DWS Advisor Funds, et al.; Notice of Application, 43672-43673 [E7-15180]

Download as PDF sroberts on PROD1PC70 with NOTICES 43672 Federal Register / Vol. 72, No. 150 / Monday, August 6, 2007 / Notices below, by the initial shareholder(s) before offering shares of that Fund to the public. 2. Each Fund will disclose in its prospectus the existence, substance and effect of any order granted pursuant to the 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 Manager has the ultimate responsibility (subject to oversight by the Board) to oversee Sub-Advisers and to recommend their hiring, termination, and replacement. 3. Within 90 days of the hiring of a new Sub-Adviser for any Fund, shareholders of the affected Fund will be furnished all information about the new Sub-Adviser that would be included in a proxy statement. To meet this condition, each Fund will provide shareholders 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 within 90 days of the hiring of a new Sub-Adviser. 4. The Manager will not enter into a Sub-Advisory Agreement with any Affiliated Sub-Adviser unless such agreement, including the compensation to be paid thereunder, has been approved by the shareholders of the applicable Fund. 5. At all times, at least a majority of the Board will be Independent Trustees, and the nomination of new or additional Independent Trustees will be placed within the discretion of the then existing Independent Trustees. 6. When a change of Sub-Adviser is proposed for a Fund with an Affiliated Sub-Adviser, 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 Manager or the Affiliated Sub-Adviser derives an inappropriate advantage. 7. The Manager will provide general management services to each Fund, including overall supervisory responsibility for the general management and investment of each Fund’s assets, and, subject to review and approval by the Board, will (a) Set the Fund’s overall investment strategies; (b) evaluate, select, and recommend Sub-Advisers to manage all or a part of the Fund’s assets; (c) when appropriate, allocate and reallocate a Fund’s assets among multiple Sub-Advisers; (d) monitor and evaluate the performance of Sub-Advisers; and (e) implement procedures reasonably designed to VerDate Aug<31>2005 19:38 Aug 03, 2007 Jkt 211001 ensure compliance by the SubAdviser(s) with the Fund’s investment objectives, policies and restrictions. 8. No trustee or officer of the Trusts, or director or officer of the Manager, will own, directly or indirectly (other than through a pooled investment vehicle that is not controlled by such person), 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 a publicly-traded company that is either a Sub-Adviser or an entity that controls, is controlled by, or is under common control with a SubAdviser. 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. E7–15188 Filed 8–3–07; 8:45 am] BILLING CODE 8010–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 27919; 812–13383] DWS Advisor Funds, et al.; Notice of Application July 31, 2007. Securities and Exchange Commission (‘‘Commission’’). ACTION: Notice of an application to supercede an existing order under section 12(d)(1)(J) of the Investment Company Act of 1940 (the ‘‘Act’’) granting an exemption from section 12(d)(1)(G)(i)(II) of the Act. AGENCY: Summary of Application: Applicants request an order to supercede an existing order that permits funds of funds relying on section 12(d)(1)(G) of the Act to invest in securities and other financial instruments, to include investments in certain other registered investment companies and to add new applicants. Applicants: DWS Investments Trust (formerly Morgan Grenfell Investment Trust) (‘‘Original Trust’’); DWS Advisor Funds; DWS Allocation Series; DWS Blue Chip Fund; DWS Communications Fund, Inc.; DWS Equity Partners Fund, Inc.; DWS Equity Trust; DWS Global/ International Fund, Inc.; DWS High Income Series; DWS Income Trust; DWS PO 00000 Frm 00082 Fmt 4703 Sfmt 4703 Institutional Funds; DWS International Fund, Inc.; DWS Investment Trust; DWS Investments VIT Funds; DWS Investors Funds, Inc.; DWS Money Funds; DWS Money Market Trust; DWS Mutual Funds, Inc.; DWS Portfolio Trust; DWS Securities Trust; DWS Strategic Income Fund; DWS Target Fund; DWS Technology Fund; DWS U.S. Government Securities Fund; DWS Value Builder Fund, Inc.; DWS Value Equity Trust; DWS Value Series, Inc.; DWS Variable Series I and DWS Variable Series II (collectively the ‘‘New Funds’’) and Deutsche Investment Management Americas, Inc. (‘‘DIMA,’’ together with the New Funds, the ‘‘New Applicants’’) (collectively with the Original Trust, the ‘‘Applicants’’). Filing Dates: The application was filed on May 9, 2007 and amended on July 24, 2007. Applicants have agreed to file an amendment during the notice period, the substance of which is reflected in this notice. 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 August 24, 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, Deutsche Investment Management Americas, Inc., Two International Place, Boston, Massachusetts 02110. 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 Original Trust, which is registered under the Act as an open-end E:\FR\FM\06AUN1.SGM 06AUN1 Federal Register / Vol. 72, No. 150 / Monday, August 6, 2007 / Notices management investment company and organized as a Massachusetts business trust, received an order (‘‘Existing Order’’) permitting certain series of the Original Trust that operate as ‘‘funds of funds’’ in reliance on section 12(d)(1)(G) of the Act to invest directly in other securities and financial instruments (‘‘Other Investments’’).1 The Existing Order excluded shares of any registered investment companies outside of the Original Trust’s group of investment companies from Other Investments. 2. Each New Trust is organized as a Massachusetts business trust or a Maryland corporation and is registered as an open-end management investment company under the Act. DIMA, an investment adviser registered under the Investment Advisers Act of 1940, serves as investment adviser to the New Funds and to the Original Trust. 3. Applicants request that the relief also apply to any other existing or future registered open-end management investment company or series thereof advised by DIMA or any entity controlling, controlled by, or under common control with DIMA (‘‘Upper Tier Funds’’). Any registered open-end management investment company (or series thereof) whose shares are purchased by an Upper Tier Fund, and which is part of the same group of investment companies, as defined in section 12(d)(1)(G)(ii) of the Act, as the Upper Tier Fund is referred to as ‘‘DWS Underlying Fund.’’ 2 4. Applicants propose that, in addition to DWS Underlying Funds and Other Investments, Upper Tier Funds be permitted to invest in securities of ‘‘Unaffiliated ETFs’’ either within the limits of sections 12(d)(1)(A) and (B) of the Act or in excess of those limits in reliance on exemptive orders obtained by such ‘‘Unaffiliated ETFs.’’ ‘‘Unaffiliated ETFs’’ are open-end management investment companies or unit investment trusts registered under the Act that operate as exchange-traded funds and are not part of the same group of investment companies as the Upper Tier Fund. sroberts on PROD1PC70 with NOTICES Applicants’ Legal Analysis 1. Section 12(d)(1)(A) of the Act provides that no registered investment company (‘‘acquiring company’’) may acquire securities of another investment 1 Morgan Grenfell Investment Trust et al., Investment Company Act Release Nos. 25063 (July 13, 2001) (notice) and 25105 (August 9, 2001) (order). 2 All existing Upper Tier Funds and DWS Underlying Funds currently intending to rely on the requested order are named as applicants, and any other entity that relies on the order in the future will do so only in accordance with the terms and conditions of the application. VerDate Aug<31>2005 19:38 Aug 03, 2007 Jkt 211001 company (‘‘acquired company’’) if such securities represent more than 3% of the acquired company’s outstanding voting stock or more than 5% of the acquiring company’s total assets, or if such securities, together with the securities of other investment companies, represent more than 10% of the acquiring company’s total assets. Section 12(d)(1)(B) of the Act provides that no registered open-end investment company may sell its securities to another investment company if the sale will cause the acquiring company to own more than 3% of the acquired company’s voting stock, or cause more than 10% of the acquired company’s voting stock to be owned by investment companies. 2. Section 12(d)(1)(G) of the Act provides that section 12(d)(1) will not apply to securities of an acquired company purchased by an acquiring company if: (i) The acquiring company and the acquired company are part of the same group of investment companies; (ii) the acquiring company holds only securities of acquired companies that are part of the same group of investment companies, government securities, and short-term paper; (iii) the aggregate sales loads and distribution-related fees of the acquiring company and the acquired company are not excessive under rules adopted pursuant to section 22(b) or section 22(c) of the Act by a securities association registered under section 15A of the Securities Exchange Act of 1934 or by the Commission; and (iv) the acquired company has a policy that prohibits it from acquiring securities of registered open-end management investment companies or registered unit investment trusts in reliance on section 12(d)(1)(F) or (G). Applicants state that the proposed arrangement would comply with the provisions of section 12(d)(1)(G), but for the fact that an Upper Tier Fund’s investments will include shares of one or more DWS Underlying Funds as well as Other Investments and Unaffiliated ETFs. 3. Section 12(d)(1)(J) of the Act provides that the Commission may exempt persons or transactions from any provision of section 12(d)(1) if, and to the extent that, the exemption is consistent with the public interest and the protection of investors. Applicants request an order under section 12(d)(1)(J) exempting them from section 12(d)(1)(G)(i)(II). Applicant state that investments in securities of Unaffiliated ETFs in excess of the limits of sections 12(d)(1)(A) and (B) would be subject to all of the terms and conditions contained in exemptive orders obtained by such Unaffiliated ETFs. Applicants PO 00000 Frm 00083 Fmt 4703 Sfmt 4703 43673 therefore assert that the ability of each Upper Tier Fund to invest in securities of Unaffiliated ETFs would not give rise to any of the concerns that the prohibitions of sections 12(d)(1)(A) and (B) or the requirements of section 12(d)(1)(G) were designed to address. Applicants’ Conditions Applicants agree that any order granting the requested relief will supercede the Existing Order and will be subject to the following conditions: 1. Applicants will comply with all provisions of section 12(d)(1)(G) of the Act, except for section 12(d)(1)(G)(i)(II) to the extent that it restricts an Upper Tier Fund from investing in Other Investments and Unaffiliated ETFs, as described in the application. 2. Before approving any advisory contract under section 15 of the Act, the board of directors or trustees of each Upper Tier Fund, including a majority of the disinterested board members, will find that the advisory fees, if any, charged under such contract are based on services provided that are in addition to, rather than duplicative of, services provided pursuant to any DWS Underlying Fund’s or Unaffiliated ETF’s advisory contract. Such finding, and the basis upon which the finding was made, will be recorded fully in the minute books of the Upper Tier Fund. For the Commission, by the Division of Investment Management, under delegated authority. Florence E. Harmon, Deputy Secretary. [FR Doc. E7–15180 Filed 8–3–07; 8:45 am] BILLING CODE 8010–01–P SMALL BUSINESS ADMINISTRATION Data Collection Available for Public Comments and Recommendations Notice and request for comments. ACTION: SUMMARY: In accordance with the Paperwork Reduction Act of 1995, this notice announces the Small Business Administration’s intentions to request approval on a new and/or currently approved information collection. DATES: Submit comments on or before October 5, 2007. ADDRESSES: Send all comments regarding whether this information collection is necessary for the proper performance of the function of the agency, whether the burden estimates are accurate, and if there are ways to minimize the estimated burden and enhance the quality of the collection, to E:\FR\FM\06AUN1.SGM 06AUN1

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[Federal Register Volume 72, Number 150 (Monday, August 6, 2007)]
[Notices]
[Pages 43672-43673]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E7-15180]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 27919; 812-13383]


DWS Advisor Funds, et al.; Notice of Application

July 31, 2007.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application to supercede an existing order under 
section 12(d)(1)(J) of the Investment Company Act of 1940 (the ``Act'') 
granting an exemption from section 12(d)(1)(G)(i)(II) of the Act.

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    Summary of Application: Applicants request an order to supercede an 
existing order that permits funds of funds relying on section 
12(d)(1)(G) of the Act to invest in securities and other financial 
instruments, to include investments in certain other registered 
investment companies and to add new applicants.
    Applicants: DWS Investments Trust (formerly Morgan Grenfell 
Investment Trust) (``Original Trust''); DWS Advisor Funds; DWS 
Allocation Series; DWS Blue Chip Fund; DWS Communications Fund, Inc.; 
DWS Equity Partners Fund, Inc.; DWS Equity Trust; DWS Global/
International Fund, Inc.; DWS High Income Series; DWS Income Trust; DWS 
Institutional Funds; DWS International Fund, Inc.; DWS Investment 
Trust; DWS Investments VIT Funds; DWS Investors Funds, Inc.; DWS Money 
Funds; DWS Money Market Trust; DWS Mutual Funds, Inc.; DWS Portfolio 
Trust; DWS Securities Trust; DWS Strategic Income Fund; DWS Target 
Fund; DWS Technology Fund; DWS U.S. Government Securities Fund; DWS 
Value Builder Fund, Inc.; DWS Value Equity Trust; DWS Value Series, 
Inc.; DWS Variable Series I and DWS Variable Series II (collectively 
the ``New Funds'') and Deutsche Investment Management Americas, Inc. 
(``DIMA,'' together with the New Funds, the ``New Applicants'') 
(collectively with the Original Trust, the ``Applicants'').
    Filing Dates: The application was filed on May 9, 2007 and amended 
on July 24, 2007. Applicants have agreed to file an amendment during 
the notice period, the substance of which is reflected in this notice.
    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 August 24, 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, Deutsche Investment Management Americas, Inc., 
Two International Place, Boston, Massachusetts 02110.

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 Original Trust, which is registered under the Act as an 
open-end

[[Page 43673]]

management investment company and organized as a Massachusetts business 
trust, received an order (``Existing Order'') permitting certain series 
of the Original Trust that operate as ``funds of funds'' in reliance on 
section 12(d)(1)(G) of the Act to invest directly in other securities 
and financial instruments (``Other Investments'').\1\ The Existing 
Order excluded shares of any registered investment companies outside of 
the Original Trust's group of investment companies from Other 
Investments.
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    \1\ Morgan Grenfell Investment Trust et al., Investment Company 
Act Release Nos. 25063 (July 13, 2001) (notice) and 25105 (August 9, 
2001) (order).
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    2. Each New Trust is organized as a Massachusetts business trust or 
a Maryland corporation and is registered as an open-end management 
investment company under the Act. DIMA, an investment adviser 
registered under the Investment Advisers Act of 1940, serves as 
investment adviser to the New Funds and to the Original Trust.
    3. Applicants request that the relief also apply to any other 
existing or future registered open-end management investment company or 
series thereof advised by DIMA or any entity controlling, controlled 
by, or under common control with DIMA (``Upper Tier Funds''). Any 
registered open-end management investment company (or series thereof) 
whose shares are purchased by an Upper Tier Fund, and which is part of 
the same group of investment companies, as defined in section 
12(d)(1)(G)(ii) of the Act, as the Upper Tier Fund is referred to as 
``DWS Underlying Fund.'' \2\
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    \2\ All existing Upper Tier Funds and DWS Underlying Funds 
currently intending to rely on the requested order are named as 
applicants, and any other entity that relies on the order in the 
future will do so only in accordance with the terms and conditions 
of the application.
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    4. Applicants propose that, in addition to DWS Underlying Funds and 
Other Investments, Upper Tier Funds be permitted to invest in 
securities of ``Unaffiliated ETFs'' either within the limits of 
sections 12(d)(1)(A) and (B) of the Act or in excess of those limits in 
reliance on exemptive orders obtained by such ``Unaffiliated ETFs.'' 
``Unaffiliated ETFs'' are open-end management investment companies or 
unit investment trusts registered under the Act that operate as 
exchange-traded funds and are not part of the same group of investment 
companies as the Upper Tier Fund.

Applicants' Legal Analysis

    1. Section 12(d)(1)(A) of the Act provides that no registered 
investment company (``acquiring company'') may acquire securities of 
another investment company (``acquired company'') if such securities 
represent more than 3% of the acquired company's outstanding voting 
stock or more than 5% of the acquiring company's total assets, or if 
such securities, together with the securities of other investment 
companies, represent more than 10% of the acquiring company's total 
assets. Section 12(d)(1)(B) of the Act provides that no registered 
open-end investment company may sell its securities to another 
investment company if the sale will cause the acquiring company to own 
more than 3% of the acquired company's voting stock, or cause more than 
10% of the acquired company's voting stock to be owned by investment 
companies.
    2. Section 12(d)(1)(G) of the Act provides that section 12(d)(1) 
will not apply to securities of an acquired company purchased by an 
acquiring company if: (i) The acquiring company and the acquired 
company are part of the same group of investment companies; (ii) the 
acquiring company holds only securities of acquired companies that are 
part of the same group of investment companies, government securities, 
and short-term paper; (iii) the aggregate sales loads and distribution-
related fees of the acquiring company and the acquired company are not 
excessive under rules adopted pursuant to section 22(b) or section 
22(c) of the Act by a securities association registered under section 
15A of the Securities Exchange Act of 1934 or by the Commission; and 
(iv) the acquired company has a policy that prohibits it from acquiring 
securities of registered open-end management investment companies or 
registered unit investment trusts in reliance on section 12(d)(1)(F) or 
(G). Applicants state that the proposed arrangement would comply with 
the provisions of section 12(d)(1)(G), but for the fact that an Upper 
Tier Fund's investments will include shares of one or more DWS 
Underlying Funds as well as Other Investments and Unaffiliated ETFs.
    3. Section 12(d)(1)(J) of the Act provides that the Commission may 
exempt persons or transactions from any provision of section 12(d)(1) 
if, and to the extent that, the exemption is consistent with the public 
interest and the protection of investors. Applicants request an order 
under section 12(d)(1)(J) exempting them from section 
12(d)(1)(G)(i)(II). Applicant state that investments in securities of 
Unaffiliated ETFs in excess of the limits of sections 12(d)(1)(A) and 
(B) would be subject to all of the terms and conditions contained in 
exemptive orders obtained by such Unaffiliated ETFs. Applicants 
therefore assert that the ability of each Upper Tier Fund to invest in 
securities of Unaffiliated ETFs would not give rise to any of the 
concerns that the prohibitions of sections 12(d)(1)(A) and (B) or the 
requirements of section 12(d)(1)(G) were designed to address.

Applicants' Conditions

    Applicants agree that any order granting the requested relief will 
supercede the Existing Order and will be subject to the following 
conditions:
    1. Applicants will comply with all provisions of section 
12(d)(1)(G) of the Act, except for section 12(d)(1)(G)(i)(II) to the 
extent that it restricts an Upper Tier Fund from investing in Other 
Investments and Unaffiliated ETFs, as described in the application.
    2. Before approving any advisory contract under section 15 of the 
Act, the board of directors or trustees of each Upper Tier Fund, 
including a majority of the disinterested board members, will find that 
the advisory fees, if any, charged under such contract are based on 
services provided that are in addition to, rather than duplicative of, 
services provided pursuant to any DWS Underlying Fund's or Unaffiliated 
ETF's advisory contract. Such finding, and the basis upon which the 
finding was made, will be recorded fully in the minute books of the 
Upper Tier Fund.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-15180 Filed 8-3-07; 8:45 am]
BILLING CODE 8010-01-P