American Beacon NextShares Trust, et al.; Notice of Application, 13057-13058 [2015-05596]
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Federal Register / Vol. 80, No. 48 / Thursday, March 12, 2015 / Notices
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2015–05608 Filed 3–11–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
31498; 812–14417]
American Beacon NextShares Trust, et
al.; Notice of Application
March 6, 2015.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of an application for an
order under section 6(c) of the
Investment Company Act of 1940
(‘‘Act’’) for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the
Act and rule 22c–1 under the Act, under
sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and
(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption
from sections 12(d)(1)(A) and (B) of the
Act.
asabaliauskas on DSK5VPTVN1PROD with NOTICES
AGENCY:
Applicants: American Beacon
NextShares Trust (the ‘‘Trust’’),
American Beacon Advisors, Inc. (the
‘‘Manager’’) and Foreside Fund
Services, LLC (the ‘‘Distributor’’).
Summary of Application: Applicants
request an order (‘‘Order’’) that permits:
(a) Actively managed series of certain
open-end management investment
companies to issue shares (‘‘Shares’’)
redeemable in large aggregations only
(‘‘Creation Units’’); (b) secondary market
transactions in Shares to occur at the
next-determined net asset value plus or
minus a market-determined premium or
discount that may vary during the
trading day; (c) certain series to pay
redemption proceeds, under certain
circumstances, more than seven days
from the tender of Shares for
redemption; (d) certain affiliated
persons of the series to deposit
securities into, and receive securities
from, the series in connection with the
purchase and redemption of Creation
Units; (e) certain registered management
investment companies and unit
investment trusts outside of the same
group of investment companies as the
series to acquire Shares; and (f) certain
series to create and redeem Shares in
kind in a master-feeder structure. The
Order would incorporate by reference
terms and conditions of a previous order
13 17
CFR 200.30–3(a)(12).
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17:40 Mar 11, 2015
Jkt 235001
granting the same relief sought by
applicants, as that order may be
amended from time to time (‘‘Reference
Order’’).1
Filing Dates: The application was
filed on January 15, 2015, and amended
on February 23, 2015.
Hearing or Notification of Hearing: An
order granting the requested relief 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 March 31, 2015, and
should be accompanied by proof of
service on applicants, in the form of an
affidavit or, for lawyers, a certificate of
service. Pursuant to rule 0–5 under the
Act, hearing requests should state the
nature of the writer’s interest, any facts
bearing upon the desirability of a
hearing on the matter, 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: The Commission: Brent J.
Fields, Secretary, U.S. Securities and
Exchange Commission, 100 F Street NE.,
Washington, DC 20549–1090.
Applicants: American Beacon
NextShares Trust and American Beacon
Advisors, Inc., 220 East Las Colinas
Blvd., Suite 1200, Irving, TX 75039, and
Foreside Fund Services, LLC, Three
Canal Plaza, Suite 100, Portland, ME
04101.
13057
Fund will consist of securities and other
assets selected and managed by its
Manager or Subadviser (as defined
below) to pursue the Fund’s investment
objective.
2. The Manager, a Delaware
corporation, will be the investment
manager to the Initial Funds. A Manager
(as defined below) will serve as
investment manager to each Fund. The
Manager is, and any other Manager will
be, registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’). The Manager
and the Trust may retain one or more
subadvisers (each a ‘‘Subadviser’’) to
manage the portfolios of the Funds. Any
Subadviser will be registered, or not
subject to registration, under the
Advisers Act.
3. The Distributor is a Delaware
limited liability company and a brokerdealer registered under the Securities
Exchange Act of 1934 and will act as the
principal underwriter of Shares of the
Funds. Applicants request that the
requested relief apply to any distributor
of Shares, whether affiliated or
unaffiliated with the Manager (included
in the term ‘‘Distributor’’). Any
Distributor will comply with the terms
and conditions of the Order.
1. The Trust will be registered as an
open-end management investment
company under the Act and is a
business trust organized under the laws
of Massachusetts. Applicants seek relief
with respect to five Funds (as defined
below, and those Funds, the ‘‘Initial
Funds’’). The portfolio positions of each
Applicants’ Requested Exemptive Relief
4. Applicants seek the requested
Order under section 6(c) of the Act for
an exemption from sections 2(a)(32),
5(a)(1), 22(d) and 22(e) of the Act and
rule 22c–1 under the Act, under
sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and
17(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption
from sections 12(d)(1)(A) and (B) of the
Act. The requested Order would permit
applicants to offer exchange-traded
managed funds. Because the relief
requested is the same as the relief
granted by the Commission under the
Reference Order and because the
Manager has entered into, or anticipates
entering into, a licensing agreement
with Eaton Vance Management, or an
affiliate thereof in order to offer
exchange-traded managed funds,2 the
Order would incorporate by reference
the terms and conditions of the
Reference Order.
5. Applicants request that the Order
apply to the Initial Funds and to any
other existing or future open-end
management investment company or
series thereof that: (a) Is advised by the
Manager or any entity controlling,
controlled by, or under common control
1 Eaton Vance Management, et al., Investment
Company Act Rel. Nos. 31333 (Nov. 6, 2014)
(notice) and 31361 (Dec. 2, 2014) (order).
2 Eaton Vance Management has obtained patents
with respect to certain aspects of the Funds’ method
of operation as exchange-traded managed funds.
Jean
E. Minarick, Senior Counsel, or Daniele
Marchesani, 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.
FOR FURTHER INFORMATION CONTACT:
Applicants
PO 00000
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asabaliauskas on DSK5VPTVN1PROD with NOTICES
13058
Federal Register / Vol. 80, No. 48 / Thursday, March 12, 2015 / Notices
with the Manager (any such entity
included in the term ‘‘Manager’’); (b)
operates as an exchange-traded managed
fund as described in the Reference
Order; and (c) complies with the terms
and conditions of the Order and of the
Reference Order, which is incorporated
by reference herein (each such company
or series and Initial Fund, a ‘‘Fund’’).3
6. Section 6(c) of the Act provides that
the Commission may exempt any
person, security or transaction, or any
class of persons, securities or
transactions, from any provisions of the
Act, if and to the extent that such
exemption is necessary or appropriate
in the public interest and consistent
with the protection of investors and the
purposes fairly intended by the policy
and provisions of the Act. Section 17(b)
of the Act authorizes the Commission to
exempt a proposed transaction from
section 17(a) of the Act if evidence
establishes that the terms of the
transaction, including the consideration
to be paid or received, are reasonable
and fair and do not involve
overreaching on the part of any person
concerned, and the proposed
transaction is consistent with the
policies of the registered investment
company and the general purposes of
the Act. Section 12(d)(1)(J) of the Act
provides that the Commission may
exempt any person, security, or
transaction, or any class or classes of
persons, securities or transactions, from
any provision of section 12(d)(1) if the
exemption is consistent with the public
interest and the protection of investors.
7. Applicants submit that for the
reasons stated in the Reference Order:
(1) With respect to the relief requested
pursuant to section 6(c) of the Act, the
relief is appropriate, in the public
interest and consistent with the
protection of investors and the purposes
fairly intended by the policy and
provisions of the Act; (2) with respect to
the relief request pursuant to section
17(b) of the Act, the proposed
transactions are reasonable and fair and
do not involve overreaching on the part
of any person concerned, are consistent
with the policies of each registered
investment company concerned and
consistent with the general purposes of
the Act; and (3) with respect to the relief
requested pursuant to section 12(d)(1)(J)
of the Act, the relief is consistent with
the public interest and the protection of
investors.
3 All entities that currently intend to rely on the
Order are named as applicants. Any other entity
that relies on the Order in the future will comply
with the terms and conditions of the Order and of
the Reference Order, which is incorporated by
reference herein.
VerDate Sep<11>2014
17:40 Mar 11, 2015
Jkt 235001
By the Division of Investment
Management, pursuant to delegated
authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015–05596 Filed 3–11–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–74452; File No. SR–OCC–
2015–02]
Self-Regulatory Organizations; The
Options Clearing Corporation; Order
Approving Proposed Rule Change
Concerning a Proposed Capital Plan
for Raising Additional Capital That
Would Support The Options Clearing
Corporation’s Function as a
Systemically Important Financial
Market Utility
March 6, 2015.
On January 14, 2015, The Options
Clearing Corporation (‘‘OCC’’) filed with
the Securities and Exchange
Commission (‘‘Commission’’) the
proposed rule change SR–OCC–2015–02
pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder.2
The proposed rule change was
published for comment in the Federal
Register on January 30, 2015.3 The
Commission received seventeen
comment letters on OCC’s proposal from
OCC and seven other commenters or
groups.4 This order approves the
proposed rule change.
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4. OCC also filed proposals in
this proposed rule change as an advance notice
under Section 806(e)(1) of the Payment, Clearing,
and Settlement Supervision Act of 2010 (‘‘Payment,
Clearing and Settlement Supervision Act’’). 12
U.S.C. 5465(e)(1). On February 26, 2015, the
Commission issued a notice of no objection to the
advance notice filing. See Exchange Act Release No.
74387 (February 26, 2015) (SR–OCC–2014–813).
3 Securities Exchange Act Release No. 74136
(January 26, 2015), 80 FR 5171 (January 30, 2015)
(SR–OCC–2015–02). As the Commission noted in
the notice of filing of the proposed rule change,
OCC stated that the purpose of this proposal is, in
part, to facilitate compliance with proposed
Commission rules and address Principle 15 of the
Principles for Financial Market Infrastructures
(‘‘PFMIs’’). The proposed Commission rules are
pending. See Securities Exchange Act Release No.
71699 (March 12, 2014), 79 FR 29508 (May 22,
2014) (S7–03–14). Therefore, the Commission has
evaluated this proposed rule change under the Act
and the rules currently in force thereunder. See
Securities Exchange Act Release No. 74136 (January
26, 2015), 80 FR 5171 (January 30, 2015) (SR–OCC–
2015–02).
4 See Letter from Eric Swanson, General Counsel
& Secretary, BATS Global Markets, Inc., (February
19, 2015) (‘‘BATS Letter I’’); Letter from Tony
McCormick, Chief Executive Officer, BOX Options
Exchange, (February 19, 2015) (‘‘BOX Letter I’’);
Letter from Howard L. Kramer on behalf of
2 17
PO 00000
Frm 00085
Fmt 4703
Sfmt 4703
I. Description
OCC is amending its By-Laws and
other governing documents, and
adopting certain policies, for the
purpose of implementing a plan for
raising additional capital (‘‘Capital
Plan’’) under which the options
exchanges that own equity in OCC
(‘‘Stockholder Exchanges’’ or
‘‘Stockholders’’) will make an additional
capital contribution and commit to
replenishment capital (‘‘Replenishment
Capital’’) in circumstances discussed
below, and will receive, among other
things, the right to receive dividends
from OCC. In addition to the new
capital contribution and Replenishment
Capital commitment, the main features
of the Capital Plan include: (i) A policy
establishing OCC’s clearing fees at a
level that would be sufficient to cover
OCC’s estimated operating expenses
Belvedere Trading, CTC Trading Group, IMC
Financial Markets, Integral Derivatives,
Susquehanna Investment Group, and Wolverine
Trading, (February 20, 2015) (‘‘MM Letter’’); Letter
from Ellen Greene, Managing Director, Financial
Services Operations, SIFMA, (February 20, 2015)
(‘‘SIFMA Letter’’); Letter from James E. Brown,
General Counsel, OCC, (February 23, 2015)
(responding to BATS Letter and BOX Letter) (‘‘OCC
Letter I’’); Letter from James E. Brown, General
Counsel, OCC, (February 23, 2015) (responding to
MM Letter) (‘‘OCC Letter II’’); Letter from Barbara
J. Comly, Executive Vice President, General Counsel
& Corporate Secretary, Miami International
Securities Exchange, LLC (February 24, 2015)
(‘‘MIAX Letter I’’); Letter from James E. Brown,
General Counsel, OCC, (February 24, 2015)
(responding to SIFMA Letter) (‘‘OCC Letter III’’);
Letter from John A. McCarthy, General Counsel,
KCG Holdings, Inc., (February 26, 2015) (‘‘KCG
Letter I’’); Letter from Eric Swanson, General
Counsel and Secretary, BATS Global Markets, Inc.,
(February 27, 2015) (‘‘BATS Letter II’’); Letter from
John A. McCarthy, General Counsel, KCG Holdings,
Inc., (February 27, 2015) (‘‘KCG Letter II’’); Letter
from Richard J. McDonald, Chief Regulatory
Counsel, Susquehanna International Group, LLP,
(February 27, 2015), (‘‘SIG Letter I’’); Letter from
Barbara J. Comly, Executive Vice President, General
Counsel & Corporate Secretary, Miami International
Securities Exchange, LLC (March 1, 2015) (‘‘MIAX
Letter II’’); Letter from James E. Brown, General
Counsel, OCC, (March 2, 2015) (‘‘OCC Letter IV’’);
Letter from Eric Swanson, General Counsel and
Secretary, BATS Global Markets, Inc. (March 3,
2015)(‘‘BATS Letter III’’); and Letter from Tony
McCormick, Chief Executive Officer, BOX Options
Exchange, (March 3, 2015) (‘‘BOX Letter II’’); Letter
from Brian Sopinsky, General Counsel,
Susquehanna International Group, LLP, (March 4,
2015) (‘‘SIG Letter II’’). Since the proposal was filed
as both an advance notice and proposed rule
change, the Commission considered all comments
received on the proposal, regardless of whether the
comments were submitted to the proposed rule
change or advance notice. See comments on the
advance notice (File No. SR–OCC–2014–813),
https://www.sec.gov/comments/sr-occ-2014-813/
occ2014813.shtml and comments on the proposed
rule change (File No. SR–OCC–2015–02), https://
www.sec.gov/comments/sr-occ-2015-02/
occ201502.shtml. In its evaluation of the proposed
rule change, the Commission assessed whether the
proposal was consistent with the requirements of
the Act and the applicable rules and regulations
thereunder.
E:\FR\FM\12MRN1.SGM
12MRN1
]]>Agencies
[Federal Register Volume 80, Number 48 (Thursday, March 12, 2015)]
[Notices]
[Pages 13057-13058]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2015-05596]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 31498; 812-14417]
American Beacon NextShares Trust, et al.; Notice of Application
March 6, 2015.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (``Act'') for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the Act and rule 22c-1 under the
Act, under sections 6(c) and 17(b) of the Act for an exemption from
sections 17(a)(1) and (a)(2) of the Act, and under section 12(d)(1)(J)
of the Act for an exemption from sections 12(d)(1)(A) and (B) of the
Act.
-----------------------------------------------------------------------
Applicants: American Beacon NextShares Trust (the ``Trust''),
American Beacon Advisors, Inc. (the ``Manager'') and Foreside Fund
Services, LLC (the ``Distributor'').
Summary of Application: Applicants request an order (``Order'')
that permits: (a) Actively managed series of certain open-end
management investment companies to issue shares (``Shares'') redeemable
in large aggregations only (``Creation Units''); (b) secondary market
transactions in Shares to occur at the next-determined net asset value
plus or minus a market-determined premium or discount that may vary
during the trading day; (c) certain series to pay redemption proceeds,
under certain circumstances, more than seven days from the tender of
Shares for redemption; (d) certain affiliated persons of the series to
deposit securities into, and receive securities from, the series in
connection with the purchase and redemption of Creation Units; (e)
certain registered management investment companies and unit investment
trusts outside of the same group of investment companies as the series
to acquire Shares; and (f) certain series to create and redeem Shares
in kind in a master-feeder structure. The Order would incorporate by
reference terms and conditions of a previous order granting the same
relief sought by applicants, as that order may be amended from time to
time (``Reference Order'').\1\
---------------------------------------------------------------------------
\1\ Eaton Vance Management, et al., Investment Company Act Rel.
Nos. 31333 (Nov. 6, 2014) (notice) and 31361 (Dec. 2, 2014) (order).
---------------------------------------------------------------------------
Filing Dates: The application was filed on January 15, 2015, and
amended on February 23, 2015.
Hearing or Notification of Hearing: An order granting the requested
relief 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 March 31, 2015, and should be accompanied by proof of
service on applicants, in the form of an affidavit or, for lawyers, a
certificate of service. Pursuant to rule 0-5 under the Act, hearing
requests should state the nature of the writer's interest, any facts
bearing upon the desirability of a hearing on the matter, 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: The Commission: Brent J. Fields, Secretary, U.S. Securities
and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.
Applicants: American Beacon NextShares Trust and American Beacon
Advisors, Inc., 220 East Las Colinas Blvd., Suite 1200, Irving, TX
75039, and Foreside Fund Services, LLC, Three Canal Plaza, Suite 100,
Portland, ME 04101.
FOR FURTHER INFORMATION CONTACT: Jean E. Minarick, Senior Counsel, or
Daniele Marchesani, 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
1. The Trust will be registered as an open-end management
investment company under the Act and is a business trust organized
under the laws of Massachusetts. Applicants seek relief with respect to
five Funds (as defined below, and those Funds, the ``Initial Funds'').
The portfolio positions of each Fund will consist of securities and
other assets selected and managed by its Manager or Subadviser (as
defined below) to pursue the Fund's investment objective.
2. The Manager, a Delaware corporation, will be the investment
manager to the Initial Funds. A Manager (as defined below) will serve
as investment manager to each Fund. The Manager is, and any other
Manager will be, registered as an investment adviser under the
Investment Advisers Act of 1940 (``Advisers Act''). The Manager and the
Trust may retain one or more subadvisers (each a ``Subadviser'') to
manage the portfolios of the Funds. Any Subadviser will be registered,
or not subject to registration, under the Advisers Act.
3. The Distributor is a Delaware limited liability company and a
broker-dealer registered under the Securities Exchange Act of 1934 and
will act as the principal underwriter of Shares of the Funds.
Applicants request that the requested relief apply to any distributor
of Shares, whether affiliated or unaffiliated with the Manager
(included in the term ``Distributor''). Any Distributor will comply
with the terms and conditions of the Order.
Applicants' Requested Exemptive Relief
4. Applicants seek the requested Order under section 6(c) of the
Act for an exemption from sections 2(a)(32), 5(a)(1), 22(d) and 22(e)
of the Act and rule 22c-1 under the Act, under sections 6(c) and 17(b)
of the Act for an exemption from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the Act for an exemption from
sections 12(d)(1)(A) and (B) of the Act. The requested Order would
permit applicants to offer exchange-traded managed funds. Because the
relief requested is the same as the relief granted by the Commission
under the Reference Order and because the Manager has entered into, or
anticipates entering into, a licensing agreement with Eaton Vance
Management, or an affiliate thereof in order to offer exchange-traded
managed funds,\2\ the Order would incorporate by reference the terms
and conditions of the Reference Order.
---------------------------------------------------------------------------
\2\ Eaton Vance Management has obtained patents with respect to
certain aspects of the Funds' method of operation as exchange-traded
managed funds.
---------------------------------------------------------------------------
5. Applicants request that the Order apply to the Initial Funds and
to any other existing or future open-end management investment company
or series thereof that: (a) Is advised by the Manager or any entity
controlling, controlled by, or under common control
[[Page 13058]]
with the Manager (any such entity included in the term ``Manager'');
(b) operates as an exchange-traded managed fund as described in the
Reference Order; and (c) complies with the terms and conditions of the
Order and of the Reference Order, which is incorporated by reference
herein (each such company or series and Initial Fund, a ``Fund'').\3\
---------------------------------------------------------------------------
\3\ All entities that currently intend to rely on the Order are
named as applicants. Any other entity that relies on the Order in
the future will comply with the terms and conditions of the Order
and of the Reference Order, which is incorporated by reference
herein.
---------------------------------------------------------------------------
6. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and to
the extent that such exemption is necessary or appropriate in the
public interest and consistent with the protection of investors and the
purposes fairly intended by the policy and provisions of the Act.
Section 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the proposed transaction is
consistent with the policies of the registered investment company and
the general purposes of the Act. Section 12(d)(1)(J) of the Act
provides that the Commission may exempt any person, security, or
transaction, or any class or classes of persons, securities or
transactions, from any provision of section 12(d)(1) if the exemption
is consistent with the public interest and the protection of investors.
7. Applicants submit that for the reasons stated in the Reference
Order: (1) With respect to the relief requested pursuant to section
6(c) of the Act, the relief is appropriate, in the public interest and
consistent with the protection of investors and the purposes fairly
intended by the policy and provisions of the Act; (2) with respect to
the relief request pursuant to section 17(b) of the Act, the proposed
transactions are reasonable and fair and do not involve overreaching on
the part of any person concerned, are consistent with the policies of
each registered investment company concerned and consistent with the
general purposes of the Act; and (3) with respect to the relief
requested pursuant to section 12(d)(1)(J) of the Act, the relief is
consistent with the public interest and the protection of investors.
By the Division of Investment Management, pursuant to delegated
authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015-05596 Filed 3-11-15; 8:45 am]
BILLING CODE 8011-01-P
