Gruss & Co. Inc.; Notice of Application, 38338-38339 [2014-15795]
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38338
Federal Register / Vol. 79, No. 129 / Monday, July 7, 2014 / Notices
SECURITIES AND EXCHANGE
COMMISSION
Applicant’s Representations
1. Applicant is a multi-generational
single-family office that provides
services to the family and descendants
Gruss & Co. Inc.; Notice of Application of Joseph S. Gruss. Applicant is whollyowned by Family Clients and is
July 1, 2014.
exclusively controlled (directly or
AGENCY: Securities and Exchange
indirectly) by one or more Family
Commission (‘‘Commission’’).
Members and/or Family Entities in
ACTION: Notice of application for an
compliance with rule 202(a)(11)(G)-1
exemptive order under section
(‘‘Family Office Rule’’). For purposes of
202(a)(11)(H) of the Investment Advisers the application, the term ‘‘Gruss
Act of 1940 (‘‘Advisers Act’’).
Family’’ means the lineal descendants
of Joseph S. Gruss, their spouses, and all
Applicant: Gruss & Co. Inc.
of the persons and entities that qualify
(‘‘Applicant’’).
as Family Clients as defined in
Relevant Advisers Act Sections:
paragraph (d)(4) of the Family Office
Exemption requested under section
Rule. Capitalized terms have the same
202(a)(11)(H) of the Advisers Act from
meaning as defined in the Family Office
section 202(a)(11) of the Advisers Act.
Rule.
Summary of Application: Applicant
2. Applicant provides both advisory
requests that the Commission issue an
and non-advisory services (collectively,
order declaring it to be a person not
within the intent of section 202(a)(11) of the ‘‘Services’’). Any Service provided
by the Applicant that relates to
the Advisers Act, which defines the
investment advice about securities or
term ‘‘investment adviser.’’
may otherwise be construed as advisory
DATES: Filing Dates: The application was
in nature is considered an ‘‘Advisory
filed on March 23, 2012, and amended
Service.’’
on March 4, 2014, and April 22, 2014.
3. Applicant represents that: (i) Other
Hearing or Notification of Hearing: An
than the exception discussed in
order granting the application will be
representation 4 below, each of the
issued unless the Commission orders a
persons served by the Applicant is a
hearing. Interested persons may request
Family Client, i.e., Applicant has no
a hearing by writing to the
clients other than Family Clients as
Commission’s Secretary and serving
required by paragraph (b)(1) of the
Applicant with a copy of the request,
Family Office Rule, (ii) Applicant is
personally or by mail. Hearing requests
owned and controlled in a manner that
should be received by the Commission
complies in all respects with paragraph
by 5:30 p.m. on July 28, 2014 and
(b)(2) of the Family Office Rule, and (iii)
should be accompanied by proof of
Applicant does not hold itself out to the
service on Applicant, in the form of an
public as an investment adviser as
affidavit or, for lawyers, a certificate of
required by paragraph (b)(3) of the
service. Hearing requests should state
Family Office Rule. At the time of the
the nature of the writer’s interest, the
application, Applicant represents that
reason for the request, and the issues
Family Members account for
contested. Persons may request
approximately 79 percent of the natural
notification of a hearing by writing to
persons to whom the Applicant
the Commission’s Secretary.
provides Advisory Services.
ADDRESSES: Secretary, Securities and
4. Applicant provides Services to two
Exchange Commission, 100 F Street NE., sisters of a spouse of a lineal descendant
Washington, DC 20549. Applicant,
of Joseph S. Gruss and each sister’s
Gruss & Co. Inc., c/o Martin E. Lybecker, respective spouse and children
Perkins Coie LLP, Suite 600, 700
(collectively, the ‘‘Additional Family
Thirteenth Street NW., Washington, DC
Clients’’).
20005.
5. The Additional Family Clients do
FOR FURTHER INFORMATION CONTACT:
not have an ownership interest in the
Vanessa M. Meeks, Senior Counsel, at
Applicant. Applicant represents that the
(202) 551–6806 or Melissa R. Harke,
assets beneficially owned by Family
Branch Chief, at (202) 551–6722
Members and/or Family Entities
(Division of Investment Management,
(excluding the Additional Family
Chief Counsel’s Office).
Clients’ Family Entities) make up at
SUPPLEMENTARY INFORMATION: The
least 75 percent of the total assets for
following is a summary of the
which the Applicant provides Advisory
application. The complete application
Services.
6. Applicant represents that each of
may be obtained for a fee at the SEC’s
the Additional Family Clients has
Public Reference Branch, 100 F Street
important familial ties to and is an
NE., Washington, DC 20549–0102
integral part of the Gruss Family.
(telephone (202) 551–5850).
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Applicant maintains that including the
Additional Family Clients in the
‘‘family’’ simply recognizes and
memorializes the familial ties and intrafamilial relationships that already exist,
and have existed for at least 14 years
while the assets of the Additional
Family Clients were managed by the
Gruss Family.
Applicant’s Legal Analysis
1. Section 202(a)(11) of the Advisers
Act defines the term ‘‘investment
adviser’’ to mean ‘‘any person who, for
compensation, engages in the business
of advising others, either directly or
through publications or writings, as to
the value of securities or as to the
advisability of investing in, purchasing,
or selling securities, or who, for
compensation and as a part of a regular
business, issues or promulgates analyses
or reports concerning securities . . . . ’’
2. Applicant falls within the
definition of an investment adviser
under section 202(a)(11). The Family
Office Rule provides an exclusion from
the definition of investment adviser for
which the Applicant would be eligible
but for the provision of Services to the
Additional Family Clients. Section
203(a) of the Advisers Act requires
investment advisers to register with the
Commission. Because the Applicant has
regulatory assets under management of
more than $100 million, it is not
prohibited from registering with the
Commission under section 203A(a) of
the Advisers Act. Therefore, absent
relief, Applicant would be required to
register under section 203(a) of the
Advisers Act.
3. Applicant submits that its
relationship with the Additional Family
Clients does not change the nature of
the office into that of a commercial
advisory firm. In support of this
argument, Applicant notes that if the
sisters were sisters of a lineal
descendent of Joseph S. Gruss, rather
than the sisters of a spouse of a lineal
descendent, there would be no question
that each of the persons presently being
served by the office would be a Family
Member. Applicant states that in
requesting the order, the office is not
attempting to expand its operations or
engage in any level of commercial
activity to which the Advisers Act is
designed to apply. Indeed, although the
Additional Family Clients do not fall
within the definition of Family Member,
they are considered to be, and treated
as, members of the Gruss Family, and
the number of natural persons who are
not Family Members as a percentage of
the total natural persons to whom the
office would provide Advisory Services
if relief were granted would be only
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Federal Register / Vol. 79, No. 129 / Monday, July 7, 2014 / Notices
approximately 21 percent. Applicant
maintains that, from the perspective of
the Gruss Family, Applicant seeks to
continue providing Advisory Services
exclusively to members of a single
family.
4. Applicant also submits that there is
no public interest in requiring the
Applicant to be registered under the
Advisers Act. Applicant states that the
office is a private organization that was
formed to be the ‘‘family office’’ for the
Gruss Family, and that the office does
not have any public clients. Applicant
maintains that the office’s Advisory
Services are tailored exclusively to the
needs of the Gruss Family and the
Additional Family Clients. Applicant
argues that the presence of the
Additional Family Clients, who have
been receiving Advisory Services from
the office for 14 years, does not create
any public interest that would require
the office to be registered under the
Advisers Act that is different in any
manner than the considerations that
apply to a ‘‘family office’’ that complies
in all respects with the Family Office
Rule.
5. Applicant argues that, although the
Family Office Rule largely codified the
exemptive orders that the Commission
had previously issued before the
enactment of the Dodd-Frank Wall
Street Reform and Consumer Protection
Act, the Commission recognized in
proposing the rule that the exact
representations, conditions, or terms
contained in every exemptive order
could not be captured in a rule of
general applicability. The Commission
noted that family offices would remain
free to seek a Commission exemptive
order to advise an individual or entity
that did not meet the proposed family
client definition, and that certain
situations may raise unique conflicts
and issues that are more appropriately
addressed through an exemptive order
process where the Commission can
consider the specific facts and
circumstances, than through a rule of
general applicability. Applicant
maintains that its unusual
circumstances—providing Services to
Family Clients and to the Additional
Family Clients for the past 14 years—
have not changed the nature of the
office’s operations into that of a
commercial advisory business, and that
an exemptive order is appropriate based
on the Applicant’s specific facts and
circumstances.
6. For the foregoing reasons,
Applicant requests an order declaring it
to be a person not within the intent of
section 202(a)(11) of the Advisers Act.
Applicant submits that the order is
necessary and appropriate, in the public
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interest, consistent with the protection
of investors, and consistent with the
purposes fairly intended by the policy
and provisions of the Advisers Act.
Applicant’s Conditions
1. The Applicant will offer and
provide Advisory Services only to
Family Clients and to the Additional
Family Clients, who will be deemed to
be, and treated as if each were, a Family
Client; provided, however, that the
Additional Family Clients will be
deemed to be, and treated as if they
were, Family Members for purposes of
paragraph (b)(1) and for purposes of
paragraph (d)(4)(vi) of the Family Office
Rule.
2. The Applicant will at all times be
wholly-owned by Family Clients and
exclusively controlled (directly or
indirectly) by one or more Family
Members and/or Family Entities
(excluding the Additional Family
Clients’ Family Entities) as defined in
paragraph (d)(5) of the Family Office
Rule.
3. At all times the assets beneficially
owned by Family Members and/or
Family Entities (excluding the
Additional Family Clients’ Family
Entities) will account for at least 75
percent of the assets for which
Applicant provides Advisory Services.
4. Applicant will comply with all the
terms for exclusion from the definition
of investment adviser under the
Advisers Act set forth in the Family
Office Rule except for the limited
exception requested by this application.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2014–15795 Filed 7–3–14; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. IA–3867/803–00212]
Duncan Family Office; Notice of
Application
July 1, 2014.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of application for an
exemptive order under section
202(a)(11)(H) of the Investment Advisers
Act of 1940 (‘‘Advisers Act’’).
AGENCY:
Applicant: Duncan Family Office
(‘‘Applicant’’).
Relevant Advisers Act Sections:
Exemption requested under section
PO 00000
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38339
202(a)(11)(H) of the Advisers Act from
section 202(a)(11) of the Advisers Act.
Summary of Application: Applicant
requests that the Commission issue an
order declaring it to be a person not
within the intent of section 202(a)(11) of
the Advisers Act, which defines the
term ‘‘investment adviser.’’
DATES: Filing Dates: The application
was filed on March 27, 2012, and
amended on March 4, 2014, and April
22, 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
Applicant 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 28, 2014 and
should be accompanied by proof of
service on Applicant, 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 may request
notification of a hearing by writing to
the Commission’s Secretary.
ADDRESSES: Secretary, Securities and
Exchange Commission, 100 F Street NE.,
Washington, DC 20549. Applicant,
Duncan Family Office, c/o Martin E.
Lybecker, Perkins Coie LLP, Suite 600,
700 Thirteenth Street NW., Washington,
DC 20005.
FOR FURTHER INFORMATION CONTACT:
Vanessa M. Meeks, Senior Counsel, at
(202) 551–6806 or Melissa R. Harke,
Branch Chief, at (202) 551–6722
(Division of Investment Management,
Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained for a fee at the SEC’s
Public Reference Branch, 100 F Street
NE., Washington, DC 20549–0102
(telephone (202) 551–5850).
Applicant’s Representations
1. Applicant is a multi-generational
single-family office that provides
services to the family and descendants
of Dan L. Duncan. Applicant is a
division of Enterprise Products
Company, an energy company located
in Houston, Texas (‘‘Company’’), and
the Company is wholly-owned by
Family Clients and is exclusively
controlled (directly or indirectly) by one
or more Family Members and/or Family
Entities in compliance with rule
202(a)(11)(G)-1 (‘‘Family Office Rule’’).
For purposes of the application, the
term ‘‘Duncan Family’’ means the lineal
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Agencies
[Federal Register Volume 79, Number 129 (Monday, July 7, 2014)]
[Notices]
[Pages 38338-38339]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2014-15795]
[[Page 38338]]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. IA-3866/803-00213]
Gruss & Co. Inc.; Notice of Application
July 1, 2014.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of application for an exemptive order under section
202(a)(11)(H) of the Investment Advisers Act of 1940 (``Advisers
Act'').
-----------------------------------------------------------------------
Applicant: Gruss & Co. Inc. (``Applicant'').
Relevant Advisers Act Sections: Exemption requested under section
202(a)(11)(H) of the Advisers Act from section 202(a)(11) of the
Advisers Act.
Summary of Application: Applicant requests that the Commission
issue an order declaring it to be a person not within the intent of
section 202(a)(11) of the Advisers Act, which defines the term
``investment adviser.''
DATES: Filing Dates: The application was filed on March 23, 2012, and
amended on March 4, 2014, and April 22, 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 Applicant 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 28, 2014 and should be accompanied by proof of
service on Applicant, 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 may request notification of a hearing by writing to
the Commission's Secretary.
ADDRESSES: Secretary, Securities and Exchange Commission, 100 F Street
NE., Washington, DC 20549. Applicant, Gruss & Co. Inc., c/o Martin E.
Lybecker, Perkins Coie LLP, Suite 600, 700 Thirteenth Street NW.,
Washington, DC 20005.
FOR FURTHER INFORMATION CONTACT: Vanessa M. Meeks, Senior Counsel, at
(202) 551-6806 or Melissa R. Harke, Branch Chief, at (202) 551-6722
(Division of Investment Management, Chief Counsel's Office).
SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained for a fee at the
SEC's Public Reference Branch, 100 F Street NE., Washington, DC 20549-
0102 (telephone (202) 551-5850).
Applicant's Representations
1. Applicant is a multi-generational single-family office that
provides services to the family and descendants of Joseph S. Gruss.
Applicant is wholly-owned by Family Clients and is exclusively
controlled (directly or indirectly) by one or more Family Members and/
or Family Entities in compliance with rule 202(a)(11)(G)-1 (``Family
Office Rule''). For purposes of the application, the term ``Gruss
Family'' means the lineal descendants of Joseph S. Gruss, their
spouses, and all of the persons and entities that qualify as Family
Clients as defined in paragraph (d)(4) of the Family Office Rule.
Capitalized terms have the same meaning as defined in the Family Office
Rule.
2. Applicant provides both advisory and non-advisory services
(collectively, the ``Services''). Any Service provided by the Applicant
that relates to investment advice about securities or may otherwise be
construed as advisory in nature is considered an ``Advisory Service.''
3. Applicant represents that: (i) Other than the exception
discussed in representation 4 below, each of the persons served by the
Applicant is a Family Client, i.e., Applicant has no clients other than
Family Clients as required by paragraph (b)(1) of the Family Office
Rule, (ii) Applicant is owned and controlled in a manner that complies
in all respects with paragraph (b)(2) of the Family Office Rule, and
(iii) Applicant does not hold itself out to the public as an investment
adviser as required by paragraph (b)(3) of the Family Office Rule. At
the time of the application, Applicant represents that Family Members
account for approximately 79 percent of the natural persons to whom the
Applicant provides Advisory Services.
4. Applicant provides Services to two sisters of a spouse of a
lineal descendant of Joseph S. Gruss and each sister's respective
spouse and children (collectively, the ``Additional Family Clients'').
5. The Additional Family Clients do not have an ownership interest
in the Applicant. Applicant represents that the assets beneficially
owned by Family Members and/or Family Entities (excluding the
Additional Family Clients' Family Entities) make up at least 75 percent
of the total assets for which the Applicant provides Advisory Services.
6. Applicant represents that each of the Additional Family Clients
has important familial ties to and is an integral part of the Gruss
Family. Applicant maintains that including the Additional Family
Clients in the ``family'' simply recognizes and memorializes the
familial ties and intra-familial relationships that already exist, and
have existed for at least 14 years while the assets of the Additional
Family Clients were managed by the Gruss Family.
Applicant's Legal Analysis
1. Section 202(a)(11) of the Advisers Act defines the term
``investment adviser'' to mean ``any person who, for compensation,
engages in the business of advising others, either directly or through
publications or writings, as to the value of securities or as to the
advisability of investing in, purchasing, or selling securities, or
who, for compensation and as a part of a regular business, issues or
promulgates analyses or reports concerning securities . . . . ''
2. Applicant falls within the definition of an investment adviser
under section 202(a)(11). The Family Office Rule provides an exclusion
from the definition of investment adviser for which the Applicant would
be eligible but for the provision of Services to the Additional Family
Clients. Section 203(a) of the Advisers Act requires investment
advisers to register with the Commission. Because the Applicant has
regulatory assets under management of more than $100 million, it is not
prohibited from registering with the Commission under section 203A(a)
of the Advisers Act. Therefore, absent relief, Applicant would be
required to register under section 203(a) of the Advisers Act.
3. Applicant submits that its relationship with the Additional
Family Clients does not change the nature of the office into that of a
commercial advisory firm. In support of this argument, Applicant notes
that if the sisters were sisters of a lineal descendent of Joseph S.
Gruss, rather than the sisters of a spouse of a lineal descendent,
there would be no question that each of the persons presently being
served by the office would be a Family Member. Applicant states that in
requesting the order, the office is not attempting to expand its
operations or engage in any level of commercial activity to which the
Advisers Act is designed to apply. Indeed, although the Additional
Family Clients do not fall within the definition of Family Member, they
are considered to be, and treated as, members of the Gruss Family, and
the number of natural persons who are not Family Members as a
percentage of the total natural persons to whom the office would
provide Advisory Services if relief were granted would be only
[[Page 38339]]
approximately 21 percent. Applicant maintains that, from the
perspective of the Gruss Family, Applicant seeks to continue providing
Advisory Services exclusively to members of a single family.
4. Applicant also submits that there is no public interest in
requiring the Applicant to be registered under the Advisers Act.
Applicant states that the office is a private organization that was
formed to be the ``family office'' for the Gruss Family, and that the
office does not have any public clients. Applicant maintains that the
office's Advisory Services are tailored exclusively to the needs of the
Gruss Family and the Additional Family Clients. Applicant argues that
the presence of the Additional Family Clients, who have been receiving
Advisory Services from the office for 14 years, does not create any
public interest that would require the office to be registered under
the Advisers Act that is different in any manner than the
considerations that apply to a ``family office'' that complies in all
respects with the Family Office Rule.
5. Applicant argues that, although the Family Office Rule largely
codified the exemptive orders that the Commission had previously issued
before the enactment of the Dodd-Frank Wall Street Reform and Consumer
Protection Act, the Commission recognized in proposing the rule that
the exact representations, conditions, or terms contained in every
exemptive order could not be captured in a rule of general
applicability. The Commission noted that family offices would remain
free to seek a Commission exemptive order to advise an individual or
entity that did not meet the proposed family client definition, and
that certain situations may raise unique conflicts and issues that are
more appropriately addressed through an exemptive order process where
the Commission can consider the specific facts and circumstances, than
through a rule of general applicability. Applicant maintains that its
unusual circumstances--providing Services to Family Clients and to the
Additional Family Clients for the past 14 years--have not changed the
nature of the office's operations into that of a commercial advisory
business, and that an exemptive order is appropriate based on the
Applicant's specific facts and circumstances.
6. For the foregoing reasons, Applicant requests an order declaring
it to be a person not within the intent of section 202(a)(11) of the
Advisers Act. Applicant submits that the order is necessary and
appropriate, in the public interest, consistent with the protection of
investors, and consistent with the purposes fairly intended by the
policy and provisions of the Advisers Act.
Applicant's Conditions
1. The Applicant will offer and provide Advisory Services only to
Family Clients and to the Additional Family Clients, who will be deemed
to be, and treated as if each were, a Family Client; provided, however,
that the Additional Family Clients will be deemed to be, and treated as
if they were, Family Members for purposes of paragraph (b)(1) and for
purposes of paragraph (d)(4)(vi) of the Family Office Rule.
2. The Applicant will at all times be wholly-owned by Family
Clients and exclusively controlled (directly or indirectly) by one or
more Family Members and/or Family Entities (excluding the Additional
Family Clients' Family Entities) as defined in paragraph (d)(5) of the
Family Office Rule.
3. At all times the assets beneficially owned by Family Members
and/or Family Entities (excluding the Additional Family Clients' Family
Entities) will account for at least 75 percent of the assets for which
Applicant provides Advisory Services.
4. Applicant will comply with all the terms for exclusion from the
definition of investment adviser under the Advisers Act set forth in
the Family Office Rule except for the limited exception requested by
this application.
For the Commission, by the Division of Investment Management,
under delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2014-15795 Filed 7-3-14; 8:45 am]
BILLING CODE 8011-01-P