V-GPO, Inc., Valesc Holdings, Inc., Venture Stores, Inc., Vertigo Theme Parks, Inc. (f/k/a Snap2 Corp.), Videolan Technologies, Inc., VisionGateway, Inc., Vital Health Technologies, Inc. (n/k/a Caribbean American Health Resorts), and VoiceNet, Inc.; Order of Suspension of Trading, 21050-21051 [2010-9455]

Download as PDF srobinson on DSKHWCL6B1PROD with NOTICES 21050 Federal Register / Vol. 75, No. 77 / Thursday, April 22, 2010 / Notices 3. Within 90 days of the hiring of a new Subadviser, Fund shareholders will be furnished all information about the new Subadviser 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 disclosure caused by the addition of the new Subadviser. To meet this obligation, each Fund will provide shareholders within 90 days of the hiring of a new Subadviser 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 Adviser will not enter into a Subadvisory Agreement with any Affiliated Subadviser without such 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 the Board will be Independent Trustees, and the nomination of new or additional Independent Trustees will be placed within the discretion of the thenexisting Independent Trustees. 6. Whenever a subadviser change is proposed for a Fund with an Affiliated Subadviser, the Board, including a majority of the Independent Trustees, will make a separate finding, reflected in the applicable Board minutes, that such change is in the best interests of the Fund and its shareholders, and does not involve a conflict of interest from which the Adviser or the Affiliated Subadviser derives an inappropriate advantage. 7. Independent legal counsel, as defined in rule 0–1(a)(6) under the Act, will be engaged to represent the Independent Trustees. The selection of such counsel will be within the discretion of the then-existing Independent Trustees. 8. The Adviser will provide the Board, no less frequently than quarterly, with information about the profitability of the Adviser on a per Fund basis. The information will reflect the impact on profitability of the hiring or termination of any subadviser during the applicable quarter. 9. Whenever a subadviser is hired or terminated, the Adviser will provide the Board with information showing the expected impact on the profitability of the Adviser. 10. The Adviser 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 VerDate Nov<24>2008 18:25 Apr 21, 2010 Jkt 220001 approval of the Board, will: (a) Set each Fund’s overall investment strategies; (b) evaluate, select and recommend Subadvisers to manage all or a part of each Fund’s assets; (c) allocate and, when appropriate, reallocate each Fund’s assets among one or more Subadvisers; (d) monitor and evaluate the performance of Subadvisers; and (e) implement procedures reasonably designed to ensure that the Subadvisers comply with each Fund’s investment objective, policies and restrictions. 11. No trustee or officer of the Trust or a Fund, or director, manager, or officer of the Adviser, will own directly or indirectly (other than through a pooled investment vehicle that is not controlled by such person), any interest in a Subadviser, except for (a) ownership of interests in the Adviser or any entity that controls, is controlled by, or is under common control with the Adviser 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 Subadviser. 12. Each Fund will disclose in its registration statement the Aggregate Fee Disclosure. 13. In the event the Commission adopts a rule under the Act providing substantially similar relief to that in the order requested in the application, the requested order will expire on the effective date of that rule. For the Commission, by the Division of Investment Management, under delegated authority. Florence E. Harmon, Deputy Secretary. [FR Doc. 2010–9285 Filed 4–21–10; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [File No. 500–1] V–GPO, Inc., Valesc Holdings, Inc., Venture Stores, Inc., Vertigo Theme Parks, Inc. (f/k/a Snap2 Corp.), Videolan Technologies, Inc., VisionGateway, Inc., Vital Health Technologies, Inc. (n/k/a Caribbean American Health Resorts), and VoiceNet, Inc.; Order of Suspension of Trading April 20, 2010. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of V–GPO, Inc. because it has not filed any periodic PO 00000 Frm 00074 Fmt 4703 Sfmt 4703 reports since 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 Valesc Holdings, Inc. because it has not filed any periodic reports since the period ended June 30, 2003. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Venture Stores, Inc. because it has not filed any periodic reports since the period ended October 25, 1997. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Vertigo Theme Parks, Inc. (f/k/a Snap2 Corp.) because it has not filed any periodic reports since the period ended June 30, 2005. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Videolan Technologies, Inc. because it has not filed any periodic reports since the period ended September 30, 1997. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of VisionGateway, Inc. because it has not filed any periodic reports since the period ended July 31, 2007. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Vital Health Technologies, Inc. (n/k/a Caribbean American Health Resorts) because it has not filed any periodic reports since the period ended September 30, 2007. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of VoiceNet, Inc. because it has not filed any periodic reports since the period ended September 30, 2001. The Commission is of the opinion that the public interest and the protection of investors require a suspension of trading in the securities of the above-listed companies. Therefore, it is ordered, pursuant to Section 12(k) of the Securities Exchange Act of 1934, that trading in the securities of the above-listed companies is suspended for the period from 9:30 a.m. EDT on April 20, 2010, through 11:59 p.m. EDT on May 3, 2010. E:\FR\FM\22APN1.SGM 22APN1 Federal Register / Vol. 75, No. 77 / Thursday, April 22, 2010 / Notices By the Commission. Jill M. Peterson, Assistant Secretary. (collectively, ‘‘Participating Organizations’’ or ‘‘parties’’). I. Introduction [FR Doc. 2010–9455 Filed 4–20–10; 4:15 pm] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–61919; File No. 4–566] Program for Allocation of Regulatory Responsibilities Pursuant to Rule 17d– 2; Notice of Filing and Order Approving and Declaring Effective an Amendment to the Plan for the Allocation of Regulatory Responsibilities Among the American Stock Exchange LLC, BATS Exchange, Inc., Chicago Board Options Exchange, Incorporated, Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory Authority, Inc., International Securities Exchange, LLC, The NASDAQ Stock Market LLC, National Stock Exchange, Inc., New York Stock Exchange LLC, NYSE Arca, Inc., NYSE Regulation, Inc., NASDAQ OMX BX, Inc., and NASDAQ OMX PHLX, Inc. Relating to the Surveillance, Investigation, and Enforcement of Insider Trading Rules srobinson on DSKHWCL6B1PROD with NOTICES April 15, 2010. Notice is hereby given that the Securities and Exchange Commission (‘‘Commission’’) has issued an Order, pursuant to Section 17(d) of the Securities Exchange Act of 1934 (‘‘Act’’),1 approving and declaring effective an amendment to the plan for allocating regulatory responsibility (‘‘Plan’’) filed pursuant to Rule 17d–2 of the Act,2 by the American Stock Exchange LLC (‘‘Amex’’), BATS Exchange, Inc. (‘‘BATS’’), Boston Stock Exchange, Inc. (n/k/a NASDAQ OMX BX, Inc.) (‘‘BSE’’ or ‘‘BX’’), Chicago Board Options Exchange, Incorporated (‘‘CBOE’’), Chicago Stock Exchange, Inc. (‘‘CHX’’), EDGA Exchange, Inc. (‘‘EDGA’’), EDGX Exchange, Inc. (‘‘EDGX’’), the Financial Industry Regulatory Authority, Inc. (‘‘FINRA’’), International Securities Exchange, LLC (‘‘ISE’’), The NASDAQ Stock Market LLC (‘‘Nasdaq’’), National Stock Exchange, Inc. (‘‘NSX’’), New York Stock Exchange LLC (‘‘NYSE’’), NYSE Arca, Inc. (‘‘NYSE Arca’’), NYSE Regulation, Inc. (acting pursuant to authority delegated to it by NYSE) (‘‘NYSE Regulation’’), and the Philadelphia Stock Exchagne, Inc. (n/k/ a NASDAQ OMX PHLX, Inc.) (‘‘Phlx’’) 1 15 2 17 U.S.C. 78q(d). CFR 240.17d–2. VerDate Nov<24>2008 18:25 Apr 21, 2010 Jkt 220001 Section 19(g)(1) of the Act,3 among other things, requires every selfregulatory organization (‘‘SRO’’) registered as either a national securities exchange or national securities association to examine for, and enforce compliance by, its members and persons associated with its members with the Act, the rules and regulations thereunder, and the SRO’s own rules, unless the SRO is relieved of this responsibility pursuant to Section 17(d) 4 or Section 19(g)(2) 5 of the Act. Without this relief, the statutory obligation of each individual SRO could result in a pattern of multiple examinations of broker-dealers that maintain memberships in more than one SRO (‘‘common members’’). Such regulatory duplication would add unnecessary expenses for common members and their SROs. Section 17(d)(1) of the Act 6 was intended, in part, to eliminate unnecessary multiple examinations and regulatory duplication.7 With respect to a common member, Section 17(d)(1) authorizes the Commission, by rule or order, to relieve an SRO of the responsibility to receive regulatory reports, to examine for and enforce compliance with applicable statutes, rules, and regulations, or to perform other specified regulatory functions. To implement Section 17(d)(1), the Commission adopted two rules: Rule 17d–1 and Rule 17d–2 under the Act.8 Rule 17d–1 authorizes the Commission to name a single SRO as the designated examining authority (‘‘DEA’’) to examine common members for compliance with the financial responsibility requirements imposed by the Act, or by Commission or SRO rules.9 When an SRO has been named as a common member’s DEA, all other SROs to which the common member belongs are relieved of the responsibility to examine the firm for compliance with the applicable financial responsibility rules. On its face, Rule 17d–1 deals only with an SRO’s obligations to enforce member compliance with financial responsibility 3 15 U.S.C. 78s(g)(1). U.S.C. 78q(d). 5 15 U.S.C. 78s(g)(2). 6 15 U.S.C. 78q(d)(1). 7 See Securities Act Amendments of 1975, Report of the Senate Committee on Banking, Housing, and Urban Affairs to Accompany S. 249, S. Rep. No. 94– 75, 94th Cong., 1st Session 32 (1975). 8 17 CFR 240.17d–1 and 17 CFR 240.17d–2, respectively. 9 See Securities Exchange Act Release No. 12352 (April 20, 1976), 41 FR 18808 (May 7, 1976). 4 15 PO 00000 Frm 00075 Fmt 4703 Sfmt 4703 21051 requirements. Rule 17d–1 does not relieve an SRO from its obligation to examine a common member for compliance with its own rules and provisions of the federal securities laws governing matters other than financial responsibility, including sales practices and trading activities and practices. To address regulatory duplication in these and other areas, the Commission adopted Rule 17d–2 under the Act.10 Rule 17d–2 permits SROs to propose joint plans for the allocation of regulatory responsibilities with respect to their common members. Under paragraph (c) of Rule 17d–2, the Commission may declare such a plan effective if, after providing for notice and comment, it determines that the plan is necessary or appropriate in the public interest and for the protection of investors, to foster cooperation and coordination among the SROs, to remove impediments to, and foster the development of, a national market system and a national clearance and settlement system, and is in conformity with the factors set forth in Section 17(d) of the Act. Commission approval of a plan filed pursuant to Rule 17d–2 relieves an SRO of those regulatory responsibilities allocated by the plan to another SRO. II. The Plan On September 12, 2008, the Commission declared effective the Participating Organizations’ Plan for allocating regulatory responsibilities pursuant to Rule 17d–2.11 The Plan is designed to eliminate regulatory duplication by allocating regulatory responsibility over Common NYSE Members 12 or Common FINRA Members,13 as applicable, (collectively ‘‘Common Members’’) for the surveillance, investigation, and enforcement of common insider trading rules (‘‘Common Rules’’).14 The Plan assigns regulatory responsibility over Common NYSE Members to NYSE Regulation for surveillance, investigation, and enforcement of insider trading by broker-dealers, and 10 See Securities Exchange Act Release No. 12935 (October 28, 1976), 41 FR 49091 (November 8, 1976). 11 See Securities Exchange Act Release No. 58536 (September 12, 2008), 73 FR 54646 (September 22, 2008) (File No. 4–566). 12 Common NYSE Members include members of the NYSE and at least one of the Participating Organizations. 13 Common FINRA Members include members of FINRA and at least one of the Participating Organizations. 14 Common rules are defined as: (i) Federal securities laws and rules promulgated by the Commission pertaining to insider trading, and (ii) the rules of the Participating Organizations that are related to insider trading. See Exhibit A to the Plan. E:\FR\FM\22APN1.SGM 22APN1

Agencies

SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 75, Number 77 (Thursday, April 22, 2010)]
[Notices]
[Pages 21050-21051]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2010-9455]


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

SECURITIES AND EXCHANGE COMMISSION

[File No. 500-1]


V-GPO, Inc., Valesc Holdings, Inc., Venture Stores, Inc., Vertigo 
Theme Parks, Inc. (f/k/a Snap2 Corp.), Videolan Technologies, Inc., 
VisionGateway, Inc., Vital Health Technologies, Inc. (n/k/a Caribbean 
American Health Resorts), and VoiceNet, Inc.; Order of Suspension of 
Trading

April 20, 2010.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
V-GPO, Inc. because it has not filed any periodic reports since 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 
Valesc Holdings, Inc. because it has not filed any periodic reports 
since the period ended June 30, 2003.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
Venture Stores, Inc. because it has not filed any periodic reports 
since the period ended October 25, 1997.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
Vertigo Theme Parks, Inc. (f/k/a Snap2 Corp.) because it has not filed 
any periodic reports since the period ended June 30, 2005.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
Videolan Technologies, Inc. because it has not filed any periodic 
reports since the period ended September 30, 1997.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
VisionGateway, Inc. because it has not filed any periodic reports since 
the period ended July 31, 2007.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
Vital Health Technologies, Inc. (n/k/a Caribbean American Health 
Resorts) because it has not filed any periodic reports since the period 
ended September 30, 2007.
    It appears to the Securities and Exchange Commission that there is 
a lack of current and accurate information concerning the securities of 
VoiceNet, Inc. because it has not filed any periodic reports since the 
period ended September 30, 2001.
    The Commission is of the opinion that the public interest and the 
protection of investors require a suspension of trading in the 
securities of the above-listed companies.
    Therefore, it is ordered, pursuant to Section 12(k) of the 
Securities Exchange Act of 1934, that trading in the securities of the 
above-listed companies is suspended for the period from 9:30 a.m. EDT 
on April 20, 2010, through 11:59 p.m. EDT on May 3, 2010.


[[Page 21051]]


    By the Commission.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2010-9455 Filed 4-20-10; 4:15 pm]
BILLING CODE 8011-01-P

This site is protected by reCAPTCHA and the Google Privacy Policy and Terms of Service apply.