Brandes Investment Trust, et al., 51666-51667 [2017-24224]
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Federal Register / Vol. 82, No. 214 / Tuesday, November 7, 2017 / Notices
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or dealer registered under the Exchange
Act to sell shares of the Funds to the
Investing Funds in excess of the limits
in section 12(d)(1)(B) of the Act.
Applicants also request an order of
exemption under sections 6(c) and 17(b)
of the Act from the prohibition on
certain affiliated transactions in section
17(a) of the Act to the extent necessary
to permit the Funds to sell their shares
to, and redeem their shares from, the
Investing Funds.2 Applicants state that
such transactions will be consistent
with the policies of each Fund and each
Investing Fund and with the general
purposes of the Act and will be based
on the net asset values of the Funds.
2. Applicants agree that any order
granting the requested relief will be
subject to the terms and conditions
stated in the application.3 Such terms
and conditions are designed to, among
other things, help prevent any potential
(i) undue influence over a Fund that is
not in the same ‘‘group of investment
companies’’ as the Investing Fund
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) and (B) 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
2 An Investing Fund generally would purchase
and sell shares of a Fund that operates as an ETF
through secondary market transactions rather than
through principal transactions with the Fund. The
requested relief is intended to cover tranasactions
directly between Funds and Investing Funds.
Applicants are not seeking relief from Section 17(a)
for, and the requested relief will not apply to,
transactions where an ETF could be deemed an
affiliated person, or an affiliated person of an
affiliated person, of an Investing Fund because an
investment adviser to the ETF or an entity
controlling, controlled by or under common control
with the investment adviser to the ETF is also an
investment adviser to the Investing Fund.
3 Applicants state that each Investing Fund that
intends to invest in a Fund in excess of the limits
of section 12(d)(1)(A) would be required to sign an
agreement that the Investing Fund would adhere to
the terms and conditions of the order.
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17:29 Nov 06, 2017
Jkt 244001
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. 2017–24225 Filed 11–6–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
32893; File No. 812–14809]
Brandes Investment Trust, et al.
November 2, 2017.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
Notice of an application for
an order under section 6(c) of the
Investment Company Act of 1940
(‘‘Act’’) for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the
Act and rule 22c–1 under the Act, under
sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and
(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption
from sections 12(d)(1)(A) and (B) of the
Act.
APPLICANTS: Brandes Investment Trust
(the ‘‘Trust’’), Brandes Investment
Partners, L.P. (the ‘‘Adviser’’) and ALPS
Distributors, Inc. (the ‘‘Distributor’’).
SUMMARY OF APPLICATION: Applicants
request an order (‘‘Order’’) that permits:
(a) Actively managed series of certain
open-end management investment
companies to issue shares (‘‘Shares’’)
redeemable in large aggregations only
(‘‘Creation Units’’); (b) secondary market
transactions in Shares to occur at the
next-determined net asset value plus or
minus a market-determined premium or
discount that may vary during the
trading day; (c) certain series to pay
redemption proceeds, under certain
circumstances, more than seven days
from the tender of Shares for
redemption; (d) certain affiliated
persons of the series to deposit
securities into, and receive securities
SUMMARY:
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from, the series in connection with the
purchase and redemption of Creation
Units; (e) certain registered management
investment companies and unit
investment trusts outside of the same
group of investment companies as the
series to acquire Shares; and (f) certain
series to create and redeem Shares in
kind in a master-feeder structure. The
Order would incorporate by reference
terms and conditions of a previous order
granting the same relief sought by
applicants, as that order may be
amended from time to time (‘‘Reference
Order’’).1
The application was filed on
August 11, 2017.
DATES:
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 November 27, 2017, and
should be accompanied by proof of
service on 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.
HEARING OR NOTIFICATION OF HEARING:
Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
Applicants: Thomas Quinlan, Esq.,
Brandes Investment Partners L.P., 11988
El Camino Real, Suite 600, San Diego,
California 92130.
ADDRESSES:
FOR FURTHER INFORMATION CONTACT:
Laura J. Riegel, Senior Counsel, at (202)
551–3038, or Robert H. Shapiro, Branch
Chief, at (202) 551–6821 (Division of
Investment Management, Chief
Counsel’s Office).
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.
SUPPLEMENTARY INFORMATION:
1 Eaton Vance Management, et al., Investment
Company Act Rel. Nos. 31333 (Nov. 6, 2014)
(notice) and 31361 (Dec. 2, 2014) (order).
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Federal Register / Vol. 82, No. 214 / Tuesday, November 7, 2017 / Notices
Applicants
1. The Trust is registered as an openend management investment company
under the Act and is a statutory trust
organized under the laws of Delaware.
Applicants seek relief with respect to
one Fund (as defined below, and that
Fund, the ‘‘Initial Fund’’). The portfolio
positions of each Fund will consist of
securities and other assets selected and
managed by its Adviser or Subadviser
(as defined below) to pursue the Fund’s
investment objective.
2. The Adviser, a Delaware limited
partnership, will be the investment
adviser to the Initial Fund. An Adviser
(as defined below) will serve as
investment adviser to each Fund. The
Adviser is, and any other Adviser will
be, registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’). The Adviser may
retain one or more subadvisers (each a
‘‘Subadviser’’) to manage the portfolios
of the Funds. Any Subadviser will be
registered, or not subject to registration,
under the Advisers Act.
3. The Distributor is a Colorado
corporation and a broker-dealer
registered under the Securities
Exchange Act of 1934 and will act as the
principal underwriter of Shares of the
Funds. Applicants request that the
requested relief apply to any distributor
of Shares, whether affiliated or
unaffiliated with the Adviser (included
in the term ‘‘Distributor’’). Any
Distributor will comply with the terms
and conditions of the Order.
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Applicants’ Requested Exemptive Relief
4. Applicants seek the requested
Order under section 6(c) of the Act for
an exemption from sections 2(a)(32),
5(a)(1), 22(d) and 22(e) of the Act and
rule 22c–1 under the Act, under
sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and
17(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption
from sections 12(d)(1)(A) and (B) of the
Act. The requested Order would permit
applicants to offer exchange-traded
managed funds. Because the relief
requested is the same as the relief
granted by the Commission under the
Reference Order and because the
Adviser has entered into, or anticipates
entering into, a licensing agreement
with Eaton Vance Management, or an
affiliate thereof in order to offer
exchange-traded managed funds,2 the
Order would incorporate by reference
2 Eaton Vance Management has obtained patents
with respect to certain aspects of the Funds’ method
of operation as exchange-traded managed funds.
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17:29 Nov 06, 2017
Jkt 244001
the terms and conditions of the
Reference Order.
5. Applicants request that the Order
apply to the Initial Fund and to any
other existing or future open-end
management investment company or
series thereof that: (a) Is advised by the
Adviser or any entity controlling,
controlled by, or under common control
with the Adviser (any such entity
included in the term ‘‘Adviser’’); and (b)
operates as an exchange-traded managed
fund as described in the Reference
Order; and (c) complies with the terms
and conditions of the Order and of the
Reference Order, which is incorporated
by reference herein (each such company
or series and Initial Fund, a ‘‘Fund’’).3
6. Section 6(c) of the Act provides that
the Commission may exempt any
person, security or transaction, or any
class of persons, securities or
transactions, from any provisions of the
Act, if and to the extent that 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 17(b)
of the Act authorizes the Commission to
exempt a proposed transaction from
section 17(a) of the Act if evidence
establishes that the terms of the
transaction, including the consideration
to be paid or received, are reasonable
and fair and do not involve
overreaching on the part of any person
concerned, and the proposed
transaction is consistent with the
policies of the registered investment
company and the general purposes 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.
7. Applicants submit that for the
reasons stated in the Reference Order:
(1) With respect to the relief requested
pursuant to section 6(c) of the Act, the
relief is 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; (2) with respect to
the relief request pursuant to section
17(b) of the Act, the proposed
transactions are reasonable and fair and
do not involve overreaching on the part
of any person concerned, are consistent
3 All entities that currently intend to rely on the
Order are named as applicants. Any other entity
that relies on the Order in the future will comply
with the terms and conditions of the Order and of
the Reference Order, which is incorporated by
reference herein.
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51667
with the policies of each registered
investment company concerned and
consistent with the general purposes of
the Act; and (3) with respect to the relief
requested pursuant to section 12(d)(1)(J)
of the Act, the relief is consistent with
the public interest and the protection of
investors.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–24224 Filed 11–6–17; 8:45 am]
BILLING CODE 8011–01–P
DEPARTMENT OF STATE
[Public Notice: 10177]
60-Day Notice of Proposed Information
Collection: Supplemental SIV Chief of
Mission Application
Notice of request for public
comment.
ACTION:
The Department of State is
seeking Office of Management and
Budget (OMB) approval for the
information collection described below.
In accordance with the Paperwork
Reduction Act of 1995, we are
requesting comments on this collection
from all interested individuals and
organizations. The purpose of this
notice is to allow 60 days for public
comment preceding submission of the
collection to OMB.
DATES: The Department will accept
comments from the public up to January
8, 2018.
ADDRESSES: You may submit comments
by any of the following methods:
• Web: Persons with access to the
Internet may comment on this notice by
going to www.Regulations.gov. You can
search for the document by entering
‘‘Docket Number: DOS–2017–0041’’ in
the Search field. Then click the
‘‘Comment Now’’ button and complete
the comment form.
• Email: PRA_BurdenComments@
state.gov.
You must include the DS form
number (if applicable), information
collection title, and the OMB control
number in any correspondence.
FOR FURTHER INFORMATION CONTACT:
Direct requests for additional
information regarding the collection
listed in this notice, including requests
for copies of the proposed collection
instrument and supporting documents,
to S. Taylor at PRA_BurdenComments@
state.gov.
SUPPLEMENTARY INFORMATION:
SUMMARY:
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]]>Agencies
[Federal Register Volume 82, Number 214 (Tuesday, November 7, 2017)]
[Notices]
[Pages 51666-51667]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-24224]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32893; File No. 812-14809]
Brandes Investment Trust, et al.
November 2, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
SUMMARY: Notice of an application for an order under section 6(c) of
the Investment Company Act of 1940 (``Act'') for an exemption from
sections 2(a)(32), 5(a)(1), 22(d) and 22(e) of the Act and rule 22c-1
under the Act, under sections 6(c) and 17(b) of the Act for an
exemption from sections 17(a)(1) and (a)(2) of the Act, and under
section 12(d)(1)(J) of the Act for an exemption from sections
12(d)(1)(A) and (B) of the Act.
Applicants: Brandes Investment Trust (the ``Trust''), Brandes
Investment Partners, L.P. (the ``Adviser'') and ALPS Distributors, Inc.
(the ``Distributor'').
Summary of Application: Applicants request an order (``Order'') that
permits: (a) Actively managed series of certain open-end management
investment companies to issue shares (``Shares'') redeemable in large
aggregations only (``Creation Units''); (b) secondary market
transactions in Shares to occur at the next-determined net asset value
plus or minus a market-determined premium or discount that may vary
during the trading day; (c) certain series to pay redemption proceeds,
under certain circumstances, more than seven days from the tender of
Shares for redemption; (d) certain affiliated persons of the series to
deposit securities into, and receive securities from, the series in
connection with the purchase and redemption of Creation Units; (e)
certain registered management investment companies and unit investment
trusts outside of the same group of investment companies as the series
to acquire Shares; and (f) certain series to create and redeem Shares
in kind in a master-feeder structure. The Order would incorporate by
reference terms and conditions of a previous order granting the same
relief sought by applicants, as that order may be amended from time to
time (``Reference Order'').\1\
---------------------------------------------------------------------------
\1\ Eaton Vance Management, et al., Investment Company Act Rel.
Nos. 31333 (Nov. 6, 2014) (notice) and 31361 (Dec. 2, 2014) (order).
---------------------------------------------------------------------------
DATES: The application was filed on August 11, 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 November 27, 2017, and should be accompanied by proof of
service on 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: Thomas Quinlan,
Esq., Brandes Investment Partners L.P., 11988 El Camino Real, Suite
600, San Diego, California 92130.
FOR FURTHER INFORMATION CONTACT: Laura J. Riegel, Senior Counsel, at
(202) 551-3038, or Robert H. Shapiro, 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 for an
applicant using the Company name box, at https://www.sec.gov/search/search.htm or by calling (202) 551-8090.
[[Page 51667]]
Applicants
1. The Trust is registered as an open-end management investment
company under the Act and is a statutory trust organized under the laws
of Delaware. Applicants seek relief with respect to one Fund (as
defined below, and that Fund, the ``Initial Fund''). The portfolio
positions of each Fund will consist of securities and other assets
selected and managed by its Adviser or Subadviser (as defined below) to
pursue the Fund's investment objective.
2. The Adviser, a Delaware limited partnership, will be the
investment adviser to the Initial Fund. An Adviser (as defined below)
will serve as investment adviser to each Fund. The Adviser is, and any
other Adviser will be, registered as an investment adviser under the
Investment Advisers Act of 1940 (``Advisers Act''). The Adviser may
retain one or more subadvisers (each a ``Subadviser'') to manage the
portfolios of the Funds. Any Subadviser will be registered, or not
subject to registration, under the Advisers Act.
3. The Distributor is a Colorado corporation and a broker-dealer
registered under the Securities Exchange Act of 1934 and will act as
the principal underwriter of Shares of the Funds. Applicants request
that the requested relief apply to any distributor of Shares, whether
affiliated or unaffiliated with the Adviser (included in the term
``Distributor''). Any Distributor will comply with the terms and
conditions of the Order.
Applicants' Requested Exemptive Relief
4. Applicants seek the requested Order under section 6(c) of the
Act for an exemption from sections 2(a)(32), 5(a)(1), 22(d) and 22(e)
of the Act and rule 22c-1 under the Act, under sections 6(c) and 17(b)
of the Act for an exemption from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the Act for an exemption from
sections 12(d)(1)(A) and (B) of the Act. The requested Order would
permit applicants to offer exchange-traded managed funds. Because the
relief requested is the same as the relief granted by the Commission
under the Reference Order and because the Adviser has entered into, or
anticipates entering into, a licensing agreement with Eaton Vance
Management, or an affiliate thereof in order to offer exchange-traded
managed funds,\2\ the Order would incorporate by reference the terms
and conditions of the Reference Order.
---------------------------------------------------------------------------
\2\ Eaton Vance Management has obtained patents with respect to
certain aspects of the Funds' method of operation as exchange-traded
managed funds.
---------------------------------------------------------------------------
5. Applicants request that the Order apply to the Initial Fund and
to any other existing or future open-end management investment company
or series thereof that: (a) Is advised by the Adviser or any entity
controlling, controlled by, or under common control with the Adviser
(any such entity included in the term ``Adviser''); and (b) operates as
an exchange-traded managed fund as described in the Reference Order;
and (c) complies with the terms and conditions of the Order and of the
Reference Order, which is incorporated by reference herein (each such
company or series and Initial Fund, a ``Fund'').\3\
---------------------------------------------------------------------------
\3\ All entities that currently intend to rely on the Order are
named as applicants. Any other entity that relies on the Order in
the future will comply with the terms and conditions of the Order
and of the Reference Order, which is incorporated by reference
herein.
---------------------------------------------------------------------------
6. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and to
the extent that 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 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the proposed transaction is
consistent with the policies of the registered investment company and
the general purposes 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.
7. Applicants submit that for the reasons stated in the Reference
Order: (1) With respect to the relief requested pursuant to section
6(c) of the Act, the relief is 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; (2) with respect to
the relief request pursuant to section 17(b) of the Act, the proposed
transactions are reasonable and fair and do not involve overreaching on
the part of any person concerned, are consistent with the policies of
each registered investment company concerned and consistent with the
general purposes of the Act; and (3) with respect to the relief
requested pursuant to section 12(d)(1)(J) of the Act, the relief is
consistent with the public interest and the protection of investors.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-24224 Filed 11-6-17; 8:45 am]
BILLING CODE 8011-01-P
