Sunshine Act Meeting Notice, 75591 [06-9739]
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Federal Register / Vol. 71, No. 241 / Friday, December 15, 2006 / Notices
the basis of a prospectus containing the
disclosure contemplated by condition 2
below, by the sole initial shareholder
before offering the Sub-Advised Fund’s
shares to the public.
2. Each Sub-Advised Fund will
disclose in its prospectus the existence,
substance, and effect of any order
granted pursuant to the application. In
addition, each Sub-Advised Fund will
hold itself out to the public as
employing the manager of managers
arrangement described in the
application. The prospectus relating to
each Sub-Advised Fund will
prominently disclose that its Manager
has ultimate responsibility (subject to
oversight by the Board) to oversee the
Sub-Advisers and recommend their
hiring, termination, and replacement.
3. Within 90 days of the hiring of a
new Sub-Adviser, the applicable
Manager will furnish shareholders all
information about the new Sub-Adviser
that would be included in a proxy
statement, except as modified to permit
Aggregate Fee Disclosure. This
information will include Aggregate Fee
Disclosure and any change in such
disclosure caused by the addition of the
new Sub-Adviser. To meet this
condition, the Manager will provide
shareholders of the applicable SubAdvised Fund within 90 days of the
hiring of a new Sub-Adviser with an
information statement meeting the
requirements of Regulation 14C,
Schedule 14C, and Item 22 of Schedule
14A under the 1934 Act, except as
modified by the order to permit
Aggregate Fee Disclosure.
4. The Manager will not enter into a
Sub-Advisory Agreement with any
Affiliated Sub-Adviser unless that
agreement, including the compensation
to be paid thereunder, has been
approved by the shareholders of the
applicable Sub-Advised Fund.
5. At all times, at least a majority of
the Board will be Independent Board
Members and the nomination of new or
additional Independent Board Members
will be at the discretion of the then
existing Independent Board Members.
6. When a change of Sub-Adviser is
proposed for a Sub-Advised Fund with
an Affiliated Sub-Adviser, the Board,
including a majority of the Independent
Board Members, will make a separate
finding, reflected in the Board minutes,
that such change is in the best interests
of the Sub-Advised Fund and its
shareholders, and does not involve a
conflict of interest from which the
Manager or an Affiliated Sub-Adviser
derives an inappropriate advantage.
7. The Manager will provide general
management services to each SubAdvised Fund, including overall
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supervisory responsibility for the
general management and investment of
each Sub-Advised Fund’s assets, and,
subject to review and approval by the
Board, will, for each Sub-Advised Fund:
(a) Set the Sub-Advised Fund’s overall
investment strategies; (b) evaluate,
select and recommend Sub-Advisers to
manage all or a part of the Sub-Advised
Fund’s assets; (c) when appropriate,
allocate and reallocate the Sub-Advised
Fund’s assets among multiple SubAdvisers; (d) monitor and evaluate the
Sub-Advisers’ investment performance;
and (e) implement procedures
reasonably designed to ensure
compliance by the Sub-Advisers with
the Sub-Advised Fund’s investment
objective, policies and restrictions.
8. No director, trustee or officer of a
Sub-Advised Fund, or director or officer
of the Manager, will own, directly or
indirectly (other than through a pooled
investment vehicle over which such
person does not have control), any
interest in a Sub-Adviser, except for: (a)
ownership of interests in the Manager or
any entity that controls, is controlled by,
or is under common control with the
Manager, or (b) ownership of less than
1% of the outstanding securities of any
class of equity or debt of any publicly
traded company that is either a SubAdviser or an entity that controls, is
controlled by, or is under common
control with a Sub-Adviser.
9. Each Sub-Advised Fund will
disclose in its registration statement the
Aggregate Fee Disclosure.
10. Independent Legal Counsel, as
defined in rule 0–1(a)(6) under the Act,
will be engaged to represent the
Independent Board Members. The
selection of such counsel will be within
the discretion of the then existing
Independent Board Members.
11. The requested order will expire on
the effective date of rule 15a–5 under
the Act, if adopted.
12. The Manager will provide the
Boards, no less frequently than
quarterly, with information about the
profitability of the Manager on a perSub-Advised Fund basis. The
information will reflect the impact on
profitability of the hiring or termination
of any Sub-Adviser during the
applicable quarter.
13. Whenever a Sub-Adviser is hired
or terminated, the Manager will provide
the Board with information showing the
expected impact on the profitability of
the Manager.
PO 00000
For the Commission, by the Division of
Investment Management, under delegated
authority.
Nancy M. Morris,
Secretary.
[FR Doc. E6–21342 Filed 12–14–06; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meeting Notice
Notice is hereby given, pursuant to
the provisions of the Government in the
Sunshine Act, Pub. L. 94–409, that the
Securities and Exchange Commission
will hold the following meeting during
the week of December 18, 2006:
A Closed Meeting will be held on
Tuesday, December 19, 2006 at 10 a.m.
Commissioners, Counsels to the
Commissioners, the Secretary to the
Commission, and recording secretaries
will attend the Closed Meeting. Certain
staff members who have an interest in
the matters may also be present.
The General Counsel of the
Commission, or his designee, has
certified that, in his opinion, one or
more of the exemptions set forth in 5
U.S.C. 552b(c)(3), (5), (7), (9)(B) and (10)
and 17 CFR 200.402(a)(3), (5), (7), (9)(ii),
and (10) permit consideration of the
scheduled matters at the Closed
Meeting.
Commissioner Casey, as duty officer,
voted to consider the items listed for the
closed meeting in closed session.
The subject matters of the Closed
Meeting scheduled for Tuesday,
December 19, 2006 will be: formal
orders of investigation; institution and
settlement of injunctive actions;
institution and settlement of
administrative proceedings of an
enforcement nature; a collection matter;
an adjudicatory matter; and other
matters relating to enforcement
proceedings.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting items.
For further information and to
ascertain what, if any, matters have been
added, deleted or postponed, please
contact:
The Office of the Secretary at (202)
551–5400.
Dated: December 12, 2006.
Nancy M. Morris,
Secretary.
[FR Doc. 06–9739 Filed 12–12–06; 3:51 pm]
BILLING CODE 8011–01–P
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[Federal Register Volume 71, Number 241 (Friday, December 15, 2006)]
[Notices]
[Page 75591]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 06-9739]
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SECURITIES AND EXCHANGE COMMISSION
Sunshine Act Meeting Notice
Notice is hereby given, pursuant to the provisions of the
Government in the Sunshine Act, Pub. L. 94-409, that the Securities and
Exchange Commission will hold the following meeting during the week of
December 18, 2006:
A Closed Meeting will be held on Tuesday, December 19, 2006 at 10
a.m.
Commissioners, Counsels to the Commissioners, the Secretary to the
Commission, and recording secretaries will attend the Closed Meeting.
Certain staff members who have an interest in the matters may also be
present.
The General Counsel of the Commission, or his designee, has
certified that, in his opinion, one or more of the exemptions set forth
in 5 U.S.C. 552b(c)(3), (5), (7), (9)(B) and (10) and 17 CFR
200.402(a)(3), (5), (7), (9)(ii), and (10) permit consideration of the
scheduled matters at the Closed Meeting.
Commissioner Casey, as duty officer, voted to consider the items
listed for the closed meeting in closed session.
The subject matters of the Closed Meeting scheduled for Tuesday,
December 19, 2006 will be: formal orders of investigation; institution
and settlement of injunctive actions; institution and settlement of
administrative proceedings of an enforcement nature; a collection
matter; an adjudicatory matter; and other matters relating to
enforcement proceedings.
At times, changes in Commission priorities require alterations in
the scheduling of meeting items.
For further information and to ascertain what, if any, matters have
been added, deleted or postponed, please contact:
The Office of the Secretary at (202) 551-5400.
Dated: December 12, 2006.
Nancy M. Morris,
Secretary.
[FR Doc. 06-9739 Filed 12-12-06; 3:51 pm]
BILLING CODE 8011-01-P
