Virtus Alternative Solutions Trust, et al.; Notice of Application, 95690-95691 [2016-31288]
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Federal Register / Vol. 81, No. 249 / Wednesday, December 28, 2016 / Notices
the amounts they invested or
committed, as the case may be, in such
Co-Investment Transaction. If any
transaction fee is to be held by an
Adviser pending consummation of the
transaction, the fee will be deposited
into an account maintained by the
Adviser at a bank or banks having the
qualifications prescribed in Section
26(a)(1), and the account will earn a
competitive rate of interest that will also
be divided pro rata among the
participants. None of the Advisers, the
Affiliated Funds, the other Regulated
Funds or any affiliated person of the
Affiliated Funds or the Regulated Funds
will receive any additional
compensation or remuneration of any
kind as a result of or in connection with
a Co-Investment Transaction other than
(i) in the case of the Regulated Funds
and the Affiliated Funds, the pro rata
transaction fees described above and
fees or other compensation described in
Condition 2(c)(iii)(B)(z), (ii) brokerage or
underwriting compensation permitted
by Section 17(e) or 57(k) or (iii) in the
case of the Advisers, investment
advisory compensation paid in
accordance with investment advisory
agreements between the applicable
Regulated Fund(s) or Affiliated Fund(s)
and its Adviser.
15. If the Holders own in the aggregate
more than 25 percent of the Shares of
a Regulated Fund, then the Holders will
vote such Shares as directed by an
independent third party when voting on
(1) the election of directors; (2) the
removal of one or more directors; or (3)
any other matter under either the Act or
applicable State law affecting the
Board’s composition, size or manner of
election.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016–31289 Filed 12–27–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
sradovich on DSK3GMQ082PROD with NOTICES
[Investment Company Act Release No.
32398; File No. 812–14603]
Virtus Alternative Solutions Trust, et
al.; Notice of Application
December 21, 2016.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of an application for an
order pursuant to: (a) section 6(c) of the
Investment Company Act of 1940
(‘‘Act’’) granting an exemption from
AGENCY:
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18:54 Dec 27, 2016
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sections 18(f) and 21(b) of the Act; (b)
section 12(d)(1)(J) of the Act granting an
exemption from section 12(d)(1) of the
Act; (c) sections 6(c) and 17(b) of the
Act granting an exemption from sections
17(a)(1), 17(a)(2) and 17(a)(3) of the Act;
and (d) section 17(d) of the Act and rule
17d–1 under the Act to permit certain
joint arrangements and transactions.
Applicants request an order that would
permit certain registered open-end
management investment companies to
participate in a joint lending and
borrowing facility.
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. Applicants request an order that
would permit the applicants to
participate in an interfund lending
facility where each Fund could lend
money directly to and borrow money
directly from other Funds to cover
unanticipated cash shortfalls, such as
unanticipated redemptions or trade
Applicants: Virtus Alternative
fails.1 The Funds will not borrow under
Solutions Trust, Virtus Equity Trust,
the facility for leverage purposes and
Virtus Opportunities Trust, Virtus
the loans’ duration will be no more than
Retirement Trust, and Virtus Variable
7 days.2
Insurance Trust (the ‘‘Trusts’’),
2. Applicants anticipate that the
registered under the Act as open-end
proposed facility would provide a
management investment companies
borrowing Fund with a source of
with one or more series, and Virtus
liquidity at a rate lower than the bank
Alternative Investment Advisers, Inc.
borrowing rate at times when the cash
(‘‘VAIA’’), Virtus Investment Advisers,
position of the Fund is insufficient to
Inc. (‘‘VIA’’), and Virtus Retirement
meet temporary cash requirements. In
Investment Advisers, LLC (‘‘VRIA’’),
addition, Funds making short-term cash
registered as investment advisers under
loans directly to other Funds would
the Investment Advisers Act of 1940.
earn interest at a rate higher than they
Filing Dates: The application was
filed on January 15, 2016, and amended otherwise could obtain from investing
their cash in repurchase agreements or
on June 23, 2016 and October 3, 2016.
Hearing or Notification of Hearing: An certain other short term money market
instruments. Thus, applicants assert that
order granting the requested relief will
be issued unless the Commission orders the facility would benefit both
borrowing and lending Funds.
a hearing. Interested persons may
3. Applicants agree that any order
request a hearing by writing to the
granting the requested relief will be
Commission’s Secretary and serving
subject to the terms and conditions
applicants with a copy of the request,
stated in the application. Among others,
personally or by mail.
the Advisers, through a designated
Hearing requests should be received
committee, would administer the
by the Commission by 5:30 p.m. on
facility as a disinterested fiduciary as
January 17, 2017 and should be
part of its duties under the investment
accompanied by proof of service on the
management and administrative
applicants, in the form of an affidavit,
agreements with the Funds and would
or, for lawyers, a certificate of service.
receive no additional fee as
Pursuant to Rule 0–5 under the Act,
hearing requests should state the nature compensation for its services in
of the writer’s interest, any facts bearing connection with the administration of
upon the desirability of a hearing on the the facility. The facility would be
matter, the reason for the request, and
1 Applicants request that the order apply to the
the issues contested. Persons who wish
Trusts and any existing or future series thereof
to be notified of a hearing may request
(each a ‘‘Fund’’ and collectively, the ‘‘Funds’’) and
notification by writing to the
to any other registered open-end management
investment company or its series for which VIA,
Commission’s Secretary.
VAIA, or VRIA and each successor thereto or a
ADDRESSES: Secretary, U.S. Securities
person controlling, controlled by, or under common
and Exchange Commission, 100 F Street control (within the meaning of section 2(a)(9) of the
Act) with VIA, VAIA, or VRIA serves as investment
NE., Washington, DC, 20549–1090;
adviser (each an ‘‘Adviser’’ and collectively, the
Applicants: 100 Pearl Street, Hartford,
‘‘Advisers’’). Any Adviser will be registered as an
CT 06103.
investment adviser under the Advisers Act. All
FOR FURTHER INFORMATION CONTACT: Hae- Funds that currently intend to rely on the requested
order have been named as applicants and any other
Sung Lee, Attorney-Adviser, at (202)
Fund that relies on the requested order in the future
551–7345 or Mary Kay Frech, Branch
will comply with the terms and conditions of the
Chief, at (202) 551–6821 (Division of
application. A ‘‘successor’’ is defined as any entity
resulting from a reorganization of either VIA, VAIA,
Investment Management, Chief
or VRIA into another jurisdiction or a change in the
Counsel’s Office).
type of business organization.
SUPPLEMENTARY INFORMATION: The
2 Any Fund, however, will be able to call a loan
on one business day’s notice.
following is a summary of the
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Federal Register / Vol. 81, No. 249 / Wednesday, December 28, 2016 / Notices
sradovich on DSK3GMQ082PROD with NOTICES
subject to oversight and certain
approvals by the Funds’ Board,
including, among others, approval of the
interest rate formula and of the method
for allocating loans across Funds, as
well as review of the process in place to
evaluate the liquidity implications for
the Funds. A Fund’s aggregate
outstanding interfund loans will not
exceed 15% of its net assets, and the
Fund’s loans to any one Fund will not
exceed 5% of the lending Fund’s net
assets.3
4. Applicants assert that the facility
does not raise the concerns underlying
section 12(d)(1) of the Act given that the
Funds are part of the same group of
investment companies and there will be
no duplicative costs or fees to the
Funds.4 Applicants also assert that the
proposed transactions do not raise the
concerns underlying sections 17(a)(1),
17(a)(3), 17(d) and 21(b) of the Act as
the Funds would not engage in lending
transactions that unfairly benefit
insiders or are detrimental to the Funds.
Applicants state that the facility will
offer both reduced borrowing costs and
enhanced returns on loaned funds to all
participating Funds and each Fund
would have an equal opportunity to
borrow and lend on equal terms based
on an interest rate formula that is
objective and verifiable. With respect to
the relief from section 17(a)(2) of the
Act, applicants note that any collateral
pledged to secure an interfund loan
would be subject to the same conditions
imposed by any other lender to a Fund
that imposes conditions on the quality
of or access to collateral for a borrowing
(if the lender is another Fund) or the
same or better conditions (in any other
circumstance).5
5. Applicants also believe that the
limited relief from section 18(f)(1) of the
Act that is necessary to implement the
facility (because the lending Funds are
not banks) is appropriate in light of the
conditions and safeguards described in
the application and because the Funds
would remain subject to the
requirement of section 18(f)(1) that all
borrowings of a Fund, including
combined interfund loans and bank
borrowings, have at least 300% asset
coverage.
6. 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. 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.
Rule 17d–1(b) under the Act provides
that in passing upon an application filed
under the rule, the Commission will
consider whether the participation of
the registered investment company in a
joint enterprise, joint arrangement or
profit sharing plan on the basis
proposed is consistent with the
provisions, policies and purposes of the
Act and the extent to which such
participation is on a basis different from
or less advantageous than that of the
other participants.
3 Under certain circumstances, a borrowing Fund
will be required to pledge collateral to secure the
loan.
4 Applicants state that the obligation to repay an
interfund loan could be deemed to constitute a
security for the purposes of sections 17(a)(1) and
12(d)(1) of the Act.
5 Applicants state that any pledge of securities to
secure an interfund loan could constitute a
purchase of securities for purposes of section
17(a)(2) of the Act.
December 21, 2016.
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For the Commission, by the Division of
Investment Management, under delegated
authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016–31288 Filed 12–27–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–79651; File No. SR–
NYSEMKT–2016–121]
Self-Regulatory Organizations; NYSE
MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Change Modifying the NYSE Amex
Options Fee Schedule
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 December
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
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95691
15, 2016, NYSE MKT LLC (‘‘Exchange’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’) the
proposed rule change as described in
Items I, II, and III below, which Items
have been prepared by the selfregulatory 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 modify the
NYSE Amex Options Fee Schedule
(‘‘Fee Schedule’’). The Exchange
proposes to implement the fee change
effective December 15, 2016. The
proposed change is available on the
Exchange’s Web site at www.nyse.com,
at the principal office of the Exchange,
and at the Commission’s Public
Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization 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 those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The purpose of this filing is to amend
Section III.C. of the Fee Schedule to
exempt Binary Return Derivatives
contracts (‘‘ByRDs’’) from the monthly
Rights Fees assessed on Specialists, eSpecialists, Directed Order Market
Markers (each a ‘‘DOMM’’). The
Exchange proposes to implement these
changes effective December 15, 2016.
The Exchange added rules related to
ByRDs in 2007 and re-launched trading
in ByRDs in March 2016.4 To encourage
4 The Exchange adopted ByRDs in 2007 and plans
to re-launch trading in ByRDs in March. See
Securities Exchange Act Release No. 56251 (August
14, 2007), 72 FR 46523 (August 20, 2007) (SR–
Amex–2004–27) (Order approving listing of Fixed
Return Options (‘‘FROs’’)); see also Securities
Exchange Act Release Nos. 71957 (April 16, 2014),
79 FR 22563 (April 22, 2014) (SR–NYSEMKT–
2014–06) (Order approving name change from FROs
Continued
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]]>Agencies
[Federal Register Volume 81, Number 249 (Wednesday, December 28, 2016)]
[Notices]
[Pages 95690-95691]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-31288]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32398; File No. 812-14603]
Virtus Alternative Solutions Trust, et al.; Notice of Application
December 21, 2016.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application for an order pursuant to: (a) section
6(c) of the Investment Company Act of 1940 (``Act'') granting an
exemption from sections 18(f) and 21(b) of the Act; (b) section
12(d)(1)(J) of the Act granting an exemption from section 12(d)(1) of
the Act; (c) sections 6(c) and 17(b) of the Act granting an exemption
from sections 17(a)(1), 17(a)(2) and 17(a)(3) of the Act; and (d)
section 17(d) of the Act and rule 17d-1 under the Act to permit certain
joint arrangements and transactions. Applicants request an order that
would permit certain registered open-end management investment
companies to participate in a joint lending and borrowing facility.
-----------------------------------------------------------------------
Applicants: Virtus Alternative Solutions Trust, Virtus Equity
Trust, Virtus Opportunities Trust, Virtus Retirement Trust, and Virtus
Variable Insurance Trust (the ``Trusts''), registered under the Act as
open-end management investment companies with one or more series, and
Virtus Alternative Investment Advisers, Inc. (``VAIA''), Virtus
Investment Advisers, Inc. (``VIA''), and Virtus Retirement Investment
Advisers, LLC (``VRIA''), registered as investment advisers under the
Investment Advisers Act of 1940.
Filing Dates: The application was filed on January 15, 2016, and
amended on June 23, 2016 and October 3, 2016.
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 January 17, 2017 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: 100 Pearl Street,
Hartford, CT 06103.
FOR FURTHER INFORMATION CONTACT: Hae-Sung Lee, Attorney-Adviser, at
(202) 551-7345 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 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. Applicants request an order that would permit the applicants to
participate in an interfund lending facility where each Fund could lend
money directly to and borrow money directly from other Funds to cover
unanticipated cash shortfalls, such as unanticipated redemptions or
trade fails.\1\ The Funds will not borrow under the facility for
leverage purposes and the loans' duration will be no more than 7
days.\2\
---------------------------------------------------------------------------
\1\ Applicants request that the order apply to the Trusts and
any existing or future series thereof (each a ``Fund'' and
collectively, the ``Funds'') and to any other registered open-end
management investment company or its series for which VIA, VAIA, or
VRIA and each successor thereto or a person controlling, controlled
by, or under common control (within the meaning of section 2(a)(9)
of the Act) with VIA, VAIA, or VRIA serves as investment adviser
(each an ``Adviser'' and collectively, the ``Advisers''). Any
Adviser will be registered as an investment adviser under the
Advisers Act. All Funds that currently intend to rely on the
requested order have been named as applicants and any other Fund
that relies on the requested order in the future will comply with
the terms and conditions of the application. A ``successor'' is
defined as any entity resulting from a reorganization of either VIA,
VAIA, or VRIA into another jurisdiction or a change in the type of
business organization.
\2\ Any Fund, however, will be able to call a loan on one
business day's notice.
---------------------------------------------------------------------------
2. Applicants anticipate that the proposed facility would provide a
borrowing Fund with a source of liquidity at a rate lower than the bank
borrowing rate at times when the cash position of the Fund is
insufficient to meet temporary cash requirements. In addition, Funds
making short-term cash loans directly to other Funds would earn
interest at a rate higher than they otherwise could obtain from
investing their cash in repurchase agreements or certain other short
term money market instruments. Thus, applicants assert that the
facility would benefit both borrowing and lending Funds.
3. Applicants agree that any order granting the requested relief
will be subject to the terms and conditions stated in the application.
Among others, the Advisers, through a designated committee, would
administer the facility as a disinterested fiduciary as part of its
duties under the investment management and administrative agreements
with the Funds and would receive no additional fee as compensation for
its services in connection with the administration of the facility. The
facility would be
[[Page 95691]]
subject to oversight and certain approvals by the Funds' Board,
including, among others, approval of the interest rate formula and of
the method for allocating loans across Funds, as well as review of the
process in place to evaluate the liquidity implications for the Funds.
A Fund's aggregate outstanding interfund loans will not exceed 15% of
its net assets, and the Fund's loans to any one Fund will not exceed 5%
of the lending Fund's net assets.\3\
---------------------------------------------------------------------------
\3\ Under certain circumstances, a borrowing Fund will be
required to pledge collateral to secure the loan.
---------------------------------------------------------------------------
4. Applicants assert that the facility does not raise the concerns
underlying section 12(d)(1) of the Act given that the Funds are part of
the same group of investment companies and there will be no duplicative
costs or fees to the Funds.\4\ Applicants also assert that the proposed
transactions do not raise the concerns underlying sections 17(a)(1),
17(a)(3), 17(d) and 21(b) of the Act as the Funds would not engage in
lending transactions that unfairly benefit insiders or are detrimental
to the Funds. Applicants state that the facility will offer both
reduced borrowing costs and enhanced returns on loaned funds to all
participating Funds and each Fund would have an equal opportunity to
borrow and lend on equal terms based on an interest rate formula that
is objective and verifiable. With respect to the relief from section
17(a)(2) of the Act, applicants note that any collateral pledged to
secure an interfund loan would be subject to the same conditions
imposed by any other lender to a Fund that imposes conditions on the
quality of or access to collateral for a borrowing (if the lender is
another Fund) or the same or better conditions (in any other
circumstance).\5\
---------------------------------------------------------------------------
\4\ Applicants state that the obligation to repay an interfund
loan could be deemed to constitute a security for the purposes of
sections 17(a)(1) and 12(d)(1) of the Act.
\5\ Applicants state that any pledge of securities to secure an
interfund loan could constitute a purchase of securities for
purposes of section 17(a)(2) of the Act.
---------------------------------------------------------------------------
5. Applicants also believe that the limited relief from section
18(f)(1) of the Act that is necessary to implement the facility
(because the lending Funds are not banks) is appropriate in light of
the conditions and safeguards described in the application and because
the Funds would remain subject to the requirement of section 18(f)(1)
that all borrowings of a Fund, including combined interfund loans and
bank borrowings, have at least 300% asset coverage.
6. 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. 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. Rule
17d-1(b) under the Act provides that in passing upon an application
filed under the rule, the Commission will consider whether the
participation of the registered investment company in a joint
enterprise, joint arrangement or profit sharing plan on the basis
proposed is consistent with the provisions, policies and purposes of
the Act and the extent to which such participation is on a basis
different from or less advantageous than that of the other
participants.
For the Commission, by the Division of Investment Management,
under delegated authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-31288 Filed 12-27-16; 8:45 am]
BILLING CODE 8011-01-P
