The Hartford Mutual Funds, Inc., et al., 61353-61354 [2017-27807]
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Federal Register / Vol. 82, No. 247 / Wednesday, December 27, 2017 / Notices
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
Phlx–2017–104 on the subject line.
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–Phlx–2017–104. This file
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Copies of the submission, all
subsequent amendments, all written
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rule change that are filed with the
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those that may be withheld from the
public in accordance with the
provisions of 5 U.S.C. 552, will be
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All submissions should refer to File
Number SR–Phlx–2017–104 and should
be submitted on or before January 17,
2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
Eduardo A. Aleman,
Assistant Secretary.
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BILLING CODE 8011–01–P
16 17
CFR 200.30–3(a)(12).
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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. The order would supersede a
prior order.1
APPLICANTS: The Hartford Mutual
Funds, Inc.; The Hartford Mutual Funds
II, Inc.; Hartford Series Fund, Inc.;
Hartford HLS Series Fund II, Inc.;
Hartford Funds Exchange-Traded Trust;
Hartford Funds NextShares Trust; and
Hartford Funds Master Trust
(collectively, the ‘‘Hartford
Companies’’), each either a Maryland
corporation or a Delaware statutory trust
registered under the Act as an open-end
management investment company with
multiple series, and each of HIMCO
Variable Insurance Trust (‘‘HVI Trust’’)
and Lattice Strategies Trust (‘‘LS
Trust’’), each a Delaware statutory trust
and each also registered under the Act
as an open-end management investment
company with multiple series (together,
the ‘‘Trusts’’ and collectively with the
Hartford Companies, the ‘‘Companies’’);
Hartford Funds Management Company,
LLC (‘‘HFMC’’), a Delaware limited
liability company; Hartford Investment
Management Company (‘‘HIMCO’’), a
Delaware corporation; and Lattice
Strategies LLC (‘‘Lattice’’), a Delaware
limited liability company, each
registered as an investment adviser
under the Investment Advisers Act of
1940 (each, an ‘‘Adviser’’ and together
with the Companies, the ‘‘Applicants’’).
FILING DATES: The application was filed
October 13, 2015, and amended on
March 21, 2016, September 30, 2016,
February 10, 2017, and November 14,
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 January 15, 2018, 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: Walter F. Garger, Hartford
Funds Management Company, LLC and
Lattice Strategies LLC, 690 Lee Road,
Wayne, PA 19087; and Brenda J. Page,
Hartford Investment Management
Company, One Hartford Plaza, Hartford,
CT 06155.
FOR FURTHER INFORMATION CONTACT:
Stephan N. Packs, Senior Counsel, at
(202) 551–6853, or David J. Marcinkus,
Branch Chief, at (202) 551–6825
(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
website by searching for the file number
of an applicant using the Company
name box, at https://www.sec.gov/
search/search.htm or by calling (202)
551–8090.
1 In the Matter of Fortis Series Fund, Inc. and
Fortis Advisers, Inc., Investment Company Act
Release Nos. 24158 (November 23, 1999) (notice)
and 24211 (December 21, 1999) (order) (the ‘‘Prior
Order’’). If the requested order is granted, SubAdvised Series currently relying on the Prior Order
may continue to do so, other than with respect to
Wholly-Owned Subadvisers. Shareholder approval
shall be required before such Series can rely on the
relief requested with respect to Wholly-Owned
Subadvisers.
Paper Comments
[FR Doc. 2017–27831 Filed 12–26–17; 8:45 am]
61353
Summary of the Application
1. HFMC will serve as the investment
adviser to the Hartford Companies,
HIMCO will serve as the investment
adviser to the HVI Trust, and Lattice
will serve as the investment adviser to
the LS Trust, pursuant to an investment
advisory agreement with, respectively,
the Hartford Companies, the HVI Trust,
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
32944; 812–14564]
The Hartford Mutual Funds, Inc., et al.
December 20, 2017.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
PO 00000
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27DEN1
61354
Federal Register / Vol. 82, No. 247 / Wednesday, December 27, 2017 / Notices
daltland on DSKBBV9HB2PROD with NOTICES
and the LS Trust (the ‘‘Advisory
Agreement’’).2 The Adviser will provide
the Funds with continuous and
comprehensive investment management
services subject to the supervision of,
and policies established by, each Fund’s
board of directors or trustees, as
applicable (‘‘Board’’). The Advisory
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 Fund,
subject to the supervision and direction
of the Adviser. The primary
responsibility for managing the Funds
will remain vested in the Adviser. The
Adviser will hire, evaluate, allocate
assets to and oversee the Sub-Advisers,
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 Sub-Advisers
pursuant to Sub-Advisory Agreements
and materially amend existing SubAdvisory Agreements without obtaining
the shareholder approval required under
Section 15(a) of the Act and Rule 18f–
2 under the Act.3 Applicants also seek
an exemption from the Disclosure
Requirements to permit a Fund to
disclose (as both a dollar amount and a
percentage of the Fund’s net assets): (a)
The aggregate fees paid to the Adviser
and any Wholly-Owned Sub-Advisers;
and (b) the aggregate fees paid to NonAffiliated Sub-Advisers (collectively,
‘‘Aggregate Fee Disclosure’’). For any
Fund that employs an Affiliated SubAdviser, the Fund will provide separate
disclosure of any fees paid to the
Affiliated Sub-Adviser.
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
2 Applicants request relief with respect to the
named Applicants, any existing or future Series of
the Companies, and any Sub-Advised Series. For
purposes of the requested order, ‘‘successor’’ is
limited to an entity that results from reorganization
into another jurisdiction or a change in the type of
business organization.
3 The requested relief will not extend to any SubAdviser, other than a Wholly-Owned Sub-Adviser,
that is an affiliated person, as defined in Section
2(a)(3) of the Act, of a Fund or an Adviser, other
than by reason of serving as a sub-adviser to one
or more of the Funds (‘‘Affiliated Sub-Adviser’’).
Each future Series shall obtain shareholder
approval (including formal approval of the initial
shareholder(s)) of the Manager of Managers
Structure (including with respect to Wholly-Owned
Subadvisers), prior to relying on the requested
relief.
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21:43 Dec 26, 2017
Jkt 244001
safeguards, appropriate disclosure to
Fund shareholders and notification
about sub-advisory changes and
enhanced Board oversight to protect the
interests of the Funds’ 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
Advisory Agreements will remain
subject to shareholder approval, while
the role of the Sub-Advisers is
substantially similar to that of
individual portfolio managers, so that
requiring shareholder approval of SubAdvisory Agreements would impose
unnecessary delays and expenses on the
Funds. 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 Funds.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017–27807 Filed 12–26–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–82371; File No. SR–OCC–
2017–811]
Self-Regulatory Organizations; The
Options Clearing Corporation; Notice
of Filing of Advance Notice
Concerning Proposed Changes to The
Options Clearing Corporation’s Margin
Methodology
December 20, 2017.
Pursuant to Section 806(e)(1) of Title
VIII of the Dodd-Frank Wall Street
Reform and Consumer Protection Act,
entitled Payment, Clearing and
Settlement Supervision Act of 2010
(‘‘Clearing Supervision Act’’) 1 and Rule
19b–4(n)(1)(i) under the Securities
Exchange Act of 1934 (‘‘Act’’),2 notice is
hereby given that on November 13,
2017, The Options Clearing Corporation
1 12
2 17
PO 00000
U.S.C. 5465(e)(1).
CFR 240.19b–4(n)(1)(i).
Frm 00104
Fmt 4703
Sfmt 4703
(‘‘OCC’’) filed with the Securities and
Exchange Commission (‘‘Commission’’)
an advance notice as described in Items
I and II below, which Items have been
prepared by OCC. The Commission is
publishing this notice to solicit
comments on the advance notice from
interested persons.
I. Clearing Agency’s Statement of the
Terms of Substance of the Advance
Notice
This advance notice is filed in
connection with proposed changes to
OCC’s margin methodology to move
away from the existing monthly data
source provided by its current vendor
and towards obtaining and
incorporating daily price and returns
(adjusted for any corporate actions) data
of securities to estimate accurate
margins.3 This would be further
supported by enhancing OCC’s
econometric model applied to different
risk factors; 4 improving the sensitivity
and stability of correlation estimates
between them; and enhancing OCC’s
methodology around the treatment of
securities with limited historical data.
OCC also proposes to make a few
clarifying and clean-up changes to its
margin methodology unrelated to the
proposed changes described above.
The proposed changes to OCC’s
Margins Methodology document are
contained in confidential Exhibit 5 of
the filing. The proposed changes are
described in detail in Item III below.
The proposed changes do not require
any changes to the text of OCC’s ByLaws or Rules. All terms with initial
capitalization that are not otherwise
defined herein have the same meaning
as set forth in the OCC By-Laws and
Rules.5
II. Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Advance Notice
In its filing with the Commission,
OCC included statements concerning
the purpose of and basis for the advance
notice and discussed any comments it
received on the advance notice. The text
of these statements may be examined at
the places specified in Item IV below.
OCC has prepared summaries, set forth
in sections A and B below, of the most
significant aspects of these statements.
3 OCC also has filed a proposed rule change with
the Commission in connection with the proposed
changes. See SR–OCC–2017–022.
4 The use of risk factors in OCC’s margin
methodology is discussed in more detail in the
Description of the Proposed Change section below.
5 OCC’s By-Laws and Rules can be found on
OCC’s public website: https://optionsclearing.com/
about/publications/bylaws.jsp.
E:\FR\FM\27DEN1.SGM
27DEN1
Agencies
[Federal Register Volume 82, Number 247 (Wednesday, December 27, 2017)]
[Notices]
[Pages 61353-61354]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-27807]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 32944; 812-14564]
The Hartford Mutual Funds, Inc., et al.
December 20, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
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. The order would supersede a prior order.\1\
---------------------------------------------------------------------------
\1\ In the Matter of Fortis Series Fund, Inc. and Fortis
Advisers, Inc., Investment Company Act Release Nos. 24158 (November
23, 1999) (notice) and 24211 (December 21, 1999) (order) (the
``Prior Order''). If the requested order is granted, Sub-Advised
Series currently relying on the Prior Order may continue to do so,
other than with respect to Wholly-Owned Subadvisers. Shareholder
approval shall be required before such Series can rely on the relief
requested with respect to Wholly-Owned Subadvisers.
Applicants: The Hartford Mutual Funds, Inc.; The Hartford Mutual Funds
II, Inc.; Hartford Series Fund, Inc.; Hartford HLS Series Fund II,
Inc.; Hartford Funds Exchange-Traded Trust; Hartford Funds NextShares
Trust; and Hartford Funds Master Trust (collectively, the ``Hartford
Companies''), each either a Maryland corporation or a Delaware
statutory trust registered under the Act as an open-end management
investment company with multiple series, and each of HIMCO Variable
Insurance Trust (``HVI Trust'') and Lattice Strategies Trust (``LS
Trust''), each a Delaware statutory trust and each also registered
under the Act as an open-end management investment company with
multiple series (together, the ``Trusts'' and collectively with the
Hartford Companies, the ``Companies''); Hartford Funds Management
Company, LLC (``HFMC''), a Delaware limited liability company; Hartford
Investment Management Company (``HIMCO''), a Delaware corporation; and
Lattice Strategies LLC (``Lattice''), a Delaware limited liability
company, each registered as an investment adviser under the Investment
Advisers Act of 1940 (each, an ``Adviser'' and together with the
---------------------------------------------------------------------------
Companies, the ``Applicants'').
Filing Dates: The application was filed October 13, 2015, and amended
on March 21, 2016, September 30, 2016, February 10, 2017, and November
14, 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 January 15, 2018, 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: Walter F. Garger,
Hartford Funds Management Company, LLC and Lattice Strategies LLC, 690
Lee Road, Wayne, PA 19087; and Brenda J. Page, Hartford Investment
Management Company, One Hartford Plaza, Hartford, CT 06155.
FOR FURTHER INFORMATION CONTACT: Stephan N. Packs, Senior Counsel, at
(202) 551-6853, or David J. Marcinkus, Branch Chief, at (202) 551-6825
(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 website by searching for the file number of 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. HFMC will serve as the investment adviser to the Hartford
Companies, HIMCO will serve as the investment adviser to the HVI Trust,
and Lattice will serve as the investment adviser to the LS Trust,
pursuant to an investment advisory agreement with, respectively, the
Hartford Companies, the HVI Trust,
[[Page 61354]]
and the LS Trust (the ``Advisory Agreement'').\2\ The Adviser will
provide the Funds with continuous and comprehensive investment
management services subject to the supervision of, and policies
established by, each Fund's board of directors or trustees, as
applicable (``Board''). The Advisory 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 Fund, subject to the supervision and
direction of the Adviser. The primary responsibility for managing the
Funds will remain vested in the Adviser. The Adviser will hire,
evaluate, allocate assets to and oversee the Sub-Advisers, including
determining whether a Sub-Adviser should be terminated, at all times
subject to the authority of the Board.
---------------------------------------------------------------------------
\2\ Applicants request relief with respect to the named
Applicants, any existing or future Series of the Companies, and any
Sub-Advised Series. For purposes of the requested order,
``successor'' is limited to an entity that results from
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 hire certain Sub-Advisers pursuant to Sub-
Advisory Agreements and materially amend existing Sub-Advisory
Agreements without obtaining the shareholder approval required under
Section 15(a) of the Act and Rule 18f-2 under the Act.\3\ Applicants
also seek an exemption from the Disclosure Requirements to permit a
Fund to disclose (as both a dollar amount and a percentage of the
Fund's net assets): (a) The aggregate fees paid to the Adviser and any
Wholly-Owned Sub-Advisers; and (b) the aggregate fees paid to Non-
Affiliated Sub-Advisers (collectively, ``Aggregate Fee Disclosure'').
For any Fund that employs an Affiliated Sub-Adviser, the Fund will
provide separate disclosure of any fees paid to the Affiliated Sub-
Adviser.
---------------------------------------------------------------------------
\3\ The requested relief will not extend to any Sub-Adviser,
other than a Wholly-Owned Sub-Adviser, that is an affiliated person,
as defined in Section 2(a)(3) of the Act, of a Fund or an Adviser,
other than by reason of serving as a sub-adviser to one or more of
the Funds (``Affiliated Sub-Adviser''). Each future Series shall
obtain shareholder approval (including formal approval of the
initial shareholder(s)) of the Manager of Managers Structure
(including with respect to Wholly-Owned Subadvisers), prior to
relying on the requested relief.
---------------------------------------------------------------------------
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 Fund shareholders and notification about sub-
advisory changes and enhanced Board oversight to protect the interests
of the Funds' 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 Advisory
Agreements will remain subject to shareholder approval, while the role
of the Sub-Advisers is substantially similar to that of individual
portfolio managers, so that requiring shareholder approval of Sub-
Advisory Agreements would impose unnecessary delays and expenses on the
Funds. 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 Funds.
For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-27807 Filed 12-26-17; 8:45 am]
BILLING CODE 8011-01-P