Brinker Capital Destinations Trust, et al.; Notice of Application, 11251-11252 [2017-03297]
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Federal Register / Vol. 82, No. 33 / Tuesday, February 21, 2017 / Notices
interest. In particular, the proposal is
designed to increase the consistency
and transparency in the handling of
erroneous options transactions among
those options exchanges that allow
complex order or stock-option order
transactions.
In its order approving the initial
harmonized rule of BATS Exchange,
Inc., the Commission noted that the
options exchanges intended to work
together to further develop additional
objectivity with respect to their
processes for the adjustment and
nullification of erroneous options
transactions.21 The Commission
believes that the proposed rule change
to specifically delineate the treatment of
erroneous complex order or stockoption order transactions constitutes an
additional step towards this goal. Based
on the foregoing, the Commission
believes that the proposed rule change
is consistent with Section 6(b)(5) of the
Act 22 in that proposed Rule 6.25 will
foster cooperation and coordination
with persons engaged in regulating and
facilitating transactions.
The Commission notes that the
proposed rule change will become
operative on April 17, 2017. This
delayed implementation is to ensure
that other options exchanges that permit
transactions in complex orders or stockoption orders will have sufficient time
to put in place similar rules consistent
with this proposed rule change and to
coordinate the date of implementation
of such harmonized rules.23
IV. Conclusion
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,24 that the
proposed rule change, as modified by
Amendment No. 1 (SR–CBOE–2016–
088) be, and hereby is, approved.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.25
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–03295 Filed 2–17–17; 8:45 am]
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BILLING CODE 8011–01–P
21 See
BATS Order, supra note 5, at 16039.
U.S.C. 78f(b)(5).
23 See Amendment No. 1.
24 15 U.S.C. 78s(b)(2).
25 17 CFR 200.30–3(a)(12).
22 15
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SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
32478; File No. 812–14724]
Brinker Capital Destinations Trust, et
al.; Notice of Application
February 14, 2017.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice of an application for an
order under section 12(d)(1)(J) of the
Investment Company Act of 1940 (the
‘‘Act’’) for an exemption from sections
12(d)(1)(A), (B), and (C) of the Act and
under sections 6(c) and 17(b) of the Act
for an exemption from sections 17(a)(1)
and (2) of the Act. The requested order
would permit certain registered openend investment companies to acquire
shares of certain registered open-end
investment companies, registered
closed-end investment companies,
business development companies, as
defined in section 2(a)(48) of the Act,
and unit investment trusts (collectively,
‘‘Underlying Funds’’) that are within
and outside the same group of
investment companies as the acquiring
investment companies, in excess of the
limits in section 12(d)(1) of the Act.
AGENCY:
Brinker Capital
Destinations Trust, a Delaware statutory
trust that is registered under the Act as
an open-end management investment
company with multiple series, and
Brinker Capital, Inc., a Delaware
Corporation registered as an investment
adviser under the Investment Advisers
Act of 1940.
DATES: Filing Dates: The application was
filed on December 8, 2016 and amended
on February 1, 2017.
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 14, 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.
APPLICANTS:
PO 00000
Frm 00081
Fmt 4703
Sfmt 4703
11251
Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
Applicants: Jason B. Moore, Brinker
Capital Destinations Trust, 1055
Westlakes Drive, Berwyn, PA 19312;
and John J. O’Brien, Esq., Morgan, Lewis
& Bockius LLP, 1701 Market Street,
Philadelphia, PA 19103.
FOR FURTHER INFORMATION CONTACT:
Jennifer O. Palmer, Senior Counsel, at
(202) 551–5786, or Nadya Roytblat,
Assistant Chief Counsel, 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.
ADDRESSES:
Summary of the Application
1. Applicants request an order to
permit (a) a Fund 1 (each a ‘‘Fund of
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 Securities
Exchange Act of 1934 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
1 Applicants request that the order apply to each
existing and future series of Brinker Capital
Destinations Trust and to each existing and future
registered open-end investment company or series
thereof that is advised by Brinker Capital, Inc. or
its successor or by any other investment adviser
controlling, controlled by or under common control
with Brinker Capital, Inc. or its successor and is
part of the same ‘‘group of investment companies’’
as Brinker Capital Destinations Trust (each, a
‘‘Fund’’). 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. 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 business
development companies, 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 Funds of
Funds to invest in reliance on the order in business
development companies and registered closed-end
investment companies that are not listed and traded
on a national securities exchange.
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11252
Federal Register / Vol. 82, No. 33 / Tuesday, February 21, 2017 / Notices
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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. 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.
3. 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
4 A Fund of Funds generally would purchase and
sell shares of an Underlying Fund that operates as
an ETF through secondary market transactions
rather than through principal transactions with the
Underlying Fund. Applicants nevertheless request
relief from section 17(a) to permit a Fund of Funds
to purchase or redeem shares from the ETF. A Fund
of Funds will purchase and sell shares of an
Underlying Fund that is a closed-end fund through
secondary market transactions at market prices
rather than through principal transactions with the
closed-end fund. Accordingly, applicants are not
requesting section 17(a) relief with respect to
transactions in shares of closed-end funds
(including business development companies).
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consistent with the protection of
investors and the purposes fairly
intended by the policy and provisions of
the Act.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–03297 Filed 2–17–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–80041; File No. SR–CHX–
2017–04]
Self-Regulatory Organizations;
Chicago Stock Exchange, Inc.; Notice
of Filing of Proposed Rule Change To
Adopt the CHX Liquidity Enhancing
Access Delay
February 14, 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 February
10, 2017, the Chicago Stock Exchange,
Inc. (‘‘CHX’’ or ‘‘Exchange’’) filed with
the Securities and Exchange
Commission (the ‘‘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
CHX proposes to amend the Rules of
the Exchange (‘‘CHX Rules’’) to adopt
the CHX Liquidity Enhancing Access
Delay. The text of this proposed rule
change is available on the Exchange’s
Web site at https://www.chx.com/
regulatory-operations/rule-filings/, 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
1 15
2 17
PO 00000
U.S.C. 78s(b)(1).
CFR 240.19b–4.
Frm 00082
Fmt 4703
Sfmt 4703
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
(1) Overview
The Exchange proposes to amend the
CHX Rules to adopt the CHX Liquidity
Enhancing Access Delay (‘‘LEAD’’). In
sum, LEAD will require all new
incoming orders, cancel and cancel/
replace messages to be subject to a 350microsecond intentional access delay;
provided, however, that (1) new
incoming orders 3 submitted by LEAD
Market Makers (‘‘LEAD MM’’), a new
class of CHX Market Maker 4 with
heightened quoting and trading
obligations, that would be immediately
ranked on the CHX book without
executing against any resting orders on
the CHX book and (2) certain cancel
messages related to resting orders that
were submitted by LEAD MMs will not
be delayed. LEAD will be applied to all
securities traded on the Exchange
throughout the trading day.5 LEAD is
designed to enhance displayed liquidity
and price discovery by minimizing the
effectiveness of latency arbitrage
strategies that diminish displayed
liquidity and impair price discovery, as
described in detail below.
(2) Latency Arbitrage
As used herein, ‘‘latency arbitrage’’
means the practice of exploiting
3 ‘‘New incoming orders’’ are orders received by
the Matching System for the first time. As discussed
below, LEAD will not apply to other situations
where existing orders or portions thereof are treated
as incoming orders, such as (1) resting orders that
are price slid into a new price point pursuant to the
CHX Only Price Sliding or Limit Up-Limit Down
Price Sliding Processes and (2) unexecuted
remainders of routed orders released into the
Matching System. See CHX Article 1, Rule
2(b)(1)(C); see also CHX Article 20, Rule 2A(b); see
also CHX Article 20, Rule 8(b)(7). Incidentally, the
Exchange is proposing to amend CHX Article 20,
Rule 8(a)(7) to delete the word ‘‘new’’ from the last
sentence, so that the rule provides, in pertinent
part, that if no balance exists at the time a part of
an unexecuted remainder of a routed order is
returned to the Matching System, it shall be treated
an incoming order.
4 See CHX Article 1, Rule 1(tt) defining ‘‘Market
Maker’’; see also generally CHX Article 16 (Market
Makers).
5 Each trading day is divided into four trading
sessions: Early session, regular trading session, late
trading session and late crossing session. See CHX
Article 20, Rule 1(b). The Exchange only accepts
cross orders during the late crossing session and
thus does not accept or rank any single-sided orders
during the late crossing session. See CHX Article 1,
Rule 2(a)(2) defining ‘‘cross order.’’
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]]>Agencies
[Federal Register Volume 82, Number 33 (Tuesday, February 21, 2017)]
[Notices]
[Pages 11251-11252]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-03297]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32478; File No. 812-14724]
Brinker Capital Destinations Trust, et al.; Notice of Application
February 14, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice of an application for an order under section 12(d)(1)(J)
of the Investment Company Act of 1940 (the ``Act'') for an exemption
from sections 12(d)(1)(A), (B), and (C) of the Act and under sections
6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and
(2) of the Act. The requested order would permit certain registered
open-end investment companies to acquire shares of certain registered
open-end investment companies, registered closed-end investment
companies, business development companies, as defined in section
2(a)(48) of the Act, and unit investment trusts (collectively,
``Underlying Funds'') that are within and outside the same group of
investment companies as the acquiring investment companies, in excess
of the limits in section 12(d)(1) of the Act.
-----------------------------------------------------------------------
Applicants: Brinker Capital Destinations Trust, a Delaware statutory
trust that is registered under the Act as an open-end management
investment company with multiple series, and Brinker Capital, Inc., a
Delaware Corporation registered as an investment adviser under the
Investment Advisers Act of 1940.
DATES: Filing Dates: The application was filed on December 8, 2016 and
amended on February 1, 2017.
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 14, 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: Jason B. Moore,
Brinker Capital Destinations Trust, 1055 Westlakes Drive, Berwyn, PA
19312; and John J. O'Brien, Esq., Morgan, Lewis & Bockius LLP, 1701
Market Street, Philadelphia, PA 19103.
FOR FURTHER INFORMATION CONTACT: Jennifer O. Palmer, Senior Counsel, at
(202) 551-5786, or Nadya Roytblat, Assistant Chief Counsel, 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.
Summary of the Application
1. Applicants request an order to permit (a) a Fund \1\ (each a
``Fund of 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 Securities Exchange Act of 1934 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
[[Page 11252]]
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.
---------------------------------------------------------------------------
\1\ Applicants request that the order apply to each existing and
future series of Brinker Capital Destinations Trust and to each
existing and future registered open-end investment company or series
thereof that is advised by Brinker Capital, Inc. or its successor or
by any other investment adviser controlling, controlled by or under
common control with Brinker Capital, Inc. or its successor and is
part of the same ``group of investment companies'' as Brinker
Capital Destinations Trust (each, a ``Fund''). 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. For purposes of the request for
relief, the term ``group of investment companies'' means any two or
more registered investment companies, including closed-end
investment companies and business development companies, 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 Funds of Funds to
invest in reliance on the order in business development companies
and registered closed-end investment companies that are not listed
and traded on a national securities exchange.
\4\ A Fund of Funds generally would purchase and sell shares of
an Underlying Fund that operates as an ETF through secondary market
transactions rather than through principal transactions with the
Underlying Fund. Applicants nevertheless request relief from section
17(a) to permit a Fund of Funds to purchase or redeem shares from
the ETF. A Fund of Funds will purchase and sell shares of an
Underlying Fund that is a closed-end fund through secondary market
transactions at market prices rather than through principal
transactions with the closed-end fund. Accordingly, applicants are
not requesting section 17(a) relief with respect to transactions in
shares of closed-end funds (including business development
companies).
---------------------------------------------------------------------------
2. 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.
3. 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.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-03297 Filed 2-17-17; 8:45 am]
BILLING CODE 8011-01-P
