Eagle Series Trust, et al., 44478-44479 [2017-20176]
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Federal Register / Vol. 82, No. 183 / Friday, September 22, 2017 / Notices
prompt and accurate clearance of and
settlement of securities transactions and
derivative agreements, contracts and
transactions cleared by ICC, the
safeguarding of securities and funds in
the custody or control of ICC, and the
protection of investors and the public
interest, within the meaning of Section
17A(b)(3)(F) of the Act.14
IV. Conclusion
On the basis of the foregoing, the
Commission finds that the proposal is
consistent with the requirements of the
Act and in particular with the
requirements of Section 17A of the
Act 15 and the rules and regulations
thereunder.
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,16 that the
proposed rule change (File No. SR–ICC–
2017–009) be, and hereby is,
approved.17
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.18
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–20204 Filed 9–21–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
32802A; 812–14777–01]
Eagle Series Trust, et al.
September 18, 2017.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Corrected notice to amend file
number (see Eagle Series Trust, et al.
IC–32802) (Aug. 31, 2017).
AGENCY:
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
14 15
U.S.C. 78q-1(b)(3)(F).
U.S.C. 78q-1.
16 15 U.S.C. 78s(b)(2).
17 In approving the proposed rule change, the
Commission considered the proposal’s impact on
efficiency, competition and capital formation. 15
U.S.C. 78c(f).
18 17 CFR 200.30–3(a)(12).
15 15
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18:11 Sep 21, 2017
Jkt 241001
subadvisers without shareholder
approval and grant relief from the
Disclosure Requirements as they relate
to fees paid to the subadvisers. The
requested order would supersede a prior
order.1
Applicants:
Eagle Capital Appreciation Fund,
Eagle Growth & Income Fund and Eagle
Series Trust (each, a ‘‘Trust’’ and
collectively, the ‘‘Trusts’’), each a
Massachusetts business trust registered
under the Act as an open-end
management investment company with
multiple series (each a ‘‘Fund’’), and
Carillon Tower Advisers, Inc. (the
‘‘Initial Adviser’’), a Florida corporation
registered as an investment adviser
under the Investment Advisers Act of
1940 (collectively with the Trusts, the
‘‘Applicants’’).
Filing Dates:
The application was filed May 17,
2017, and amended on August 22, 2017.
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 October 13, 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: Susan L. Walzer, Carillon
Tower Advisers, Inc., 880 Carillon
Parkway, St. Petersburg, FL 33716 and
Kathy Kresch Ingber, K&L Gates LLP,
1601 K Street NW., Washington, DC
20006–1600.
FOR FURTHER INFORMATION CONTACT:
Laura L. Solomon, Senior Counsel, at
(202) 551–6915, or David Marcinkus,
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
1 Eagle Capital Appreciation Fund, et al.,
Investment Company Act Rel. Nos. 31239 (Sep. 3,
2014) (notice) and 31269 (Sep. 29, 2014) (order).
PO 00000
Frm 00103
Fmt 4703
Sfmt 4703
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 serves as the
investment adviser to each Fund
pursuant to an investment advisory
agreement with the Fund (the
‘‘Investment Advisory Agreement’’).2
The Adviser provides the Funds with
continuous and comprehensive
investment management services subject
to the supervision of, and policies
established by, each Trust’s board of
Trustees (‘‘Board’’). The Investment
Advisory Agreement permits the
Adviser, subject to the approval of the
Board, to delegate to one or more
subadvisers (each, a ‘‘Subadviser’’ and
collectively, the ‘‘Subadvisers’’) the
responsibility to provide the day-to-day
portfolio investment management of
each Fund, subject to the supervision
and direction of the Adviser.3 The
primary responsibility for managing the
Subadvised Funds will remain vested in
the Adviser. The Adviser will hire,
evaluate, allocate assets to and oversee
the Subadvisers, 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 certain Subadvisers
pursuant to subadvisory agreements
2 Applicants request relief with respect to the
named Applicants, as well as to any future Fund
and any other existing or future registered open-end
management investment company or series thereof
that intends to rely on the requested order in the
future and that: (i) Is advised by the Adviser; (ii)
uses the multi- manager structure described in the
application; and (iii) complies with the terms and
conditions of the application (each, together with
any Fund that currently uses the multi-manager
structure described in the application, a
‘‘Subadvised Fund’’). The term ‘‘Adviser’’ means (i)
the Initial Adviser, (ii) its successors, and (iii) any
entity controlling, controlled by, or under common
control with, the Initial Adviser or its successors.
For purposes of the requested order, ‘‘successor’’ is
limited to an entity resulting from a reorganization
into another jurisdiction or a change in the type of
business organization.
3 A ‘‘Subadviser’’ for a Fund is (1) an indirect or
direct ‘‘wholly owned subsidiary’’ (as such term is
defined in the Act) of the Adviser, or (2) a sister
company of the Adviser 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 Subadviser’’
and collectively, the ‘‘Wholly-Owned
Subadvisers’’), or (3) not an ‘‘affiliated person’’ (as
such term is defined in Section 2(a)(3) of the Act)
of a Fund or the Adviser, except to the extent that
an affiliation arises solely because the Subadviser
serves as a subadviser to one or more Funds (each
a ‘‘Non-Affiliated Subadviser’’ and collectively, the
‘‘Non-Affiliated Subadvisers’’).
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Federal Register / Vol. 82, No. 183 / Friday, September 22, 2017 / Notices
(each, a ‘‘Subadvisory Agreement’’ and
collectively, the ‘‘Subadvisory
Agreements’’) and materially amend
Subadvisory Agreements without
obtaining the shareholder approval
required under section 15(a) of the Act
and rule 18f–2 under the Act.4
Applicants also seek an exemption from
the Disclosure Requirements to permit a
Subadvised 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 Subadvisers; (b) the
aggregate fees paid to Non-Affiliated
Subadvisers, and (c) the fee paid to each
Affiliated Subadviser.
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 Fund’s shareholders and
notification about subadvisory changes
and enhanced Board oversight to protect
the interests of the Subadvised Fund’s
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 Advisory 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
Subadvisory Agreements would impose
unnecessary delays and expenses on the
Subadvised 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 Subadvisers that are more
advantageous for the Subadvised Fund.
4 The requested relief will not extend to any
subadviser, other than a Wholly-Owned Subadviser,
who is an affiliated person, as defined in section
2(a)(3) of the Act, of the Subadvised Fund or of the
Adviser, other than by reason of serving as a
subadviser to one or more of the Subadvised Funds
(‘‘Affiliated Subadviser’’).
VerDate Sep<11>2014
18:11 Sep 21, 2017
Jkt 241001
For the Commission, by the Division of
Investment Management, under delegated
authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–20176 Filed 9–21–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE., Washington, DC
20549–2736
Extension:
Rule 203–3, Form ADV–H, SEC File No.
270–481, OMB Control No. 3235–0538
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for extension of the
previously approved collection of
information discussed below.
The title for the collection of
information is ‘‘Form ADV–H under the
Investment Advisers Act of 1940.’’ Rule
203–3 (17 CFR 275.203–3) under the
Investment Advisers Act of 1940 (15
U.S.C. 80b) requires that registered
advisers requesting either a temporary
or continuing hardship exemption
submit the request on Form ADV–H.
Rule 204–4 (17 CFR 275.204–4) under
the Investment Advisers Act of 1940
requires that exempt reporting advisers
requesting a temporary hardship
exemption submit the request on Form
ADV–H. The purpose of this collection
of information is to permit advisers to
obtain a hardship exemption to not
complete an electronic filing. The
temporary hardship exemption that is
available to registered advisers under
rule 203–3 and exempt reporting
advisers under rule 204–4 permits these
advisers to make late filings due to
unforeseen computer or software
problems. The continuing hardship
exemption available to registered
advisers under rule 203–3 permits
advisers to submit all required
electronic filings on hard copy for data
entry by the operator of the IARD.
The Commission has estimated that
compliance with the requirement to
complete Form ADV–H imposes a total
burden of approximately one hour for
an adviser. Based on our experience, we
estimate that we will receive two Form
ADV–H filings annually from registered
PO 00000
Frm 00104
Fmt 4703
Sfmt 4703
44479
investment advisers and one Form
ADV–H filing annually from exempt
reporting advisers. Based on the 60
minute per respondent estimate, the
Commission estimates a total annual
burden of 3 hours for this collection of
information.
Rule 203–3, rule 204–4, and Form
ADV–H do not require recordkeeping or
records retention. The collection of
information requirements under the rule
and form are mandatory. The
information collected pursuant to the
rule and Form ADV–H consists of filings
with the Commission. These filings are
not kept confidential. An agency may
not conduct or sponsor, and a person is
not required to respond to, a collection
of information unless it displays a
currently valid control number.
The public may view the background
documentation for this information
collection at the following Web site,
www.reginfo.gov. Comments should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503,
or by sending an email to: Shagufta_
Ahmed@omb.eop.gov; and (ii) Pamela
Dyson, Director/Chief Information
Officer, Securities and Exchange
Commission, c/o Remi Pavlik-Simon,
100 F Street NE., Washington, DC 20549
or send an email to: PRA_Mailbox@
sec.gov. Comments must be submitted to
OMB within 30 days of this notice.
Dated: September 19, 2017.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–20217 Filed 9–21–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE., Washington, DC
20549–2736
Extension:
Rule 17Ab2–1, Form CA–1, SEC File No.
270–203, OMB Control No. 3235–0195
Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for approval of
extension of the previously approved
E:\FR\FM\22SEN1.SGM
22SEN1
]]>Agencies
[Federal Register Volume 82, Number 183 (Friday, September 22, 2017)]
[Notices]
[Pages 44478-44479]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-20176]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32802A; 812-14777-01]
Eagle Series Trust, et al.
September 18, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Corrected notice to amend file number (see Eagle Series Trust,
et al. IC-32802) (Aug. 31, 2017).
-----------------------------------------------------------------------
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 subadvisers without shareholder approval and grant
relief from the Disclosure Requirements as they relate to fees paid to
the subadvisers. The requested order would supersede a prior order.\1\
---------------------------------------------------------------------------
\1\ Eagle Capital Appreciation Fund, et al., Investment Company
Act Rel. Nos. 31239 (Sep. 3, 2014) (notice) and 31269 (Sep. 29,
2014) (order).
Applicants:
Eagle Capital Appreciation Fund, Eagle Growth & Income Fund and
Eagle Series Trust (each, a ``Trust'' and collectively, the
``Trusts''), each a Massachusetts business trust registered under the
Act as an open-end management investment company with multiple series
(each a ``Fund''), and Carillon Tower Advisers, Inc. (the ``Initial
Adviser''), a Florida corporation registered as an investment adviser
under the Investment Advisers Act of 1940 (collectively with the
Trusts, the ``Applicants'').
Filing Dates:
The application was filed May 17, 2017, and amended on August 22,
2017.
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 October 13, 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: Susan L. Walzer,
Carillon Tower Advisers, Inc., 880 Carillon Parkway, St. Petersburg, FL
33716 and Kathy Kresch Ingber, K&L Gates LLP, 1601 K Street NW.,
Washington, DC 20006-1600.
FOR FURTHER INFORMATION CONTACT: Laura L. Solomon, Senior Counsel, at
(202) 551-6915, or David Marcinkus, 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 serves as the investment adviser to each Fund
pursuant to an investment advisory agreement with the Fund (the
``Investment Advisory Agreement'').\2\ The Adviser provides the Funds
with continuous and comprehensive investment management services
subject to the supervision of, and policies established by, each
Trust's board of Trustees (``Board''). The Investment Advisory
Agreement permits the Adviser, subject to the approval of the Board, to
delegate to one or more subadvisers (each, a ``Subadviser'' and
collectively, the ``Subadvisers'') the responsibility to provide the
day-to-day portfolio investment management of each Fund, subject to the
supervision and direction of the Adviser.\3\ The primary responsibility
for managing the Subadvised Funds will remain vested in the Adviser.
The Adviser will hire, evaluate, allocate assets to and oversee the
Subadvisers, including determining whether a Subadviser should be
terminated, at all times subject to the authority of the Board.
---------------------------------------------------------------------------
\2\ Applicants request relief with respect to the named
Applicants, as well as to any future Fund and any other existing or
future registered open-end management investment company or series
thereof that intends to rely on the requested order in the future
and that: (i) Is advised by the Adviser; (ii) uses the multi-
manager structure described in the application; and (iii) complies
with the terms and conditions of the application (each, together
with any Fund that currently uses the multi-manager structure
described in the application, a ``Subadvised Fund''). The term
``Adviser'' means (i) the Initial Adviser, (ii) its successors, and
(iii) any entity controlling, controlled by, or under common control
with, the Initial Adviser or its successors. For purposes of the
requested order, ``successor'' is limited to an entity resulting
from a reorganization into another jurisdiction or a change in the
type of business organization.
\3\ A ``Subadviser'' for a Fund is (1) an indirect or direct
``wholly owned subsidiary'' (as such term is defined in the Act) of
the Adviser, or (2) a sister company of the Adviser 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 Subadviser'' and collectively, the ``Wholly-Owned
Subadvisers''), or (3) not an ``affiliated person'' (as such term is
defined in Section 2(a)(3) of the Act) of a Fund or the Adviser,
except to the extent that an affiliation arises solely because the
Subadviser serves as a subadviser to one or more Funds (each a
``Non-Affiliated Subadviser'' and collectively, the ``Non-Affiliated
Subadvisers'').
---------------------------------------------------------------------------
2. Applicants request an exemption to permit the Adviser, subject
to Board approval, to hire certain Subadvisers pursuant to subadvisory
agreements
[[Page 44479]]
(each, a ``Subadvisory Agreement'' and collectively, the ``Subadvisory
Agreements'') and materially amend Subadvisory Agreements without
obtaining the shareholder approval required under section 15(a) of the
Act and rule 18f-2 under the Act.\4\ Applicants also seek an exemption
from the Disclosure Requirements to permit a Subadvised 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 Subadvisers; (b) the aggregate fees paid to Non-Affiliated
Subadvisers, and (c) the fee paid to each Affiliated Subadviser.
---------------------------------------------------------------------------
\4\ The requested relief will not extend to any subadviser,
other than a Wholly-Owned Subadviser, who is an affiliated person,
as defined in section 2(a)(3) of the Act, of the Subadvised Fund or
of the Adviser, other than by reason of serving as a subadviser to
one or more of the Subadvised Funds (``Affiliated Subadviser'').
---------------------------------------------------------------------------
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 Fund's shareholders and
notification about subadvisory changes and enhanced Board oversight to
protect the interests of the Subadvised Fund's 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
Advisory 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 Subadvisory Agreements would impose unnecessary delays and expenses
on the Subadvised 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 Subadvisers
that are more advantageous for the Subadvised Fund.
For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-20176 Filed 9-21-17; 8:45 am]
BILLING CODE 8011-01-P
