Investment Company Act Release No. 33005A; File No. 812-14808 Morningstar Funds Trust, et al.; Notice of Application, 7827-7828 [2018-03570]
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Federal Register / Vol. 83, No. 36 / Thursday, February 22, 2018 / Notices
where feasible it intends to implement
similar risk protections to provide
consistency between markets so as to
avoid confusion among Members. For
this reason, the Commission believes
that waiving the 30-day operative delay
is consistent with the protection of
investors and the public interest.
Therefore, the Commission hereby
waives the operative delay and
designates the proposed rule change
operative upon filing.40
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act. If the
Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
change should be approved or
disapproved.
communications relating to the
proposed rule change between the
Commission and any person, other than
those that may be withheld from the
public in accordance with the
provisions of 5 U.S.C. 552, will be
available for website viewing and
printing in the Commission’s Public
Reference Room, 100 F Street NE,
Washington, DC 20549, on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–PEARL–2018–01 and
should be submitted on or before March
15, 2018.
IV. Solicitation of Comments
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.41
Eduardo A. Aleman,
Assistant Secretary.
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
PEARL–2018–01 on the subject line.
daltland on DSKBBV9HB2PROD with NOTICES
Paper Comments
40 For purposes only of waiving the 30-day
operative delay, the Commission has considered the
proposed rule’s impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
20:10 Feb 21, 2018
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Investment Company Act Release No.
33005A; File No. 812–14808
Morningstar Funds Trust, et al.; Notice
of Application
February 15, 2018.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
• Send paper comments in triplicate
to Brent J. Fields, Secretary, Securities
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
All submissions should refer to File
Number SR–PEARL–2018–01. This file
number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet website (https://www.sec.gov/
rules/sro.shtml). Copies of the
submission, all subsequent
amendments, all written statements
with respect to the proposed rule
change that are filed with the
Commission, and all written
VerDate Sep<11>2014
[FR Doc. 2018–03567 Filed 2–21–18; 8:45 am]
Jkt 244001
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 (each an
‘‘Unaffiliated Open-End Investment
Company’’), registered closed-end
investment companies and ‘‘business
development companies,’’ as defined in
section 2(a)(48) of the Act (each
registered closed-end management and
each business development company,
41 17
PO 00000
CFR 200.30–3(a)(12).
Frm 00174
Fmt 4703
Sfmt 4703
7827
an ‘‘Unaffiliated Closed-End Investment
Company’’ and, together with the
Unaffiliated Open-End Investment
Companies, the ‘‘Unaffiliated
Investment Companies’’), and registered
unit investment trusts (the ‘‘Unaffiliated
Trusts,’’ and together with the
Unaffiliated Investment Companies, the
‘‘Unaffiliated Funds’’) that are within
the same group of investment
companies (collectively, the ‘‘Affiliated
Funds’’) and outside the same group of
investment companies as the acquiring
investment companies (collectively, the
Affiliated Funds and, together with the
Unaffiliated Funds, the ‘‘Underlying
Funds’’), in excess of the limits in
section 12(d)(1) of the Act.
Applicants: Morningstar Funds Trust,
a Delaware statutory trust that is
registered under the Act as an open-end
management investment company and
intends to introduce multiple series,
and Morningstar Investment
Management LLC, a Delaware limited
liability company registered as an
investment adviser under the
Investment Advisers Act of 1940.
Filing Dates: The application was
filed on August 10, 2017 and amended
on January 19, 2018.
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 12, 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.
Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
Applicants: Daniel Needham,
Morningstar Investment Management
LLC, 22 West Washington Street,
Chicago, IL 60602; and Michael W.
Mundt, Esq., Stradley Ronon Stevens &
Young, LLP, 1250 Connecticut Avenue
NW, Suite 500, Washington, DC 20036.
ADDRESSES:
Judy
Lee, Senior Special Counsel, at (202)
551–6259, or Holly Hunter-Ceci,
Assistant Chief Counsel, at (202) 551–
FOR FURTHER INFORMATION CONTACT:
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Federal Register / Vol. 83, No. 36 / Thursday, February 22, 2018 / Notices
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, or for an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm, or by
calling (202) 551–8090.
daltland on DSKBBV9HB2PROD with NOTICES
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
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
1 Applicants request that the order apply to each
existing and future series of Morningstar Funds
Trust and to each existing and future registered
open-end investment company or series thereof that
is advised by Morningstar Investment Management
LLC or its successor or by any other investment
adviser controlling, controlled by or under common
control with Morningstar Investment Management
LLC or its successor and is part of the same ‘‘group
of investment companies’’ as Morningstar Funds
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 or closed-end fund through secondary
market transactions rather than through principal
transactions with the Underlying Fund. Applicants
nevertheless request relief from sections 17(a)(1)
and (2) to permit each ETF or Unaffiliated ClosedEnd Investment Company that is an affiliated
VerDate Sep<11>2014
20:10 Feb 21, 2018
Jkt 244001
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
consistent with the protection of
investors and the purposes fairly
person, or an affiliated person of an affiliated
person, as defined in section 2(a)(3) of the 1940 Act,
of a Fund of Funds to sell shares to or redeem
shares from the Fund of Funds. This includes, in
the case of sales and redemptions of shares of ETFs,
the in-kind transactions that accompany such sales
and redemptions. The Applicants are not seeking
relief from section 17(a) for, and the requested relief
will not apply to, transactions where an ETF,
business development company, or closed-end fund
could be deemed an affiliated person, or an
affiliated person of an affiliated person, of a Fund
of Funds because an investment adviser to the ETF,
business development company, or closed-end fund
or an entity controlling, controlled by or under
common control with the investment adviser to the
ETF, business development company, or closed-end
fund, is also an investment adviser to the Fund of
Funds.
PO 00000
Frm 00175
Fmt 4703
Sfmt 9990
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. 2018–03570 Filed 2–21–18; 8:45 am]
BILLING CODE 8011–01–P
SOCIAL SECURITY ADMINISTRATION
[Docket No. SSA–2018–0006]
Public Availability of Social Security
Administration Fiscal Year (FY) 2016
Service Contract Inventory
AGENCY:
Social Security Administration.
Notice of public availability of
FY 2016 Service Contract Inventories.
ACTION:
In accordance with section
743 of Division C of the Consolidated
Appropriations Act of 2010, we are
publishing this notice to advise the
public of the availability of the FY 2016
Service Contract inventory. This
inventory provides information on FY
2016 service contract actions over
$25,000. We organized the information
by function to show how we distribute
contracted resources throughout the
agency. We developed the inventory in
accordance with guidance issued on
December 19, 2011 by the Office of
Management and Budget’s Office of
Federal Procurement Policy (OFPP).
OFPP’s guidance is available at https://
obamawhitehouse.archives.gov/sites/
default/files/omb/procurement/memo/
service-contract-inventory-guidance.pdf.
You can access the inventory and
summary of the inventory on our
homepage at the following link: https://
www.socialsecurity.gov/sci.
SUMMARY:
FOR FURTHER INFORMATION CONTACT:
Steven Knight Jr., Office of Budget,
Social Security Administration, 6401
Security Boulevard, Baltimore, MD
21235–6401. Phone (410) 965–5522,
email Steven.Knight.Jr@ssa.gov.
Dated: February 14, 2018.
Michelle King,
Acting Deputy Commissioner for Budget,
Finance, Quality, and Management.
[FR Doc. 2018–03650 Filed 2–21–18; 8:45 am]
BILLING CODE 4191–02–P
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]]>Agencies
[Federal Register Volume 83, Number 36 (Thursday, February 22, 2018)]
[Notices]
[Pages 7827-7828]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-03570]
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SECURITIES AND EXCHANGE COMMISSION
Investment Company Act Release No. 33005A; File No. 812-14808
Morningstar Funds Trust, et al.; Notice of Application
February 15, 2018.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
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 (each an ``Unaffiliated Open-End Investment
Company''), registered closed-end investment companies and ``business
development companies,'' as defined in section 2(a)(48) of the Act
(each registered closed-end management and each business development
company, an ``Unaffiliated Closed-End Investment Company'' and,
together with the Unaffiliated Open-End Investment Companies, the
``Unaffiliated Investment Companies''), and registered unit investment
trusts (the ``Unaffiliated Trusts,'' and together with the Unaffiliated
Investment Companies, the ``Unaffiliated Funds'') that are within the
same group of investment companies (collectively, the ``Affiliated
Funds'') and outside the same group of investment companies as the
acquiring investment companies (collectively, the Affiliated Funds and,
together with the Unaffiliated Funds, the ``Underlying Funds''), in
excess of the limits in section 12(d)(1) of the Act.
Applicants: Morningstar Funds Trust, a Delaware statutory trust
that is registered under the Act as an open-end management investment
company and intends to introduce multiple series, and Morningstar
Investment Management LLC, a Delaware limited liability company
registered as an investment adviser under the Investment Advisers Act
of 1940.
Filing Dates: The application was filed on August 10, 2017 and
amended on January 19, 2018.
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 12, 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: Daniel Needham,
Morningstar Investment Management LLC, 22 West Washington Street,
Chicago, IL 60602; and Michael W. Mundt, Esq., Stradley Ronon Stevens &
Young, LLP, 1250 Connecticut Avenue NW, Suite 500, Washington, DC
20036.
FOR FURTHER INFORMATION CONTACT: Judy Lee, Senior Special Counsel, at
(202) 551-6259, or Holly Hunter-Ceci, Assistant Chief Counsel, at (202)
551-
[[Page 7828]]
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, 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 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 Morningstar Funds Trust and to each existing and
future registered open-end investment company or series thereof that
is advised by Morningstar Investment Management LLC or its successor
or by any other investment adviser controlling, controlled by or
under common control with Morningstar Investment Management LLC or
its successor and is part of the same ``group of investment
companies'' as Morningstar Funds 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 or closed-end fund
through secondary market transactions rather than through principal
transactions with the Underlying Fund. Applicants nevertheless
request relief from sections 17(a)(1) and (2) to permit each ETF or
Unaffiliated Closed-End Investment Company that is an affiliated
person, or an affiliated person of an affiliated person, as defined
in section 2(a)(3) of the 1940 Act, of a Fund of Funds to sell
shares to or redeem shares from the Fund of Funds. This includes, in
the case of sales and redemptions of shares of ETFs, the in-kind
transactions that accompany such sales and redemptions. The
Applicants are not seeking relief from section 17(a) for, and the
requested relief will not apply to, transactions where an ETF,
business development company, or closed-end fund could be deemed an
affiliated person, or an affiliated person of an affiliated person,
of a Fund of Funds because an investment adviser to the ETF,
business development company, or closed-end fund or an entity
controlling, controlled by or under common control with the
investment adviser to the ETF, business development company, or
closed-end fund, is also an investment adviser to the Fund of 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 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. 2018-03570 Filed 2-21-18; 8:45 am]
BILLING CODE 8011-01-P
