Sunshine Act Meeting; Additional Item, 71123 [2016-24988]
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Federal Register / Vol. 81, No. 199 / Friday, October 14, 2016 / Notices
rmajette on DSK2TPTVN1PROD with NOTICES
Funds’’) to acquire shares of Underlying
Funds 2 in excess of the limits in
sections 12(d)(1)(A) and (C) of the Act
and (b) the Underlying Funds that are
registered open-end investment
companies or series thereof, their
principal underwriters and any broker
or dealer registered under the Exchange
Act to sell shares of the Underlying
Fund to the Fund of Funds in excess of
the limits in section 12(d)(1)(B) of the
Act.3 Applicants also request an order of
exemption under sections 6(c) and 17(b)
of the Act from the prohibition on
certain affiliated transactions in section
17(a) of the Act to the extent necessary
to permit the Underlying Funds to sell
their shares to, and redeem their shares
from, the Funds of Funds.4 Applicants
state that such transactions will be
consistent with the policies of each
Fund of Funds and each Underlying
Fund and with the general purposes of
the Act and will be based on the net
asset values of the Underlying Funds.
2. Certain Underlying Funds may
invest up to 25% of their assets in a
wholly-owned and controlled
subsidiary of the Underlying Fund
organized under the laws of the Cayman
Islands as an exempted company or
under the laws of another non-U.S.
jurisdiction (each, a ‘‘Cayman Sub’’), in
limited to an entity that results from a
reorganization into another jurisdiction or a change
in the type of business organization. For purposes
of the request for relief, the term ‘‘group of
investment companies’’ means any two or more
registered investment companies, including closedend investment companies and BDCs, that hold
themselves out to investors as related companies for
purposes of investment and investor services.
2 Certain of the Underlying Funds have obtained
exemptions from the Commission necessary to
permit their shares to be listed and traded on a
national securities exchange at negotiated prices
and, accordingly, to operate as an exchange-traded
fund (‘‘ETF’’).
3 Applicants do not request relief for the Fund of
Funds to invest in reliance on the order in BDCs
or closed-end investment companies that are not
listed and traded on a national securities exchange.
4 Applicants note that a Fund of Funds generally
would purchase and sell shares of an Underlying
Fund that operates as an ETF or a closed-end fund
through secondary market transactions rather than
through principal transactions with the Underlying
Fund. Applicants nevertheless request relief from
sections 17(a)(1) and (2) to permit each ETF or
closed-end fund that is an affiliated person, or an
affiliated person of an affiliated person, as defined
in section 2(a)(3) of the Act, of a Fund of Funds to
sell shares to or redeem shares from the Fund of
Funds. This includes, in the case of sales and
redemptions of shares of ETFs, in-kind transactions
that accompany such sales and redemptions.
Applicants are not seeking relief from section 17(a)
for, and the requested relief will not apply to,
transactions where an ETF or closed-end fund
could be deemed an affiliated person, or an
affiliated person of an affiliated person, of a Fund
of Funds because an investment adviser to the ETF
or closed-end fund or an entity controlling,
controlled by or under common control with the
investment adviser to the ETF or closed-end fund,
is also an investment adviser to the Fund of Funds.
VerDate Sep<11>2014
14:29 Oct 13, 2016
Jkt 241001
order to invest in commodity-related
instruments and certain other
instruments. Applicants state that these
Cayman Subs are created for tax
purposes in order to ensure that the
Underlying Fund would remain
qualified as a regulated investment
company for U.S. federal income tax
purposes.
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 are designed to, among
other things, help prevent any potential
(i) undue influence over an Underlying
Fund that is not in the same ‘‘group of
investment companies’’ as the Fund of
Funds through control or voting power,
or in connection with certain services,
transactions, and underwritings, (ii)
excessive layering of fees, and (iii)
overly complex fund structures, which
are the concerns underlying the limits
in sections 12(d)(1)(A), (B), and (C) of
the Act.
4. 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.
Section 17(b) of the Act authorizes the
Commission to grant an order
permitting a transaction otherwise
prohibited by section 17(a) if it finds
that (a) the terms of the proposed
transaction are fair and reasonable and
do not involve overreaching on the part
of any person concerned; (b) the
proposed transaction is consistent with
the policies of each registered
investment company involved; and (c)
the proposed transaction is consistent
with the general purposes of the Act.
Section 6(c) of the Act permits the
Commission to exempt any persons or
transactions from any provision of 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 policy and provisions of
the Act.
SECURITIES AND EXCHANGE
COMMISSION
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Brent J. Fields,
Secretary.
71123
October 7, 2016.
[FR Doc. 2016–24841 Filed 10–13–16; 8:45 am]
BILLING CODE 8011–01–P
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Sunshine Act Meeting; Additional Item
FEDERAL REGISTER CITATION OF PREVIOUS
ANNOUNCEMENT: To Be Published.
PREVIOUSLY ANNOUNCED TIME AND DATE OF
THE MEETING: Thursday, October 13,
2016.
The following
matter will also be considered during
the 10:00 a.m. Open Meeting scheduled
for Thursday, October 13, 2016, in the
Auditorium, Room L–002:
• The Commission will consider
whether to adopt rule and form
amendments that would permit openend management investment companies
to use ‘‘swing pricing’’ under certain
circumstances.
This item is now being separately
listed for the Open Meeting in open
session as a procedural matter, and the
duty officer determined that
Commission business required such
earlier than one week from today. No
earlier notice of this action was
practicable.
CONTACT PERSON FOR MORE INFORMATION:
For further information and to ascertain
what, if any, matters have been added,
deleted, or postponed, please contact
Brent J. Fields in the Office of the
Secretary at (202) 551–5400.
CHANGES IN THE MEETING:
Dated: October 11, 2016.
Brent J. Fields,
Secretary.
[FR Doc. 2016–24988 Filed 10–12–16; 11:15 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–79074; File No. SR–Phlx–
2016–92]
Self-Regulatory Organizations;
NASDAQ PHLX LLC; Notice of Filing of
Partial Amendment Nos. 1, 2 and 3,
and Order Granting Accelerated
Approval of a Proposed Rule Change,
as Modified by Partial Amendment
Nos. 1, 2 and 3, to System
Functionality Necessary to Implement
the Regulation NMS Plan To Implement
a Tick Size Pilot Program
I. Introduction
On September 7, 2016, NASDAQ
PHLX LLC (‘‘Exchange’’ or ‘‘Phlx’’) filed
with the Securities and Exchange
Commission (‘‘SEC’’ or ‘‘Commission’’)
pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
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[Federal Register Volume 81, Number 199 (Friday, October 14, 2016)]
[Notices]
[Page 71123]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-24988]
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SECURITIES AND EXCHANGE COMMISSION
Sunshine Act Meeting; Additional Item
Federal Register CITATION OF PREVIOUS ANNOUNCEMENT: To Be Published.
PREVIOUSLY ANNOUNCED TIME AND DATE OF THE MEETING: Thursday, October
13, 2016.
CHANGES IN THE MEETING: The following matter will also be considered
during the 10:00 a.m. Open Meeting scheduled for Thursday, October 13,
2016, in the Auditorium, Room L-002:
The Commission will consider whether to adopt rule and
form amendments that would permit open-end management investment
companies to use ``swing pricing'' under certain circumstances.
This item is now being separately listed for the Open Meeting in
open session as a procedural matter, and the duty officer determined
that Commission business required such earlier than one week from
today. No earlier notice of this action was practicable.
CONTACT PERSON FOR MORE INFORMATION: For further information and to
ascertain what, if any, matters have been added, deleted, or postponed,
please contact Brent J. Fields in the Office of the Secretary at (202)
551-5400.
Dated: October 11, 2016.
Brent J. Fields,
Secretary.
[FR Doc. 2016-24988 Filed 10-12-16; 11:15 am]
BILLING CODE 8011-01-P
