Guardian Variable Products Trust and Park Avenue Institutional Advisers LLC; Notice of Application, 4441-4442 [2017-00628]
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Federal Register / Vol. 82, No. 9 / Friday, January 13, 2017 / Notices
available publicly. All submissions
should refer to File Number SR–
BatsBZX–2016–90 and should be
submitted on or before February 3, 2017.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.19
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–00611 Filed 1–12–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
32420; 812–14627]
Guardian Variable Products Trust and
Park Avenue Institutional Advisers
LLC; Notice of Application
January 9, 2017.
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:
Guardian Variable
Products Trust (the ‘‘Trust’’), a Delaware
statutory trust registered under the Act
as an open-end management investment
company with multiple series (each, a
‘‘Subadvised Series’’), and Park Avenue
Institutional Advisers LLC, a Delaware
limited liability company registered as
an investment adviser under the
Investment Advisers Act of 1940 (the
‘‘Adviser,’’ and, together with the Trust,
the ‘‘Applicants’’).
FILING DATES: The application was filed
March 16, 2016, and amended on
September 8, 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
asabaliauskas on DSK3SPTVN1PROD with NOTICES
APPLICANTS:
19 17
CFR 200.30–3(a)(12).
VerDate Sep<11>2014
19:06 Jan 12, 2017
Jkt 241001
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 February 3, 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: Richard T. Potter, The
Guardian Life Insurance Company of
America, Law Department, H–23–G,
Suite 300, 7 Hanover Square, New York,
New York 10004.
FOR FURTHER INFORMATION CONTACT: Kyle
R. Ahlgren, Senior Counsel, at (202)
551–6857, or Holly L. Hunter-Ceci,
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 the Subadvised
Series pursuant to an investment
management agreement with the Trust
(the ‘‘Investment Management
Agreement’’).1 The Adviser will provide
the Subadvised Series with continuous
investment management subject to the
supervision of the Trust’s board of
trustees (the ‘‘Board’’). The Investment
Management Agreement permits the
Adviser, subject to the approval of the
Board, to delegate to one or more subadvisers (each, a ‘‘Sub-Adviser’’ and
collectively, the ‘‘Sub-Advisers’’) the
responsibility to provide the day-to-day
portfolio investment management of
each Subadvised Series, subject to the
supervision and direction of the
1 Applicants request relief with respect to the
Applicants, any existing or future series of the Trust
(the ‘‘Series’’), and any Subadvised Series. 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.
PO 00000
Frm 00163
Fmt 4703
Sfmt 4703
4441
Adviser. The primary responsibility for
managing the Subadvised Series will
remain vested in the Adviser. The
Adviser will evaluate, allocate assets to
and oversee the Sub-Advisers, and make
recommendations about their hiring,
termination and replacement to the
Board, at all times subject to the
authority of the Board.
2. Applicants request an exemption to
permit the Adviser, subject to Board
approval, to select certain SubAdvisers 2 pursuant to sub-advisory
agreements (each, a ‘‘Sub-Advisory
Agreement’’ and collectively, the SubAdvisory Agreements’’) and materially
amend Sub-Advisory Agreements
without obtaining the shareholder
approval required under section 15(a) of
the Act and rule 18f–2 under the Act.
Applicants also seek an exemption from
the Disclosure Requirements to permit a
Subadvised Series to disclose (as both a
dollar amount and a percentage of the
Subadvised Series’ 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
(collectively, ‘‘Aggregate Fee
Disclosure’’).
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
Subadvised Series’ shareholders and
notification about sub-advisory changes
and enhanced Board oversight to protect
the interests of Subadvised Series’
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
2 The requested relief will extend to certain
advisers that meet the definition of ‘‘wholly-owned
subsidiary’’ in section 2(a)(43) of the Act (‘‘WhollyOwned Sub-Advisers’’) and certain other advisers
that are not ‘‘affiliated persons’’ (as such term is
defined in section 2(a)(3) of the Act) of the Series
or the Adviser, except to the extent that an
affiliation arises solely because the sub-adviser
serves as sub-adviser to one or more Series (each,
a ‘‘Non-Affiliated Sub-Adviser’’ and collectively,
the ‘‘Non-Affiliated Sub-Advisers’’). The requested
relief will not extend to any sub-adviser, other than
a Wholly-Owned Sub-Adviser, who is an ‘‘affiliated
person’’ (as such term is defined in section 2(a)(3)
of the 1940 Act) of the Subadvised Series or of the
Adviser, other than by reason of serving as a subadviser to one or more of the Subadvised Series
(each, an ‘‘Affiliated Sub-Adviser’’ and collectively,
the ‘‘Affiliated Sub-Advisers’’).
E:\FR\FM\13JAN1.SGM
13JAN1
4442
Federal Register / Vol. 82, No. 9 / Friday, January 13, 2017 / Notices
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 Agreement will
remain subject to shareholder approval,
while the role of the Sub-Advisers will
be substantially equivalent to the role of
individual portfolio managers, so that
requiring shareholder approval of SubAdvisory Agreements would impose
unnecessary delays and expenses on the
Subadvised Series. 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 Series.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–00628 Filed 1–12–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–79761; File No. SR–
BatsEDGX–2016–75]
Self-Regulatory Organizations; Bats
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Modify Fees
for Connectivity and Its
Communication and Routing Service
Known as Bats Connect
asabaliauskas on DSK3SPTVN1PROD with NOTICES
January 9, 2017.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on December
27, 2016, Bats EDGX Exchange, Inc.
(‘‘Exchange’’ or ‘‘EDGX’’) 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 Exchange. The
Exchange has designated the proposed
rule change as one establishing or
changing a member due, fee, or other
charge imposed by the Exchange under
Section 19(b)(3)(A)(ii) of the Act 3 and
Rule 19b–4(f)(2) thereunder,4 which
renders the proposed rule change
effective upon filing with the
Commission. The Commission is
publishing this notice to solicit
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(ii).
4 17 CFR 240.19b–4(f)(2).
19:06 Jan 12, 2017
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange filed a proposal to
amend the fee schedule applicable to
Members5 and non-members of the
Exchange pursuant to EDGX Rules
15.1(a) and (c) to modify its fees for its
equity options platform (‘‘EDGX
Options’’) for physical ports and for the
use of a communication and routing
service known as Bats Connect.
The text of the proposed rule change
is available at the Exchange’s Web site
at www.bats.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
Exchange 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 these
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
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend the
fee schedule for EDGX Options to
modify its fees for physical ports and for
the use of a communication and routing
service known as Bats Connect. Each of
these proposed changes are described
below.
Physical Ports
A physical port is utilized by a
Member or non-Member to connect to
the Exchange at the data centers where
the Exchange’s servers are located. The
Exchange currently maintains a
presence in two third-party data centers:
(i) The primary data center where the
Exchange’s business is primarily
conducted on a daily basis, and (ii) a
secondary data center, which is
predominantly maintained for business
continuity purposes. The Exchange
5 The term ‘‘Member’’ is defined as ‘‘any
registered broker or dealer that has been admitted
to membership in the Exchange.’’ See Exchange
Rule 1.5(n).
2 17
VerDate Sep<11>2014
comments on the proposed rule change
from interested persons.
Jkt 241001
PO 00000
Frm 00164
Fmt 4703
Sfmt 4703
currently assesses the following
physical connectivity fees for Members
and non-Members on a monthly basis:
$2,000 per physical port that connects
to the System 6 via 1 gigabyte circuit;
and $4,000 per physical port that
connects to the System via 10 gigabyte
circuit. The Exchange proposes to
increase the fee per physical port that
connects to the System via a 10 gigabyte
circuit from $4,000 per month to $6,000
per month in order cover its increased
infrastructure costs associated with
establishing physical ports to connect to
the Exchange’s Systems and enable it to
continue to maintain and improve its
market technology and services. The
Exchange does not propose to amend
the fee for a 1 gigabyte circuit, which
will remain $2,000 per month.
Bats Connect
The Exchange proposes to increase
select fees related to the use of Bats
Connect. Bats Connect is offered by the
Exchange on a voluntary basis in a
capacity similar to a vendor.7 In sum,
Bats Connect is a communication
service that provides subscribers an
additional means to receive market data
from and route orders to any destination
connected to the Exchange’s network.
Bats Connect does not provide any
advantage to subscribers for connecting
to the Exchange’s affiliates 8 as
compared to other methods of
connectivity. The servers of the
subscriber need not be located in the
same facilities as the Exchange in order
to subscribe to Bats Connect.
Subscribers may also seek to utilize Bats
Connect in the event of a market
disruption where other alternative
connection methods become
unavailable.
The Exchange charges a monthly
connectivity fee to subscribers utilizing
Bats Connect to route orders to other
exchanges and broker-dealers that are
connected to the Exchange’s network
via unicast access. The amount of the
connectivity fee varies based solely on
the bandwidth selected by the
subscriber. Specifically, as set forth
under the Unicast Access—Order Entry
section of the fee schedule, the
Exchange charges $350 for 1 Mb, $700
for 5 Mb, $950 for 10 Mb, $1,500 for 25
Mb, $2,500 for 50 Mb, and $3,500 for
100 Mb. The Exchange proposes to
6 The term ‘‘System’’ is defined as ‘‘the automated
trading system used by EDGX Options for the
trading of options contracts.’’ See Exchange Rule
11.16(a)(59) [sic].
7 See Exchange Rule 13.9.
8 The Exchange’s affiliated exchanges are Bats
EDGA Exchange, Inc. (‘‘EDGA’’), Bats BYX
Exchange, Inc. (‘‘BYX’’), and Bats BZX Exchange,
Inc. (‘‘BZX’’).
E:\FR\FM\13JAN1.SGM
13JAN1
]]>Agencies
[Federal Register Volume 82, Number 9 (Friday, January 13, 2017)]
[Notices]
[Pages 4441-4442]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-00628]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32420; 812-14627]
Guardian Variable Products Trust and Park Avenue Institutional
Advisers LLC; Notice of Application
January 9, 2017.
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: Guardian Variable Products Trust (the ``Trust''), a
Delaware statutory trust registered under the Act as an open-end
management investment company with multiple series (each, a
``Subadvised Series''), and Park Avenue Institutional Advisers LLC, a
Delaware limited liability company registered as an investment adviser
under the Investment Advisers Act of 1940 (the ``Adviser,'' and,
together with the Trust, the ``Applicants'').
Filing Dates: The application was filed March 16, 2016, and amended on
September 8, 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 February 3, 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: Richard T. Potter,
The Guardian Life Insurance Company of America, Law Department, H-23-G,
Suite 300, 7 Hanover Square, New York, New York 10004.
For Further Information Contact: Kyle R. Ahlgren, Senior Counsel, at
(202) 551-6857, or Holly L. Hunter-Ceci, 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 the
Subadvised Series pursuant to an investment management agreement with
the Trust (the ``Investment Management Agreement'').\1\ The Adviser
will provide the Subadvised Series with continuous investment
management subject to the supervision of the Trust's board of trustees
(the ``Board''). The Investment Management Agreement permits the
Adviser, subject to the approval of the Board, to delegate to one or
more sub-advisers (each, a ``Sub-Adviser'' and collectively, the ``Sub-
Advisers'') the responsibility to provide the day-to-day portfolio
investment management of each Subadvised Series, subject to the
supervision and direction of the Adviser. The primary responsibility
for managing the Subadvised Series will remain vested in the Adviser.
The Adviser will evaluate, allocate assets to and oversee the Sub-
Advisers, and make recommendations about their hiring, termination and
replacement to the Board, at all times subject to the authority of the
Board.
---------------------------------------------------------------------------
\1\ Applicants request relief with respect to the Applicants,
any existing or future series of the Trust (the ``Series''), and any
Subadvised Series. 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. Applicants request an exemption to permit the Adviser, subject
to Board approval, to select certain Sub-Advisers \2\ pursuant to sub-
advisory agreements (each, a ``Sub-Advisory Agreement'' and
collectively, the Sub-Advisory Agreements'') and materially amend Sub-
Advisory Agreements without obtaining the shareholder approval required
under section 15(a) of the Act and rule 18f-2 under the Act. Applicants
also seek an exemption from the Disclosure Requirements to permit a
Subadvised Series to disclose (as both a dollar amount and a percentage
of the Subadvised Series' 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 (collectively, ``Aggregate Fee Disclosure'').
---------------------------------------------------------------------------
\2\ The requested relief will extend to certain advisers that
meet the definition of ``wholly-owned subsidiary'' in section
2(a)(43) of the Act (``Wholly-Owned Sub-Advisers'') and certain
other advisers that are not ``affiliated persons'' (as such term is
defined in section 2(a)(3) of the Act) of the Series or the Adviser,
except to the extent that an affiliation arises solely because the
sub-adviser serves as sub-adviser to one or more Series (each, a
``Non-Affiliated Sub-Adviser'' and collectively, the ``Non-
Affiliated Sub-Advisers''). The requested relief will not extend to
any sub-adviser, other than a Wholly-Owned Sub-Adviser, who is an
``affiliated person'' (as such term is defined in section 2(a)(3) of
the 1940 Act) of the Subadvised Series or of the Adviser, other than
by reason of serving as a sub-adviser to one or more of the
Subadvised Series (each, an ``Affiliated Sub-Adviser'' and
collectively, the ``Affiliated Sub-Advisers'').
---------------------------------------------------------------------------
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 Subadvised Series' shareholders and
notification about sub-advisory changes and enhanced Board oversight to
protect the interests of Subadvised Series' 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
[[Page 4442]]
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
Agreement will remain subject to shareholder approval, while the role
of the Sub-Advisers will be substantially equivalent to the role of
individual portfolio managers, so that requiring shareholder approval
of Sub-Advisory Agreements would impose unnecessary delays and expenses
on the Subadvised Series. 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 Series.
For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-00628 Filed 1-12-17; 8:45 am]
BILLING CODE 8011-01-P
