Sunshine Act Meeting, 15787 [E9-7848]

Download as PDF Federal Register / Vol. 74, No. 65 / Tuesday, April 7, 2009 / Notices evidence presented in the application rebuts the presumption that Leonora Montgomery controls Bridgeway Capital as a result of her ownership of more than 25 percent of Bridgeway Capital’s voting securities. 2. If Leonora Montgomery were determined to control Bridgeway Capital, the future transfer of her Bridgeway Capital Common Stock could be deemed to result in the ‘‘assignment,’’ as defined in section 2(a)(4) of the Act, of Bridgeway Capital’s investment advisory or subadvisory agreement with each RIC advised or subadvised by Bridgeway Capital at the time of the transfer (‘‘Fund’’), resulting in the automatic termination of each investment advisory or subadvisory agreement in accordance with section 15(a)(4) of the Act. If the investment advisory or subadvisory agreements were terminated, a new investment advisory or subadvisory agreement would have to be approved by each Fund’s board of directors and shareholders pursuant to section 15(a) of the Act, even though there would be no change to the terms of the investment advisory or subadvisory agreements, or to the investment policies, personnel, operations, or actual control of Bridgeway Capital as a result of the transfer of Bridgeway Capital Common Stock. Bridgeway Capital wants to eliminate the need for a special meeting of the shareholders of each Fund and to avoid the burden and expense of soliciting proxies merely for the purpose of approving an investment advisory or subadvisory agreement that would be identical to the existing investment advisory or subadvisory agreement, which already has been approved by each Fund’s board of directors and shareholders in accordance with section 15(a) of the Act. 3. Since Bridgeway Capital’s inception, John Montgomery has solely ‘‘controlled’’ Bridgeway Capital, as that term is defined in section 2(a)(9) of the Act, and has been involved in the active management of all aspects of the operations and affairs of Bridgeway Capital in his capacity as chairman, president, and majority shareholder. Additionally, the shareholder voting provisions of Bridgeway Capital’s articles of incorporation and by-laws support the fact that only John Montgomery controls Bridgeway Capital. For purposes of any meeting of shareholders, a quorum consists of the holders of 50% of the issued and outstanding Bridgeway Capital Common Stock entitled to vote, present in person or by proxy. Furthermore, assuming a quorum is present, any matter to be voted upon must be approved by a vote VerDate Nov<24>2008 17:13 Apr 06, 2009 Jkt 217001 of a majority of Bridgeway Capital Common Stock present in person or by proxy.1 Each shareholder is entitled to one vote for each share of Bridgeway Capital Common Stock owned by such shareholder. As a result of John Montgomery’s current 65.21% ownership of Bridgeway Capital Common Stock, a quorum cannot be reached without John Montgomery’s shares of Bridgeway Capital Common Stock. Moreover, John Montgomery has sufficient voting power to control the election of directors as well as any other matter to be voted upon at a shareholder meeting.2 4. Applicant represents that Leonora Montgomery has never exercised, and will not exercise, a controlling influence over the management or policies of Bridgeway Capital and that John Montgomery does and will exercise control over its management. Applicant thus submits that the facts prescribed in the application rebut the presumption of control created by section 2(a)(9) of the Act. For the Commission, by the Division of Investment Management, under delegated authority. Florence E. Harmon, Deputy Secretary. [FR Doc. E9–7776 Filed 4–6–09; 8:45 am] BILLING CODE 8010–01–P SECURITIES AND EXCHANGE COMMISSION Sunshine Act Meeting FEDERAL REGISTER CITATION OF PREVIOUS ANNOUNCEMENT: [74 FR 14829, April 1, 2009.] Closed Meeting. 100 F Street, NE., Washington, STATUS: PLACE: DC. DATE AND TIME OF PREVIOUSLY ANNOUNCED MEETING: Thursday, April 2, 2009 at 2 p.m. CHANGE IN THE MEETING: Time Change. 1 Bridgeway Capital’s Articles of Incorporation do include one provision requiring a three-fourths affirmative vote of creditors or shareholders, as the case may be, to agree to proposed compromises or arrangements (including a reorganization) between Bridgeway Capital and its creditors or shareholders, as the case may be, over which a court has jurisdiction. 2 Since April 1995, when Leonora Montgomery became a shareholder in Bridgeway Capital, Leonora Montgomery has voted on each matter that has required a shareholder vote (whether at a formal shareholder meeting or by written consent) in the same manner as John Montgomery. Additionally, even if Leonora Montgomery did attempt to exercise actual control, John Montgomery is the majority shareholder, and as such, Leonora Montgomery could only have a limited influence on the operations of Bridgeway Capital. PO 00000 Frm 00099 Fmt 4703 Sfmt 4703 15787 The Closed Meeting scheduled for Thursday, April 2, 2009 at 2 p.m. has been changed to Thursday, April 2, 2009 at 3 p.m. 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: April 2, 2009. Elizabeth M. Murphy, Secretary. [FR Doc. E9–7848 Filed 4–6–09; 8:45 am] BILLING CODE 8010–01–P SECURITIES AND EXCHANGE COMMISSION [File No. 500–1] In the Matter of Xino Corp. (n/k/a Asher Xino Corp.), Xstream Mobile Solutions Corp., Yellowbubble.com, Inc. (n/k/a Reality Racing, Inc.), Yes! Entertainment Corp., and Yifan Communications, Inc.; Order of Suspension of Trading April 3, 2009. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Xino Corp. (n/k/a Asher Xino Corp.) because it has not filed any periodic reports since it filed a Form 10–QSB for the period ended September 30, 2002. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Xstream Mobile Solutions Corp. because it has not filed any periodic reports since it filed a Form 10–KSB for the period ended September 30, 2006. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Yellowbubble.com, Inc. (n/k/a Reality Racing, Inc.) because it has not filed any periodic reports since it filed a Form 10–QSB for the period ended March 31, 2001. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Yes! Entertainment Corp. because it has not filed any periodic reports since it filed a Form 10–Q for the period ended September 30, 1998. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Yifan E:\FR\FM\07APN1.SGM 07APN1

Agencies

[Federal Register Volume 74, Number 65 (Tuesday, April 7, 2009)]
[Notices]
[Page 15787]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E9-7848]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION


Sunshine Act Meeting

Federal Register Citation of Previous Announcement: [74 FR 14829, April 
1, 2009.]

Status: Closed Meeting.

Place: 100 F Street, NE., Washington, DC.

Date and Time of Previously Announced Meeting: Thursday, April 2, 2009 
at 2 p.m.

Change in the Meeting: Time Change.
    The Closed Meeting scheduled for Thursday, April 2, 2009 at 2 p.m. 
has been changed to Thursday, April 2, 2009 at 3 p.m.
    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: April 2, 2009.
Elizabeth M. Murphy,
Secretary.
 [FR Doc. E9-7848 Filed 4-6-09; 8:45 am]
BILLING CODE 8010-01-P
This site is protected by reCAPTCHA and the Google Privacy Policy and Terms of Service apply.