2009)
(SR-NYSEArca-2009-79) (order approving listing of five fixed income
funds of the PIMCO ETF Trust).
\5\ See Post-Effective Amendment No. 32 to Registration
Statement on Form N-1A for the Trust, dated March 19, 2010 (File
Nos. 333-132380 and 811-21864), as supplemented on June 8, 2010 (the
``Registration Statement''). The descriptions of the Fund and the
Shares contained herein are based on information in the Registration
Statement.
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Description of the Shares and the Fund
WisdomTree Asset Management, Inc. (``WisdomTree Asset Management'')
is the investment adviser (``Adviser'') to the Fund.\6\ WisdomTree
Asset Management is not affiliated with any broker-dealer. The Dreyfus
Corporation (``Dreyfus'') serves as sub-adviser (``Sub-Adviser'') for
the Fund. The Bank of New York is the administrator, custodian and
transfer agent for the Trust. ALPS Distributors, Inc. serves as the
distributor for the Trust.\7\
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\6\ WisdomTree Investments, Inc. (``WisdomTree Investments'') is
the parent company of WisdomTree Asset Management.
\7\ The Commission has issued an order granting certain
exemptive relief to the Trust under the Investment Company Act of
1940 (15 U.S.C. 80a-1) (``1940 Act''). See Investment Company Act
Release No. 28174 (February 27, 2008) (File No. 812-13470). In
compliance with Commentary .05 to NYSE Arca Equities Rule 8.600,
which applies to Managed Fund Shares based on an international or
global portfolio, the Trust's application for exemptive relief under
the 1940 Act states that the Fund will comply with the federal
securities laws in accepting securities for deposits and satisfying
redemptions with redemption securities, including that the
securities accepted for deposits and the securities used to satisfy
redemption requests are sold in transactions that would be exempt
from registration under the Securities Act of 1933 (15 U.S.C. 77a).
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Commentary .06 \8\ to Rule 8.600 provides that, if the investment
adviser to the Investment Company issuing Managed Fund Shares is
affiliated with a broker-dealer, such investment adviser shall erect a
``fire wall'' between the investment adviser and the broker-dealer with
respect to access to information concerning the composition and/or
changes to such Investment Company portfolio.\9\ In addition,
Commentary .06 further requires that personnel who make decisions on
the open-end fund's portfolio composition must be subject to procedures
designed to prevent the use and dissemination of material nonpublic
information regarding the open-end fund's portfolio. Commentary .06 to
Rule 8.600 is similar to Commentary .03(a)(i) and (iii) to NYSE Arca
Equities Rule 5.2(j)(3); however, Commentary .06 in connection with the
establishment of a ``fire wall'' between the investment adviser and the
broker-dealer reflects the applicable open-end fund's portfolio, not an
underlying benchmark index, as is the case with index-based funds.
Dreyfus is affiliated with multiple broker-dealers and has implemented
a ``fire wall'' with respect to such broker-dealers regarding access to
information concerning the composition and/or changes to the Fund's
portfolio.\10\
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\8\ See June 17, 2010 e-mail from Michael Cavalier, Exchange, to
Joseph Morra, Commission (correcting references from Commentary .07
of Rule 8.600 to Commentary .06 of Rule 8.600).
\9\ An investment adviser to an open-end fund is required to be
registered under the Investment Advisers Act of 1940 (the ``Advisers
Act''). As a result, the Adviser and Sub-adviser are subject to the
provisions of Rule 204A-1 under the Advisers Act relating to codes
of ethics. This Rule requires investment advisers to adopt a code of
ethics that reflects the fiduciary nature of the relationship to
clients as well as compliance with other applicable securities laws.
Accordingly, procedures designed to prevent the communication and
misuse of non-public information by an investment adviser must be
consistent with Rule 204A-1 under the Advisers Act.
\10\ The Exchange represents that the Adviser and Sub-Adviser,
and their related personnel, are subject to Investment Advisers Act
Rule 204A-1. This Rule specifically requires the adoption of a code
of ethics by an investment adviser to include, at a minimum: (i)
Standards of business conduct that reflect the firm's/personnel
fiduciary obligations; (ii) provisions requiring supervised persons
to comply with applicable federal securities laws; (iii) provisions
that require all access persons to report, and the firm to review,
their personal securities transactions and holdings periodically as
specifically set forth in Rule 204A-1; (iv) provisions requiring
supervised persons to report any violations of the code of ethics
promptly to the chief compliance officer (``CCO'') or, provided the
CCO also receives reports of all violations, to other persons
designated in the code of ethics; and (v) provisions requiring the
investment adviser to provide each of the supervised persons with a
copy of the code of ethics with an acknowledgement by said
supervised persons. In addition, Rule 206(4)-7 under the Advisers
Act makes it unlawful for an investment adviser to provide
investment advice to clients unless such investment adviser has (i)
Adopted and implemented written policies and procedures reasonably
designed to prevent violation, by the investment adviser and its
supervised persons, of the Advisers Act and the Commission rules
adopted thereunder; (ii) implemented, at a minimum, an annual review
regarding the adequacy of the policies and procedures established
pursuant to subparagraph (i) above and the effectiveness of their
implementation; and (iii) designated an individual (who is a
supervised person) responsible for administering the policies and
procedures adopted under subparagraph (i) above.
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WisdomTree Commodity Currency Fund
The WisdomTree Dreyfus Commodity Currency Fund (the ``Fund'') seeks
to achieve total returns reflective of money market rates in selected
commodity-producing countries and changes to the
[[Page 37512]]
value of such countries' currencies relative to the U.S. dollar.
The term ``commodity currency'' generally is used to describe the
currency of a country whose economic success is commonly identified
with the production and export of commodities (such as precious metals,
oil, agricultural products or other raw materials) and whose value is
closely linked to the value of such commodities. As the demand for, or
price of, such commodities increases money tends to flow into the
country. Conversely, declines in the demand for, or value of, such
commodities historically have contributed to declines in the relative
value of these countries' currencies.
The Fund is designed to provide exposure to both the currencies and
money market rates available to foreign investors in selected
commodity-producing countries. The Fund intends to invest in commodity-
producing countries such as Australia, Brazil, Canada, Chile,
Indonesia, Mexico, New Zealand, Norway, Russia and South Africa. In
addition to seeking broad exposure across countries and currencies, the
Fund intends to seek exposure across currencies correlated to each of
the key commodity groups: industrial metals, precious metals, energy,
agriculture and livestock. The Fund generally will invest only in
currencies that ``float'' relative to other currencies. The value of a
floating currency is largely determined by supply and demand and
prevailing market rates. In contrast, the value of a ``fixed'' currency
generally is set by a government or central bank at an official
exchange rate. The Fund generally does not intend to invest in the
currencies of notable commodity producers, such as China, Saudi Arabia
and the United Arab Emirates, since they are fixed or otherwise closely
linked to the U.S. dollar. The Fund will only invest in currencies that
it deems to be sufficiently liquid and accessible.\11\
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\11\ The Fund may pursue its objectives through direct
investments in money market instruments issued by entities in the
applicable foreign country and denominated in the applicable non-
U.S. currency when WisdomTree Asset Management believes it is in the
best interest of the Fund to do so. The decision to secure exposure
directly or indirectly will be a function of, among other things,
market accessibility, credit exposure, and tax ramifications for
foreign investors. If the Fund pursues direct investment, eligible
investments include short-term securities issued by the applicable
foreign government and its agencies or instrumentalities, bank debt
obligations and time deposits, bankers' acceptances, commercial
paper, and short-term, high-quality corporate debt obligations
designed to provide exposure to the applicable non-U.S. currency and
money market rates, and U.S. dollar money market instruments.
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The Fund intends to achieve exposure to selected commodity-
producing countries available to U.S. investors by investing primarily
in short-term U.S. money market securities and forward currency
contracts and swaps. The combination of money market securities with
forward currency contracts and currency swaps is designed to create a
position economically similar to a money market instrument denominated
in a non-U.S. currency. A forward currency contract is an agreement to
buy or sell a specific currency at a future date at a price set at the
time of the contract. A currency swap is an agreement between two
parties to exchange one currency for another at a future rate.
In order to reduce interest rate risk, the Fund generally expects
to maintain an average portfolio maturity of 90 days or less. The
``average portfolio maturity'' of the Fund is the average of all the
current maturities of the individual securities in the Fund's
portfolio. All money market securities acquired by the Fund will be
rated in the upper two short-term ratings by at least two nationally
recognized statistical rating organizations (``NRSROs'') or, if
unrated, deemed by the Adviser to be of equivalent quality.
As a matter of general policy, the Fund will invest, under normal
circumstances, at least 80% of its net assets, plus the amount of any
borrowings for investment purposes, in investments that are tied
economically to selected commodity-producing countries available to
U.S. investors that make a significant contribution to the global
export of commodities. If, subsequent to an investment, the 80%
requirement is no longer met, the Fund's future investments will be
made in a manner that will bring the Fund into compliance with this
policy.
According to the Registration Statement, the Fund is considered to
be ``non-diversified'' and is not limited by the 1940 Act with regard
to the percentage of assets that may be invested in the securities of a
single issuer. As a result, the Fund may invest more of its assets in
the securities of a single issuer or a smaller number of issuers than
if it were classified as a diversified fund. The Fund will maintain the
level of diversification necessary to qualify as a regulated investment
company (``RIC'') under Subchapter M of the Code. The Subchapter M
diversification tests generally require that (i) a Fund invest no more
than 25% of its total assets in securities (other than securities of
the U.S. government or other RICs) of any one issuer or two or more
issuers that are controlled by a Fund and that are engaged in the same,
similar or related trades or businesses, and (ii) at least 50% of a
Fund's total assets consist of cash and cash items, U.S. government
securities, securities of other RICs and other securities, with
investments in such other securities limited in respect of any one
issuer to an amount not greater than 5% of the value of the Fund's
total assets and 10% of the outstanding voting securities of such
issuer. These tax requirements are generally applied at the end of each
quarter of a Fund's taxable year.
In addition to satisfying the above referenced RIC diversification
requirements, no portfolio security held by a Fund (other than U.S.
government securities and non-U.S. government securities) will
represent more than 30% of the weight of a Fund and the five highest
weighted portfolio securities of a Fund (other than U.S. government
securities and/or non-U.S. government securities) will not in the
aggregate account for more than 65% of the weight of a Fund. For these
purposes, a Fund may treat repurchase agreements collateralized by U.S.
government securities or non-U.S. government securities as U.S. or non-
U.S. government securities, as applicable.
All U.S. money market securities acquired by the Fund will be rated
in the upper two short-term ratings by at least two NRSROs or, if
unrated, deemed to be of equivalent quality. The Fund may purchase
short-term obligations issued or guaranteed by the U.S. Treasury or the
agencies or instrumentalities of the U.S. government.
The Fund may invest in short-term securities issued or guaranteed
by non-U.S. governments, agencies and instrumentalities; and deposits
and other obligations of U.S. and non-U.S. banks and financial
institutions. Deposits and obligations of banks and financial
institutions include certificates of deposit, time deposits, and
bankers' acceptances. The Fund may purchase floating rate and
adjustable rate obligations, such as demand notes, bonds, and
commercial paper; and mortgage-backed and asset-backed securities.
The Fund may engage in foreign currency transactions and may invest
directly in foreign currencies in the form of bank and financial
institution deposits, certificates of deposit, and bankers acceptances
denominated in a specified non-U.S. currency and may enter into foreign
currency exchange transactions. The Fund will conduct its foreign
currency exchange transactions
[[Page 37513]]
either on a spot (i.e., cash) basis at the spot rate prevailing in the
foreign currency exchange market, or by entering into forward currency
contracts to purchase or sell foreign currencies or forward currency
swaps to exchange cash flows based on the notional difference among two
or more currencies.
The Fund may enter into swap agreements, including interest rate
swaps and currency swaps; may buy or sell put and call options on
foreign currencies either on exchanges or in the over-the-counter
market; may use futures contracts and related options: (i) To attempt
to gain exposure to foreign currencies, and (ii) to attempt to gain
exposure to a particular market, instrument or index; may use swap
agreements; may enter into repurchase agreements with counterparties
that are deemed to present acceptable credit risks; may enter into
reverse repurchase agreements, which involve the sale of securities
held by a [sic] Fund subject to its agreement to repurchase the
securities at an agreed upon date or upon demand and at a price
reflecting a market rate of interest; and may invest in the securities
of other investment companies (including money market funds). Each
[sic] Fund may use derivative instruments as part of its investment
strategies, as described in the Registration Statement.
The Fund may invest up to an aggregate amount of 10% of its net
assets in illiquid securities. Illiquid securities include securities
subject to contractual or other restrictions on resale and other
instruments that lack readily available markets.
The Fund may invest in very short-term money market securities
denominated in various foreign currencies and/or investments designed
to provide exposure to such currencies and money market rates. Such
currencies include the Australian dollar; Brazilian Real; Canadian
Dollar; Chilean Peso; Chinese Yuan; Indian Rupee; Indonesian Rupiah;
Japanese Yen; Mexican Peso; New Zealand Dollar; Norwegian Kroner;
Russian Ruble; South African Rand. In addition, the Funds may invest
assets in a market or markets considered to be ``emerging'' or
``developing'' or in securities that provide exposure to such
market(s).\12\
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\12\ Data for these currencies is included in the Bank for
International Settlements Triennial Central Bank Survey, December
2007 (``BIS Survey''). The Fund will invest in instruments that
provide exposure to currencies selected from the top 42 currencies
in the chart included in the BIS Survey (``Currency distribution of
foreign exchange turnover''), reflecting the percentage share of
average daily turnover for the applicable month and year.
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The Fund will not invest in non-U.S. equity securities.
The Shares
The Fund issues and redeems Shares on a continuous basis at net
asset value (``NAV'') \13\ only in large blocks of shares (``Creation
Units'') in transactions with authorized participants. Currently,
Creation Units generally consist of 50,000 shares, though this may
change from time to time. Creation Units are not expected to consist of
less than 25,000 shares. The Fund generally issues and redeems Creation
Units in exchange for a portfolio of money market securities closely
approximating the holdings of a [sic] Fund or a designated basket of
non-U.S. currency and/or an amount of U.S. cash. Once created, Shares
of the Funds [sic] trade on the secondary market in amounts less than a
Creation Unit. For more information regarding the Shares and the Fund,
including investment strategies, risks, creation and redemption
procedures, fees, portfolio holdings disclosure policies, distributions
and taxes, see the Registration Statement.
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\13\ The NAV of the Fund's shares generally is calculated once
daily Monday through Friday as of the close of regular trading on
the New York Stock Exchange, generally 4:00 p.m. Eastern time (the
``NAV Calculation Time''). NAV per share is calculated by dividing a
Fund's net assets by the number of Fund shares outstanding. For more
information regarding the valuation of Fund investments in
calculating a Fund's NAV, see the Registration Statement.
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Availability of Information
The Fund's Web site (http://www.wisdomtree.com), which will be
publicly available prior to the public offering of Shares, will include
a form of the Prospectus for the Fund that may be downloaded. The Web
site will include additional quantitative information updated on a
daily basis, including, for the Fund: (1) The prior business day's
reported NAV, mid-point of the bid/ask spread at the time of
calculation of such NAV (the ``Bid/Ask Price''),\14\ and a calculation
of the premium and discount of the Bid/Ask Price against the NAV; and
(2) data in chart format displaying the frequency distribution of
discounts and premiums of the daily Bid/Ask Price against the NAV,
within appropriate ranges, for each of the four previous calendar
quarters. On each business day, before commencement of trading in
Shares in the Core Trading Session \15\ on the Exchange, the Trust will
disclose on its Web site the identities and quantities of the portfolio
of securities and other assets (the ``Disclosed Portfolio'') held by
the Fund that will form the basis for the Fund's calculation of NAV at
the end of the business day.\16\ The Web site and information will be
publicly available at no charge.
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\14\ The Bid/Ask Price of a Fund is determined using the
midpoint of the highest bid and the lowest offer on the Exchange as
of the time of calculation of such Fund's NAV. The records relating
to Bid/Ask Prices will be retained by the Fund and its service
providers.
\15\ The Core Trading Session is 9:30 a.m. to 4 p.m. Eastern
time.
\16\ Under accounting procedures followed by the Fund, trades
made on the prior business day (``T'') will be booked and reflected
in NAV on the current business day (``T+1''). Notwithstanding the
foregoing, portfolio trades that are executed prior to the opening
of the Exchange on any business day may be booked and reflected in
NAV on such business day. Accordingly, the Fund will be able to
disclose at the beginning of the business day the portfolio that
will form the basis for the NAV calculation at the end of the
business day.
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In addition, for the Fund, an estimated value, defined in Rule
8.600 as the ``Portfolio Indicative Value,'' that reflects an estimated
intraday value of the Fund's portfolio, will be disseminated. The
Portfolio Indicative Value will be based upon the current value for the
components of the Disclosed Portfolio and will be updated and
disseminated by one or more major market data vendors at least every 15
seconds during the Core Trading Session on the Exchange. The
dissemination of the Portfolio Indicative Value, together with the
Disclosed Portfolio, will allow investors to determine the value of the
underlying portfolio of the Fund on a daily basis and to provide a
close estimate of that value throughout the trading day.
Information regarding market price and volume of the Shares is and
will be continually available on a real-time basis throughout the day
on brokers' computer screens and other electronic services. The
previous day's closing price and trading volume information will be
published daily in the financial section of newspapers. Quotation and
last sale information for the Shares will be available via the
Consolidated Tape Association high-speed line.
Initial and Continued Listing
The Shares will be subject to Rule 8.600(d), which sets forth the
initial and continued listing criteria applicable to Managed Fund
Shares. The Exchange represents that, for initial and/or continued
listing, the Shares must be in compliance with Rule 10A-3 \17\ under
the Exchange Act, as provided by NYSE Arca Equities Rule 5.3. A minimum
of 100,000 Shares will be outstanding at the commencement of trading on
the Exchange. The Exchange will obtain a
[[Page 37514]]
representation from the issuer of the Shares that the net asset value
per share for the Fund will be calculated daily and that the net asset
value and the Disclosed Portfolio will be made available to all market
participants at the same time.
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\17\ See 17 CFR 240.10A-3.
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Trading Halts
With respect to trading halts, the Exchange may consider all
relevant factors in exercising its discretion to halt or suspend
trading in the Shares of a Fund. Shares of the Fund will be halted if
the ``circuit breaker'' parameters in NYSE Arca Equities Rule 7.12 are
reached. Trading may be halted because of market conditions or for
reasons that, in the view of the Exchange, make trading in the Shares
inadvisable. These may include: (1) The extent to which trading is not
occurring in the securities comprising the Disclosed Portfolio and/or
the financial instruments of a Fund; or (2) whether other unusual
conditions or circumstances detrimental to the maintenance of a fair
and orderly market are present. Trading in the Shares will be subject
to Rule 8.600(d)(2)(D), which sets forth circumstances under which
Shares of a Fund may be halted.
Trading Rules
The Exchange deems the Shares to be equity securities, thus
rendering trading in the Shares subject to the Exchange's existing
rules governing the trading of equity securities. Shares will trade on
the NYSE Arca Marketplace from 4 a.m. to 8 p.m. Eastern time in
accordance with NYSE Arca Equities Rule 7.34 (Opening, Core, and Late
Trading Sessions). The Exchange has appropriate rules to facilitate
transactions in the Shares during all trading sessions. The minimum
trading increment for Shares on the Exchange will be $0.01.
Surveillance
The Exchange intends to utilize its existing surveillance
procedures applicable to derivative products (which includes Managed
Fund Shares) to monitor trading in the Shares. The Exchange represents
that these procedures are adequate to properly monitor Exchange trading
of the Shares in all trading sessions and to deter and detect
violations of Exchange rules and applicable federal securities laws.
The Exchange's current trading surveillance focuses on detecting
securities trading outside their normal patterns. When such situations
are detected, surveillance analysis follows and investigations are
opened, where appropriate, to review the behavior of all relevant
parties for all relevant trading violations.
The Exchange may obtain information via the Intermarket
Surveillance Group (``ISG'') from other exchanges who are members of
the ISG.\18\
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\18\ For a list of the current members and affiliate members of
ISG, see http://www.isgportal.org. The Exchange notes that not all
of the components of the Disclosed Portfolio for the Fund may trade
on exchanges that are members of the ISG or with which the Exchange
has in place a comprehensive surveillance sharing agreement.
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In addition, the Exchange also has a general policy prohibiting the
distribution of material, non-public information by its employees.
Information Bulletin
Prior to the commencement of trading, the Exchange will inform its
ETP Holders in an Information Bulletin (``Bulletin'') of the special
characteristics and risks associated with trading the Shares.
Specifically, the Bulletin will discuss the following: (1) The
procedures for purchases and redemptions of Shares in Creation Unit
aggregations (and that Shares are not individually redeemable); (2)
NYSE Arca Equities Rule 9.2(a), which imposes a duty of due diligence
on its ETP Holders to learn the essential facts relating to every
customer prior to trading the Shares; (3) the risks involved in trading
the Shares during the Opening and Late Trading Sessions when an updated
Portfolio Indicative Value will not be calculated or publicly
disseminated; (4) how information regarding the Portfolio Indicative
Value is disseminated; (5) the requirement that ETP Holders deliver a
prospectus to investors purchasing newly issued Shares prior to or
concurrently with the confirmation of a transaction; and (6) trading
information.
In addition, the Bulletin will reference that the Fund is subject
to various fees and expenses described in the Registration Statement.
The Bulletin will discuss any exemptive, no-action, and interpretive
relief granted by the Commission from any rules under the Exchange Act.
The Bulletin will also disclose that the NAV for the Shares will be
calculated after 4:00 p.m. Eastern time each trading day.
2. Statutory Basis
The basis under the Exchange Act for this proposed rule change is
the requirement under Section 6(b)(5) \19\ that an exchange have rules
that are designed to prevent fraudulent and manipulative acts and
practices, to promote just and equitable principles of trade, to remove
impediments to, and perfect the mechanism of a free and open market
and, in general, to protect investors and the public interest. The
Exchange believes that the proposed rule change will facilitate the
listing and trading of an additional type of exchange-traded product
that will enhance competition among market participants, to the benefit
of investors and the marketplace. In addition, the listing and trading
criteria set forth in Rule 8.600 are intended to protect investors and
the public interest.
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\19\ 15 U.S.C. 78f(b)(5).
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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.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Other
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
Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
(A) By order approve the proposed rule change, or
(B) institute proceedings to determine whether the proposed rule
change should be 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 e-mail to [email protected]. Please include
File Number SR-NYSEArca-2010-51 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary,
[[Page 37515]]
Securities and Exchange Commission, 100 F Street, NE., Washington, DC
20549-1090.
All submissions should refer to File Number SR-NYSEArca-2010-51. This
file number should be included on the subject line if e-mail 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 a.m. and 3 p.m. Copies of such filing also will be
available for inspection and copying at the principal office of NYSE
Arca. 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
publicly available. All submissions should refer to File Number SR-
NYSEArca-2010-51 and should be submitted on or before July 20, 2010.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\20\
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\20\ 17 CFR 200.30-3(a)(12).
Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010-15750 Filed 6-28-10; 8:45 am]
BILLING CODE 8011-01-P