Northwestern Mutual Series Fund, Inc. and Mason Street Advisors, LLC; Notice of Application, 5585-5587 [2012-2433]
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Federal Register / Vol. 77, No. 23 / Friday, February 3, 2012 / Notices
liquidating distribution to its
shareholders, based on net asset value.
Expenses of $175,623 and $321,286,
respectively, incurred in connection
with the liquidations were paid by each
applicant.
Filing Date: The applications were
filed on December 28, 2011.
Applicants’ Address: 345 Park Ave.,
New York, NY 10154.
BlackRock Healthcare Fund, Inc.
[File No. 811–3595]
BlackRock Global Growth Fund, Inc.
[File No. 811–8327]
Summary: Each applicant seeks an
order declaring that it has ceased to be
an investment company. On September
12, 2011, the applicants transferred their
assets to BlackRock Health Sciences
Opportunities Portfolio and BlackRock
Global Opportunities Portfolio,
respectively, each a series of BlackRock
Funds, based on net asset value.
Expenses of $430,722 incurred in
connection with the reorganization of
BlackRock Healthcare Fund, Inc. were
paid by applicant and BlackRock
Advisors, LLC, its investment adviser.
Expenses of $351,814 incurred in
connection with the reorganization of
BlackRock Global Growth Fund, Inc.
were paid by BlackRock Advisors, LLC,
applicant’s investment adviser.
Filing Date: The applications were
filed on December 22, 2011.
Applicants’ Address: 100 Bellevue
Parkway, Wilmington, DE 19809.
Short-Term Bond Master LLC
[File No. 811–10089]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On July 18, 2011,
applicant made a liquidating
distribution to its sole shareholder,
based on net asset value. Applicant
incurred no expenses in connection
with the liquidation.
Filing Date: The application was filed
on December 22, 2011.
Applicant’s Address: 55 East 52nd St.,
New York, NY 10055.
Nakoma Mutual Funds
tkelley on DSK3SPTVN1PROD with NOTICES
[File No. 811–21865]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On November 4,
2011, applicant transferred its assets to
Schooner Global Absolute Return Fund,
a series of Trust for Professional
Managers, based on net asset value.
Expenses of $91,982 incurred in
connection with the reorganization were
paid by Nakoma Capital Management,
LLC, applicant’s investment adviser,
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Jkt 226001
and Schooner Investment Group, LLC,
investment adviser to the acquiring
fund.
Filing Date: The application was filed
on December 20, 2011.
Applicant’s Address: 8040 Excelsior
Dr., Suite 401, Madison, WI 53717.
BlackRock International Value Trust
[File No. 811–4182]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On August 15,
2011, applicant transferred its assets to
BlackRock International Fund, a series
of BlackRock Series, Inc., based on net
asset value. Expenses of approximately
$616,476 incurred in connection with
the reorganization were paid by
BlackRock Advisors, LLC, applicant’s
investment adviser.
Filing Date: The application was filed
on December 22, 2011.
Applicant’s Address: 100 Bellevue
Parkway, Wilmington, DE 19809.
BlackRock Focus Value Fund, Inc.
[File No. 811–3450]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On September 12,
2011, applicant transferred its assets to
BlackRock Basic Value Fund, Inc., based
on net asset value. Of approximately
$182,755 in expenses incurred in
connection with the reorganization,
$141,006 was paid by applicant and
$41,749 was paid by BlackRock
Advisors, LLC, applicant’s investment
adviser.
Filing Date: The application was filed
on December 22, 2011.
Applicant’s Address: 100 Bellevue
Parkway, Wilmington, DE 19809.
BlackRock Utilities and
Telecommunications Fund, Inc.
[File No. 811–6180]
Frm 00106
Fmt 4703
Keystone America Fund of Growth
Stock
[File No. 811–5310]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On or about
August 28, 1992, applicant transferred
its assets to Keystone America Omega
Fund, based on net asset value. Records
are not available concerning the
expenses incurred in connection with
the reorganization.
Filing Date: The application was filed
on January 3, 2012.
Applicant’s Address: 200 Berkeley St.,
Boston, MA 02116.
Continental Assurance Company
Separate Account B
[File No. 811–1402]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On June 28, 2011,
the Applicant’s governing body
approved the termination of its
Investment Advisory Agreement (IAA)
effective November 1, 2011. The
termination of the IAA required the
liquidation of the Applicant, an
insurance company management
separate account. Shareholder approval
of the liquidation was not required.
Applicant distributed all its assets to
shareholders on or about November 1,
2011. Total expenses of the liquidation
were $9,467.60. Continental Assurance
Company, the investment adviser of the
Applicant, either paid these expenses
directly or reimbursed the Applicant for
these expenses.
Filing Date: The application was filed
on November 4, 2011 and amended on
December 29, 2011.
Applicant’s Address: 333 South
Wabash Avenue, Chicago IL 60604.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2012–2399 Filed 2–2–12; 8:45 am]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. On September 12,
2011, applicant transferred its assets to
BlackRock Equity Dividend Fund, based
on net asset value. Of approximately
$158,715 in expenses incurred in
connection with the reorganization
$137,046 was paid by applicant and
$21,669 was paid by BlackRock
Advisors, LLC, applicant’s investment
adviser.
Filing Date: The application was filed
on December 22, 2011.
Applicant’s Address: 100 Bellevue
Parkway, Wilmington, DE 19809.
PO 00000
5585
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BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
29939; File No. 812–13982]
Northwestern Mutual Series Fund, Inc.
and Mason Street Advisors, LLC;
Notice of Application
January 30, 2012.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of an application under
section 6(c) of the Investment Company
AGENCY:
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5586
Federal Register / Vol. 77, No. 23 / Friday, February 3, 2012 / Notices
Advisers Act of 1940, as amended (the
‘‘Advisers Act’’) and currently serves as
investment adviser to each existing
SUMMARY: Summary of Application:
Applicant Series (as defined below).
Applicants request an order to permit
Applicants request the exemption to
open-end management investment
the extent necessary to permit any
companies relying on rule 12d1–2 under existing or future series of the Company
the Act to invest in certain financial
and any other existing or future
instruments.
registered open-end investment
Applicants: Northwestern Mutual
company or series thereof that (i) is
Series Fund, Inc. (‘‘Company’’) and
advised by MSA or any person now or
Mason Street Advisors, LLC (‘‘MSA’’).
in the future controlling, controlled by
DATES: Filing Dates: The application was or under common control with MSA
filed on November 30, 2011. Applicants (any such adviser or MSA, an
have agreed to file an amendment
‘‘Adviser’’) 1; (ii) invests in other
during the notice period, the substance
registered open-end investment
of which is reflected in this notice.
companies (‘‘Underlying Funds’’) in
Hearing or Notification of Hearing: An reliance on section 12(d)(1)(G) of the
order granting the application will be
Act; and (iii) is also eligible to invest in
issued unless the Commission orders a
securities (as defined in section 2(a)(36)
hearing. Interested persons may request of the Act) in reliance on rule 12d1–2
a hearing by writing to the
under the Act (each an ‘‘Applicant
Commission’s Secretary and serving
Series’’), to also invest, to the extent
applicants with a copy of the request,
consistent with its investment
personally or by mail. Hearing requests
objectives, policies, strategies and
should be received by the Commission
limitations, in financial instruments that
by 5:30 p.m. on February 24, 2012, and
may not be securities within the
should be accompanied by proof of
meaning of section 2(a)(36) of the Act
service on applicants, in the form of an
(‘‘Other Investments’’).2 Applicants also
affidavit or, for lawyers, a certificate of
request that the order exempt any entity,
service. Hearing requests should state
including any entity controlled by or
the nature of the writer’s interest, the
under common control with an Adviser,
reason for the request, and the issues
that now or in the future acts as
contested. Persons who wish to be
principal underwriter, or broker or
notified of a hearing may request
dealer (if registered under the Securities
notification by writing to the
Exchange Act of 1934, as amended
Commission’s Secretary.
(‘‘Exchange Act’’)), with respect to the
transactions described in the
ADDRESSES: Elizabeth M. Murphy,
application.
Secretary, Securities and Exchange
Consistent with its fiduciary
Commission, 100 F Street NE.,
obligations under the Act, each
Washington, DC 20549–1090;
Applicants, 720 East Wisconsin Avenue, Applicant Series’ board of directors will
review the advisory fees charged by the
Milwaukee, Wisconsin 53202.
Applicant Series’ Adviser to ensure that
FOR FURTHER INFORMATION CONTACT:
the fees are based on services provided
Barbara T. Heussler, Senior Counsel, at
that are in addition to, rather than
(202) 551–6990, or Jennifer L. Sawin,
duplicative of, services provided
Branch Chief, at (202) 551–6821
pursuant to the advisory agreement of
(Division of Investment Management,
any investment company in which the
Office of Investment Company
Applicant Series may invest.
Regulation).
Applicants’ Legal Analysis
SUPPLEMENTARY INFORMATION: The
following is a summary of the
Section 12(d)(1)(A) of the Act
application. The complete application
provides that no registered investment
may be obtained via the Commission’s
company (‘‘acquiring company’’) may
Web site by searching for the file
acquire securities of another investment
number, or an applicant using the
company (‘‘acquired company’’) if such
Company name box, at https://www.sec.
securities represent more than 3% of the
gov/search/search.htm or by calling
acquired company’s outstanding voting
(202) 551–8090.
stock or more than 5% of the acquiring
company’s total assets, or if such
Applicants’ Representations
The Company is organized as a
1 Any other Adviser will also be registered under
Maryland corporation and is registered
the Advisers Act.
2 Every existing entity that currently intends to
under the Act as an open-end
rely on the requested order is named as an
management investment company.
applicant. Any existing or future entity that relies
MSA, a Delaware limited liability
on the requested order will do so only in
company, is an investment adviser
accordance with the terms and condition in the
application.
registered under the Investment
tkelley on DSK3SPTVN1PROD with NOTICES
Act of 1940 (‘‘Act’’) for an exemption
from rule 12d1–2(a) under the Act.
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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.
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.
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: (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.
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
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Federal Register / Vol. 77, No. 23 / Friday, February 3, 2012 / Notices
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.
Applicants state that the Applicant
Series will comply with rule 12d1–2
under the Act, but for the fact that the
Applicant Series 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 Series to invest in Other
Investments while investing in
Underlying Funds. Applicants assert
that permitting the Applicant Series to
invest in Other Investments as described
in the application would not raise any
of the concerns that the requirements of
section 12(d)(1) were designed to
address.
Applicants’ Condition
Applicants agree that any order
granting the requested relief will be
subject to the following condition:
Applicants will comply with all
provisions of rule 12d1–2 under the Act,
except for paragraph (a)(2) to the extent
that it restricts any Applicant Series
from investing in Other Investments as
described in the application.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Kevin M. O’Neill,
Deputy Secretary.
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–66271; File No. SR–ISE–
2012–05]
Self-Regulatory Organizations;
International Securities Exchange,
LLC; Notice of Filing and Immediate
Effectiveness of Proposed Rule
Change To Extend the Pilot Program
Relating to Individual Securities Circuit
Breakers
tkelley on DSK3SPTVN1PROD with NOTICES
January 30, 2012.
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 January
24, 2012, the International Securities
Exchange, LLC (the ‘‘Exchange’’ or the
‘‘ISE’’) filed with the Securities and
Exchange Commission (‘‘Commission’’)
the proposed rule change as described
in Items I and II below, which Items
2 17
U.S.C. 78s(b)(1).
CFR 240.19b–4.
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20:48 Feb 02, 2012
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I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend
Rule 2102 (Hours of Business) to extend
the expiration of the pilot rule.
The text of the proposed rule change
is available on the Exchange’s Internet
Web site at https://www.ise.com, at the
principal office of the Exchange, 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 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 parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
[FR Doc. 2012–2433 Filed 2–2–12; 8:45 am]
1 15
have been prepared by the Exchange.
The Commission is publishing this
notice to solicit comments on the
proposed rule change from interested
persons.
1. Purpose
The Exchange proposes to amend ISE
Rule 2102 to extend the expiration of
the pilot rule. Initial amendments to ISE
Rule 2102 to allow the Exchange to
pause trading in an individual stock
when the primary listing market for
such stock issues a trading pause were
approved by the Securities and
Exchange Commission (‘‘Commission’’)
on June 10, 2010 on a pilot basis to end
on December 10, 2010.3 The pilot was
then extended to expire on April 11,
2011.4 On March 21, 2011, ISE Rule
2101 was amended to state that the pilot
would expire on the earlier of August
11, 2011 or the date on which a limit
up/limit down mechanism to address
extraordinary market volatility, if
adopted, would apply.5 On August 9,
3 See Securities Exchange Act Release No. 62252
(June 10, 2010), 75 FR 34186 (June 16, 2010) (SR–
ISE–2010–48).
4 See Securities Exchange Act Release No. 63506
(December 9, 2010), 75 FR 78301 (December 15,
2010) (SR–ISE–2010–117).
5 See Securities Exchange Act Release No. 64193
(April 5, 2011), 76 FR 20062 (April 11, 2011) (SR–
ISE–2011–17).
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5587
2011, ISE Rule 2101 was once again
amended to extend the pilot to January
31, 2012.6
On September 10, 2010, ISE Rule
2102 was amended to expand the pilot
rule to apply to the Russell 1000® Index
and other specified exchange traded
products.7 On June 23, 2011, ISE Rule
2102 was amended again to expand the
pilot rule to apply to all NMS Stocks.8
The Exchange now proposes to extend
the date by which this pilot rule will
expire to July 31, 2012. Extending this
pilot program will provide the
exchanges with a continued opportunity
to assess the effect of this rule proposal
on the markets.
2. Statutory Basis
The statutory basis for the proposed
rule change is Section 6(b)(5) of the
Act,9 which requires the rules of an
exchange to promote just and equitable
principles of trade, to remove
impediments to and perfect the
mechanism of a free and open market
and a national market system and, in
general, to protect investors and the
public interest. The proposed rule
change also is designed to support the
principles of Section 11A(a)(1) 10 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 uniformity across markets
concerning decisions to pause trading in
a security when there are significant
price movements.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The proposed rule change does not
impose any burden on competition that
is not necessary or appropriate in
furtherance of the purposes of the Act.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange has not solicited, and
does not intend to solicit, comments on
this proposed rule change. The
Exchange has not received any
unsolicited written comments from
members or other interested parties.
6 See Securities Exchange Act Release No. 65072
(August 9, 2011), 76 FR 50513 (August 15, 2011)
(SR–ISE–2011–52).
7 See Securities Exchange Act Release No. 62884
(September 10, 2010), 75 FR 56618 (September 16,
2010) (SR–ISE–2010–66).
8 See Securities Exchange Act Release No. 64735
(June 23, 2011), 76 FR 38243 (June 29, 2011) (SR–
ISE–2011–028).
9 15 U.S.C. 78f(b)(5).
10 15 U.S.C. 78k–1(a)(1).
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]]>Agencies
[Federal Register Volume 77, Number 23 (Friday, February 3, 2012)]
[Notices]
[Pages 5585-5587]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-2433]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 29939; File No. 812-13982]
Northwestern Mutual Series Fund, Inc. and Mason Street Advisors,
LLC; Notice of Application
January 30, 2012.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application under section 6(c) of the Investment
Company
[[Page 5586]]
Act of 1940 (``Act'') for an exemption from rule 12d1-2(a) under the
Act.
-----------------------------------------------------------------------
SUMMARY: 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: Northwestern Mutual Series Fund, Inc. (``Company'') and
Mason Street Advisors, LLC (``MSA'').
DATES: Filing Dates: The application was filed on November 30, 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 February 24, 2012, 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: Elizabeth M. Murphy, Secretary, Securities and Exchange
Commission, 100 F Street NE., Washington, DC 20549-1090; Applicants,
720 East Wisconsin Avenue, Milwaukee, Wisconsin 53202.
FOR FURTHER INFORMATION CONTACT: Barbara T. Heussler, Senior Counsel,
at (202) 551-6990, or Jennifer L. Sawin, 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
The Company is organized as a Maryland corporation and is
registered under the Act as an open-end management investment company.
MSA, a Delaware limited liability company, 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 Series (as defined below).
Applicants request the exemption to the extent necessary to permit
any existing or future series of the Company and any other existing or
future registered open-end investment company or series thereof that
(i) is advised by MSA or any person now or in the future controlling,
controlled by or under common control with MSA (any such adviser or
MSA, 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 Series''), 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, including any entity controlled by or under common
control with an Adviser, that now or in the future acts as principal
underwriter, or broker or dealer (if registered under the Securities
Exchange Act of 1934, as amended (``Exchange Act'')), with respect to
the transactions described in the application.
---------------------------------------------------------------------------
\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.
---------------------------------------------------------------------------
Consistent with its fiduciary obligations under the Act, each
Applicant Series' board of directors will review the advisory fees
charged by the Applicant Series' Adviser to ensure that the fees 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 Series may invest.
Applicants' Legal Analysis
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.
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.
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: (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.
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
[[Page 5587]]
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.
Applicants state that the Applicant Series will comply with rule
12d1-2 under the Act, but for the fact that the Applicant Series 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 Series to invest in Other
Investments while investing in Underlying Funds. Applicants assert that
permitting the Applicant Series to invest in Other Investments as
described in the application would not raise any of the concerns that
the requirements of section 12(d)(1) were designed to address.
Applicants' Condition
Applicants agree that any order granting the requested relief will
be subject to the following condition:
Applicants will comply with all provisions of rule 12d1-2 under the
Act, except for paragraph (a)(2) to the extent that it restricts any
Applicant Series from investing in Other Investments as described in
the application.
For the Commission, by the Division of Investment Management,
under delegated authority.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-2433 Filed 2-2-12; 8:45 am]
BILLING CODE 8011-01-P
