[Federal Register Volume 81, Number 157 (Monday, August 15, 2016)]
[Notices]
[Pages 54142-54144]
[FR Doc No: 2016-19323]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-78521; File No. SR-NYSEArca-2016-108]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Reflect a Change
in the Permitted Size of a Basket Applicable to Shares of ETFS Physical
Silver Shares Issued by the ETFS Silver Trust

August 9, 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 July 27, 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 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.
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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 reflect a change in the permitted size of
a ``Basket'' applicable to shares of ETFS Physical Silver Shares
(``Fund'') issued by the ETFS Silver Trust. The Fund is currently
listed and traded on the Exchange under NYSE Arca Equities Rule 8.201.
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 the
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Commission has approved a proposed rule change relating to
listing and trading on the Exchange of shares (``Shares'') of the Fund
under NYSE Arca Equities Rule 8.201, which governs the listing and
trading of Commodity-Based Trust Shares.\4\ The Shares are offered by
ETFS Silver Trust (the ``Trust'').\5\ The Shares represent units of
fractional undivided beneficial interest in and ownership of the Trust.
The investment objective of the Trust is for the Shares to reflect the
performance of the price of silver bullion, less the Trust's
expenses.\6\ ETF Securities USA LLC is the sponsor of the Trust
(``Sponsor''), The Bank of New York Mellon is the trustee of the Trust
and HSBC Bank plc. is the custodian of the Trust. The Fund's Shares are
currently listed and traded on the Exchange under NYSE Arca Equities
Rule 8.201.
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    \4\ Commodity-Based Trust Shares are securities issued by a
trust that represent investors' discrete identifiable and undivided
beneficial ownership interest in the commodities deposited into the
Trust.
    \5\ The Trust is registered under the Securities Act of 1933
(``1933 Act''). See Post-Effective Amendment No. 1 on Form S-3 under
the 1933 Act for the ETFS Silver Trust, filed with the Commission on
August 8, 2014 (No. 333-195514) (``Registration Statement'').
    \6\ The Commission approved listing and trading of Shares of the
Fund on NYSE Arca in Securities Exchange Act Release No. 59781
(April 14, 2009), 74 FR 18771 (April 24, 2009) (SR-NYSEArca-2009-28)
(Notice of Filing and Order Granting Accelerated Approval of
Proposed Rule Change Relating to Listing and Trading of Shares of
the ETFS Silver Trust) (``Prior Order''); See also Securities
Exchange Act Release Nos. 72847 (August 14, 2014), 79 FR 49350
(August 20, 2014) (SR-NYSEArca-2014-88) (Notice of Filing and
Immediate Effectiveness of Proposed Rule Change (1) to Reflect a
Change to the Value Used by the iShares Silver Trust, ETFS Silver
Trust, ETFS White Metals Basket Trust and ETFS Precious Metals
Basket Trust with Respect to Calculation of the Net Asset Value of
Shares of each Trust; and (2) to Reflect a Change to the Underlying
Benchmark for ProShares Ultra Silver and ProShares UltraShort
Silver) (``First Prior Notice''); 77830 (May 13, 2016), 81 FR 31671
(May 19, 2016) (SR-NYSEArca-2016-72) (Notice of Filing and Immediate
Effectiveness of Proposed Rule Change Relating to Changes to
Procedures Regarding Establishing the LBMA Silver Price) (``Second
Prior Notice'').
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    As described in the Prior Order, issuances of Shares will be made
only in ``Baskets'' of 100,000 Shares or multiples thereof. The
Exchange proposes to eliminate the representation in the Prior Order
regarding the size of a Basket. Going forward, the size of a Basket
will be no greater than 100,000 Shares and the size of a Basket will be
subject to change, but always equal to or less than 100,000 Shares.\7\
The Fund currently plans to change the size of a Basket to 50,000
Shares.\8\ The Exchange believes that the change to the size of a
Basket will not adversely impact investors or Exchange trading. In
addition, a reduction in the size of a Basket may provide potential
benefits to investors by facilitating additional creation and
redemption activity in the Shares, thereby potentially resulting in
increased secondary market trading activity, tighter bid/ask spreads
and narrower premiums or discounts to NAV.\9\
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    \7\ The Exchange notes that the Commission has approved the
listing and trading of other issues of exchange-traded products for
which the size of a ``Creation Unit'' is subject to change. See
e.g., Securities Exchange Act Release Nos. 77522 (April 5, 2016), 81
FR 21420 (April 11, 2016) (SR-NYSEArca-2015-125) (order approving
Exchange listing and trading of Shares of the of RiverFront Dynamic
Unconstrained Income ETF and RiverFront Dynamic Core Income ETF
under NYSE Arca Equities Rule 8.600); 76719 (December 21, 2015), 80
FR 80859 (December 28, 2015) (SR-NYSEArca-2015-73) (order approving
listing and trading of shares of the Guggenheim Total Return Bond
ETF under NYSE Arca Equities Rule 8.600).
    \8\ The change to size of a Basket will be effective upon filing
with the Commission of an amendment to the Trust's Registration
Statement filed pursuant to Rule 424(b)(3) under the 1933 Act, and
shareholders will be notified of such change by means of such
amendment.
    \9\ The Exchange notes that the Commission has approved the
listing and trading of other issues of exchange-traded products that
have applied a minimum ``Creation Unit'' size of 50,000 shares. See,
e.g., Securities Exchange Act Release Nos. 65458 (September 30,
2011), 76 FR 62112 (October 6, 2011) (SR-NYSEArca-2011-54) (order
approving listing and trading of WisdomTree Dreyfus Australia and
New Zealand Debt Fund); 66112 (January 5, 2012), 77 FR 1761 (January
11, 2012) (SR-NYSEArca-2011-80) (order approving listing and trading
of Rockledge SectorSAM ETF).
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    The Sponsor represents that the proposed change to provide that the
size of a Basket will be no greater than 100,000 Shares and subject to
change, but always equal to or less than 100,000 Shares, as well as to
reduce the Basket size to 50,000 Shares, as described above, is
consistent with the Fund's investment objective, and will further
assist the Sponsor to achieve such investment objective. Except for the
change noted above, all other representations made in the Prior Order,
the First Prior Notice and the Second Prior Notice remain
unchanged.\10\ The Fund and the Shares will continue to comply with all
initial and continued listing requirements under NYSE Arca Equities
Rule 8.201.
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    \10\ See note 6, supra. All terms referenced but not defined
herein are defined in the First Prior Notice.
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    The Sponsor represents that the investment objective of the Fund is
not changing.
    The Sponsor has represented to the Exchange that it will advise the

Exchange of any failure by the Fund to comply with the continued
listing requirements, and, pursuant to its obligations under Section
19(g)(1) of the Act, the Exchange will monitor for compliance with the
continued listing requirements. If the Fund is not in compliance with
the applicable listing requirements, the Exchange will commence
delisting procedures under NYSE Arca Equities Rule 5.5(m).
    Except for the changes noted herein, all other facts presented and
representations made in the Rule 19b-4 filing underlying the Prior
Order, the First Prior Notice and the Second Prior Notice remain
unchanged.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the
requirement under Section 6(b)(5) \11\ 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.
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    \11\ 15 U.S.C. 78f(b)(5).
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    The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest. The Exchange believes that providing for a Basket size
of no greater than 100,000 Shares (with the size of a Basket subject to
change, but always equal to or less than 100,000 Shares), and changing
the Basket size to 50,000 Shares, will not adversely impact investors
or Exchange trading. In addition, a reduction in the size of a Basket
may provide potential benefits to investors by facilitating additional
creation and redemption activity in the Shares, thereby potentially
resulting in increased secondary market trading activity, tighter bid/
ask spreads and narrower premiums or discounts to NAV.

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 purpose of the Act. The Exchange believes the
proposed rule change, by providing that the size of a Basket is subject
to change, but always equal to or less than 100,000 Shares, will
provide the Fund with additional flexibility in administering the
creation and redemption of Shares, which will enhance competition among
issues of Commodity-Based Trust Shares.

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

    Because the proposed rule change does not (i) significantly affect
the protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative for 30
days from the date on which it was filed, or such shorter time as the
Commission may designate, the proposed rule change has become effective
pursuant to Section 19(b)(3)(A) of the Act \12\ and Rule 19b-4(f)(6)
thereunder.\13\
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    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written
notice of its intent to file the proposed rule change, along with a
brief description and the text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission.
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    The Exchange has asked the Commission to waive the 30-day operative
delay so that the proposal may become operative immediately upon
filing. The Commission believes that waiver of the 30-day operative
delay is consistent with the protection of investors and the public
interest because a reduction in the size of a Basket may provide
potential benefits to investors by facilitating additional creation and
redemption activity in the Shares, thereby potentially resulting in
increased secondary market trading activity, tighter bid/ask spreads
and narrower premiums or discounts to NAV. Therefore, the Commission
designates the proposed rule change to be operative upon filing.\14\
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    \14\ For purposes only of waiving the 30-day operative delay,
the Commission has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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    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) \15\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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    \15\ 15 U.S.C. 78s(b)(2)(B).
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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<EMAIL_ADDRESS>Please include
File Number SR-NYSEArca-2016-108 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-2016-108. 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 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; 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-2016-108 and should
be submitted on or before September 6, 2016.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-19323 Filed 8-12-16; 8:45 am]
 BILLING CODE 8011-01-P