Northern Lights Fund Trust, et al.; Notice of Application, 35822-35823 [2014-14659]
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35822
Federal Register / Vol. 79, No. 121 / Tuesday, June 24, 2014 / Notices
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 email to:
Shagufta_Ahmed@omb.eop.gov; and (ii)
Thomas Bayer, Director/Chief
Information Officer, Securities and
Exchange Commission,
c/o Remi Pavlik-Simon, 100 F St. NE.,
Washington, DC 20549; or send an email
to: PRA_Mailbox@sec.gov. Comments
must be submitted to OMB within 30
days of this notice.
Dated: June 18, 2014.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2014–14662 Filed 6–23–14; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
31087; 812–14297]
Northern Lights Fund Trust, et al.;
Notice of Application
June 18, 2014.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of an application under
section 6(c) of the Investment Company
Act of 1940 (‘‘Act’’) for an exemption
from rule 12d1–2(a) under the Act.
AGENCY:
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: Northern Lights Fund Trust
(the ‘‘Trust’’), Clark Capital Management
Group, Inc. (‘‘CLARK’’) and Northern
Lights Distributors, LLC (‘‘NLD’’).
DATES: Filing Date: The application was
filed on April 2, 2014, and amended on
June 11, 2014.
HEARING OR NOTIFICATION OF HEARING: An
order granting the application will be
issued unless the Commission orders a
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SUMMARY:
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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 July 14, 2014, and
should be accompanied by proof of
service on applicants, in the form of an
affidavit or, for lawyers, a certificate of
service. Hearing requests should state
the nature of the writer’s interest, the
reason for the request, and the issues
contested. Persons who wish to be
notified of a hearing may request
notification by writing to the
Commission’s Secretary.
ADDRESSES: Secretary, Securities and
Exchange Commission, 100 F Street NE.,
Washington, DC 20549–1090;
Applicants: c/o James Ash, Gemini
Fund Services, LLC, 80 Arkay Drive,
Suite 110, Hauppauge, NY 11788.
FOR FURTHER INFORMATION CONTACT:
Deepak T. Pai, Senior Counsel, at (202)
551–6876, or Mary Kay Frech, Branch
Chief, at (202) 551–6821 (Division of
Investment Management, Chief
Counsel’s Office).
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 Trust is organized as a
Delaware statutory trust and is
registered under the Act as an open-end
management investment company.
CLARK, a Pennsylvania corporation, is
registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’). CLARK
currently serves as investment adviser
to certain series of the Trust.1 NLD, a
Nebraska limited liability company and
a broker-dealer registered under the
Securities and Exchange Act of 1934
(‘‘Exchange Act’’), serves as the
distributor for the Funds (as defined
below) that are series of the Trust.
2. Applicants request the exemption
to the extent necessary to permit any
existing or future series of the Trust and
any other existing or future registered
open-end management investment
company or series thereof that (a) is
1 Series of the Trust for which CLARK acts as
investment adviser are the (i) Navigator Equity
Hedged Fund, (ii) Navigator Duration Neutral
Municipal Bond Fund, (iii) Navigator Sentry
Managed Volatility Fund, and (iv) Navigator Fixed
Income Total Return Fund.
PO 00000
Frm 00102
Fmt 4703
Sfmt 4703
advised by CLARK or any person
controlling, controlled by or under
common control with CLARK (any such
adviser or CLARK, an ‘‘Adviser’’); (b)
invests in other registered open-end
management investment companies
(‘‘Underlying Funds’’) in reliance on
section 12(d)(1)(G) of the Act; and (c) 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
(the ‘‘Funds’’), to also invest, to the
extent consistent with its investment
objectives, policies, strategies and
limitations, in financial instruments that
may not be securities within the
meaning of section 2(a)(36) of the Act
(‘‘Other Investments’’).2 Applicants also
request that the order exempt any entity
controlling, controlled by or under
common control with NLD, that now or
in the future acts as principal
underwriter with respect to the
transactions described in the
application.
3. Consistent with its fiduciary
obligations under the Act, each Fund’s
board of trustees will review the
advisory fees charged by the Fund’s
Adviser to ensure that they are based on
services provided that are in addition to,
rather than duplicative of, services
provided pursuant to the advisory
agreement of any investment company
in which the Fund may invest.
Applicants’ Legal Analysis
1. Section 12(d)(1)(A) of the Act
provides that no registered investment
company (‘‘acquiring company’’) may
acquire securities of another investment
company (‘‘acquired company’’) if such
securities represent more than 3% of the
acquired company’s outstanding voting
stock or more than 5% of the acquiring
company’s total assets, or if such
securities, together with the securities of
other investment companies, represent
more than 10% of the acquiring
company’s total assets. Section
12(d)(1)(B) of the Act provides that no
registered open-end investment
company may sell its securities to
another investment company if the sale
will cause the acquiring company to
own more than 3% of the acquired
company’s voting stock, or cause more
than 10% of the acquired company’s
voting stock to be owned by investment
companies and companies controlled by
them.
2. Section 12(d)(1)(G) of the Act
provides, in part, that section 12(d)(1)
will not apply to securities of an
2 All entities that currently intend to rely on the
requested order are named as applicants. Any other
entity that relies on the order in the future will
comply with the terms and condition of the
application.
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24JNN1
mstockstill on DSK4VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 121 / Tuesday, June 24, 2014 / Notices
acquired company purchased by an
acquiring company if: (i) The acquired
company and acquiring company are
part of the same group of investment
companies; (ii) the acquiring company
holds only securities of acquired
companies that are part of the same
group of investment companies,
government securities, and short-term
paper; (iii) the aggregate sales loads and
distribution-related fees of the acquiring
company and the acquired company are
not excessive under rules adopted
pursuant to section 22(b) or section
22(c) of the Act by a securities
association registered under section 15A
of the Exchange Act or by the
Commission; and (iv) the acquired
company has a policy that prohibits it
from acquiring securities of registered
open-end investment companies or
registered unit investment trusts in
reliance on section 12(d)(1)(F) or (G) of
the Act.
3. Rule 12d1–2 under the Act permits
a registered open-end investment
company or a registered unit investment
trust that relies on section 12(d)(1)(G) of
the Act to acquire, in addition to
securities issued by another registered
investment company in the same group
of investment companies, government
securities, and short-term paper: (i)
Securities issued by an investment
company that is not in the same group
of investment companies, when the
acquisition is in reliance on section
12(d)(1)(A) or 12(d)(1)(F) of the Act; (ii)
securities (other than securities issued
by an investment company); and (iii)
securities issued by a money market
fund, when the investment is in reliance
on rule 12d1–1 under the Act. For the
purposes of rule 12d1–2, ‘‘securities’’
means any security as defined in section
2(a)(36) of the Act.
4. Section 6(c) of the Act provides that
the Commission may exempt any
person, security, or transaction from any
provision of the Act, or from any rule
under the Act, if such exemption is
necessary or appropriate in the public
interest and consistent with the
protection of investors and the purposes
fairly intended by the policies and
provisions of the Act. Applicants submit
that their request for relief meets this
standard.
5. Applicants request an order under
section 6(c) of the Act for an exemption
from rule 12d1–2(a) to allow the Funds
to invest in Other Investments while
investing in Underlying Funds.
Applicants state that the Funds will
comply with rule 12d1–2 under the Act,
but for the fact that the Funds may
invest a portion of their assets in Other
Investments. Applicants assert that
permitting the Funds to invest in Other
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23:01 Jun 23, 2014
Jkt 232001
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 Fund 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. 2014–14659 Filed 6–23–14; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meeting; Notice
Notice is hereby given, pursuant to
the provisions of the Government in the
Sunshine Act, Public Law 94–409, that
the Securities and Exchange
Commission will hold a Closed Meeting
on Thursday, June 26, 2014 at 2:00 p.m.
Commissioners, Counsel to the
Commissioners, the Secretary to the
Commission, and recording secretaries
will attend the Closed Meeting. Certain
staff members who have an interest in
the matters also may be present.
The General Counsel of the
Commission, or her designee, has
certified that, in her opinion, one or
more of the exemptions set forth in 5
U.S.C. 552b(c)(3), (5), (7), 9(B) and (10)
and 17 CFR 200.402(a)(3), (5), (7), 9(ii)
and (10), permit consideration of the
scheduled matter at the Closed Meeting.
Commissioner Piwowar, as duty
officer, voted to consider the items
listed for the Closed Meeting in closed
session.
The subject matter of the Closed
Meeting will be:
Settlement of injunctive actions;
Institution and settlement of
administrative proceedings;
Adjudicatory matters; and
Other matters relating to enforcement
proceedings.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting items.
For further information and to
ascertain what, if any, matters have been
added, deleted or postponed, please
contact the Office of the Secretary at
(202) 551–5400.
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35823
Dated: June 19, 2014.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2014–14772 Filed 6–20–14; 11:15 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–72421; File No. SR–ICEEU–
2014–07]
Self-Regulatory Organizations; ICE
Clear Europe Limited; Notice of Filing
of Proposed Rule Change Related to
List of Permitted Cover
June 18, 2014.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on June 5,
2014, ICE Clear Europe Limited (‘‘ICE
Clear Europe’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) the proposed rule
change described in Items I, II and III
below, which Items have been primarily
prepared by ICE Clear Europe. ICE Clear
Europe filed the proposal pursuant to
Section 19(b)(3)(A) of the Act,3 and Rule
19b–4(f)(4)(ii) 4 thereunder, so that the
proposal was effective upon filing with
the Commission. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The principal purpose of the change
is to limit the use of non-USD collateral
for original margin requirements by
FCM/BD Clearing Members in
connection with customer transactions
in the F&O product category.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, ICE
Clear Europe 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. ICE
Clear Europe has prepared summaries,
set forth in sections A, B, and C below,
of the most significant aspects of these
statements.
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 17 CFR 240.19b–4(f)(4)(ii).
2 17
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]]>Agencies
[Federal Register Volume 79, Number 121 (Tuesday, June 24, 2014)]
[Notices]
[Pages 35822-35823]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2014-14659]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 31087; 812-14297]
Northern Lights Fund Trust, et al.; Notice of Application
June 18, 2014.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application under section 6(c) of the Investment
Company Act of 1940 (``Act'') for an exemption from rule 12d1-2(a)
under the Act.
-----------------------------------------------------------------------
SUMMARY: 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: Northern Lights Fund Trust (the ``Trust''), Clark Capital
Management Group, Inc. (``CLARK'') and Northern Lights Distributors,
LLC (``NLD'').
DATES: Filing Date: The application was filed on April 2, 2014, and
amended on June 11, 2014.
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 July 14, 2014, and should be accompanied by proof of service on
applicants, in the form of an affidavit or, for lawyers, a certificate
of service. Hearing requests should state the nature of the writer's
interest, the reason for the request, and the issues contested. Persons
who wish to be notified of a hearing may request notification by
writing to the Commission's Secretary.
ADDRESSES: Secretary, Securities and Exchange Commission, 100 F Street
NE., Washington, DC 20549-1090; Applicants: c/o James Ash, Gemini Fund
Services, LLC, 80 Arkay Drive, Suite 110, Hauppauge, NY 11788.
FOR FURTHER INFORMATION CONTACT: Deepak T. Pai, Senior Counsel, at
(202) 551-6876, or Mary Kay Frech, Branch Chief, at (202) 551-6821
(Division of Investment Management, Chief Counsel's Office).
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 Trust is organized as a Delaware statutory trust and is
registered under the Act as an open-end management investment company.
CLARK, a Pennsylvania corporation, is registered as an investment
adviser under the Investment Advisers Act of 1940 (``Advisers Act'').
CLARK currently serves as investment adviser to certain series of the
Trust.\1\ NLD, a Nebraska limited liability company and a broker-dealer
registered under the Securities and Exchange Act of 1934 (``Exchange
Act''), serves as the distributor for the Funds (as defined below) that
are series of the Trust.
---------------------------------------------------------------------------
\1\ Series of the Trust for which CLARK acts as investment
adviser are the (i) Navigator Equity Hedged Fund, (ii) Navigator
Duration Neutral Municipal Bond Fund, (iii) Navigator Sentry Managed
Volatility Fund, and (iv) Navigator Fixed Income Total Return Fund.
---------------------------------------------------------------------------
2. Applicants request the exemption to the extent necessary to
permit any existing or future series of the Trust and any other
existing or future registered open-end management investment company or
series thereof that (a) is advised by CLARK or any person controlling,
controlled by or under common control with CLARK (any such adviser or
CLARK, an ``Adviser''); (b) invests in other registered open-end
management investment companies (``Underlying Funds'') in reliance on
section 12(d)(1)(G) of the Act; and (c) 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 (the ``Funds''), to also invest, to the
extent consistent with its investment objectives, policies, strategies
and limitations, in financial instruments that may not be securities
within the meaning of section 2(a)(36) of the Act (``Other
Investments'').\2\ Applicants also request that the order exempt any
entity controlling, controlled by or under common control with NLD,
that now or in the future acts as principal underwriter with respect to
the transactions described in the application.
---------------------------------------------------------------------------
\2\ All entities that currently intend to rely on the requested
order are named as applicants. Any other entity that relies on the
order in the future will comply with the terms and condition of the
application.
---------------------------------------------------------------------------
3. Consistent with its fiduciary obligations under the Act, each
Fund's board of trustees will review the advisory fees charged by the
Fund's Adviser to ensure that they are based on services provided that
are in addition to, rather than duplicative of, services provided
pursuant to the advisory agreement of any investment company in which
the Fund may invest.
Applicants' Legal Analysis
1. Section 12(d)(1)(A) of the Act provides that no registered
investment company (``acquiring company'') may acquire securities of
another investment company (``acquired company'') if such securities
represent more than 3% of the acquired company's outstanding voting
stock or more than 5% of the acquiring company's total assets, or if
such securities, together with the securities of other investment
companies, represent more than 10% of the acquiring company's total
assets. Section 12(d)(1)(B) of the Act provides that no registered
open-end investment company may sell its securities to another
investment company if the sale will cause the acquiring company to own
more than 3% of the acquired company's voting stock, or cause more than
10% of the acquired company's voting stock to be owned by investment
companies and companies controlled by them.
2. Section 12(d)(1)(G) of the Act provides, in part, that section
12(d)(1) will not apply to securities of an
[[Page 35823]]
acquired company purchased by an acquiring company if: (i) The acquired
company and acquiring company are part of the same group of investment
companies; (ii) the acquiring company holds only securities of acquired
companies that are part of the same group of investment companies,
government securities, and short-term paper; (iii) the aggregate sales
loads and distribution-related fees of the acquiring company and the
acquired company are not excessive under rules adopted pursuant to
section 22(b) or section 22(c) of the Act by a securities association
registered under section 15A of the Exchange Act or by the Commission;
and (iv) the acquired company has a policy that prohibits it from
acquiring securities of registered open-end investment companies or
registered unit investment trusts in reliance on section 12(d)(1)(F) or
(G) of the Act.
3. Rule 12d1-2 under the Act permits a registered open-end
investment company or a registered unit investment trust that relies on
section 12(d)(1)(G) of the Act to acquire, in addition to securities
issued by another registered investment company in the same group of
investment companies, government securities, and short-term paper: (i)
Securities issued by an investment company that is not in the same
group of investment companies, when the acquisition is in reliance on
section 12(d)(1)(A) or 12(d)(1)(F) of the Act; (ii) securities (other
than securities issued by an investment company); and (iii) securities
issued by a money market fund, when the investment is in reliance on
rule 12d1-1 under the Act. For the purposes of rule 12d1-2,
``securities'' means any security as defined in section 2(a)(36) of the
Act.
4. Section 6(c) of the Act provides that the Commission may exempt
any person, security, or transaction from any provision of the Act, or
from any rule under the Act, if such exemption is necessary or
appropriate in the public interest and consistent with the protection
of investors and the purposes fairly intended by the policies and
provisions of the Act. Applicants submit that their request for relief
meets this standard.
5. Applicants request an order under section 6(c) of the Act for an
exemption from rule 12d1-2(a) to allow the Funds to invest in Other
Investments while investing in Underlying Funds. Applicants state that
the Funds will comply with rule 12d1-2 under the Act, but for the fact
that the Funds may invest a portion of their assets in Other
Investments. Applicants assert that permitting the Funds to invest in
Other Investments as described in the application would not raise any
of the concerns that the requirements of section 12(d)(1) were designed
to address.
Applicants' Condition
Applicants agree that 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
Fund 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. 2014-14659 Filed 6-23-14; 8:45 am]
BILLING CODE 8011-01-P
