Russell Investment Company, et al.; Notice of Application, 20388-20389 [2011-8577]
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Federal Register / Vol. 76, No. 70 / Tuesday, April 12, 2011 / Notices
VA 22312 or send an e-mail to:
PRA_Mailbox@sec.gov. Comments must
be submitted to OMB within 30 days of
this notice.
Dated: April 8, 2011.
Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011–8578 Filed 4–11–11; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
srobinson on DSKHWCL6B1PROD with NOTICES
[Investment Company Act Release No.
29623; File No. 812–13870]
FOR FURTHER INFORMATION CONTACT:
Deepak T. Pai, Senior Counsel, at (202)
551–6876, or Dalia Osman Blass, 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
Russell Investment Company, et al.;
1. The Trusts are organized as
Notice of Application
Massachusetts business trusts and are
registered under the Act as open-end
April 6, 2011.
management investment companies.
AGENCY: Securities and Exchange
RIMCo, a Washington corporation, is an
Commission (‘‘Commission’’).
investment adviser registered under the
ACTION: Notice of an application under
Investment Advisers Act of 1940, as
section 6(c) of the Investment Company amended (the ‘‘Advisers Act’’) and
Act of 1940 (‘‘Act’’) for an exemption
currently serves as investment adviser
from rule 12d1–2(a) under the Act.
to each existing Applicant Fund (as
defined below). RFS is a Washington
SUMMARY OF APPLICATION: Applicants
corporation, registered as a brokerrequest an order to permit open-end
dealer under the Securities Exchange
management investment companies
Act of 1934, as amended, and serves as
relying on rule 12d1–2 under the Act to the distributor for the Applicant Funds
invest in certain financial instruments.
that are series of the Trusts.
2. Applicants request the exemption
APPLICANTS: Russell Investment
Company and Russell Investment Funds to the extent necessary to permit any
existing or future series of the Trusts
(each a ‘‘Trust and collectively the
and any other existing or future
‘‘Trusts), Russell Investment
registered open-end investment
Management Company (‘‘RIMCo’’), and
company or series thereof that (i) Is
Russell Financial Services, Inc. (‘‘RFS’’)
DATES: Filing Dates: The application was advised by RIMCo or any person
controlling, controlled by or under
filed on February 17, 2011. Applicants
common control with RIMCo (any such
have agreed to file an amendment
adviser or RIMCo, an ‘‘Adviser’’) 1; (ii)
during the notice period, the substance
invests in other registered open-end
of which is reflected in this notice.
investment companies (‘‘Underlying
HEARING OR NOTIFICATION OF HEARING: An
Funds’’) in reliance on section
order granting the application will be
12(d)(1)(G) of the Act; and (iii) is also
issued unless the Commission orders a
eligible to invest in securities (as
hearing. Interested persons may request
defined in section 2(a)(36) of the Act) in
a hearing by writing to the
reliance on rule 12d1–2 under the Act
Commission’s Secretary and serving
(each an ‘‘Applicant Fund’’), to also
applicants with a copy of the request,
invest, to the extent consistent with its
personally or by mail. Hearing requests
investment objectives, policies,
should be received by the Commission
strategies and limitations, in financial
by 5:30 p.m. on May 2, 2011 and should
instruments that may not be securities
be accompanied by proof of service on
within the meaning of section 2(a)(36) of
applicants, in the form of an affidavit or,
the Act (‘‘Other Investments’’).2
for lawyers, a certificate of service.
Applicants also request that the order
Hearing requests should state the nature
exempt any entity controlling,
of the writer’s interest, the reason for the
controlled by or under common control
request, and the issues contested.
with RFS that now or in the future acts
Persons who wish to be notified of a
hearing may request notification by
1 Any other Adviser will also be registered under
writing to the Commission’s Secretary.
the Advisers Act.
2 Every existing entity that currently intends to
ADDRESSES: Secretary, Securities and
Exchange Commission, 100 F Street, NE, rely on the requested order is named as an
applicant. Any existing or future entity that relies
Washington, DC 20549–1090;
on the requested order will do so only in
Applicants: 1301 Second Avenue, 18th
accordance with the terms and condition in the
application.
Floor, Seattle, WA, 98101.
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as principal underwriter with respect to
the transactions described in the
application.
3. Consistent with its fiduciary
obligations under the Act, each
Applicant Fund’s board of trustees will
review the advisory fees charged by the
Applicant Fund’s Adviser to ensure that
they are based on services provided that
are in addition to, rather than
duplicative of, services provided
pursuant to the advisory agreement of
any investment company in which the
Applicant 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, in part, that section 12(d)(1)
will not apply to securities of an
acquired company purchased by an
acquiring company if: (i) The acquired
company and acquiring 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 Exchange Act or by the
Commission; and (iv) 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
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Federal Register / Vol. 76, No. 70 / Tuesday, April 12, 2011 / Notices
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: (i)
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; (ii)
securities (other than securities issued
by an investment company); and (iii)
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 Applicant
Funds will comply with rule 12d1–2
under the Act, but for the fact that the
Applicant 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
Applicant Funds to invest in Other
Investments while investing in
Underlying Funds. Applicants assert
that permitting the Applicant 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
srobinson on DSKHWCL6B1PROD with NOTICES
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 from investing
in Other Investments as described in the
application.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Cathy H. Ahn,
Deputy Secretary.
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–64194; File No. SR–CBOE–
2011–031]
Self-Regulatory Organizations;
Chicago Board Options Exchange,
Incorporated; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Related to the Extension
of the CBSX Individual Stock Trading
Pause Pilot Program
April 5, 2011.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on March 31,
2011, the Chicago Board Options
Exchange, Incorporated (‘‘Exchange’’ or
‘‘CBOE’’) filed with the Securities and
Exchange Commission (the
‘‘Commission’’) the proposed rule
change as described in Items I and II
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 extend the
individual stock trading pause pilot
program pertaining to the CBOE Stock
Exchange (‘‘CBSX,’’ the CBOE’s stock
trading facility). This rule change
simply seeks to extend the pilot. No
other changes to the pilot are being
proposed. The text of the proposed rule
change is available on the Exchange’s
Web site (https://www.cboe.org/Legal), at
the Exchange’s Office of the Secretary
and at the Commission’s Public
Reference Room.
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 those
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 parts of such
statements.
[FR Doc. 2011–8577 Filed 4–11–11; 8:45 am]
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20389
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
Rule 6.3C, Individual Stock Trading
Pauses Due to Extraordinary Market
Volatility, was approved by the
Commission on June 10, 2010 on a pilot
basis. The pilot is currently set to expire
on April 11, 2011.3 The rule was
developed in consultation with U.S.
listing markets to provide for uniform
market-wide trading pause standards for
certain individual stocks that
experience rapid price movement.4 As
the duration of the pilot expires on
April 11, 2011, the Exchange is
proposing to extend the effectiveness of
Rule 6.3C through the earlier of August
11, 2011 or the date on which a limit
up-limit down mechanism to address
extraordinary market volatility, if
adopted, applies to the pilot stocks.
2. Statutory Basis
Extension of the pilot period will
allow the Exchange to continue to
operate the pilot on an uninterrupted
basis. Accordingly, CBOE believes the
proposed rule change is consistent with
the Act 5 and the rules and regulations
under the Act applicable to a national
securities exchange and, in particular,
the requirements of Section 6(b) of the
Act.6 Specifically, the Exchange
believes the proposed rule change is
consistent with the Section 6(b)(5) 7
requirements that the rules of an
exchange be designed to promote just
and equitable principles of trade, to
prevent fraudulent and manipulative
acts and, in general, to protect investors
and the public interest. The proposed
rule change is also designed to support
the principles of Section 11A(a)(1) 8 of
the Act in that it seeks to assure fair
competition among brokers and dealers
and among exchange markets. The
Exchange believes that the proposed
rule meets these requirements in that it
promotes transparency and uniformity
3 See Securities Exchange Act Release Nos. 62252
(June 10, 2010), 75 FR 34186 (June 16, 2010) (SR–
CBOE–2010–047) (approval order establishing pilot
through December 10, 2010) and 63502 (December
9, 2010), 75 FR 78306 (December 15, 2010) (SR–
CBOE–2010–112) (extension of pilot through April
11, 2011).
4 The pilot list of stocks originally included all
stocks in the S&P 500 Index, but it has been
expanded to also include all stocks in the Russell
1000 Index and a pilot list of Exchange Traded
Products. See Securities Exchange Act Release No.
62884 (September 10, 2010), 75 FR 56618
(September 16, 2010) (SR–CBOE–2010–065).
5 15 U.S.C. 78a et seq.
6 15 U.S.C. 78(f)(b).
7 15 U.S.C. 78(f)(b)(5).
8 15 U.S.C. 78k–1(a)(1).
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]]>Agencies
[Federal Register Volume 76, Number 70 (Tuesday, April 12, 2011)]
[Notices]
[Pages 20388-20389]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2011-8577]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 29623; File No. 812-13870]
Russell Investment Company, et al.; Notice of Application
April 6, 2011.
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: Russell Investment Company and Russell Investment Funds
(each a ``Trust and collectively the ``Trusts), Russell Investment
Management Company (``RIMCo''), and Russell Financial Services, Inc.
(``RFS'')
DATES: Filing Dates: The application was filed on February 17, 2011.
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 May 2, 2011 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: 1301 Second Avenue, 18th
Floor, Seattle, WA, 98101.
FOR FURTHER INFORMATION CONTACT: Deepak T. Pai, Senior Counsel, at
(202) 551-6876, or Dalia Osman Blass, 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 Trusts are organized as Massachusetts business trusts and
are registered under the Act as open-end management investment
companies. RIMCo, a Washington corporation, is an investment adviser
registered under the Investment Advisers Act of 1940, as amended (the
``Advisers Act'') and currently serves as investment adviser to each
existing Applicant Fund (as defined below). RFS is a Washington
corporation, registered as a broker-dealer under the Securities
Exchange Act of 1934, as amended, and serves as the distributor for the
Applicant Funds that are series of the Trusts.
2. Applicants request the exemption to the extent necessary to
permit any existing or future series of the Trusts and any other
existing or future registered open-end investment company or series
thereof that (i) Is advised by RIMCo or any person controlling,
controlled by or under common control with RIMCo (any such adviser or
RIMCo, an ``Adviser'') \1\; (ii) invests in other registered open-end
investment companies (``Underlying Funds'') in reliance on section
12(d)(1)(G) of the Act; and (iii) 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 (each an ``Applicant Fund''), to also invest,
to the extent consistent with its investment objectives, 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'').\2\ Applicants also request that the order exempt any
entity controlling, controlled by or under common control with RFS that
now or in the future acts as principal underwriter with respect to the
transactions described in the application.
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\1\ Any other Adviser will also be registered under the Advisers
Act.
\2\ 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 requested order will do so only in
accordance with the terms and condition in the application.
---------------------------------------------------------------------------
3. Consistent with its fiduciary obligations under the Act, each
Applicant Fund's board of trustees will review the advisory fees
charged by the Applicant Fund's Adviser to ensure that they are based
on services provided that are in addition to, rather than duplicative
of, services provided pursuant to the advisory agreement of any
investment company in which the Applicant 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, in part, that section
12(d)(1) will not apply to securities of an acquired company purchased
by an acquiring company if: (i) The acquired company and acquiring
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 Exchange Act or by the Commission; and (iv) 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
[[Page 20389]]
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: (i) 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; (ii) securities (other than
securities issued by an investment company); and (iii) 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 Applicant Funds will comply with rule
12d1-2 under the Act, but for the fact that the Applicant 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 Applicant Funds to invest in Other
Investments while investing in Underlying Funds. Applicants assert that
permitting the Applicant 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 from investing in Other Investments as described in the
application.
For the Commission, by the Division of Investment Management,
under delegated authority.
Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011-8577 Filed 4-11-11; 8:45 am]
BILLING CODE 8011-01-P
