Country Investors Life Assurance Company, et al., 35245-35249 [2011-14859]
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Federal Register / Vol. 76, No. 116 / Thursday, June 16, 2011 / Notices
submission and significant, new
information has been furnished that
would substantially differentiate the
submission from the one previously
filed.
The submission raises pertinent
issues that would further the objectives
of the Labor Chapter and that would, if
substantiated, constitute a failure of the
GOB to comply with its FTA
commitments. The submission provides
new information and was filed in a
correct and complete manner with an
allegation that is specific enough to be
investigated. The affected trade
unionists have attempted to engage in
dialogue with the Government of
Bahrain regarding the allegations
contained in the submission. The OTLA
has taken these factors into account and
accepted the submission for review.
OTLA’s decision to accept the
submission for review is not intended to
indicate any determination as to the
validity or accuracy of the allegations
contained in the submission. The
objectives of the review of the
submission will be to gather information
so that OTLA can better understand and
publicly report on the U.S.
Government’s views regarding whether
the Government of Bahrain’s actions
were consistent with the obligations set
forth in the Labor Chapter of the
Bahrain—United States Free Trade
Agreement. The review will be
completed and a public report issued
within 180 days, unless circumstances,
as determined by OTLA, require an
extension of time, as set out in the
Procedural Guidelines. The public
report will include a summary of the
review process, as well as findings and
recommendations.
Signed at Washington, DC, on June 10,
2011.
Sandra Polaski,
Deputy Undersecretary, International Affairs.
[FR Doc. 2011–14893 Filed 6–15–11; 8:45 am]
BILLING CODE 4510–28–P
SECURITIES AND EXCHANGE
COMMISSION
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Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of Investor
Education and Advocacy,
Washington, DC 20549–0213.
‘‘Investor Form;’’ SEC File No. 270–485;
OMB Control No. 3235–0547.
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
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and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget a
request to approve the collection of
information discussed below.
Investors who submit complaints, ask
questions, or provide tips do so
voluntarily. To make it easier for the
public to contact the agency
electronically, the Commission created a
series of investor complaint and
question electronic forms. Investors can
access forms through the SEC Center for
Complaints and Enforcement Tips
portal. The Commission consolidated
four paper complaint forms into one
electronic form (the Investor Form) that
provides drop down options to choose
from in order to categorize the investor’s
complaint or question, and may also
provide the investor with automated
information about their issue. The
investor may describe their complaint
and submit it without their name or
contact information.
The Investor Form asks investors to
provide information concerning, among
other things, their names, how they can
be reached, the names of the individuals
or entities involved, the nature of their
complaint or tip, what documents they
can provide, and what, if any, actions
they have taken. Use of the Investor
Form is strictly voluntary. Moreover, the
Commission does not require investors
to submit complaints, questions, tips, or
other feedback. Absent the forms, the
public still has several ways to contact
the agency, including telephone,
facsimile, letters, and e-mail.
Approximately 20,000 investors each
year voluntarily choose to use the
complaint and question form. Investors
who choose not to use the electronic
Investor Form receive the same level of
service as those who do. The dual
purpose of the form is to make it easier
for the public to contact the agency with
complaints, questions, tips, or other
feedback and to further streamline the
workflow of Commission staff that
record, process, and respond to investor
contacts.
The SEC has used—and will continue
to use—the information that investors
supply on the complaint and question
forms, and the electronic Investor Form
to review and process the contact
(which may, in turn, involve responding
to questions, processing complaints, or,
as appropriate, initiating enforcement
investigations), to maintain a record of
contacts, to track the volume of investor
complaints, and to analyze trends.
The Commission estimates that the
total reporting burden for using the
Investor Form is 5,000 hours. The
calculation of this estimate depends on
the number of investors who use the
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35245
forms each year and the estimated time
it takes to complete the forms: 20,000
respondents × 15 minutes = 5,000
burden hours.
Members of the public should be
aware that an agency may not conduct
or sponsor, and a person is not required
to respond to, a collection of
information unless a currently valid
Office of Management and Budget
control number is displayed.
Background documentation for this
information collection may be viewed at
the following link, https://
www.reginfo.gov. General comments
regarding the above information should
be directed to the following persons: (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
send an e-mail to:
Shagufta_Ahmed@omb.eop.gov; and (ii)
Thomas Bayer, Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Remi PavlikSimon, 6432 General Green Way,
Alexandria, VA 22312; or send an email to: PRA_Mailbox@sec.gov.
Comments must be submitted to OMB
within 30 days of this notice.
June 11, 2011.
Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011–14988 Filed 6–15–11; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. IC–29691; File No. 812–13865]
Country Investors Life Assurance
Company, et al.
June 9, 2011.
Securities and Exchange
Commission (the ‘‘Commission’’).
ACTION: Notice of application for an
order pursuant to Section 26(c) of the
Investment Company Act of 1940, as
amended (the ‘‘1940 Act’’ or ‘‘Act’’),
approving certain substitutions of
securities.
AGENCY:
COUNTRY Investors Life
Assurance Company (the ‘‘Company’’),
COUNTRY Investors Variable Life
Account (the ‘‘Life Account’’) and
COUNTRY Investors Variable Annuity
Account (the ‘‘Annuity Account’’)
(together, the ‘‘Applicants’’).
SUMMARY: Applicants seek an order
pursuant to Section 26(c) of the 1940
Act approving the substitution of: (1)
Shares of the Fidelity VIP Index 500
APPLICANTS:
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Federal Register / Vol. 76, No. 116 / Thursday, June 16, 2011 / Notices
Portfolio (‘‘Replacement Portfolio A’’) of
the Fidelity Variable Insurance Products
Funds II (the ‘‘Fidelity Fund II’’) for
shares of the COUNTRY VP Growth
Fund (‘‘Replaced Portfolio A’’) of the
COUNTRY Mutual Funds Trust (the
‘‘COUNTRY Fund’’); and (2) shares of
the Fidelity VIP Investment Grade Bond
Portfolio (‘‘Replacement Portfolio B’’) of
the Fidelity Variable Insurance Products
Fund V (the ‘‘Fidelity Fund V’’) for
shares of the COUNTRY VP Bond Fund
(‘‘Replaced Portfolio B’’) of the
COUNTRY Fund. Shares of
Replacement Portfolio A, Replacement
Portfolio B, Replaced Portfolio A, and
Replaced Portfolio B currently are held
by the Life Account and the Annuity
Account (each an ‘‘Account,’’ together,
the ‘‘Accounts’’) to support variable life
insurance or variable annuity contracts,
respectively, issued by the Company
(each a ‘‘Contract,’’ collectively, the
‘‘Contracts’’).
Filing Date: The Application
was filed on February 1, 2011 and
amended and restated on May 13, 2011.
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
Secretary of the Commission and
serving Applicants with a copy of the
request, personally or by mail. Hearing
requests must be received by the
Commission by 5:30 p.m. on July 5,
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 requester’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 Secretary
of the Commission.
ADDRESSES: Secretary, Securities and
Exchange Commission, 100 F Street,
NE., Washington, DC 20549–1090.
Applicants, c/o Virginia L. Eves,
Assistant General Counsel, Country
Investors Life Assurance Company,
1701 N. Towanda Avenue,
Bloomington, IL 61702–2901. Copies to
Thomas E. Bisset, Esq., Sutherland
Asbill & Brennan LLP, 1275
Pennsylvania Avenue, NW.,
Washington, DC 20004–2415.
FOR FURTHER INFORMATION CONTACT:
Alison T. White, Senior Counsel, or
Joyce M. Pickholz, Branch Chief, Office
of Insurance Products, Division of
Investment Management, at (202) 551–
6795.
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DATES:
SUPPLEMENTARY INFORMATION:
The
following is a summary of the
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application. The complete application
may be obtained via the Commission’s
Web site by searching for the file
number, or for 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 Company is a stock life
insurance company organized under
Illinois law in 1981. The Company is
principally engaged in the offering of
life insurance policies and annuity
contracts, and is admitted to do
business in 43 states. For purposes of
the Act, the Company is the depositor
and sponsor of each of the Accounts, as
those terms have been interpreted by the
Commission with respect to variable life
insurance and variable annuity separate
accounts.
2. Under the insurance law of Illinois,
the assets of each Account attributable
to the Contracts issued through that
Account are owned by the Company,
but are held separately from the other
assets of the Company for the benefit of
the owners of, and the persons entitled
to payment under, those Contracts. Each
Account is a ‘‘separate account’’ as
defined by Rule 0–1(e) under the Act.
Each Account is registered with the
Commission as a unit investment trust
(File No. 811–21394 (the Life Account);
File No. 811–21330 (the Annuity
Account)). Each Account is comprised
of a number of subaccounts and each
subaccount invests exclusively in one of
the insurance dedicated mutual fund
portfolios made available as investment
options underlying the Contracts.
3. The Life Account is currently
divided into 57 subaccounts. The assets
of the Life Account support variable life
insurance contracts, and interests in the
Account offered through such contracts
have been registered under the
Securities Act of 1933, as amended (the
‘‘1933 Act’’) on Form N–6 (File No. 333–
106757).
4. The Annuity Account is currently
divided into 57 subaccounts. The assets
of the Annuity Account support variable
annuity contracts, and interests in the
Account offered through such contracts
have been registered under the 1933 Act
on Form N–4 (File No. 333–104424).
5. The Contracts are flexible premium
variable life insurance and variable
annuity contracts. The variable life
insurance Contracts provide for the
accumulation of values on a variable
basis, a fixed basis, or a combination of
both, throughout the insured’s life, and
for a death benefit upon the death of the
insured. The variable annuity Contracts
provide for the accumulation of values
on a variable basis, a fixed basis, or a
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combination of both, during the
accumulation period, and provide
settlement or annuity payment options
on a variable basis, a fixed basis, or a
combination of both, during the income
period. Under each of the Contracts, the
Company reserves the right to substitute
shares of one underlying fund for shares
of another, or of another investment
portfolio, including a portfolio of a
different management investment
company. The prospectuses for the
Contracts and the Accounts contain the
appropriate disclosure of this right.
6. For as long as a variable life
insurance Contract remains in force or
a variable annuity Contract remains in
force and has not yet been annuitized,
a Contract owner may transfer all or any
part of the Contract value from one
subaccount to any other subaccount
without limit, although certain
restrictions apply to transfers to and
from the fixed account interest
investment option under the Contract
funded by the Company’s general
account (the ‘‘Declared Interest
Option’’). The Company reserves the
right to revoke or modify the transfer
privilege to discourage excessive trading
by Contract owners or to prevent
transfers that may have a detrimental
effect upon Contract owners,
subaccount unit values, the insurance
dedicated mutual fund portfolios
underlying the subaccounts or the
Declared Interest Option. The Contracts
reserve to the Company the right to
assess a charge of $25 for transfers in
excess of twelve per Contract year.
7. The Company began offering the
variable life insurance Contracts in
January, 2004 (the ‘‘Original VLI
Contracts’’) and discontinued offering
the Original VLI Contracts on or about
December 1, 2008 once the Company
received state approval to offer an
enhanced version of the Original VLI
Contracts (the ‘‘New VLI Contracts’’).
Likewise, the Company began offering
the variable annuity Contracts in
January, 2004 (the ‘‘Original VA
Contracts’’) and discontinued offering
the Original VA Contracts on or about
December 1, 2008 once the Company
received state approval to offer an
enhanced version of the Original VA
Contracts (the ‘‘New VA Contracts’’).
The Company discontinued offering the
New VLI Contracts and New VA
Contracts on or about November 30,
2010.
8. Currently, there are 34 underlying
mutual fund investment options
available under the Original VLI
Contracts and the Original VA
Contracts. Following the substitution
transactions there will be 32 underlying
mutual fund investment options
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available under the Original VLI
Contracts and the Original VA
Contracts.
9. Under the New VLI Contracts and
the New VA Contracts, there are 36
underlying mutual fund investment
options available under the Contracts.
Following the substitution transactions
there will be 34 underlying mutual fund
investment options available under the
New VLI Contracts and the New VA
Contracts.
10. The COUNTRY Fund is organized
as a Delaware business trust and
registered as an open-end management
investment company under the Act (File
No. 811–10475). The COUNTRY Fund
currently offers 4 separate investment
portfolios, two of which would be
involved in the proposed substitutions,
the Replaced Portfolios. The COUNTRY
Fund issues a separate series of shares
of beneficial interest in connection with
each Replaced Portfolio and has
registered such shares under the 1933
Act on Form N–1A (File No. 333–
68270). COUNTRY Fund Management
(‘‘COUNTRY Advisor’’), a separately
identifiable department of COUNTRY
Trust Bank, serves as the investment
adviser to each Replaced Portfolio.
11. The Fidelity Fund II is registered
as an open-end management investment
company under the Act (File No. 811–
05511) and currently offers three (3)
each portfolio and has registered such
shares under the 1933 Act on Form N–
1A (File No. 033–17704).
13. The investment objectives of each
Replaced Portfolio and Replacement
Portfolio are as follows:
a. Replaced Portfolio A and
Replacement Portfolio A: The
COUNTRY VP Growth Fund seeks
growth of capital and dividend income,
if any, will be incidental to this
objective. The Fidelity VIP Index 500
Portfolio seeks investment results that
correspond to the total return of
common stocks publicly traded in the
United States, as represented by the S&P
500 Index.
b. Replaced Portfolio B and
Replacement Portfolio B: The
COUNTRY VP Bond Fund seeks
maximum total return consistent with
preservation of capital. The Fidelity VIP
Investment Grade Bond Portfolio seeks
as high a level of current income as is
consistent with the preservation of
capital.
14. The advisory fees, other expenses
and total operating expenses (before and
after any contractual waivers and
reimbursements) for the year ended
December 31, 2010, expressed as an
annual percentage of average daily net
assets, of the Replaced Portfolios and
the Replacement Portfolios are as
follows:
investment portfolios, each with
multiple share classes. The Fidelity
Fund II issues a series of shares of
beneficial interest in connection with
each portfolio and has registered such
shares under the 1933 Act on Form N–
1A (File No. 033–20773). Each portfolio
of the Fidelity Fund II has entered into
a management agreement with Fidelity
Management & Research Company
(‘‘FMR’’) under which FMR acts as
investment adviser for the portfolio.
Under the management agreement and
pursuant to an exemptive order issued
by the Commission, FMR also acts as a
manager of managers for Replacement
Portfolio A, meaning that FMR has the
responsibility to oversee sub-advisers
for Replacement Portfolio A and
recommend the hiring, termination and
replacement of such sub-advisers.
Subject to the approval of the Fidelity
Fund II board of trustees but without a
shareholder approval, FMR may replace
or hire unaffiliated sub-advisers or
amend the terms of their existing subadvisory agreements.
12. The Fidelity Fund V is registered
as an open-end management investment
company under the Act (File No. 811–
05361) and currently offers thirty-one
(31) investment portfolios, each with
multiple share classes. The Fidelity
Fund V issues a series of shares of
beneficial interest in connection with
Replaced Portfolio A
COUNTRY VP
Growth Fund
(percent)
Replacement Portfolio A
Fidelity VIP Index 500
Portfolio
(percent)
Advisory Fees .............................................................................................................................
Distribution and/or 12b–1 Fees ..................................................................................................
Other Expenses ..........................................................................................................................
.75
N/A
.65
.10
.25
0.00
Total Operating Expenses ..................................................................................................
Less Contractual Fee Waivers and Expense Reimbursements ................................................
1.40
(.50)
.35
0.00
.90
.35
Net Operating Expenses ..............................................................................................
Replaced Portfolio B
COUNTRY Bond
Fund
(percent)
Replacement Portfolio B
Fidelity VIP Investment
Grade Bond Portfolio
(percent)
Advisory Fees .............................................................................................................................
Other Expenses ..........................................................................................................................
.50
.67
.32
.11
Total Operating Expenses ..................................................................................................
Less Contractual Fee Waivers and Expense Reimbursements ................................................
1.17
(.46)
.43
(.01)
.71
.42
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Net Operating Expenses ..............................................................................................
15. The investment performance of
each Replacement Portfolio compares
favorably to the investment performance
of the corresponding Replaced Portfolio.
For the last fiscal year, the investment
performance of Replacement Portfolio B
significantly exceeded the investment
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performance of Replaced Portfolio B
while the investment performance of
Replacement Portfolio A slightly trailed
the investment performance of Replaced
Portfolio A. For the last five fiscal year
period and ten fiscal year/since
inception period, the investment
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performance of Replacement Portfolio A
trailed the investment performance of
Replaced Portfolio A, however, much of
that underperformance can be traced
directly to the extraordinary market
conditions that existed in fiscal year
2008. In that regard, Replacement
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Federal Register / Vol. 76, No. 116 / Thursday, June 16, 2011 / Notices
Portfolio A significantly outperformed
Replaced Portfolio A in fiscal year 2009.
For the last five fiscal year period and
for the ten fiscal year/since inception
period, the investment performance of
Replacement Portfolio B exceeded the
investment performance of Replaced
Portfolio B. In addition, each
Replacement Portfolio has a longer
history of investment performance than
that of the corresponding Replaced
Portfolio.
16. For those Contracts that are in
force on the date of the proposed
substitutions, the Company will take the
following action during the twenty-four
months following the date of the
proposed substitutions. On the last day
of each fiscal period (not to exceed a
fiscal quarter), the Company will
reimburse Contract owners to the extent
that the sum of the operating expenses
of the Replacement Portfolio (taking into
account any fee waivers and expense
reimbursements) and subaccount
expenses for such period exceed, on an
annualized basis, the sum of the
operating expenses of the corresponding
Replaced Portfolio (taking into account
any fee waivers and expense
reimbursements) and subaccount
expenses for the fiscal year preceding
the date of the proposed substitution. In
addition, for twenty-four months
following the proposed substitutions,
the Company will not increase assetbased fees or charges for Contracts
outstanding on the date of the proposed
substitutions.
17. The Board of Trustees of the
COUNTRY Fund voted to close the
Replaced Portfolios to new investment
as of April 29, 2011, and to liquidate the
Replaced Portfolios on or before June
30, 2012, the Liquidation Date. In turn,
the COUNTRY VP Growth Fund
Subaccount and the COUNTRY VP
Bond Fund Subaccount (together the
‘‘Discontinued Subaccounts’’) that
invest in Replaced Portfolio A and
Replaced Portfolio B, respectively, also
are no longer available for new
investments (allocation of premium
payments and transfers) as of April 29,
2011 (the ‘‘Closing Date’’) and will be
discontinued altogether under the
Contracts on a date no later than the
Liquidation Date.
18. If the Commission grants this
request for substitution relief, Contract
owners’ investment in the COUNTRY
VP Growth Fund Subaccount and the
COUNTRY VP Bond Fund Subaccount
will automatically be transferred to the
applicable Fidelity VIP Index 500
Portfolio Subaccount and the Fidelity
VIP Investment Grade Bond Portfolio
Subaccount (the ‘‘Replacement
Subaccounts’’), respectively, as of a date
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determined by the Company following
receipt of a Commission order granting
substitution relief (the ‘‘Substitution’’).
Contract owners will receive advance
notice of the date of the Substitution
(the ‘‘Substitution Date’’).
19. By supplements to the
prospectuses for the registration
statements of the Accounts filed with
the Commission on February 2, 2011
(collectively, the ‘‘2011 Supplements’’),
the Company notified owners of the
Contracts of its intention to take the
necessary actions, including seeking the
order requested by this amended and
restated application, to carry out the
proposed substitutions as described
herein.
20. The 2011 Supplements advised
Contract owners that accumulated
Contract value may continue to remain
in the Discontinued Subaccounts after
the Closing Date until the Substitution
Date. After the Closing Date, however,
Contract owners will not be able to
allocate premium payments or transfer
accumulated Contract value to the
Discontinued Subaccounts from the
Declared Interest Option or from the
other subaccounts available under the
Contract. Prospectuses for the Contracts
dated May 1, 2011 also provided
Contract owners the same information
included in the 2011 Supplements as
well as more detailed information
regarding each Replaced Portfolio and
each Replacement Portfolio.
21. In addition, the Company has
forwarded to each Contract owner
invested in a Replaced Portfolio the
most recent prospectus for the Replaced
Portfolio and the corresponding
Replacement Portfolio.
22. From the date of the 2011
Supplements, Contract owners may
transfer accumulated Contract value
from the Discontinued Subaccounts to
the Declared Interest Option and the
other subaccounts available under the
Contract free of charge and without such
transfers counting against the number of
free transfers allowed each Contract
year. For 30 days following the
Substitution Date, Contract owners
whose accumulated Contract value was
transferred to the Replacement
Subaccounts as a result of the
Substitution may transfer accumulated
Contract value from the Replacement
Subaccounts to the Declared Interest
Option and the other subaccounts
available under the Contract free of
charge and without such transfers
counting against the number of free
transfers. Although the Company has no
present intention to increase the charge
for transfers under the Contracts, the
Company will agree not to exercise any
rights reserved by it under the Contracts
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to impose additional charges for
transfers until at least 30 days after the
Substitution Date.
23. Within five days after the
Substitution Date, Contract owners who
are affected by the substitutions will be
sent a written notice informing them
that the substitutions were carried out.
The notice also will reiterate the facts
that: (1) For at least 30 days after the
Substitution Date, the Company will not
exercise any rights reserved by it under
the Contract to impose additional
charges for transfers; and (2) for 30 days
following the Substitution Date,
Contract owners may transfer
accumulated Contract value that was
transferred into the Replacement
Subaccounts as a result of the
substitution out of the Replacement
Subaccounts and into the Declared
Interest Option and the other
subaccounts available under the
Contracts free of charge and without
such transfers counting against the
number of free transfers allowed each
Contract year.
24. The Company will carry out the
proposed substitutions by redeeming
shares of each Replaced Portfolio held
by the Accounts for cash and applying
the proceeds to the purchase of shares
of the corresponding Replacement
Portfolio. Redemption requests and
purchase orders will be placed
simultaneously so that Contract values
will remain fully invested at all times.
All redemptions of shares of the
Replaced Portfolios and purchases of
shares of the Replacement Portfolios
will be effected in accordance with Rule
22c–1 of the Act.
25. The proposed substitutions will
take place at relative net asset value and
will not result in a change in the
amount of any Contract owner’s
accumulated Contract value or death
benefit, or in the dollar value of his or
her investment in any of the Accounts.
Contract owners will not incur any fees
or charges as a result of the proposed
substitutions, nor will their rights or the
Company’s obligations under the
Contracts be altered in any way. All
applicable expenses incurred in
connection with the proposed
substitutions, including brokerage
commissions and legal, accounting, and
other fees and expenses, will be paid by
the Company. In addition, the proposed
substitutions will not result in adverse
tax consequences for, and will not alter,
the tax benefits to Contract owners. The
proposed substitutions will not cause
the Contract fees and charges currently
being paid by existing Contract owners
to be greater after the proposed
substitutions than before the proposed
substitutions.
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26. Applicants believe that Contract
owners will be better off with the
Replacement Portfolios than with the
Replaced Portfolios, and that the
proposed substitutions also are unlike
the type of substitution that Section
26(c) was designed to prevent.
Conclusion
For the reasons and upon the facts set
forth above, Applicants submit that the
requested order meets the standards set
forth in Section 26(c). Applicants
request an order of the Commission,
pursuant to Section 26(c) of the Act,
approving the Substitutions.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011–14859 Filed 6–15–11; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[[Release No. IC–29693; File No. 812–13821]
Allianz Life Insurance Company of
North America, et al; Notice of
Application
June 10, 2011.
Securities and Exchange
Commission (‘‘SEC’’ or ‘‘Commission’’).
ACTION: Notice of application for an
order approving the substitution of
certain securities pursuant to Section
26(c) of the Investment Company Act of
1940, as amended (the ‘‘1940 Act’’ or
‘‘Act’’) and an order of exemption
pursuant to Section 17(b) of the Act
from Section 17(a) of the Act.
AGENCY:
Applicants: Allianz Life Insurance
Company of North America (‘‘Allianz
Life’’) and Allianz Life Insurance
Company of New York (‘‘Allianz NY’’)
(together the ‘‘Insurance Company
Applicants’’); their respective separate
accounts Allianz Life Variable Account
A (‘‘Allianz Account A’’), Allianz Life
Variable Account B (‘‘Allianz Account
B’’), and Allianz Life of NY Variable
Account C (‘‘Allianz Account C’’)
(collectively with the Insurance
Company Applicants, the
‘‘Applicants’’); and PIMCO Equity
Series VIT (the ‘‘PIMCO EqS VIT’’ and
collectively with the Applicants, the
‘‘Section 17 Applicants’’).
Summary of Application: The
Applicants seek an order pursuant to
Section 26(c) of the 1940 Act, approving
the substitution of the securities of the
PIMCO EqS Pathfinder Portfolio for the
securities of the Mutual Global
Discovery Securities Fund (the
‘‘Substitution) held by Allianz Account
A, Allianz Account B, or Allianz
Account C (collectively, the ‘‘Separate
Accounts’’ or ‘‘Separate Account
Applicants’’) to support certain
individual variable annuity contracts
and variable life insurance contracts
(the ‘‘Contracts’’) issued by Allianz Life
and Allianz NY. The Section 17
Applicants seek an order pursuant to
Section 17(b) of the 1940 Act exempting
them from Section 17(a) of the Act to
the extent necessary to permit them to
engage in certain in-kind transactions in
connection with the Substitution.
Filing Date: The application was filed
on September 14, 2010, and amended
on October 6, 2010, October 12, 2010
and May 26, 2011.
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
Secretary of the Commission and
serving Applicants and PIMCO EqS VIT
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 5, 2011, and should be
accompanied by proof of service on
Applicants and PIMCO EqS VIT in the
form of an affidavit or, for lawyers, a
certificate of service. Hearing requests
should state the nature of the requester’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 Secretary
of the Commission.
ADDRESSES: Secretary, SEC, 100 F Street,
NE., Washington, DC 20549–1090.
Applicants: Allianz Life Insurance
Company of North America, Allianz Life
Variable Account A, and Allianz Life
Variable Account B, 5701 Golden Hills
Dr., Minneapolis, MN 55416–1297;
Allianz Life Insurance Company of New
York, and Allianz Life of NY Variable
Account C, One Chase Manhattan Plaza,
37th Floor, New York, NY 10005–1423;
and PIMCO Equity Series VIT, 840
Newport Center Drive, Newport Beach,
CA 92660.
FOR FURTHER INFORMATION CONTACT:
Sally Samuel, Senior Counsel, or Joyce
M. Pickholz, Branch Chief, Office of
Insurance Products, Division of
Investment Management, at (202) 551–
6795.
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 for an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm, or by
calling (202) 551–8090.
Applicants’ and PIMCO EqS VIT’s
Representations:
1. The Applicants propose to
substitute certain classes of shares of the
PIMCO EqS Pathfinder Portfolio (the
‘‘Replacement Fund’’) for the
corresponding class of shares of the
Mutual Global Discovery Securities
Fund (the ‘‘Replaced Fund’’) currently
held by the Separate Accounts, as
shown in the table below:
SUPPLEMENTARY INFORMATION:
THE REPLACEMENT FUND AND THE REPLACED FUND
[Each a ‘‘Fund’’ and collectively the ‘‘Funds’’]
Share classes
Replaced Fund
(investment adviser)
PIMCO EqS Pathfinder Portfolio TM ......................
(Pacific Investment Management Company LLC
or ‘‘PIMCO’’).
srobinson on DSK4SPTVN1PROD with NOTICES
Replacement Fund
(investment adviser)
Institutional Class ..........
Advisor Class * ..............
Mutual Global Discovery Securities Fund (Franklin Mutual Advisers, LLC).
Share classes
Class 1
Class 2*
* A distribution (12b–1) fee is assessed against assets attributable to this class of shares at the annual rate of 0.25% of the average daily net
assets attributable to the class.
2. The Replacement Fund is a series
of the PIMCO EqS VIT, a Delaware
statutory trust. The PIMCO EqS VIT is
registered as an open-end management
VerDate Mar<15>2010
17:18 Jun 15, 2011
Jkt 223001
investment company under the 1940
Act (File No. 811–22376) and its shares
are registered as securities under the
PO 00000
Frm 00065
Fmt 4703
Sfmt 4703
Securities Act of 1933, as amended (the
‘‘1933 Act’’) (File No. 333–164078).
3. Shares of the Replacement Fund are
sold to separate accounts of Allianz Life
and Allianz NY for the purpose of
E:\FR\FM\16JNN1.SGM
16JNN1
]]>Agencies
[Federal Register Volume 76, Number 116 (Thursday, June 16, 2011)]
[Notices]
[Pages 35245-35249]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2011-14859]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. IC-29691; File No. 812-13865]
Country Investors Life Assurance Company, et al.
June 9, 2011.
AGENCY: Securities and Exchange Commission (the ``Commission'').
ACTION: Notice of application for an order pursuant to Section 26(c) of
the Investment Company Act of 1940, as amended (the ``1940 Act'' or
``Act''), approving certain substitutions of securities.
-----------------------------------------------------------------------
Applicants: COUNTRY Investors Life Assurance Company (the ``Company''),
COUNTRY Investors Variable Life Account (the ``Life Account'') and
COUNTRY Investors Variable Annuity Account (the ``Annuity Account'')
(together, the ``Applicants'').
SUMMARY: Applicants seek an order pursuant to Section 26(c) of the 1940
Act approving the substitution of: (1) Shares of the Fidelity VIP Index
500
[[Page 35246]]
Portfolio (``Replacement Portfolio A'') of the Fidelity Variable
Insurance Products Funds II (the ``Fidelity Fund II'') for shares of
the COUNTRY VP Growth Fund (``Replaced Portfolio A'') of the COUNTRY
Mutual Funds Trust (the ``COUNTRY Fund''); and (2) shares of the
Fidelity VIP Investment Grade Bond Portfolio (``Replacement Portfolio
B'') of the Fidelity Variable Insurance Products Fund V (the ``Fidelity
Fund V'') for shares of the COUNTRY VP Bond Fund (``Replaced Portfolio
B'') of the COUNTRY Fund. Shares of Replacement Portfolio A,
Replacement Portfolio B, Replaced Portfolio A, and Replaced Portfolio B
currently are held by the Life Account and the Annuity Account (each an
``Account,'' together, the ``Accounts'') to support variable life
insurance or variable annuity contracts, respectively, issued by the
Company (each a ``Contract,'' collectively, the ``Contracts'').
DATES: Filing Date: The Application was filed on February 1, 2011 and
amended and restated on May 13, 2011.
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 Secretary of the
Commission and serving Applicants with a copy of the request,
personally or by mail. Hearing requests must be received by the
Commission by 5:30 p.m. on July 5, 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 requester'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 Secretary of the Commission.
ADDRESSES: Secretary, Securities and Exchange Commission, 100 F Street,
NE., Washington, DC 20549-1090. Applicants, c/o Virginia L. Eves,
Assistant General Counsel, Country Investors Life Assurance Company,
1701 N. Towanda Avenue, Bloomington, IL 61702-2901. Copies to Thomas E.
Bisset, Esq., Sutherland Asbill & Brennan LLP, 1275 Pennsylvania
Avenue, NW., Washington, DC 20004-2415.
FOR FURTHER INFORMATION CONTACT: Alison T. White, Senior Counsel, or
Joyce M. Pickholz, Branch Chief, Office of Insurance Products, Division
of Investment Management, at (202) 551-6795.
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 for 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 Company is a stock life insurance company organized under
Illinois law in 1981. The Company is principally engaged in the
offering of life insurance policies and annuity contracts, and is
admitted to do business in 43 states. For purposes of the Act, the
Company is the depositor and sponsor of each of the Accounts, as those
terms have been interpreted by the Commission with respect to variable
life insurance and variable annuity separate accounts.
2. Under the insurance law of Illinois, the assets of each Account
attributable to the Contracts issued through that Account are owned by
the Company, but are held separately from the other assets of the
Company for the benefit of the owners of, and the persons entitled to
payment under, those Contracts. Each Account is a ``separate account''
as defined by Rule 0-1(e) under the Act. Each Account is registered
with the Commission as a unit investment trust (File No. 811-21394 (the
Life Account); File No. 811-21330 (the Annuity Account)). Each Account
is comprised of a number of subaccounts and each subaccount invests
exclusively in one of the insurance dedicated mutual fund portfolios
made available as investment options underlying the Contracts.
3. The Life Account is currently divided into 57 subaccounts. The
assets of the Life Account support variable life insurance contracts,
and interests in the Account offered through such contracts have been
registered under the Securities Act of 1933, as amended (the ``1933
Act'') on Form N-6 (File No. 333-106757).
4. The Annuity Account is currently divided into 57 subaccounts.
The assets of the Annuity Account support variable annuity contracts,
and interests in the Account offered through such contracts have been
registered under the 1933 Act on Form N-4 (File No. 333-104424).
5. The Contracts are flexible premium variable life insurance and
variable annuity contracts. The variable life insurance Contracts
provide for the accumulation of values on a variable basis, a fixed
basis, or a combination of both, throughout the insured's life, and for
a death benefit upon the death of the insured. The variable annuity
Contracts provide for the accumulation of values on a variable basis, a
fixed basis, or a combination of both, during the accumulation period,
and provide settlement or annuity payment options on a variable basis,
a fixed basis, or a combination of both, during the income period.
Under each of the Contracts, the Company reserves the right to
substitute shares of one underlying fund for shares of another, or of
another investment portfolio, including a portfolio of a different
management investment company. The prospectuses for the Contracts and
the Accounts contain the appropriate disclosure of this right.
6. For as long as a variable life insurance Contract remains in
force or a variable annuity Contract remains in force and has not yet
been annuitized, a Contract owner may transfer all or any part of the
Contract value from one subaccount to any other subaccount without
limit, although certain restrictions apply to transfers to and from the
fixed account interest investment option under the Contract funded by
the Company's general account (the ``Declared Interest Option''). The
Company reserves the right to revoke or modify the transfer privilege
to discourage excessive trading by Contract owners or to prevent
transfers that may have a detrimental effect upon Contract owners,
subaccount unit values, the insurance dedicated mutual fund portfolios
underlying the subaccounts or the Declared Interest Option. The
Contracts reserve to the Company the right to assess a charge of $25
for transfers in excess of twelve per Contract year.
7. The Company began offering the variable life insurance Contracts
in January, 2004 (the ``Original VLI Contracts'') and discontinued
offering the Original VLI Contracts on or about December 1, 2008 once
the Company received state approval to offer an enhanced version of the
Original VLI Contracts (the ``New VLI Contracts''). Likewise, the
Company began offering the variable annuity Contracts in January, 2004
(the ``Original VA Contracts'') and discontinued offering the Original
VA Contracts on or about December 1, 2008 once the Company received
state approval to offer an enhanced version of the Original VA
Contracts (the ``New VA Contracts''). The Company discontinued offering
the New VLI Contracts and New VA Contracts on or about November 30,
2010.
8. Currently, there are 34 underlying mutual fund investment
options available under the Original VLI Contracts and the Original VA
Contracts. Following the substitution transactions there will be 32
underlying mutual fund investment options
[[Page 35247]]
available under the Original VLI Contracts and the Original VA
Contracts.
9. Under the New VLI Contracts and the New VA Contracts, there are
36 underlying mutual fund investment options available under the
Contracts. Following the substitution transactions there will be 34
underlying mutual fund investment options available under the New VLI
Contracts and the New VA Contracts.
10. The COUNTRY Fund is organized as a Delaware business trust and
registered as an open-end management investment company under the Act
(File No. 811-10475). The COUNTRY Fund currently offers 4 separate
investment portfolios, two of which would be involved in the proposed
substitutions, the Replaced Portfolios. The COUNTRY Fund issues a
separate series of shares of beneficial interest in connection with
each Replaced Portfolio and has registered such shares under the 1933
Act on Form N-1A (File No. 333-68270). COUNTRY Fund Management
(``COUNTRY Advisor''), a separately identifiable department of COUNTRY
Trust Bank, serves as the investment adviser to each Replaced
Portfolio.
11. The Fidelity Fund II is registered as an open-end management
investment company under the Act (File No. 811-05511) and currently
offers three (3) investment portfolios, each with multiple share
classes. The Fidelity Fund II issues a series of shares of beneficial
interest in connection with each portfolio and has registered such
shares under the 1933 Act on Form N-1A (File No. 033-20773). Each
portfolio of the Fidelity Fund II has entered into a management
agreement with Fidelity Management & Research Company (``FMR'') under
which FMR acts as investment adviser for the portfolio. Under the
management agreement and pursuant to an exemptive order issued by the
Commission, FMR also acts as a manager of managers for Replacement
Portfolio A, meaning that FMR has the responsibility to oversee sub-
advisers for Replacement Portfolio A and recommend the hiring,
termination and replacement of such sub-advisers. Subject to the
approval of the Fidelity Fund II board of trustees but without a
shareholder approval, FMR may replace or hire unaffiliated sub-advisers
or amend the terms of their existing sub-advisory agreements.
12. The Fidelity Fund V is registered as an open-end management
investment company under the Act (File No. 811-05361) and currently
offers thirty-one (31) investment portfolios, each with multiple share
classes. The Fidelity Fund V issues a series of shares of beneficial
interest in connection with each portfolio and has registered such
shares under the 1933 Act on Form N-1A (File No. 033-17704).
13. The investment objectives of each Replaced Portfolio and
Replacement Portfolio are as follows:
a. Replaced Portfolio A and Replacement Portfolio A: The COUNTRY VP
Growth Fund seeks growth of capital and dividend income, if any, will
be incidental to this objective. The Fidelity VIP Index 500 Portfolio
seeks investment results that correspond to the total return of common
stocks publicly traded in the United States, as represented by the S&P
500 Index.
b. Replaced Portfolio B and Replacement Portfolio B: The COUNTRY VP
Bond Fund seeks maximum total return consistent with preservation of
capital. The Fidelity VIP Investment Grade Bond Portfolio seeks as high
a level of current income as is consistent with the preservation of
capital.
14. The advisory fees, other expenses and total operating expenses
(before and after any contractual waivers and reimbursements) for the
year ended December 31, 2010, expressed as an annual percentage of
average daily net assets, of the Replaced Portfolios and the
Replacement Portfolios are as follows:
----------------------------------------------------------------------------------------------------------------
Replaced Portfolio A COUNTRY VP Replacement Portfolio A Fidelity VIP
Growth Fund (percent) Index 500 Portfolio (percent)
----------------------------------------------------------------------------------------------------------------
Advisory Fees....................... .75 .10
Distribution and/or 12b-1 Fees...... N/A .25
Other Expenses...................... .65 0.00
---------------------------------------------------------------------------
Total Operating Expenses........ 1.40 .35
Less Contractual Fee Waivers and (.50) 0.00
Expense Reimbursements.
---------------------------------------------------------------------------
Net Operating Expenses...... .90 .35
----------------------------------------------------------------------------------------------------------------
Replaced Portfolio B Replacement Portfolio B
COUNTRY Bond Fund Fidelity VIP Investment
(percent) Grade Bond Portfolio
(percent)
----------------------------------------------------------------------------------------------------------------
Advisory Fees....................... .50 .32
Other Expenses...................... .67 .11
---------------------------------------------------------------------------
Total Operating Expenses........ 1.17 .43
Less Contractual Fee Waivers and (.46) (.01)
Expense Reimbursements.
---------------------------------------------------------------------------
Net Operating Expenses...... .71 .42
----------------------------------------------------------------------------------------------------------------
15. The investment performance of each Replacement Portfolio
compares favorably to the investment performance of the corresponding
Replaced Portfolio. For the last fiscal year, the investment
performance of Replacement Portfolio B significantly exceeded the
investment performance of Replaced Portfolio B while the investment
performance of Replacement Portfolio A slightly trailed the investment
performance of Replaced Portfolio A. For the last five fiscal year
period and ten fiscal year/since inception period, the investment
performance of Replacement Portfolio A trailed the investment
performance of Replaced Portfolio A, however, much of that
underperformance can be traced directly to the extraordinary market
conditions that existed in fiscal year 2008. In that regard,
Replacement
[[Page 35248]]
Portfolio A significantly outperformed Replaced Portfolio A in fiscal
year 2009. For the last five fiscal year period and for the ten fiscal
year/since inception period, the investment performance of Replacement
Portfolio B exceeded the investment performance of Replaced Portfolio
B. In addition, each Replacement Portfolio has a longer history of
investment performance than that of the corresponding Replaced
Portfolio.
16. For those Contracts that are in force on the date of the
proposed substitutions, the Company will take the following action
during the twenty-four months following the date of the proposed
substitutions. On the last day of each fiscal period (not to exceed a
fiscal quarter), the Company will reimburse Contract owners to the
extent that the sum of the operating expenses of the Replacement
Portfolio (taking into account any fee waivers and expense
reimbursements) and subaccount expenses for such period exceed, on an
annualized basis, the sum of the operating expenses of the
corresponding Replaced Portfolio (taking into account any fee waivers
and expense reimbursements) and subaccount expenses for the fiscal year
preceding the date of the proposed substitution. In addition, for
twenty-four months following the proposed substitutions, the Company
will not increase asset-based fees or charges for Contracts outstanding
on the date of the proposed substitutions.
17. The Board of Trustees of the COUNTRY Fund voted to close the
Replaced Portfolios to new investment as of April 29, 2011, and to
liquidate the Replaced Portfolios on or before June 30, 2012, the
Liquidation Date. In turn, the COUNTRY VP Growth Fund Subaccount and
the COUNTRY VP Bond Fund Subaccount (together the ``Discontinued
Subaccounts'') that invest in Replaced Portfolio A and Replaced
Portfolio B, respectively, also are no longer available for new
investments (allocation of premium payments and transfers) as of April
29, 2011 (the ``Closing Date'') and will be discontinued altogether
under the Contracts on a date no later than the Liquidation Date.
18. If the Commission grants this request for substitution relief,
Contract owners' investment in the COUNTRY VP Growth Fund Subaccount
and the COUNTRY VP Bond Fund Subaccount will automatically be
transferred to the applicable Fidelity VIP Index 500 Portfolio
Subaccount and the Fidelity VIP Investment Grade Bond Portfolio
Subaccount (the ``Replacement Subaccounts''), respectively, as of a
date determined by the Company following receipt of a Commission order
granting substitution relief (the ``Substitution''). Contract owners
will receive advance notice of the date of the Substitution (the
``Substitution Date'').
19. By supplements to the prospectuses for the registration
statements of the Accounts filed with the Commission on February 2,
2011 (collectively, the ``2011 Supplements''), the Company notified
owners of the Contracts of its intention to take the necessary actions,
including seeking the order requested by this amended and restated
application, to carry out the proposed substitutions as described
herein.
20. The 2011 Supplements advised Contract owners that accumulated
Contract value may continue to remain in the Discontinued Subaccounts
after the Closing Date until the Substitution Date. After the Closing
Date, however, Contract owners will not be able to allocate premium
payments or transfer accumulated Contract value to the Discontinued
Subaccounts from the Declared Interest Option or from the other
subaccounts available under the Contract. Prospectuses for the
Contracts dated May 1, 2011 also provided Contract owners the same
information included in the 2011 Supplements as well as more detailed
information regarding each Replaced Portfolio and each Replacement
Portfolio.
21. In addition, the Company has forwarded to each Contract owner
invested in a Replaced Portfolio the most recent prospectus for the
Replaced Portfolio and the corresponding Replacement Portfolio.
22. From the date of the 2011 Supplements, Contract owners may
transfer accumulated Contract value from the Discontinued Subaccounts
to the Declared Interest Option and the other subaccounts available
under the Contract free of charge and without such transfers counting
against the number of free transfers allowed each Contract year. For 30
days following the Substitution Date, Contract owners whose accumulated
Contract value was transferred to the Replacement Subaccounts as a
result of the Substitution may transfer accumulated Contract value from
the Replacement Subaccounts to the Declared Interest Option and the
other subaccounts available under the Contract free of charge and
without such transfers counting against the number of free transfers.
Although the Company has no present intention to increase the charge
for transfers under the Contracts, the Company will agree not to
exercise any rights reserved by it under the Contracts to impose
additional charges for transfers until at least 30 days after the
Substitution Date.
23. Within five days after the Substitution Date, Contract owners
who are affected by the substitutions will be sent a written notice
informing them that the substitutions were carried out. The notice also
will reiterate the facts that: (1) For at least 30 days after the
Substitution Date, the Company will not exercise any rights reserved by
it under the Contract to impose additional charges for transfers; and
(2) for 30 days following the Substitution Date, Contract owners may
transfer accumulated Contract value that was transferred into the
Replacement Subaccounts as a result of the substitution out of the
Replacement Subaccounts and into the Declared Interest Option and the
other subaccounts available under the Contracts free of charge and
without such transfers counting against the number of free transfers
allowed each Contract year.
24. The Company will carry out the proposed substitutions by
redeeming shares of each Replaced Portfolio held by the Accounts for
cash and applying the proceeds to the purchase of shares of the
corresponding Replacement Portfolio. Redemption requests and purchase
orders will be placed simultaneously so that Contract values will
remain fully invested at all times. All redemptions of shares of the
Replaced Portfolios and purchases of shares of the Replacement
Portfolios will be effected in accordance with Rule 22c-1 of the Act.
25. The proposed substitutions will take place at relative net
asset value and will not result in a change in the amount of any
Contract owner's accumulated Contract value or death benefit, or in the
dollar value of his or her investment in any of the Accounts. Contract
owners will not incur any fees or charges as a result of the proposed
substitutions, nor will their rights or the Company's obligations under
the Contracts be altered in any way. All applicable expenses incurred
in connection with the proposed substitutions, including brokerage
commissions and legal, accounting, and other fees and expenses, will be
paid by the Company. In addition, the proposed substitutions will not
result in adverse tax consequences for, and will not alter, the tax
benefits to Contract owners. The proposed substitutions will not cause
the Contract fees and charges currently being paid by existing Contract
owners to be greater after the proposed substitutions than before the
proposed substitutions.
[[Page 35249]]
26. Applicants believe that Contract owners will be better off with
the Replacement Portfolios than with the Replaced Portfolios, and that
the proposed substitutions also are unlike the type of substitution
that Section 26(c) was designed to prevent.
Conclusion
For the reasons and upon the facts set forth above, Applicants
submit that the requested order meets the standards set forth in
Section 26(c). Applicants request an order of the Commission, pursuant
to Section 26(c) of the Act, approving the Substitutions.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011-14859 Filed 6-15-11; 8:45 am]
BILLING CODE 8011-01-P
