WisdomTree Asset Management, Inc. and WisdomTree Trust; Notice of Application, 32655-32656 [E9-15999]
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Federal Register / Vol. 74, No. 129 / Wednesday, July 8, 2009 / Notices
Act if the exemption is necessary or
appropriate in the public interest and
consistent with the protection of
investors and the purposes fairly
intended by the policies of the Act.
Applicants believe that the relief is
appropriate because the Fund can
provide a convenient and cost-effective
means of accessing certain asset classes
that provide potentially favorable
returns and can produce administrative
and other efficiencies and diversify risk
across a number of investments.
Applicants also believe that the
requested relief is consistent with the
protection of investors because shares of
the Fund will be available only to
Qualified Purchasers. Finally,
applicants state that the relief is
consistent with the purposes intended
by the policies of the Act because, as
discussed above, it does not raise the
concerns addressed by section 22(e) of
the Act and rule 22c–1 thereunder.
mstockstill on DSKH9S0YB1PROD with NOTICES
Applicants’ Conditions
Applicants agree that any order
granting the requested relief will be
subject to the following conditions:
1. The Fund’s outstanding securities
will be owned exclusively by persons
who are Qualified Purchasers, as
defined in section 2(a)(51) of the Act
and the rules thereunder.
2. The Fund will adopt a fundamental
policy, which may be changed only by
a majority vote of the outstanding voting
securities of the Fund and only upon
approval by the Commission or its staff,
that will specify the circumstances in
which the Fund will redeem its shares,
such that (a) the Fund will have a 31
day rolling deadline to pay redemptions
after a shareholder has requested
redemption, and (b) will calculate its
NAV applicable to a redemption request
on the next Redemption Pricing Date
following a redemption request, which
will be 24 days after a shareholder has
requested redemption.
3. At least 85% of the assets of the
Fund will consist of assets:
(a) That the Fund reasonably believes
may be sold or disposed of in the
ordinary course of business, at
approximately the price used in
computing the Fund’s NAV, within the
period between a tender of shares and
the next Redemption Payment Date, or
(b) That mature by the next
Redemption Payment Date.
4. The Board of the Fund, including
a majority of the disinterested trustees,
will adopt written procedures designed
to ensure that the Fund will comply
with the terms and conditions of the
requested order. The Board will review
these procedures at least annually and
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17:23 Jul 07, 2009
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approve such changes as it deems
necessary.
5. The Fund will not hold itself out
as a ‘‘mutual fund.’’ The Fund will
disclose its redemption policy on the
cover page of its offering memorandum
and in any marketing materials.
By the Commission.
Elizabeth M. Murphy,
Secretary.
[FR Doc. E9–16000 Filed 7–7–09; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
28804; 812–13642]
WisdomTree Asset Management, Inc.
and WisdomTree Trust; Notice of
Application
June 29, 2009.
AGENCY: Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of an application under
section 6(c) of the Investment Company
Act of 1940 (‘‘Act’’) for an exemption
from rule 12d1–2(a) under the Act.
SUMMARY OF APPLICATION: Applicants
request an order to permit funds of
funds relying on rule 12d1–2 under the
Act to invest in certain financial
instruments.
APPLICANTS: WisdomTree Asset
Management, Inc. (the ‘‘Adviser’’) and
WisdomTree Trust (the ‘‘Trust’’).
FILING DATE: The application was filed
on March 13, 2009 and amended on
June 26, 2009.
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 July 23, 2009 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
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, 380 Madison Avenue,
21st Floor, New York, NY 10017.
PO 00000
Frm 00127
Fmt 4703
Sfmt 4703
32655
FOR FURTHER INFORMATION CONTACT:
Bruce MacNeil, Senior Counsel, at (202)
551–6817, or Julia Kim Gilmer, Branch
Chief, 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 via the Commission’s
Web site by searching for the file
number, or an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm or by
calling (202) 551–8090.
Applicants’ Representations
1. The Trust is organized as a
Delaware statutory trust and is
registered under the Act as an open-end
management investment company. The
Adviser is organized as a Delaware
corporation and is registered as an
investment adviser under the
Investment Advisers Act of 1940, as
amended. The Adviser serves as the
investment adviser to each existing
series of the Trust (together with future
series of the Trust, the ‘‘Funds’’).
2. Applicants request the exemption
on behalf of the Trust, the Funds, and
all other existing or future open-end
management investment companies or
series thereof advised by the Adviser or
an entity controlling, controlled by,
under common control with the Adviser
that are registered under the Act and are
in the same group of investment
companies, as defined in section
12(d)(1)(G) of the Act, as the Trust
(together with the Funds, the
‘‘Applicant Funds’’). The exemption
would permit an Applicant Fund that
may invest in other Applicant Funds in
reliance on Section 12(d)(1)(G) of the
Act, and that is eligible to invest in
securities (as defined in section 2(a)(36)
of the Act) in reliance on rule 12d1–2
under the Act (‘‘Fund of Funds’’), to
also invest, to the extent consistent with
its investment objective, policies,
strategies and limitations, in financial
instruments that may not be securities
within the meaning of section 2(a)(36) of
the Act (‘‘Other Investments’’).1
3. Consistent with its fiduciary
obligations under the Act, each Fund of
Funds’ board of trustees or directors
will review the advisory fees charged by
the Fund of Funds’ investment adviser
to ensure that they are based on services
provided that are in addition to, rather
1 Every existing entity that currently intends to
rely on the requested order is named as an
applicant. Any existing or future entity that relies
on the order in the future will do so only in
accordance with the terms and conditions in the
application. The distributor of the Funds does not
intend to rely on the requested order.
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32656
Federal Register / Vol. 74, No. 129 / Wednesday, July 8, 2009 / Notices
mstockstill on DSKH9S0YB1PROD with NOTICES
than duplicative of, services provided
pursuant to the advisory agreement of
any investment company in which the
Fund of Funds may invest.
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 and companies controlled by
them.
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: (a) The acquiring company
and acquired company are part of the
same group of investment companies;
(b) 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; (c) 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 Exchange Act or by the
Commission; and (d) 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) of the Act.
3. Rule 12d1–2 under the Act permits
a registered open-end investment
company or a registered unit investment
trust that relies on section 12(d)(1)(G) of
the Act to acquire, in addition to
securities issued by another registered
investment company in the same group
of investment companies, government
securities, and short-term paper: (1)
Securities issued by an investment
company that is not in the same group
of investment companies, when the
acquisition is in reliance on section
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17:23 Jul 07, 2009
Jkt 217001
12(d)(1)(A) or 12(d)(1)(F) of the Act; (2)
securities (other than securities issued
by an investment company); and (3)
securities issued by a money market
fund, when the investment is in reliance
on rule 12d1–1 under the Act. For the
purposes of rule 12d1–2, ‘‘securities’’
means any security as defined in section
2(a)(36) of the Act.
4. Section 6(c) of the Act provides that
the Commission may exempt any
person, security, or transaction from any
provision of the Act, or from any rule
under the Act, if 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.
5. Applicants state that the proposed
arrangement would comply with the
provisions of rule 12d1–2 under the Act,
but for the fact that the Fund of Funds
may invest a portion of their assets in
Other Investments. Applicants request
an order under section 6(c) of the Act
for an exemption from rule 12d1–2(a) to
allow the Fund of Funds to invest in
Other Investments. Applicants assert
that permitting the Fund of Funds to
invest in Other Investments as described
in the application would not raise any
of the concerns that the requirements of
section 12(d)(1) were designed to
address.
Applicants’ Condition
Applicants agree that any order
granting the requested relief will be
subject to the following condition:
Applicants will comply with all
provisions of rule 12d1–2 under the Act,
except for paragraph (a)(2) to the extent
that it restricts any Fund of Funds from
investing in Other Investments as
described in the application.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Elizabeth M. Murphy,
Secretary.
[FR Doc. E9–15999 Filed 7–7–09; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 60203; File No. SR–NASDAQ–
2009–053]
Securities Exchange Act of 1934; In the
Matter of The NASDAQ Stock Market
LLC
Order of Summary Abrogation
Notice is hereby given that the
Securities and Exchange Commission
Frm 00128
1 15
U.S.C. 78s(b)(3)(C).
U.S.C. 78s(b)(3)(A).
3 15 U.S.C. 78s(b)(3)(C).
4 15 U.S.C. 78s(b)(1).
5 Id.
6 15 U.S.C. 78s(b)(2).
7 15 U.S.C. 78f(b)(4).
2 15
June 30, 2009.
PO 00000
(‘‘Commission’’), pursuant to Section
19(b)(3)(C) of the Securities Exchange
Act of 1934 (‘‘Act’’),1 is summarily
abrogating a certain proposed rule
change of The NASDAQ Stock Market
LLC (‘‘NASDAQ’’ or ‘‘Exchange’’).
On June 24, 2009, NASDAQ filed SR–
NASDAQ–2009–053. The proposed rule
change establishes a four-month pilot
program that would reduce transaction
fees for members that trade equities on
NASDAQ provided that they also make
markets in options on the NASDAQ
OMX PHLX, Inc. (‘‘Phlx’’) options
exchange. The proposed rule change
was immediately effective upon filing
with the Commission pursuant to
Section 19(b)(3)(A) of the Act.2
Pursuant to Section 19(b)(3)(C) of the
Act,3 at any time within 60 days of the
date of filing a proposed rule change
pursuant to Section 19(b)(1) of the Act,4
the Commission may summarily
abrogate the change in the rules of the
self-regulatory organization and require
that the proposed rule change be re-filed
in accordance with the provisions of
Section 19(b)(1) of the Act 5 and
reviewed in accordance with Section
19(b)(2) of the Act,6 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.
NASDAQ proposes to offer a reduced
transaction fee for securities listed on
NASDAQ and the New York Stock
Exchange LLC (‘‘NYSE’’) only to
member firms that: (1) Make markets in
400 or more options classes as a
Specialist, Streaming Quote Trader, or
Remote Streaming Quote Trader on
Phlx; and (2) add average daily volume
of 35 million shares of liquidity on
NASDAQ. Member firms meeting these
criteria would pay a reduced transaction
fee of $0.0027 per share executed on
NASDAQ for securities listed on
NASDAQ or NYSE. The Commission is
concerned about whether the proposal
is consistent with the statutory
requirements applicable to a national
securities exchange under the Act,
including, among other provisions,
Section 6(b)(4) of the Act,7 which
requires that the rules of a national
securities exchange provide for the
equitable allocation of reasonable dues,
fees, and other charges among its
members and issuers and other parties
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]]>Agencies
[Federal Register Volume 74, Number 129 (Wednesday, July 8, 2009)]
[Notices]
[Pages 32655-32656]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E9-15999]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 28804; 812-13642]
WisdomTree Asset Management, Inc. and WisdomTree Trust; Notice of
Application
June 29, 2009.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application under section 6(c) of the Investment
Company Act of 1940 (``Act'') for an exemption from rule 12d1-2(a)
under the Act.
-----------------------------------------------------------------------
Summary of Application: Applicants request an order to permit funds of
funds relying on rule 12d1-2 under the Act to invest in certain
financial instruments.
Applicants: WisdomTree Asset Management, Inc. (the ``Adviser'') and
WisdomTree Trust (the ``Trust'').
Filing Date: The application was filed on March 13, 2009 and amended on
June 26, 2009.
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 July 23, 2009 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 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, 380 Madison Avenue,
21st Floor, New York, NY 10017.
FOR FURTHER INFORMATION CONTACT: Bruce MacNeil, Senior Counsel, at
(202) 551-6817, or Julia Kim Gilmer, Branch Chief, 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 via the
Commission's Web site by searching for the file number, or an applicant
using the Company name box, at https://www.sec.gov/search/search.htm or
by calling (202) 551-8090.
Applicants' Representations
1. The Trust is organized as a Delaware statutory trust and is
registered under the Act as an open-end management investment company.
The Adviser is organized as a Delaware corporation and is registered as
an investment adviser under the Investment Advisers Act of 1940, as
amended. The Adviser serves as the investment adviser to each existing
series of the Trust (together with future series of the Trust, the
``Funds'').
2. Applicants request the exemption on behalf of the Trust, the
Funds, and all other existing or future open-end management investment
companies or series thereof advised by the Adviser or an entity
controlling, controlled by, under common control with the Adviser that
are registered under the Act and are in the same group of investment
companies, as defined in section 12(d)(1)(G) of the Act, as the Trust
(together with the Funds, the ``Applicant Funds''). The exemption would
permit an Applicant Fund that may invest in other Applicant Funds in
reliance on Section 12(d)(1)(G) of the Act, and that is eligible to
invest in securities (as defined in section 2(a)(36) of the Act) in
reliance on rule 12d1-2 under the Act (``Fund of Funds''), to also
invest, to the extent consistent with its investment objective,
policies, strategies and limitations, in financial instruments that may
not be securities within the meaning of section 2(a)(36) of the Act
(``Other Investments'').\1\
---------------------------------------------------------------------------
\1\ Every existing entity that currently intends to rely on the
requested order is named as an applicant. Any existing or future
entity that relies on the order in the future will do so only in
accordance with the terms and conditions in the application. The
distributor of the Funds does not intend to rely on the requested
order.
---------------------------------------------------------------------------
3. Consistent with its fiduciary obligations under the Act, each
Fund of Funds' board of trustees or directors will review the advisory
fees charged by the Fund of Funds' investment adviser to ensure that
they are based on services provided that are in addition to, rather
[[Page 32656]]
than duplicative of, services provided pursuant to the advisory
agreement of any investment company in which the Fund of Funds may
invest.
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 and companies controlled by them.
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: (a) The acquiring company and acquired company
are part of the same group of investment companies; (b) 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; (c) 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 Exchange Act or by the Commission; and (d) 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) of the Act.
3. Rule 12d1-2 under the Act permits a registered open-end
investment company or a registered unit investment trust that relies on
section 12(d)(1)(G) of the Act to acquire, in addition to securities
issued by another registered investment company in the same group of
investment companies, government securities, and short-term paper: (1)
Securities issued by an investment company that is not in the same
group of investment companies, when the acquisition is in reliance on
section 12(d)(1)(A) or 12(d)(1)(F) of the Act; (2) securities (other
than securities issued by an investment company); and (3) securities
issued by a money market fund, when the investment is in reliance on
rule 12d1-1 under the Act. For the purposes of rule 12d1-2,
``securities'' means any security as defined in section 2(a)(36) of the
Act.
4. Section 6(c) of the Act provides that the Commission may exempt
any person, security, or transaction from any provision of the Act, or
from any rule under the Act, if 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.
5. Applicants state that the proposed arrangement would comply with
the provisions of rule 12d1-2 under the Act, but for the fact that the
Fund of Funds may invest a portion of their assets in Other
Investments. Applicants request an order under section 6(c) of the Act
for an exemption from rule 12d1-2(a) to allow the Fund of Funds to
invest in Other Investments. Applicants assert that permitting the Fund
of Funds to invest in Other Investments as described in the application
would not raise any of the concerns that the requirements of section
12(d)(1) were designed to address.
Applicants' Condition
Applicants agree that any order granting the requested relief will
be subject to the following condition:
Applicants will comply with all provisions of rule 12d1-2 under the
Act, except for paragraph (a)(2) to the extent that it restricts any
Fund of Funds from investing in Other Investments as described in the
application.
For the Commission, by the Division of Investment Management,
under delegated authority.
Elizabeth M. Murphy,
Secretary.
[FR Doc. E9-15999 Filed 7-7-09; 8:45 am]
BILLING CODE 8010-01-P
