First Investors Equity Funds, et al.; Notice of Application, 30403-30404 [E7-10364]
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Federal Register / Vol. 72, No. 104 / Thursday, May 31, 2007 / Notices
Commission, Office of Filings and
Information Services, Washington, DC
20549.
sroberts on PROD1PC70 with NOTICES
Extension:
Rule 15Ba2–1 and Form MSD; SEC File No.
270–88; OMB Control No. 3235–0083
Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget for extension
and approval.
Rule 15Ba2–1 (17 CFR 240.15Ba2–1)
under the Securities Exchange Act of
1934 (15 U.S.C. 78a et seq.) provides
that an application for registration with
the Commission by a bank municipal
securities dealer must be filed on Form
MSD. The Commission uses the
information contained in Form MSD to
determine whether bank municipal
securities dealers meet the standards for
registration set forth in the Exchange
Act, to develop a central registry where
members of the public may obtain
information about particular bank
municipal securities dealers, and to
develop statistical information about
bank municipal securities dealers.
Based upon past submissions, the
staff estimates that approximately 32
respondents will utilize this application
procedure annually, with a total burden
of 48 hours. The staff estimates that the
average number of hours necessary to
comply with the requirements of Rule
15Ba2–1 is 1.5 hours. The average cost
per hour is approximately $67.
Therefore, the total cost of compliance
for the respondents is approximately
$3,216.
Written comments are invited on: (a)
Whether the proposed collection of
information is necessary for the proper
performance of the functions of the
agency, including whether the
information shall have practical utility;
(b) the accuracy of the agency’s estimate
of the burden of the proposed collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information to be collected; and (d)
ways to minimize the burden of the
collection of information on
respondents, including through the use
of automated collection techniques or
other forms of information technology.
Consideration will be given to
comments and suggestions submitted in
writing within 60 days of this
publication.
Direct your written comments to R.
Corey Booth, Director/Chief Information
VerDate Aug<31>2005
16:01 May 30, 2007
Jkt 211001
Officer, Securities and Exchange
Commission, C/O Shirley Martinson,
6432 General Green Way, Alexandria,
VA 22312 or send an e-mail to:
PRA_Mailbox@sec.gov. Comments must
be submitted to OMB within 60 days of
this notice.
May 16, 2007.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7–10378 Filed 5–30–07; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
27826; 812–13350]
30403
Secretary, Commission, 100
F Street, NE., Washington, DC 20549–
1090. Applicants, First Investors Equity
Funds et al, Kirkpatrick & Lockhart
Preston Gates, LLP, 1601 K Street, NW.,
Washington, D.C. 20006.
FOR FURTHER INFORMATION CONTACT:
Deepak T. Pai, Senior Counsel at (202)
551–6876, or Nadya Roytblat, Assistant
Director, at (202) 551–6821 (Division of
Investment Management, Office of
Investment Company Regulation).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained for a fee from the
Commission’s Public Reference Branch,
100 F Street, NE., Washington, DC
20549–0102 (telephone (202) 551–5850).
ADDRESSES:
Applicants’ Representations:
1. The Trusts, each a Delaware
statutory trust, are registered under the
May 23, 2007.
Act as open-end management
AGENCY: Securities and Exchange
investment companies. Each Trust
Commission (‘‘Commission’’).
currently offers one or more series
ACTION: Notice of an application under
(‘‘Funds’’), each of which has its own
section 6(c) of the Investment Company
investment objectives, policies and
Act of 1940 (the ‘‘Act’’) for an
restrictions.1
exemption from section 15(a) of the Act
2. The Advisor is registered under the
and rule 18f–2 under the Act.
Investment Advisers Act of 1940 (the
‘‘Advisers Act’’) and serves as
Summary of Application: The
investment adviser to each Fund
requested order would permit certain
pursuant to an investment advisory
registered open-end management
investment companies to enter into and agreement with the respective Trust
(‘‘Advisory Agreement’’) that was
materially amend subadvisory
approved by the board of trustees of the
agreements with subadvisers
Trust (the ‘‘Board’’), including a
(‘‘Subadvisors’’) without shareholder
majority of the trustees who are not
approval.
‘‘interested persons,’’ as defined in
Applicants: First Investors Equity
section 2(a)(19) of the Act
Funds, First Investors Income Funds,
(‘‘Independent Trustees’’), and the
First Investors Tax Exempt Funds, and
shareholders of each Fund. Under the
First Investors Life Series Fund (the
Advisory Agreement, the Advisor
‘‘Trusts’’) and First Investors
receives a fee from each Fund based on
Management Company, Inc. (the
the average daily net assets of the Fund.
‘‘Advisor’’).
Under the Advisory Agreement, the
DATES: Filing Dates: The application was
Advisor may delegate investment
filed on December 4, 2006, and
advisory responsibilities to one or more
amended on May 17, 2007. Hearing or
Subadvisors who have discretionary
Notification of Hearing: An order
authority to invest all or a portion of the
granting the application will be issued
Fund’s assets pursuant to a separate
unless the Commission orders a hearing. subadvisory agreement (‘‘Subadvisory
Interested persons may request a
hearing by writing to the Commission’s
1 Applicants also request exemptive relief with
Secretary and serving applicants with a
respect to any other existing and future registered
open-end management investment company or
copy of the request, personally or by
series thereof that (a) is advised by the Advisor or
mail. Hearing requests should be
any entity controlling, controlled by or under
received by the Commission by 5:30
common control with the Advisor; (b) uses the
p.m. on June 19, 2007 and should be
advisor/subadvisor structure that is described in the
application; and (c) complies with the terms and
accompanied by proof of service on
applicants, in the form of an affidavit or, conditions of the requested order (included in the
term ‘‘Funds’’). The requested relief will not extend
for lawyers, a certificate of service.
to any subadvisor that is an affiliated person as
Hearing requests should state the nature defined in Section 2(a)(3) of the 1940 Act, of the
Fund or the Advisor, other than by reason of
of the writer’s interest, the reasons for
serving as a Subadvisor to one or more of the Funds
the request, and the issues contested.
(an ‘‘Affiliated Subadvisor’’). If the name of any
Persons who wish to be notified of a
Fund contains the name of a Subadvisor, the name
hearing may request notification by
of the Advisor will precede the name of the
Subadvisor.
writing to the Commission’s Secretary.
First Investors Equity Funds, et al.;
Notice of Application
PO 00000
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Fmt 4703
Sfmt 4703
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30404
Federal Register / Vol. 72, No. 104 / Thursday, May 31, 2007 / Notices
Agreement’’). The Advisor selects
Subadvisors based on the Advisor’s
continuing evaluation of their skills in
managing assets pursuant to particular
investment styles. Each Subadvisor is
and will be an investment adviser
registered under the Advisers Act. For
its services to a Fund, the Advisor pays
each Subadvisor out of the investment
advisory fee the Advisor receives from
the Fund. Applicants request relief to
permit the Advisor, subject to Board
approval, to enter into and materially
amend Subadvisory Agreements
without shareholder approval.
sroberts on PROD1PC70 with NOTICES
Applicants’ Legal Analysis:
1. Section 15(a) of the Act provides,
in relevant part, that it is unlawful for
any person to act as an investment
adviser to a registered investment
company except pursuant to a written
contract that has been approved by the
vote of a majority of the company’s
outstanding voting securities. Rule 18f–
2 under the Act provides that each
series or class of stock in a series
company affected by a matter must
approve such matter if the Act requires
shareholder approval.
2. Section 6(c) 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 the
Act, or from any rule thereunder, 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 policies and
provisions of the Act. Applicants
believe that their requested relief meets
this standard.
3. Applicants state that the Funds’
shareholders rely on the Advisor,
subject to oversight by the Board, to
select the Subadvisors best suited to
achieve a Fund’s investment objectives.
Applicants assert that from the
perspective of the investor, the role of
the Subadvisors is comparable to that of
individual portfolio managers employed
by traditional investment advisory
firms. Applicants contend that requiring
shareholder approval of Subadvisory
Agreements would impose costs and
unnecessary delays on the Funds and
may preclude the Advisor from acting
promptly in a manner considered
advisable by the Board. Applicants also
note that the Advisory Agreement will
remain subject to the shareholder
approval requirements in section 15(a)
of the Act and rule 18f–2 under the Act.
VerDate Aug<31>2005
16:01 May 30, 2007
Jkt 211001
Applicants’ Conditions
Applicants agree that any order
granting the requested relief will be
subject to the following conditions:
1. Before a Fund may rely on the
order requested in the application, the
operation of the Fund in the manner
described in the application will be
approved by a majority of the Fund’s
outstanding voting securities, as defined
in the Act, or, in the case of a Fund
whose public shareholders purchase
shares on the basis of a prospectus
containing the disclosure contemplated
by condition 2 below, by the initial
shareholder(s) before offering the Fund’s
shares to the public.
2. Each Fund relying on the requested
order will disclose in its prospectus the
existence, substance, and effect of any
order granted pursuant to this
application. In addition, each Fund will
hold itself out to the public as
employing the management structure
described in the application. The
prospectus will prominently disclose
that the Advisor has ultimate
responsibility, subject to oversight by
the Board, to oversee the Subadvisors
and recommend their hiring,
termination and replacement.
3. Within 90 days of the hiring of any
new Subadvisor, the Advisor will
furnish shareholders of the affected
Fund all information about the new
Subadvisor that would be included in a
proxy statement. To meet this
obligation, the Advisor will provide
shareholders of the applicable Fund
with an information statement meeting
the requirements of Regulation 14C,
Schedule 14C and Item 22 of Schedule
14A under the Securities Exchange Act
of 1934.
4. The Advisor will not enter into a
Subadvisory Agreement with any
Affiliated Subadvisor without that
Subadvisory Agreement, including the
compensation to be paid thereunder,
being approved by the shareholders of
the applicable Fund.
5. At all times, at least a majority of
each Fund’s Board will be Independent
Trustees, and the nomination of new or
additional Independent Trustees will be
at the discretion of the then-existing
Independent Trustees.
6. When a Subadvisor change is
proposed for a Fund with an Affiliated
Subadvisor, the Board, including a
majority of the Independent Trustees,
will make a separate finding, reflected
in the Board minutes, that the change is
in the best interests of the Fund and its
shareholders and does not involve a
conflict of interest from which the
Advisor or the Affiliated Subadvisor
derives an inappropriate advantage.
PO 00000
Frm 00073
Fmt 4703
Sfmt 4703
7. The Advisor will have overall
supervisory responsibility for the
general management and investment of
the Fund’s assets, and, subject to review
and approval by the Board, will (i) set
each Fund’s overall investment
strategies, (ii) evaluate, select and
recommend Subadvisors to manage all
or a part of a Fund’s assets, (iii) when
appropriate, allocate and reallocate a
Fund’s assets among multiple
Subadvisors, (iv) monitor and evaluate
the performance of the Subadvisors, and
(v) implement procedures reasonably
designed to ensure that the Subadvisors
comply with each Fund’s investment
objective, policies and restrictions.
8. No trustee or officer of a Trust, or
director or officer of the Advisor will
own directly or indirectly (other than
through a pooled investment vehicle
that is not controlled by such person)
any interest in a Subadvisor, except for
(a) ownership of interests in the Advisor
or any entity that controls, is controlled
by, or is under common control with the
Advisor, or (b) ownership of less than
1% of the outstanding securities of any
class of equity or debt of a publiclytraded company that is either a
Subadvisor or an entity that controls, is
controlled by or is under common
control with a Subadvisor.
9. The requested order will expire on
the effective date of rule 15a–5 under
the Act, if adopted.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7–10364 Filed 5–30–07; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–55810; File No. SR–NASD–
2007–034]
Self-Regulatory Organizations;
National Association of Securities
Dealers, Inc.; Notice of Filing of
Proposed Rule Change Creating NASD
Rule 1160 (Firm Contact Information)
Regarding the Reporting and Annual
Review of Designated Contact
Information to NASD
May 24, 2007.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
notice is hereby given that on May 11,
2007, the National Association of
Securities Dealers, Inc. (‘‘NASD’’) filed
1 15
2 17
U.S.C. 78s(b)(1).
CFR 240.19b–4.
E:\FR\FM\31MYN1.SGM
31MYN1
]]>Agencies
[Federal Register Volume 72, Number 104 (Thursday, May 31, 2007)]
[Notices]
[Pages 30403-30404]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E7-10364]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 27826; 812-13350]
First Investors Equity Funds, et al.; Notice of Application
May 23, 2007.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application under section 6(c) of the Investment
Company Act of 1940 (the ``Act'') for an exemption from section 15(a)
of the Act and rule 18f-2 under the Act.
-----------------------------------------------------------------------
Summary of Application: The requested order would permit certain
registered open-end management investment companies to enter into and
materially amend subadvisory agreements with subadvisers
(``Subadvisors'') without shareholder approval.
Applicants: First Investors Equity Funds, First Investors Income
Funds, First Investors Tax Exempt Funds, and First Investors Life
Series Fund (the ``Trusts'') and First Investors Management Company,
Inc. (the ``Advisor'').
DATES: Filing Dates: The application was filed on December 4, 2006, and
amended on May 17, 2007. Hearing or Notification of Hearing: An order
granting the application 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 June 19, 2007 and should be accompanied
by proof of service on applicants, in the form of an affidavit or, for
lawyers, a certificate of service. Hearing requests should state the
nature of the writer's interest, the reasons 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, Commission, 100 F Street, NE., Washington, DC
20549-1090. Applicants, First Investors Equity Funds et al, Kirkpatrick
& Lockhart Preston Gates, LLP, 1601 K Street, NW., Washington, D.C.
20006.
FOR FURTHER INFORMATION CONTACT: Deepak T. Pai, Senior Counsel at (202)
551-6876, or Nadya Roytblat, Assistant Director, at (202) 551-6821
(Division of Investment Management, Office of Investment Company
Regulation).
SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained for a fee from
the Commission's Public Reference Branch, 100 F Street, NE.,
Washington, DC 20549-0102 (telephone (202) 551-5850).
Applicants' Representations:
1. The Trusts, each a Delaware statutory trust, are registered
under the Act as open-end management investment companies. Each Trust
currently offers one or more series (``Funds''), each of which has its
own investment objectives, policies and restrictions.\1\
---------------------------------------------------------------------------
\1\ Applicants also request exemptive relief with respect to any
other existing and future registered open-end management investment
company or series thereof that (a) is advised by the Advisor or any
entity controlling, controlled by or under common control with the
Advisor; (b) uses the advisor/subadvisor structure that is described
in the application; and (c) complies with the terms and conditions
of the requested order (included in the term ``Funds''). The
requested relief will not extend to any subadvisor that is an
affiliated person as defined in Section 2(a)(3) of the 1940 Act, of
the Fund or the Advisor, other than by reason of serving as a
Subadvisor to one or more of the Funds (an ``Affiliated
Subadvisor''). If the name of any Fund contains the name of a
Subadvisor, the name of the Advisor will precede the name of the
Subadvisor.
---------------------------------------------------------------------------
2. The Advisor is registered under the Investment Advisers Act of
1940 (the ``Advisers Act'') and serves as investment adviser to each
Fund pursuant to an investment advisory agreement with the respective
Trust (``Advisory Agreement'') that was approved by the board of
trustees of the Trust (the ``Board''), including a majority of the
trustees who are not ``interested persons,'' as defined in section
2(a)(19) of the Act (``Independent Trustees''), and the shareholders of
each Fund. Under the Advisory Agreement, the Advisor receives a fee
from each Fund based on the average daily net assets of the Fund. Under
the Advisory Agreement, the Advisor may delegate investment advisory
responsibilities to one or more Subadvisors who have discretionary
authority to invest all or a portion of the Fund's assets pursuant to a
separate subadvisory agreement (``Subadvisory
[[Page 30404]]
Agreement''). The Advisor selects Subadvisors based on the Advisor's
continuing evaluation of their skills in managing assets pursuant to
particular investment styles. Each Subadvisor is and will be an
investment adviser registered under the Advisers Act. For its services
to a Fund, the Advisor pays each Subadvisor out of the investment
advisory fee the Advisor receives from the Fund. Applicants request
relief to permit the Advisor, subject to Board approval, to enter into
and materially amend Subadvisory Agreements without shareholder
approval.
Applicants' Legal Analysis:
1. Section 15(a) of the Act provides, in relevant part, that it is
unlawful for any person to act as an investment adviser to a registered
investment company except pursuant to a written contract that has been
approved by the vote of a majority of the company's outstanding voting
securities. Rule 18f-2 under the Act provides that each series or class
of stock in a series company affected by a matter must approve such
matter if the Act requires shareholder approval.
2. Section 6(c) 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 the Act, or
from any rule thereunder, 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
policies and provisions of the Act. Applicants believe that their
requested relief meets this standard.
3. Applicants state that the Funds' shareholders rely on the
Advisor, subject to oversight by the Board, to select the Subadvisors
best suited to achieve a Fund's investment objectives. Applicants
assert that from the perspective of the investor, the role of the
Subadvisors is comparable to that of individual portfolio managers
employed by traditional investment advisory firms. Applicants contend
that requiring shareholder approval of Subadvisory Agreements would
impose costs and unnecessary delays on the Funds and may preclude the
Advisor from acting promptly in a manner considered advisable by the
Board. Applicants also note that the Advisory Agreement will remain
subject to the shareholder approval requirements in section 15(a) of
the Act and rule 18f-2 under the Act.
Applicants' Conditions
Applicants agree that any order granting the requested relief will
be subject to the following conditions:
1. Before a Fund may rely on the order requested in the
application, the operation of the Fund in the manner described in the
application will be approved by a majority of the Fund's outstanding
voting securities, as defined in the Act, or, in the case of a Fund
whose public shareholders purchase shares on the basis of a prospectus
containing the disclosure contemplated by condition 2 below, by the
initial shareholder(s) before offering the Fund's shares to the public.
2. Each Fund relying on the requested order will disclose in its
prospectus the existence, substance, and effect of any order granted
pursuant to this application. In addition, each Fund will hold itself
out to the public as employing the management structure described in
the application. The prospectus will prominently disclose that the
Advisor has ultimate responsibility, subject to oversight by the Board,
to oversee the Subadvisors and recommend their hiring, termination and
replacement.
3. Within 90 days of the hiring of any new Subadvisor, the Advisor
will furnish shareholders of the affected Fund all information about
the new Subadvisor that would be included in a proxy statement. To meet
this obligation, the Advisor will provide shareholders of the
applicable Fund with an information statement meeting the requirements
of Regulation 14C, Schedule 14C and Item 22 of Schedule 14A under the
Securities Exchange Act of 1934.
4. The Advisor will not enter into a Subadvisory Agreement with any
Affiliated Subadvisor without that Subadvisory Agreement, including the
compensation to be paid thereunder, being approved by the shareholders
of the applicable Fund.
5. At all times, at least a majority of each Fund's Board will be
Independent Trustees, and the nomination of new or additional
Independent Trustees will be at the discretion of the then-existing
Independent Trustees.
6. When a Subadvisor change is proposed for a Fund with an
Affiliated Subadvisor, the Board, including a majority of the
Independent Trustees, will make a separate finding, reflected in the
Board minutes, that the change is in the best interests of the Fund and
its shareholders and does not involve a conflict of interest from which
the Advisor or the Affiliated Subadvisor derives an inappropriate
advantage.
7. The Advisor will have overall supervisory responsibility for the
general management and investment of the Fund's assets, and, subject to
review and approval by the Board, will (i) set each Fund's overall
investment strategies, (ii) evaluate, select and recommend Subadvisors
to manage all or a part of a Fund's assets, (iii) when appropriate,
allocate and reallocate a Fund's assets among multiple Subadvisors,
(iv) monitor and evaluate the performance of the Subadvisors, and (v)
implement procedures reasonably designed to ensure that the Subadvisors
comply with each Fund's investment objective, policies and
restrictions.
8. No trustee or officer of a Trust, or director or officer of the
Advisor will own directly or indirectly (other than through a pooled
investment vehicle that is not controlled by such person) any interest
in a Subadvisor, except for (a) ownership of interests in the Advisor
or any entity that controls, is controlled by, or is under common
control with the Advisor, or (b) ownership of less than 1% of the
outstanding securities of any class of equity or debt of a publicly-
traded company that is either a Subadvisor or an entity that controls,
is controlled by or is under common control with a Subadvisor.
9. The requested order will expire on the effective date of rule
15a-5 under the Act, if adopted.
For the Commission, by the Division of Investment Management,
under delegated authority.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7-10364 Filed 5-30-07; 8:45 am]
BILLING CODE 8010-01-P
