SEC Advisory Committee on Small and Emerging Companies, 53489-53490 [2013-21046]

Download as PDF Federal Register / Vol. 78, No. 168 / Thursday, August 29, 2013 / Notices sroberts on DSK5SPTVN1PROD with NOTICES Advisers provides no more meaningful information to shareholders than the proposed Multi-manager Information Statement. Moreover, as indicated above, the applicable Board would comply with the requirements of Sections 15(a) and 15(c) of the 1940 Act before entering into or amending SubAdvisory Agreements. 8. Applicants assert that the requested disclosure relief would benefit shareholders of the Subadvised Funds because it would improve the Adviser’s ability to negotiate the fees paid to SubAdvisers. Applicants state that the Adviser may be able to negotiate rates that are below a Sub-Adviser’s ‘‘posted’’ amounts if the Adviser is not required to disclose the Sub-Advisers’ fees to the public. Applicants submit that the requested relief will also encourage SubAdvisers to negotiate lower subadvisory fees with the Adviser if the lower fees are not required to be made public. Applicants’ Conditions Applicants agree that any order granting the requested relief will be subject to the following conditions: 1. Before a Subadvised Fund may rely on the order, the operation of the Subadvised Fund in the manner described in the Application will be approved by a majority of the Subadvised Fund’s outstanding voting securities as defined in the Act or, in the case of a Subadvised Fund whose public shareholders purchased shares on the basis of a prospectus containing the disclosure contemplated by condition 2 below, by the initial shareholder before such Subadvised Fund’s shares are offered to the public. 2. The prospectus for each Subadvised Fund will disclose the existence, substance, and effect of any order granted pursuant to the Application. In addition, each Subadvised Fund will hold itself out to the public as employing the Manager of Managers Structure. The prospectus will prominently disclose that the Adviser has the ultimate responsibility, subject to oversight by the Board, to oversee the Sub-Advisers and recommend their hiring, termination, and replacement. 3. Subadvised Funds will inform shareholders of the hiring of a new SubAdviser within 90 days after the hiring of the new Sub-Adviser pursuant to the Modified Notice and Access Procedures. 4. The Adviser will not enter into a Sub-Advisory Agreement with any Affiliated Sub-Adviser without that agreement, including the compensation to be paid thereunder, being approved by the shareholders of the applicable Subadvised Fund. VerDate Mar<15>2010 18:34 Aug 28, 2013 Jkt 229001 5. At all times, at least a majority of the Board will be Independent Trustees, and the nomination of new or additional Independent Trustees will be placed within the discretion of the thenexisting Independent Trustees. 6. Independent legal counsel, as defined in rule 0–1(a)(6) under the Act, will be engaged to represent the Independent Trustees. The selection of such counsel will be within the discretion of the then-existing Independent Trustees. 7. Whenever a Sub-Adviser change is proposed for a Subadvised Fund with an Affiliated Sub-Adviser, the Board, including a majority of the Independent Trustees, will make a separate finding, reflected in the Trust’s Board minutes, that the change is in the best interests of the Subadvised Fund and its shareholders, and does not involve a conflict of interest from which the Adviser or the Affiliated Sub-Adviser derives an inappropriate advantage. 8. Whenever a Sub-Adviser is hired or terminated, the Adviser will provide the Board with information showing the expected impact on the profitability of the Adviser. 9. The Adviser will provide the Board, no less frequently than quarterly, with information about the profitability of the Adviser on a per Subadvised Fund basis. The information will reflect the impact on profitability of the hiring or termination of any Sub-Adviser during the applicable quarter. 10. The Adviser will provide general management services to each Subadvised Fund, including overall supervisory responsibility for the general management and investment of the Subadvised Fund’s assets and, subject to review and approval of the Board, will: (i) set the Subadvised Fund’s overall investment strategies; (ii) evaluate, select, and recommend SubAdvisers to manage all or a part of the Subadvised Fund’s assets; (iii) when appropriate, allocate and reallocate the Subadvised Fund’s assets among SubAdvisers; (iv) monitor and evaluate the investment performance of SubAdvisers; and (v) implement procedures reasonably designed to ensure that SubAdvisers comply with the Subadvised Fund’s investment objective, policies and restrictions. 11. No Trustee or officer of the Trust or of a Subadvised Fund or director or officer of the Adviser, will own directly or indirectly (other than through a pooled investment vehicle that is not controlled by such person) any interest in a Sub-Adviser except for (i) ownership of interests in the Adviser or any entity that controls, is controlled by or is under common control with the PO 00000 Frm 00068 Fmt 4703 Sfmt 4703 53489 Adviser; or (ii) ownership of less than 1% of the outstanding securities of any class of equity or debt of any publicly traded company that is either a SubAdviser or an entity that controls, is controlled by or is under common control with a Sub-Adviser. 12. Each Subadvised Fund will disclose in its registration statement the Aggregate Fee Disclosure. 13. In the event the Commission adopts a rule under the Act providing substantially similar relief to that in the order requested in the Application, the requested order will expire on the effective date of that rule. 14. For Subadvised Funds that pay fees to a Sub-Adviser directly from fund assets, any changes to a Sub-Advisory Agreement that would result in an increase in the total management and advisory fees payable by a Subadvised Fund will be required to be approved by the shareholders of the Subadvised Fund. For the Commission, by the Division of Investment Management, under delegated authority. Elizabeth M. Murphy, Secretary. [FR Doc. 2013–21055 Filed 8–28–13; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release Nos. 33–9445; 34–70251; File No. 265–27] SEC Advisory Committee on Small and Emerging Companies Securities and Exchange Commission. ACTION: Notice of meeting. AGENCY: The Securities and Exchange Commission Advisory Committee on Small and Emerging Companies is providing notice that it will hold a public meeting on Tuesday, September 17, 2013, in Multi-Purpose Room LL– 006 at the Commission’s headquarters, 100 F Street NE., Washington, DC. The meeting will begin at 9:30 a.m. (EDT) and will be open to the public. The meeting will be webcast on the Commission’s Web site at www.sec.gov. Persons needing special accommodations to take part because of a disability should notify the contact person listed below. The public is invited to submit written statements to the Committee. The agenda for the meeting includes matters relating to rules and regulations affecting small and emerging companies under the federal securities laws. SUMMARY: E:\FR\FM\29AUN1.SGM 29AUN1 53490 Federal Register / Vol. 78, No. 168 / Thursday, August 29, 2013 / Notices The public meeting will be held on Tuesday, September 17, 2013. Written statements should be received on or before September 13, 2013. ADDRESSES: The meeting will be held at the Commission’s headquarters, 100 F Street NE., Washington, DC. Written statements may be submitted by any of the following methods: DATES: Electronic Statements • Use the Commission’s Internet submission form (https://www.sec.gov/ info/smallbus/acsec.shtml ); or • Send an email message to rulecomments@sec.gov. Please include File Number 265–27 on the subject line; or Paper Statements sroberts on DSK5SPTVN1PROD with NOTICES • Send paper statements in triplicate to Elizabeth M. Murphy, Federal Advisory Committee Management Officer, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549–1090. All submissions should refer to File No. 265–27. This file number should be included on the subject line if email is used. To help us process and review your statement more efficiently, please use only one method. The Commission will post all statements on the Advisory Committee’s Web site (https:// www.sec.gov./info/smallbus/ acsec.shtml ). Statements also will be available for Web site viewing and printing in the Commission’s Public Reference Room, 100 F Street NE., Room 1580, Washington, DC 20549, on official business days between the hours of 10:00 a.m. and 3:00 p.m. All statements received will be posted without change; we do not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. FOR FURTHER INFORMATION CONTACT: Johanna V. Losert, Special Counsel, at (202) 551–3460, Office of Small Business Policy, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549–3628. SUPPLEMENTARY INFORMATION: In accordance with Section 10(a) of the Federal Advisory Committee Act, 5 U.S.C.-App. 1, and the regulations thereunder, Keith Higgins, Designated Federal Officer of the Committee, has ordered publication of this notice. Dated: August 23, 2013. Elizabeth M. Murphy, Committee Management Officer. [FR Doc. 2013–21046 Filed 8–28–13; 8:45 am] BILLING CODE 8011–01–P VerDate Mar<15>2010 18:34 Aug 28, 2013 Jkt 229001 SECURITIES AND EXCHANGE COMMISSION [Release No. 34–70247; File No. SR–CME– 2013–16] Self-Regulatory Organizations; Chicago Mercantile Exchange Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Regarding Modifications to Its OTC IRS Clearing Offering Including New Fees and the Addition of Four New Currencies and Two New Rate Options August 23, 2013. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Exchange Act’’ or ‘‘Act’’),1 and Rule 19b–4 thereunder,2 notice is hereby given that on August 16, 2013, Chicago Mercantile Exchange Inc. (‘‘CME’’) filed with the Securities and Exchange Commission (‘‘Commission’’) the proposed rule change described in Items I, II and III below, which Items have been prepared primarily by CME. 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 CME is filing proposed rules changes that are limited to its business as a derivatives clearing organization. More specifically, the proposed rule changes would modify the fee schedule that applies to its over-the-counter (‘‘OTC’’) interest rate swap (‘‘IRS’’) clearing offering and would also make changes to current CME IRS rules to facilitate the addition of four new currencies and two new rate options. 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 self-regulatory organization included statements concerning the purpose 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 self-regulatory organization has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change CME is registered as a derivatives clearing organization with the Commodity Futures Trading Commission and currently offers clearing services for many different futures and swaps products. With this filing, CME proposes to modify the fee schedule (the ‘‘Fee Schedule’’) that applies to over-the-counter (‘‘OTC’’) Interest Rate Swaps (‘‘IRS’’) cleared at CME and also proposes to make certain changes to current CME Rule 90102E to facilitate the addition of four new currencies to its IRS offering, specifically, the Czech Krona, Hungarian Forint, Polish Zloty and the South African Rand, and to add two new rate option for its IRS clearing offering, the Canadian Dollar OIS and the USD-Federal Funds-H.15–LIBOR– BBA Rate Option. Finally, CME will also be making certain conforming changes to its IRS Manual of Operations for CME Cleared Interest Rate Swaps to make certain operational changes to address the changes described above. Although these changes will be effective on filing, CME plans to operationalize the proposed fee changes on August 19, 2013 and the proposed changes to Rule 90102E on August 26, 2013. The changes that are described in this filing impact fees and make certain other adjustments as described above that are limited to CME’s business as a derivatives clearing organization clearing products under the exclusive jurisdiction of the Commodity Futures Trading Commission (‘‘CFTC’’) and do not materially impact CME’s credit default swap clearing business in any way. CME notes that it has already submitted the proposed rule changes that are the subject of this filing to its primary regulator, the CFTC, in CME Submissions 13–310, 13–313 and 13– 315. CME believes the proposed rule changes are consistent with the requirements of the Exchange Act including Section 17A of the Exchange Act.3 More specifically, the first aspect of the proposed rule changes establish or change a member due, fee or other charge imposed by CME under Section 19(b)(3)(A)(ii) 4 of the Securities Exchange Act of 1934 and Rule 19b– 4(f)(2) 5 thereunder. CME believes that the proposed fee change is consistent with the requirements of the Securities Exchange Act of 1934 and the rules and 3 15 U.S.C. 78q–1. U.S.C. 78s(b)(3)(A)(ii). 5 17 CFR 240.19b–4(f)(2). 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. PO 00000 Frm 00069 Fmt 4703 4 15 Sfmt 4703 E:\FR\FM\29AUN1.SGM 29AUN1

Agencies

[Federal Register Volume 78, Number 168 (Thursday, August 29, 2013)]
[Notices]
[Pages 53489-53490]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-21046]


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SECURITIES AND EXCHANGE COMMISSION

[Release Nos. 33-9445; 34-70251; File No. 265-27]


SEC Advisory Committee on Small and Emerging Companies

AGENCY: Securities and Exchange Commission.

ACTION: Notice of meeting.

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

SUMMARY: The Securities and Exchange Commission Advisory Committee on 
Small and Emerging Companies is providing notice that it will hold a 
public meeting on Tuesday, September 17, 2013, in Multi-Purpose Room 
LL-006 at the Commission's headquarters, 100 F Street NE., Washington, 
DC. The meeting will begin at 9:30 a.m. (EDT) and will be open to the 
public. The meeting will be webcast on the Commission's Web site at 
www.sec.gov. Persons needing special accommodations to take part 
because of a disability should notify the contact person listed below. 
The public is invited to submit written statements to the Committee. 
The agenda for the meeting includes matters relating to rules and 
regulations affecting small and emerging companies under the federal 
securities laws.

[[Page 53490]]


DATES: The public meeting will be held on Tuesday, September 17, 2013. 
Written statements should be received on or before September 13, 2013.

ADDRESSES: The meeting will be held at the Commission's headquarters, 
100 F Street NE., Washington, DC. Written statements may be submitted 
by any of the following methods:

Electronic Statements

     Use the Commission's Internet submission form (https://www.sec.gov/info/smallbus/acsec.shtml ); or
     Send an email message to rule-comments@sec.gov. Please 
include File Number 265-27 on the subject line; or

Paper Statements

     Send paper statements in triplicate to Elizabeth M. 
Murphy, Federal Advisory Committee Management Officer, Securities and 
Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.

All submissions should refer to File No. 265-27. This file number 
should be included on the subject line if email is used. To help us 
process and review your statement more efficiently, please use only one 
method. The Commission will post all statements on the Advisory 
Committee's Web site (https://www.sec.gov./info/smallbus/acsec.shtml ).
    Statements also will be available for Web site viewing and printing 
in the
    Commission's Public Reference Room, 100 F Street NE., Room 1580, 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. All statements received will be posted without 
change; we do not edit personal identifying information from 
submissions. You should submit only information that you wish to make 
available publicly.

FOR FURTHER INFORMATION CONTACT: Johanna V. Losert, Special Counsel, at 
(202) 551-3460, Office of Small Business Policy, Division of 
Corporation Finance, Securities and Exchange Commission, 100 F Street 
NE., Washington, DC 20549-3628.

SUPPLEMENTARY INFORMATION: In accordance with Section 10(a) of the 
Federal Advisory Committee Act, 5 U.S.C.-App. 1, and the regulations 
thereunder, Keith Higgins, Designated Federal Officer of the Committee, 
has ordered publication of this notice.

    Dated: August 23, 2013.
Elizabeth M. Murphy,
Committee Management Officer.
[FR Doc. 2013-21046 Filed 8-28-13; 8:45 am]
BILLING CODE 8011-01-P
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