FFCM, LLC and FQF Trust; Notice of Application, 32825-32826 [2010-13822]
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erowe on DSK5CLS3C1PROD with NOTICES
Federal Register / Vol. 75, No. 110 / Wednesday, June 9, 2010 / Notices
substantial difficulty determining
whether a national securities exchange
or exempt exchange was continuing to
operate in compliance with the Act.
Initial filings on Form 1 by new
exchanges are made on a one-time basis.
The Commission estimates that it will
receive approximately three initial Form
1 filings per year and that each
respondent would incur an average
burden of 47 hours to file an initial
Form 1 at an average cost per response
of approximately $10,354. Therefore,
the Commission estimates that the
annual burden for all respondents to file
the initial Form 1 would be 141 hours
(one response/respondent × three
respondents × 47 hours/response) and
$31,062 (one response/respondent ×
three respondents × $10,354/response).
There currently are thirteen entities
registered as national securities
exchanges and two exempt exchanges,
for a total of 15 exchanges. The
Commission estimates that each
registered or exempt exchange files four
amendments or periodic updates to
Form 1 per year, incurring an average
burden of 25 hours to comply with Rule
6a–2. The Commission estimates that
the annual burden for all respondents to
file amendments and periodic updates
to the Form 1 pursuant to Rule 6a–2 is
1500 hours (15 respondents × 25 hours/
response × four response/respondent
per year) and $317,700 (15 respondents
× $5,295/response × one response/
respondent per year).
Compliance with Rules 6a–1 and 6a–
2 and Form 1 is mandatory for entities
seeking to register as a national
securities exchange or seeking an
exemption from registration based on
limited trading volume. Information
received in response to Rules 6a–1 and
6a–2 and Form 1 shall not be kept
confidential; the information collected
is public information. As set forth in
Rule 17a–1 (17 CFR 240.17a–1) under
the Act, a national securities exchange
generally is required to retain records of
the collection of information for at least
five years.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Comments should be directed to (i)
Desk Officer for the Securities and
Exchange Commission, Office of
Information and Regulatory Affairs,
Office of Management and Budget,
Room 10102, New Executive Office
Building, Washington, DC 20503 or by
sending an e-mail to:
Shagufta_Ahmed@omb.eop.gov; and (ii)
Charles Boucher, Director/Chief
Information Officer, Securities and
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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 the Office of
Management and Budget within 30 days
of this notice.
Dated: June 2, 2010.
Elizabeth M. Murphy,
Secretary.
[FR Doc. 2010–13833 Filed 6–8–10; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
29292; File No. 812–13748]
FFCM, LLC and FQF Trust; Notice of
Application
June 2, 2010.
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 open-end
management investment companies
relying on rule 12d1–2 under the Act to
invest in certain financial instruments.
APPLICANTS: FFCM, LLC (‘‘FFCM,’’ and
together with any entity controlling,
controlled by or under common control
with FFCM, the ‘‘Adviser’’) and FQF
Trust (‘‘Trust,’’ and together with the
Adviser, ‘‘Applicants’’).
FILING DATES: The application was filed
on January 28, 2010, and amended on
May 27, 2010.
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 28, 2010 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, Securities and
Exchange Commission, 100 F Street,
NE., Washington, DC 20549–1090;
PO 00000
Frm 00091
Fmt 4703
Sfmt 4703
32825
Applicants: FFCM, LLC and FQF Trust,
230 Congress Street, 5th Floor, Boston,
MA 02110.
FOR FURTHER INFORMATION CONTACT:
Deepak T. Pai, Senior Counsel, at (202)
551–6876, or Michael W. Mundt,
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 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 with the Commission as an
open-end management investment
company. The Adviser, a Delaware
limited liability company, will register
as an investment adviser under the
Investment Advisers Act of 1940, as
amended, prior to relying on the
requested order. A broker-dealer
registered under the Securities
Exchange Act of 1934, as amended
(‘‘Exchange Act’’), will be selected and
will serve as distributor.
2. Applicants request the exemption
to the extent necessary to permit any
existing or future registered open-end
management investment company or
series thereof that (a) is advised by the
Adviser, (b) is in the same group of
investment companies, as defined in
section 12(d)(1)(G) of the Act, (c) invests
in shares of other registered open-end
investment companies (‘‘Underlying
Funds’’) in reliance on section
12(d)(1)(G) of the Act, and (d) is also
eligible to invest in securities (as
defined in section 2(a)(36) of the Act) in
reliance on rule 12d1–2 under the Act
(‘‘Funds 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’’). Applicants state
that all Funds of Funds and Underlying
Funds are or will be registered with the
Commission as open-end management
investment companies.
3. Consistent with its fiduciary
obligations under the Act, each Fund of
Fund’s board of trustees or directors
will review the advisory fees charged by
the Fund of Fund’s investment adviser
to ensure that they are based on services
provided that are in addition to, rather
than duplicative of, services provided
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32826
Federal Register / Vol. 75, No. 110 / Wednesday, June 9, 2010 / Notices
pursuant to the advisory agreement of
any investment company in which the
Fund 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 acquired company
and acquiring 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 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: (a)
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; (b)
securities (other than securities issued
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15:10 Jun 08, 2010
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by an investment company); and (c)
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 Funds 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 Funds of Funds to invest in
Other Investments. Applicants assert
that permitting the Funds 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 the 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.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010–13822 Filed 6–8–10; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–62196; File No. SR–Phlx–
2010–73]
Self-Regulatory Organizations;
NASDAQ OMX PHLX, Inc.; Notice of
Filing and Immediate Effectiveness of
a Proposed Rule Change Relating to
Rebates for Adding and Fees for
Removing Liquidity
June 1, 2010.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
PO 00000
Frm 00092
Fmt 4703
Sfmt 4703
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on May 20,
2010, NASDAQ OMX PHLX, Inc.
(‘‘Phlx’’ or ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) the proposed
rule change as described in Items I, II,
and III, below, which Items have been
prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend the
Exchange’s Fee Schedule to increase the
number of options to be included in the
Exchange’s current rebates for adding,
and fees for removing, liquidity. In
addition, the Exchange proposes to
clarify its rebates for adding and fees for
removing liquidity, specifically the
applicability of fees to electronic
auctions.
While changes to the Fee Schedule
pursuant to this proposal are effective
upon filing, the Exchange has
designated these changes to be operative
for transactions settling on or after June
1, 2010.
The text of the proposed rule change
is available on the Exchange’s Web site
at https://nasdaqtrader.com/
micro.aspx?id=PHLXfilings, at the
principal office of the Exchange, at the
Commission’s Public Reference Room,
and on the Commission’s Web site at
https://www.sec.gov.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The purpose of the proposed rule
change is [sic] The Exchange proposes
to increase liquidity and to attract order
1 15
2 17
E:\FR\FM\09JNN1.SGM
U.S.C. 78s(b)(1).
CFR 240.19b–4.
09JNN1
]]>Agencies
[Federal Register Volume 75, Number 110 (Wednesday, June 9, 2010)]
[Notices]
[Pages 32825-32826]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2010-13822]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 29292; File No. 812-13748]
FFCM, LLC and FQF Trust; Notice of Application
June 2, 2010.
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 open-end
management investment companies relying on rule 12d1-2 under the Act to
invest in certain financial instruments.
Applicants: FFCM, LLC (``FFCM,'' and together with any entity
controlling, controlled by or under common control with FFCM, the
``Adviser'') and FQF Trust (``Trust,'' and together with the Adviser,
``Applicants'').
Filing Dates: The application was filed on January 28, 2010, and
amended on May 27, 2010.
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 28, 2010 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, Securities and Exchange Commission, 100 F Street,
NE., Washington, DC 20549-1090; Applicants: FFCM, LLC and FQF Trust,
230 Congress Street, 5th Floor, Boston, MA 02110.
FOR FURTHER INFORMATION CONTACT: Deepak T. Pai, Senior Counsel, at
(202) 551-6876, or Michael W. Mundt, 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 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 with the Commission as an open-end management investment
company. The Adviser, a Delaware limited liability company, will
register as an investment adviser under the Investment Advisers Act of
1940, as amended, prior to relying on the requested order. A broker-
dealer registered under the Securities Exchange Act of 1934, as amended
(``Exchange Act''), will be selected and will serve as distributor.
2. Applicants request the exemption to the extent necessary to
permit any existing or future registered open-end management investment
company or series thereof that (a) is advised by the Adviser, (b) is in
the same group of investment companies, as defined in section
12(d)(1)(G) of the Act, (c) invests in shares of other registered open-
end investment companies (``Underlying Funds'') in reliance on section
12(d)(1)(G) of the Act, and (d) is also eligible to invest in
securities (as defined in section 2(a)(36) of the Act) in reliance on
rule 12d1-2 under the Act (``Funds 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''). Applicants state that all Funds of Funds and Underlying
Funds are or will be registered with the Commission as open-end
management investment companies.
3. Consistent with its fiduciary obligations under the Act, each
Fund of Fund's board of trustees or directors will review the advisory
fees charged by the Fund of Fund's investment adviser to ensure that
they are based on services provided that are in addition to, rather
than duplicative of, services provided
[[Page 32826]]
pursuant to the advisory agreement of any investment company in which
the Fund 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 acquired company and acquiring 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 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: (a)
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; (b) securities (other
than securities issued by an investment company); and (c) 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
Funds 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 Funds of Funds to
invest in Other Investments. Applicants assert that permitting the
Funds 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 the 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.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010-13822 Filed 6-8-10; 8:45 am]
BILLING CODE 8010-01-P
