Ivy NextShares, et al.; Notice of Application, 50354-50356 [2015-20411]
Download as PDF
<![CDATA[
50354
Federal Register / Vol. 80, No. 160 / Wednesday, August 19, 2015 / Notices
79A.20 approvals would not be
inconsistent with the public interest and
the protection of investors because other
safeguards will remain in place to
ensure that DMMs maintain appropriate
price continuity and depth and do not
transact at unduly wide price variations,
thereby establishing substantially the
same result. As noted above, pursuant to
Rule 123D—Equities, Floor Officials
would remain involved in supervising
when the open would occur at a price
significantly away from the last sale,
which is when the majority of Rule
79A.20 approvals currently occur, and
DMM trading will also remain subject to
Exchange rules, including the obligation
to maintain a fair and orderly market
under Rule 104—Equities.
The Exchange further believes that
deleting corresponding references to
Rule 79A.20 in other rules would
remove impediments to and perfects the
mechanism of a free and open market by
reducing potential confusion and
adding transparency and clarity to the
Exchange’s rules, thereby ensuring that
members, regulators and the public can
more easily navigate and understand the
Exchange’s rulebook.
consistent with the protection of
investors and the public interest, the
proposed rule change has become
effective pursuant to section 19(b)(3)(A)
of the Act and Rule 19b–4(f)(6)(iii)
thereunder.
A proposed rule change filed under
Rule 19b–4(f)(6) 30 normally does not
become operative prior to 30 days after
the date of the filing. However, pursuant
to Rule 19b–4(f)(6)(iii),31 the
Commission may designate a shorter
time if such action is consistent with the
protection of investors and the public
interest.
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) 32 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.
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
proposed rule change is not intended to
address competitive issues but rather to
eliminate redundant approvals of
manual trades on its trading Floor.
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:
tkelley on DSK3SPTVN1PROD with NOTICES
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 Exchange has filed the proposed
rule change pursuant to section
19(b)(3)(A)(iii) of the Act 28 and Rule
19b–4(f)(6) thereunder.29 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
prior to 30 days from the date on which
it was filed, or such shorter time as the
Commission may designate, if
Electronic Comments
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
NYSEMKT–2015–58 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–NYSEMKT–2015–58. 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 (https://www.sec.gov/
rules/sro.shtml). Copies of the
submission, all subsequent
amendments, all written statements
30 17
CFR 240.19b–4(f)(6).
CFR 240.19b–4(f)(6)(iii).
32 15 U.S.C. 78s(b)(2)(B).
28 15
U.S.C. 78s(b)(3)(A)(iii).
29 17 CFR 240.19b–4(f)(6).
VerDate Sep<11>2014
19:14 Aug 18, 2015
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 such
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–
NYSEMKT–2015–58 and should be
submitted on or before September 9,
2015.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.33
Brent J. Fields,
Secretary.
[FR Doc. 2015–20415 Filed 8–18–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
31757; 812–14516]
Ivy NextShares, et al.; Notice of
Application
August 13, 2015.
Securities and Exchange
Commission.
ACTION: Notice of an application for an
order under section 6(c) of the
Investment Company Act of 1940
(‘‘Act’’) for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the
Act and rule 22c–1 under the Act, under
sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and
(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption
from sections 12(d)(1)(A) and (B) of the
Act.
AGENCY:
Ivy NextShares (the
‘‘Trust’’), Ivy Investment Management
Company (the ‘‘Manager’’) and Ivy
Funds Distributor, Inc. (the
‘‘Distributor’’).
APPLICANTS:
31 17
Jkt 235001
PO 00000
Frm 00093
Fmt 4703
Sfmt 4703
33 17
E:\FR\FM\19AUN1.SGM
CFR 200.30–3(a)(12).
19AUN1
Federal Register / Vol. 80, No. 160 / Wednesday, August 19, 2015 / Notices
Applicants request an order
(‘‘Order’’) that permits: (a) Actively
managed series of certain open-end
management investment companies to
issue shares (‘‘Shares’’) redeemable in
large aggregations only (‘‘Creation
Units’’); (b) secondary market
transactions in Shares to occur at the
next-determined net asset value plus or
minus a market-determined premium or
discount that may vary during the
trading day; (c) certain series to pay
redemption proceeds, under certain
circumstances, more than seven days
from the tender of Shares for
redemption; (d) certain affiliated
persons of the series to deposit
securities into, and receive securities
from, the series in connection with the
purchase and redemption of Creation
Units; (e) certain registered management
investment companies and unit
investment trusts outside of the same
group of investment companies as the
series to acquire Shares; and (f) certain
series to create and redeem Shares in
kind in a master-feeder structure. The
Order would incorporate by reference
terms and conditions of a previous order
granting the same relief sought by
applicants, as that order may be
amended from time to time (‘‘Reference
Order’’).1
SUMMARY:
Filing Dates: The application
was filed on July 21, 2015.
DATES:
An
order granting the requested relief will
be issued unless the Commission orders
a hearing. Interested persons may
request a hearing by writing to the
Commission’s Secretary and serving
applicants with a copy of the request,
personally or by mail. Hearing requests
should be received by the Commission
by 5:30 p.m. on September 8, 2015, and
should be accompanied by proof of
service on applicants, in the form of an
affidavit or, for lawyers, a certificate of
service. Pursuant to rule 0–5 under the
Act, hearing requests should state the
nature of the writer’s interest, any facts
bearing upon the desirability of a
hearing on the matter, the reason for the
request, and the issues contested.
Persons who wish to be notified of a
hearing may request notification by
writing to the Commission’s Secretary.
HEARING OR NOTIFICATION OF HEARING:
The Commission: Brent J.
Fields, Secretary, U.S. Securities and
Exchange Commission, 100 F Street NE.,
Washington, DC 20549–1090.
Applicants: 6300 Lamar Avenue
Overland Park, Kansas 66202.
tkelley on DSK3SPTVN1PROD with NOTICES
ADDRESSES:
1 Eaton Vance Management, et al., Investment
Company Act Rel. Nos. 31333 (Nov. 6, 2014)
(notice) and 31361 (Dec. 2, 2014) (order).
VerDate Sep<11>2014
19:14 Aug 18, 2015
Jkt 235001
Jean
E. Minarick, Senior Counsel, or Dalia
Osman Blass, Assistant Chief Counsel,
at (202) 551–6821 (Division of
Investment Management, Chief
Counsel’s Office).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained via the Commission’s
Web site by searching for the file
number, or for an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm or by
calling (202) 551–8090.
FOR FURTHER INFORMATION CONTACT:
Applicants
1. The Trust will be registered as an
open-end management investment
company under the Act and is a
business trust organized under the laws
of Delaware. Applicants seek relief with
respect to three Funds (as defined
below, and those Funds, the ‘‘Initial
Funds’’). The portfolio positions of each
Fund will consist of securities and other
assets selected and managed by its
Manager or Subadviser (as defined
below) to pursue the Fund’s investment
objective.
2. The Manager, a Delaware
corporation, will be the investment
manager to the Initial Funds. A Manager
(as defined below) will serve as
investment manager to each Fund. The
Manager is, and any other Manager will
be, registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’). The Manager
and the Trust may retain one or more
subadvisers (each a ‘‘Subadviser’’) to
manage the portfolios of the Funds. Any
Subadviser will be registered, or not
subject to registration, under the
Advisers Act.
3. The Distributor is a Florida
Corporation and a broker-dealer
registered under the Securities
Exchange Act of 1934 and will act as the
principal underwriter of Shares of the
Funds. Applicants request that the
requested relief apply to any distributor
of Shares, whether affiliated or
unaffiliated with the Manager (included
in the term ‘‘Distributor’’). Any
Distributor will comply with the terms
and conditions of the Order.
Applicants’ Requested Exemptive Relief
4. Applicants seek the requested
Order under section 6(c) of the Act for
an exemption from sections 2(a)(32),
5(a)(1), 22(d) and 22(e) of the Act and
rule 22c–1 under the Act, under
sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and
17(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption
from sections 12(d)(1)(A) and (B) of the
PO 00000
Frm 00094
Fmt 4703
Sfmt 4703
50355
Act. The requested Order would permit
applicants to offer exchange-traded
managed funds. Because the relief
requested is the same as the relief
granted by the Commission under the
Reference Order and because the
Manager has entered into, or anticipates
entering into, a licensing agreement
with Eaton Vance Management, or an
affiliate thereof in order to offer
exchange-traded managed funds,2 the
Order would incorporate by reference
the terms and conditions of the
Reference Order.
5. Applicants request that the Order
apply to the Initial Funds and to any
other existing or future open-end
management investment company or
series thereof that: (a) Is advised by the
Manager or any entity controlling,
controlled by, or under common control
with the Manager (any such entity
included in the term ‘‘Manager’’); and
(b) operates as an exchange-traded
managed fund as described in the
Reference Order; and (c) complies with
the terms and conditions of the Order
and of the Reference Order, which is
incorporated by reference herein (each
such company or series and Initial
Fund, a ‘‘Fund’’).3
6. Section 6(c) of the Act provides that
the Commission may exempt any
person, security or transaction, or any
class of persons, securities or
transactions, from any provisions of the
Act, if and to the extent that such
exemption is necessary or appropriate
in the public interest and consistent
with the protection of investors and the
purposes fairly intended by the policy
and provisions of the Act. Section 17(b)
of the Act authorizes the Commission to
exempt a proposed transaction from
section 17(a) of the Act if evidence
establishes that the terms of the
transaction, including the consideration
to be paid or received, are reasonable
and fair and do not involve
overreaching on the part of any person
concerned, and the proposed
transaction is consistent with the
policies of the registered investment
company and the general purposes of
the Act. Section 12(d)(1)(J) of the Act
provides that the Commission may
exempt any person, security, or
transaction, or any class or classes of
persons, securities or transactions, from
any provision of section 12(d)(1) if the
2 Eaton Vance Management has obtained patents
with respect to certain aspects of the Funds’ method
of operation as exchange-traded managed funds.
3 All entities that currently intend to rely on the
Order are named as applicants. Any other entity
that relies on the Order in the future will comply
with the terms and conditions of the Order and of
the Reference Order, which is incorporated by
reference herein.
E:\FR\FM\19AUN1.SGM
19AUN1
50356
Federal Register / Vol. 80, No. 160 / Wednesday, August 19, 2015 / Notices
exemption is consistent with the public
interest and the protection of investors.
7. Applicants submit that for the
reasons stated in the Reference Order:
(1) With respect to the relief requested
pursuant to section 6(c) of the Act, the
relief is appropriate, in the public
interest and consistent with the
protection of investors and the purposes
fairly intended by the policy and
provisions of the Act; (2) with respect to
the relief request pursuant to section
17(b) of the Act, the proposed
transactions are reasonable and fair and
do not involve overreaching on the part
of any person concerned, are consistent
with the policies of each registered
investment company concerned and
consistent with the general purposes of
the Act; and (3) with respect to the relief
requested pursuant to section 12(d)(1)(J)
of the Act, the relief is consistent with
the public interest and the protection of
investors.
By the Division of Investment
Management, pursuant to delegated
authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015–20411 Filed 8–18–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
31758; 812–14352]
FEG Absolute Access TEI Fund LLC
and FEG Investors, LLC; Notice of
Application
August 13, 2015.
Securities and Exchange
Commission (‘‘Commission’’).
AGENCY:
Notice of an application under
section 6(c) of the Investment Company
Act of 1940 (the ‘‘Act’’) for an
exemption from sections 18(c) and 18(i)
of the Act and for an order pursuant to
section 17(d) of the Act and rule 17d–
1 under the Act.
ACTION:
Applicants
request an order to permit certain
registered closed-end management
investment companies to issue multiple
classes of limited liability company
units (‘‘Units’’) with sales loads and/or
asset-based distribution and/or service
fees and contingent deferred sales loads
(‘‘CDSCs’’).
tkelley on DSK3SPTVN1PROD with NOTICES
SUMMARY OF APPLICATION:
FEG Absolute Access TEI
Fund LLC (the ‘‘Fund’’), FEG Absolute
Access Fund LLC (the ‘‘Master Fund’’),
and FEG Investors, LLC (the ‘‘Adviser’’).
APPLICANTS:
VerDate Sep<11>2014
19:14 Aug 18, 2015
Jkt 235001
The application was filed
on August 22, 2014, and amended on
January 9, 2015, and June 26, 2015.
HEARING OR NOTIFICATION OF HEARING: An
order granting the requested relief will
be issued unless the Commission orders
a hearing. Interested persons may
request a hearing by writing to the
Commission’s Secretary and serving
applicants with a copy of the request,
personally or by mail. Hearing requests
should be received by the Commission
by 5:30 p.m. on September 8, 2015, and
should be accompanied by proof of
service on applicants, in the form of an
affidavit or, for lawyers, a certificate of
service. Pursuant to rule 0–5 under the
Act, hearing requests should state the
nature of the writer’s interest, any facts
bearing upon the desirability of a
hearing on the matter, the reason for the
request, and the issues contested.
Persons who wish to be notified of a
hearing may request notification by
writing to the Commission’s Secretary.
ADDRESSES: Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090;
Applicants, 201 East Fifth Street, Suite
1600, Cincinnati, OH 45202.
FOR FURTHER INFORMATION CONTACT:
Christine Y. Greenlees, Senior Counsel,
at (202) 551–6879 or David P. Bartels,
Branch Chief, at (202) 551–6821
(Division of Investment Management,
Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained via the Commission’s
Web site by searching for the file
number, or for an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm or by
calling (202) 551–8090.
FILING DATES:
Applicants’ Representations
1. The Fund and the Master Fund are
non-diversified closed-end management
investment companies registered under
the Act and organized as Delaware
limited liability companies.1 The
Adviser, a Delaware limited liability
company, is registered with the
Commission as an investment adviser
under the Investment Advisers Act of
1 The Fund currently serves as the sole feeder
fund in a master-feeder structure operating in
accordance with section 12(d)(1)(E) of the Act and
invests substantially all of its assets in the Master
Fund through a Cayman Islands limited duration
company (the ‘‘Offshore Fund’’). Applicants state
that, consistent with section 12(d)(1)(E) of the 1940
Act, the Fund holds no investment security other
than the securities of the Master Fund. If the
requested relief is granted, the Offshore Fund will
be dissolved and the Fund will invest directly in
the Master Fund in compliance with section
12(d)(1)(E) of the 1940 Act.
PO 00000
Frm 00095
Fmt 4703
Sfmt 4703
1940 and serves as investment adviser
to the Master Fund. Foreside Fund
Services, LLC, a registered broker-dealer
under the Securities Exchange Act of
1934 (‘‘1934 Act’’), currently acts as
Distributor (as defined below) for the
Units 2 of the Fund. Any future
placement agent or distributor/principal
underwriter of the Fund (the
‘‘Distributor’’) will be unaffiliated with
the Adviser.
2. The Fund continuously offers Units
in private placements in reliance on the
provisions of Regulation D under the
Securities Act of 1933, as amended
(‘‘Securities Act’’).3 Concurrent with
this application for exemptive relief, the
Fund is planning to publicly offer its
Units. Units of the Fund will not be
listed on any national securities
exchange and do not trade on an overthe-counter system such as NASDAQ.
Applicants do not currently expect that
a substantial and regular secondary
market for the Units will develop.
3. The Fund currently issues a single
class of Units (the ‘‘Initial Class’’) at net
asset value per Unit. The Initial Class is
not currently subject to any distribution
and/or service fees. Units that are not
subject to a sales load or distribution
and/or service fees when purchased will
not subsequently be subject to a sales
load or distribution and/or service fees.
Investors who subscribe for Units and
are admitted to the Fund become
members (‘‘Members’’) of the Fund. If
the requested relief is granted, the Fund
intends to redesignate its Initial Class as
‘‘Class I.’’ Additionally, if the requested
relief is granted, the Fund currently
intends to continuously offer at least
two additional classes of Units, ‘‘Class
II’’ and ‘‘Class III,’’ with each class
having its own fee and expense
structure. For Class III Units, sales of the
Units will be subject to a front-end sales
load based on the offering price of the
Units (i.e., net asset value) for the
Distributor’s services in conjunction
with the sale of Units and/or the
services provided to Members (the
‘‘Distribution Fee’’). Any waiver of,
scheduled variation in, or elimination of
a Distribution Fee will comply with the
requirements of rule 22d–1 under the
Act as if that rule applied to closed-end
management investment companies.
Each class may (but would not
necessarily) be subject to asset-based
distribution and/or service fees. Each
2 ‘‘Units’’ includes any other equivalent
designation of a proportionate ownership interest of
the Fund (or any other registered closed-end
management investment company relying on the
requested order).
3 Units of the Fund are only sold to ‘‘accredited
investors,’’ as defined in Regulation D under the
Securities Act.
E:\FR\FM\19AUN1.SGM
19AUN1
]]>Agencies
[Federal Register Volume 80, Number 160 (Wednesday, August 19, 2015)]
[Notices]
[Pages 50354-50356]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-20411]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 31757; 812-14516]
Ivy NextShares, et al.; Notice of Application
August 13, 2015.
AGENCY: Securities and Exchange Commission.
ACTION: Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (``Act'') for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the Act and rule 22c-1 under the
Act, under sections 6(c) and 17(b) of the Act for an exemption from
sections 17(a)(1) and (a)(2) of the Act, and under section 12(d)(1)(J)
of the Act for an exemption from sections 12(d)(1)(A) and (B) of the
Act.
-----------------------------------------------------------------------
Applicants: Ivy NextShares (the ``Trust''), Ivy Investment Management
Company (the ``Manager'') and Ivy Funds Distributor, Inc. (the
``Distributor'').
[[Page 50355]]
SUMMARY: Applicants request an order (``Order'') that permits: (a)
Actively managed series of certain open-end management investment
companies to issue shares (``Shares'') redeemable in large aggregations
only (``Creation Units''); (b) secondary market transactions in Shares
to occur at the next-determined net asset value plus or minus a market-
determined premium or discount that may vary during the trading day;
(c) certain series to pay redemption proceeds, under certain
circumstances, more than seven days from the tender of Shares for
redemption; (d) certain affiliated persons of the series to deposit
securities into, and receive securities from, the series in connection
with the purchase and redemption of Creation Units; (e) certain
registered management investment companies and unit investment trusts
outside of the same group of investment companies as the series to
acquire Shares; and (f) certain series to create and redeem Shares in
kind in a master-feeder structure. The Order would incorporate by
reference terms and conditions of a previous order granting the same
relief sought by applicants, as that order may be amended from time to
time (``Reference Order'').\1\
---------------------------------------------------------------------------
\1\ Eaton Vance Management, et al., Investment Company Act Rel.
Nos. 31333 (Nov. 6, 2014) (notice) and 31361 (Dec. 2, 2014) (order).
---------------------------------------------------------------------------
DATES: Filing Dates: The application was filed on July 21, 2015.
Hearing or Notification of Hearing: An order granting the requested
relief will be issued unless the Commission orders a hearing.
Interested persons may request a hearing by writing to the Commission's
Secretary and serving applicants with a copy of the request, personally
or by mail. Hearing requests should be received by the Commission by
5:30 p.m. on September 8, 2015, and should be accompanied by proof of
service on applicants, in the form of an affidavit or, for lawyers, a
certificate of service. Pursuant to rule 0-5 under the Act, hearing
requests should state the nature of the writer's interest, any facts
bearing upon the desirability of a hearing on the matter, the reason
for the request, and the issues contested. Persons who wish to be
notified of a hearing may request notification by writing to the
Commission's Secretary.
ADDRESSES: The Commission: Brent J. Fields, Secretary, U.S. Securities
and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.
Applicants: 6300 Lamar Avenue Overland Park, Kansas 66202.
FOR FURTHER INFORMATION CONTACT: Jean E. Minarick, Senior Counsel, or
Dalia Osman Blass, Assistant Chief Counsel, at (202) 551-6821 (Division
of Investment Management, Chief Counsel's Office).
SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained via the
Commission's Web site by searching for the file number, or for an
applicant using the Company name box, at https://www.sec.gov/search/search.htm or by calling (202) 551-8090.
Applicants
1. The Trust will be registered as an open-end management
investment company under the Act and is a business trust organized
under the laws of Delaware. Applicants seek relief with respect to
three Funds (as defined below, and those Funds, the ``Initial Funds'').
The portfolio positions of each Fund will consist of securities and
other assets selected and managed by its Manager or Subadviser (as
defined below) to pursue the Fund's investment objective.
2. The Manager, a Delaware corporation, will be the investment
manager to the Initial Funds. A Manager (as defined below) will serve
as investment manager to each Fund. The Manager is, and any other
Manager will be, registered as an investment adviser under the
Investment Advisers Act of 1940 (``Advisers Act''). The Manager and the
Trust may retain one or more subadvisers (each a ``Subadviser'') to
manage the portfolios of the Funds. Any Subadviser will be registered,
or not subject to registration, under the Advisers Act.
3. The Distributor is a Florida Corporation and a broker-dealer
registered under the Securities Exchange Act of 1934 and will act as
the principal underwriter of Shares of the Funds. Applicants request
that the requested relief apply to any distributor of Shares, whether
affiliated or unaffiliated with the Manager (included in the term
``Distributor''). Any Distributor will comply with the terms and
conditions of the Order.
Applicants' Requested Exemptive Relief
4. Applicants seek the requested Order under section 6(c) of the
Act for an exemption from sections 2(a)(32), 5(a)(1), 22(d) and 22(e)
of the Act and rule 22c-1 under the Act, under sections 6(c) and 17(b)
of the Act for an exemption from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the Act for an exemption from
sections 12(d)(1)(A) and (B) of the Act. The requested Order would
permit applicants to offer exchange-traded managed funds. Because the
relief requested is the same as the relief granted by the Commission
under the Reference Order and because the Manager has entered into, or
anticipates entering into, a licensing agreement with Eaton Vance
Management, or an affiliate thereof in order to offer exchange-traded
managed funds,\2\ the Order would incorporate by reference the terms
and conditions of the Reference Order.
---------------------------------------------------------------------------
\2\ Eaton Vance Management has obtained patents with respect to
certain aspects of the Funds' method of operation as exchange-traded
managed funds.
---------------------------------------------------------------------------
5. Applicants request that the Order apply to the Initial Funds and
to any other existing or future open-end management investment company
or series thereof that: (a) Is advised by the Manager or any entity
controlling, controlled by, or under common control with the Manager
(any such entity included in the term ``Manager''); and (b) operates as
an exchange-traded managed fund as described in the Reference Order;
and (c) complies with the terms and conditions of the Order and of the
Reference Order, which is incorporated by reference herein (each such
company or series and Initial Fund, a ``Fund'').\3\
---------------------------------------------------------------------------
\3\ All entities that currently intend to rely on the Order are
named as applicants. Any other entity that relies on the Order in
the future will comply with the terms and conditions of the Order
and of the Reference Order, which is incorporated by reference
herein.
---------------------------------------------------------------------------
6. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and to
the extent that such exemption is necessary or appropriate in the
public interest and consistent with the protection of investors and the
purposes fairly intended by the policy and provisions of the Act.
Section 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the proposed transaction is
consistent with the policies of the registered investment company and
the general purposes of the Act. Section 12(d)(1)(J) of the Act
provides that the Commission may exempt any person, security, or
transaction, or any class or classes of persons, securities or
transactions, from any provision of section 12(d)(1) if the
[[Page 50356]]
exemption is consistent with the public interest and the protection of
investors.
7. Applicants submit that for the reasons stated in the Reference
Order: (1) With respect to the relief requested pursuant to section
6(c) of the Act, the relief is appropriate, in the public interest and
consistent with the protection of investors and the purposes fairly
intended by the policy and provisions of the Act; (2) with respect to
the relief request pursuant to section 17(b) of the Act, the proposed
transactions are reasonable and fair and do not involve overreaching on
the part of any person concerned, are consistent with the policies of
each registered investment company concerned and consistent with the
general purposes of the Act; and (3) with respect to the relief
requested pursuant to section 12(d)(1)(J) of the Act, the relief is
consistent with the public interest and the protection of investors.
By the Division of Investment Management, pursuant to delegated
authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015-20411 Filed 8-18-15; 8:45 am]
BILLING CODE 8011-01-P
