Mutual Fund Series Trust, et al.; Notice of Application, 48875-48876 [2016-17607]
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Federal Register / Vol. 81, No. 143 / Tuesday, July 26, 2016 / Notices
(B) institute proceedings to determine
whether the proposed rule change
should be disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
NYSEArca–2016–97 on the subject line.
Paper Comments
srobinson on DSK5SPTVN1PROD with NOTICES
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE.,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–NYSEArca–2016–97. This
file number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
Internet Web site (https://www.sec.gov/
rules/sro.shtml). Copies of the
submission, all subsequent
amendments, all written statements
with respect to the proposed rule
change that are filed with the
Commission, and all written
communications relating to the
proposed rule change between the
Commission and any person, other than
those that may be withheld from the
public in accordance with the
provisions of 5 U.S.C. 552, will be
available for Web site viewing and
printing in the Commission’s Public
Reference Room, 100 F Street NE.,
Washington, DC 20549 on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change;
the Commission does not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly. All submissions
should refer to File Number SR–
NYSEArca–2016–97 and should be
submitted on or before August 16, 2016.
21 17
CFR 200.30–3(a)(12).
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For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.21
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016–17572 Filed 7–25–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
32189; 812–14597]
Mutual Fund Series Trust, et al.; Notice
of Application
July 20, 2016.
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 section 15(a) of the Act and rule
18f–2 under the Act, as well as from
certain disclosure requirements in rule
20a–1 under the Act, Item 19(a)(3) of
Form N–1A, Items 22(c)(1)(ii),
22(c)(1)(iii), 22(c)(8) and 22(c)(9) of
Schedule 14A under the Securities
Exchange Act of 1934, and Sections 6–
07(2)(a), (b), and (c) of Regulation S–X
(‘‘Disclosure Requirements’’). The
requested exemption would permit an
investment adviser to hire and replace
certain sub-advisers without
shareholder approval and grant relief
from the Disclosure Requirements as
they relate to fees paid to the subadvisers.
AGENCY:
Mutual Fund Series Trust
(‘‘Trust’’), an Ohio Business Trust
registered under the Act as an open-end
management investment company with
multiple series (each a ‘‘Fund’’) and
Eventide Asset Management, LLC, a
Delaware limited liability company
registered as an investment adviser
under the Investment Advisers Act of
1940 (the ‘‘Adviser,’’ and collectively
with the Trust, the ‘‘Applicants’’).
FILING DATES: The application was filed
January 7, 2016, and amended on March
24, 2016, June 8, 2016 and July 6, 2016.
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 August 15, 2016, and
should be accompanied by proof of
service on the applicants, in the form of
an affidavit or, for lawyers, a certificate
APPLICANTS:
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48875
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: Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
Applicants: Trust: 17605 Wright Street,
Omaha, Nebraska 678130 and Adviser:
One International Place, 35th Floor,
Boston, Massachusetts 02110.
FOR FURTHER INFORMATION CONTACT:
Emerson S. Davis, Senior Counsel, at
(202) 551–6868, 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 an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm or by
calling (202) 551–8090.
Summary of the Application
1. The Adviser will serve as the
investment adviser to each Sub-Advised
Fund pursuant to an investment
advisory agreement with the Trust
(each, an ‘‘Investment Management
Agreement,’’ and collectively, the
‘‘Investment Management
Agreements’’).1 The Adviser will
provide the Sub-Advised Fund with
continuous and comprehensive
investment management services subject
to the supervision of, and policies
established by, each Sub-Advised
Fund’s board of directors (‘‘Board’’). The
Investment Management Agreements
permit the Adviser, subject to the
approval of the Board, to delegate to one
or more Sub-Advisers the responsibility
to provide the day-to-day portfolio
investment management of each Sub1 Applicants request relief with respect to the
named Applicants, any future Fund of the Trust
and any other existing or future registered open-end
management company or series thereof that intends
to rely on the requested order in the future and that:
(a) Is advised by the Adviser or by any entity
controlling, controlled by, or under common
control with the Adviser or its successor (included
in the term ‘‘Adviser’’); (b) uses the multi-manager
structure described in the application; and (c)
complies with the terms and conditions of the
application (any such series, a ‘‘Sub-Advised Fund’’
and collectively, the ‘‘Sub-Advised Funds’’). For
purposes of the requested order, ‘‘successor’’ is
limited to an entity that results from a
reorganization into another jurisdiction or a change
in the type of business organization.
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48876
Federal Register / Vol. 81, No. 143 / Tuesday, July 26, 2016 / Notices
srobinson on DSK5SPTVN1PROD with NOTICES
Advised Fund, subject to the
supervision and direction of the
Adviser.2 The primary responsibility for
managing the Sub-Advised Fund will
remain vested in the Adviser. The
Adviser will hire, evaluate, allocate
assets to and oversee the Sub-Advisers,
including determining whether a SubAdviser should be terminated, at all
times subject to the authority of the
Board.
2. Applicants request an exemption to
permit the Adviser, subject to Board
approval, to hire a Non-Affiliated SubAdviser or a Wholly-Owned SubAdviser, pursuant to Sub-Advisory
Agreements and materially amend SubAdvisory Agreements with NonAffiliated Sub-Advisers and WhollyOwned Sub-Advisers without obtaining
the shareholder approval required under
section 15(a) of the Act and rule 18f–2
under the Act.3 Applicants also seek an
exemption from the Disclosure
Requirements to permit a Sub-Advised
Fund to disclose (as both a dollar
amount and a percentage of the SubAdvised Fund’s net assets): (a) The
aggregate fees paid to the Adviser and
any Wholly-Owned Sub-Advisers; (b)
the aggregate fees paid to Non-Affiliated
Sub-Advisers, and (c) the fee paid to
each Affiliated Sub-Adviser.
3. Applicants agree that any order
granting the requested relief will be
subject to the terms and conditions
stated in the Application. Such terms
and conditions provide for, among other
safeguards, appropriate disclosure to
Sub-Advised Funds’ shareholders and
notification about sub-advisory changes
and enhanced Board oversight to protect
the interests of the Subadvised Funds’
shareholders.
4. Section 6(c) of the Act provides that
the Commission may exempt any
person, security, or transaction or any
2 A ‘‘Sub-Adviser’’ for a Fund is (1) an indirect
or direct ‘‘wholly owned subsidiary’’ (as such term
is defined in the Act) of the Adviser for the Fund,
or (2) a sister company of the Adviser for the Fund
that is an indirect or direct ‘‘wholly-owned
subsidiary’’ (as such term is defined in the Act) of
the same company that, indirectly or directly,
wholly owns the Adviser (each of (1) and (2) a
‘‘Wholly-Owned Sub Adviser’’ and collectively, the
‘‘Wholly-Owned Sub-Advisers’’), or (3) an
investment sub-adviser for that Fund that is not an
‘‘affiliated person’’ (as such term is defined in
Section 2(a)(3) of the Act) of the Fund or the
Adviser, except to the extent that an affiliation
arises solely because the sub-adviser serves as a
sub-adviser to one or more Funds (each a ‘‘NonAffiliated Sub-Adviser’’ and collectively, the ‘‘NonAffiliated Sub-Advisers’’).
3 The requested relief will not extend to any subadviser, other than a Wholly-Owned Sub-Adviser,
who is an affiliated person, as defined in section
2(a)(3) of the Act, of the Sub-Advised Fund or the
Adviser, other than by reason of serving as a subadviser to one or more of the Sub-Advised Funds
(‘‘Affiliated Sub-Adviser’’).
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class or classes of persons, securities, or
transactions from any provisions of the
Act, or any rule thereunder, if such
relief is necessary or appropriate in the
public interest and consistent with the
protection of investors and purposes
fairly intended by the policy and
provisions of the Act. Applicants
believe that the requested relief meets
this standard because, as further
explained in the Application, the
Investment Management Agreements
will remain subject to shareholder
approval, while the role of the SubAdvisers is substantially equivalent to
that of individual portfolio managers, so
that requiring shareholder approval of
Sub-Advisory Agreements would
impose unnecessary delays and
expenses on the Sub-Advised Fund.
Applicants believe that the requested
relief from the Disclosure Requirements
meets this standard because it will
improve the Adviser’s ability to
negotiate fees paid to the Sub-Advisers
that are more advantageous for the SubAdvised Fund.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Robert W. Errett,
Deputy Secretary.
31, 2016, pursuant to Section 19(b)(2) of
the Act,4 the Commission designated a
longer period within which to approve
the proposed rule change, disapprove
the proposed rule change, or institute
proceedings to determine whether to
disapprove the proposed rule change.5
On July 18, 2016, the Exchange
withdrew the proposed rule change
(File No. SR–NYSE–2016–30).
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.6
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016–17580 Filed 7–25–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–78374; File No. SR–
NYSEARCA–2016–98]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending NYSE Arca
Equities Rules 1.1(s) and
7.35P(a)(10)(A) to Extend the Period for
the Current Trading Halt Auction Collar
Price Collar Thresholds
[FR Doc. 2016–17607 Filed 7–25–16; 8:45 am]
July 20, 2016.
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–78368; File No. SR–NYSE–
2016–30]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Withdrawal of Proposed Rule Change
Amending the Definition of ‘‘Block’’ for
Purposes of Rule 72(d) and the Size of
a Proposed Cross Transaction Eligible
for the Cross Function in Rule 76
July 20, 2016.
On April 12, 2016, New York Stock
Exchange LLC (‘‘Exchange’’ or ‘‘NYSE’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’) 1 and Rule
19b–4 thereunder,2 a proposed rule
change to amend its rules relating to
pre-opening indications and opening
procedures. The proposed rule change
was published for comment in the
Federal Register on April 29, 2016.3
The Commission received no comments
on the proposed rule change. On May
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 77701
(Apr. 25, 2016), 81 FR 25748.
PO 00000
1 15
2 17
Frm 00141
Fmt 4703
Sfmt 4703
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on July 8,
2016, NYSE Arca, Inc. (‘‘Exchange’’ or
‘‘NYSE Arca’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the self-regulatory organization. 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 Exchange proposes to amend
NYSE Arca Equities Rules 1.1(s) and
7.35P(a)(10)(A) to extend the period for
the current Trading Halt Auction Collar
price collar thresholds. The proposed
rule change is available on the
4 15
U.S.C. 78s(b)(2).
Securities Exchange Act Release No. 77950,
81 FR 36357 (June 6, 2016). The Commission
designated July 28, 2016, as the date by which it
should approve, disapprove, or institute
proceedings to determine whether to disapprove the
proposed rule change.
6 17 CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
5 See
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]]>Agencies
[Federal Register Volume 81, Number 143 (Tuesday, July 26, 2016)]
[Notices]
[Pages 48875-48876]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-17607]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32189; 812-14597]
Mutual Fund Series Trust, et al.; Notice of Application
July 20, 2016.
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 section 15(a) of
the Act and rule 18f-2 under the Act, as well as from certain
disclosure requirements in rule 20a-1 under the Act, Item 19(a)(3) of
Form N-1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) and 22(c)(9) of
Schedule 14A under the Securities Exchange Act of 1934, and Sections 6-
07(2)(a), (b), and (c) of Regulation S-X (``Disclosure Requirements'').
The requested exemption would permit an investment adviser to hire and
replace certain sub-advisers without shareholder approval and grant
relief from the Disclosure Requirements as they relate to fees paid to
the sub-advisers.
-----------------------------------------------------------------------
Applicants: Mutual Fund Series Trust (``Trust''), an Ohio Business
Trust registered under the Act as an open-end management investment
company with multiple series (each a ``Fund'') and Eventide Asset
Management, LLC, a Delaware limited liability company registered as an
investment adviser under the Investment Advisers Act of 1940 (the
``Adviser,'' and collectively with the Trust, the ``Applicants'').
Filing Dates: The application was filed January 7, 2016, and amended
on March 24, 2016, June 8, 2016 and July 6, 2016.
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 August 15, 2016, and should be accompanied by proof of service
on the 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: Secretary, U.S. Securities and Exchange Commission, 100 F
Street NE., Washington, DC 20549-1090. Applicants: Trust: 17605 Wright
Street, Omaha, Nebraska 678130 and Adviser: One International Place,
35th Floor, Boston, Massachusetts 02110.
FOR FURTHER INFORMATION CONTACT: Emerson S. Davis, Senior Counsel, at
(202) 551-6868, 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 an applicant
using the Company name box, at https://www.sec.gov/search/search.htm or
by calling (202) 551-8090.
Summary of the Application
1. The Adviser will serve as the investment adviser to each Sub-
Advised Fund pursuant to an investment advisory agreement with the
Trust (each, an ``Investment Management Agreement,'' and collectively,
the ``Investment Management Agreements'').\1\ The Adviser will provide
the Sub-Advised Fund with continuous and comprehensive investment
management services subject to the supervision of, and policies
established by, each Sub-Advised Fund's board of directors (``Board'').
The Investment Management Agreements permit the Adviser, subject to the
approval of the Board, to delegate to one or more Sub-Advisers the
responsibility to provide the day-to-day portfolio investment
management of each Sub-
[[Page 48876]]
Advised Fund, subject to the supervision and direction of the
Adviser.\2\ The primary responsibility for managing the Sub-Advised
Fund will remain vested in the Adviser. The Adviser will hire,
evaluate, allocate assets to and oversee the Sub-Advisers, including
determining whether a Sub-Adviser should be terminated, at all times
subject to the authority of the Board.
---------------------------------------------------------------------------
\1\ Applicants request relief with respect to the named
Applicants, any future Fund of the Trust and any other existing or
future registered open-end management company or series thereof that
intends to rely on the requested order in the future and that: (a)
Is advised by the Adviser or by any entity controlling, controlled
by, or under common control with the Adviser or its successor
(included in the term ``Adviser''); (b) uses the multi-manager
structure described in the application; and (c) complies with the
terms and conditions of the application (any such series, a ``Sub-
Advised Fund'' and collectively, the ``Sub-Advised Funds''). For
purposes of the requested order, ``successor'' is limited to an
entity that results from a reorganization into another jurisdiction
or a change in the type of business organization.
\2\ A ``Sub-Adviser'' for a Fund is (1) an indirect or direct
``wholly owned subsidiary'' (as such term is defined in the Act) of
the Adviser for the Fund, or (2) a sister company of the Adviser for
the Fund that is an indirect or direct ``wholly-owned subsidiary''
(as such term is defined in the Act) of the same company that,
indirectly or directly, wholly owns the Adviser (each of (1) and (2)
a ``Wholly-Owned Sub Adviser'' and collectively, the ``Wholly-Owned
Sub-Advisers''), or (3) an investment sub-adviser for that Fund that
is not an ``affiliated person'' (as such term is defined in Section
2(a)(3) of the Act) of the Fund or the Adviser, except to the extent
that an affiliation arises solely because the sub-adviser serves as
a sub-adviser to one or more Funds (each a ``Non-Affiliated Sub-
Adviser'' and collectively, the ``Non-Affiliated Sub-Advisers'').
---------------------------------------------------------------------------
2. Applicants request an exemption to permit the Adviser, subject
to Board approval, to hire a Non-Affiliated Sub-Adviser or a Wholly-
Owned Sub-Adviser, pursuant to Sub-Advisory Agreements and materially
amend Sub-Advisory Agreements with Non-Affiliated Sub-Advisers and
Wholly-Owned Sub-Advisers without obtaining the shareholder approval
required under section 15(a) of the Act and rule 18f-2 under the
Act.\3\ Applicants also seek an exemption from the Disclosure
Requirements to permit a Sub-Advised Fund to disclose (as both a dollar
amount and a percentage of the Sub-Advised Fund's net assets): (a) The
aggregate fees paid to the Adviser and any Wholly-Owned Sub-Advisers;
(b) the aggregate fees paid to Non-Affiliated Sub-Advisers, and (c) the
fee paid to each Affiliated Sub-Adviser.
---------------------------------------------------------------------------
\3\ The requested relief will not extend to any sub-adviser,
other than a Wholly-Owned Sub-Adviser, who is an affiliated person,
as defined in section 2(a)(3) of the Act, of the Sub-Advised Fund or
the Adviser, other than by reason of serving as a sub-adviser to one
or more of the Sub-Advised Funds (``Affiliated Sub-Adviser'').
---------------------------------------------------------------------------
3. Applicants agree that any order granting the requested relief
will be subject to the terms and conditions stated in the Application.
Such terms and conditions provide for, among other safeguards,
appropriate disclosure to Sub-Advised Funds' shareholders and
notification about sub-advisory changes and enhanced Board oversight to
protect the interests of the Subadvised Funds' shareholders.
4. Section 6(c) 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 provisions of the Act, or
any rule thereunder, if such relief is necessary or appropriate in the
public interest and consistent with the protection of investors and
purposes fairly intended by the policy and provisions of the Act.
Applicants believe that the requested relief meets this standard
because, as further explained in the Application, the Investment
Management Agreements will remain subject to shareholder approval,
while the role of the Sub-Advisers is substantially equivalent to that
of individual portfolio managers, so that requiring shareholder
approval of Sub-Advisory Agreements would impose unnecessary delays and
expenses on the Sub-Advised Fund. Applicants believe that the requested
relief from the Disclosure Requirements meets this standard because it
will improve the Adviser's ability to negotiate fees paid to the Sub-
Advisers that are more advantageous for the Sub-Advised Fund.
For the Commission, by the Division of Investment Management,
under delegated authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-17607 Filed 7-25-16; 8:45 am]
BILLING CODE 8011-01-P
