ALPS Variable Investment Trust, et al., 20914-20915 [2019-09721]
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20914
Federal Register / Vol. 84, No. 92 / Monday, May 13, 2019 / Notices
PORTIONS OPEN TO THE PUBLIC:
(1) Follow up on Board meetings of
May 14–15 in Washington DC.
(2) Status update from appropriate
staff on information gathering activities
relating to the SCOTUS Wisconsin
Central decision.
PORTIONS CLOSED TO THE PUBLIC:
(1) Status update on internal
personnel matter.
CONTACT PERSON FOR MORE INFORMATION:
Stephanie Hillyard, Secretary to the
Board, Phone No. 312–751–4920.
Dated: May 9, 2019.
Stephanie Hillyard,
Secretary to the Board.
[FR Doc. 2019–09950 Filed 5–9–19; 4:15 pm]
BILLING CODE 7905–01–P
SECURITIES AND EXCHANGE
COMMISSION
Proposed Collection; Comment
Request
Upon Written Request Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
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Extension:
Rule 12d1–3, SEC File No. 270–116, OMB
Control No. 3235–0109
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’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget for extension
and approval.
Exchange Act Rule 12d1–3 (17 CFR
240.12d1–3) requires a certification that
a security has been approved by an
exchange for listing and registration
pursuant to Section 12(d) of the
Securities Exchange Act of 1934 (15
U.S.C. 78l(d)) to be filed with the
Commission. The information required
under Rule 12d1–3 must be filed with
the Commission and is publicly
available. We estimate that it takes
approximately one-half hour per
response to provide the information
required under Rule 12d1–3 and that
the information is filed by
approximately 688 respondents for a
total annual reporting burden of 344
hours (0.5 hours per response × 688
responses).
Written comments are invited on: (a)
Whether this proposed collection of
information is necessary for the
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performance of the functions of the
agency, including whether the
information will have practical utility;
(b) the accuracy of the agency’s estimate
of the burden imposed by the collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burden of the collection of
information on respondents, including
through the use of automated collection
techniques or other forms of information
technology. Consideration will be given
to comments and suggestions submitted
in writing within 60 days of this
publication.
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.
Please direct your written comment to
Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Candace
Kenner, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
Mailbox@sec.gov.
Dated: May 8, 2019.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–09799 Filed 5–10–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
33468; 812–14894]
ALPS Variable Investment Trust, et al.
May 7, 2019.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
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 subadvisers without shareholder approval
and grant relief from the Disclosure
Requirements as they relate to fees paid
to the sub-advisers.
APPLICANTS: ALPS Variable Investment
Trust, ALPS ETF Trust, and Financial
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Sfmt 4703
Investors Trust (each a ‘‘Trust’’ and
collectively, the ‘‘Trusts’’), each a
Delaware statutory trust registered
under the Act as an open-end
management investment company that
offers or will offer one or more series
(each a ‘‘Series,’’ and collectively, the
‘‘Series’’), and ALPS Advisors, Inc. (the
‘‘Advisor’’), a Colorado corporation
registered as an investment adviser
under the Investment Advisers Act of
1940.
The application was filed
on April 9, 2018 and amended on
October 2, 2018, and January 9, 2019.
FILING DATES:
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 May 31, 2019, 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.
Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
Applicants, 1290 Broadway, Suite 1100,
Denver, CO 80203.
ADDRESSES:
FOR FURTHER INFORMATION CONTACT:
Christine Y. Greenlees, Senior Counsel,
at (202) 551–6879, or Andrea
Ottomanelli Magovern, 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
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.
SUPPLEMENTARY INFORMATION:
Summary of the Application
1. The Advisor serves or will serve as
the investment adviser to each SubAdvised Series pursuant to an
investment advisory agreement with
each Trust (the ‘‘Investment
Management Agreement’’ and together,
the ‘‘Investment Management
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Federal Register / Vol. 84, No. 92 / Monday, May 13, 2019 / Notices
jbell on DSK3GLQ082PROD with NOTICES
Agreements’’).1 Under the terms of each
Investment Management Agreement, the
Advisor, subject to the supervision of
the board of trustees of each Trust
(‘‘Board’’), provides continuous
investment management of the assets of
each Sub-Advised Series. Consistent
with the terms of each Investment
Management Agreement, the Advisor
may, subject to the approval of the
applicable Board, delegate portfolio
management responsibilities of all or a
portion of the assets of a Sub-Advised
Series to one or more Sub-Advisors.2
The Advisor will continue to have
overall responsibility for the
management and investment of the
assets of each Sub-Advised Series. The
Advisor will evaluate, select, and
recommend Sub-Advisors to manage the
assets of a Sub-Advised Series and will
oversee, monitor and review the SubAdvisors and their performance and
recommend the removal or replacement
of Sub-Advisors.
2. Applicants request an order to
permit the Advisor, subject to Board
approval, to enter into investment subadvisory agreements with the SubAdvisors (each, a ‘‘Sub-Advisory
Agreement’’) and materially amend such
Sub-Advisory Agreements without
obtaining the shareholder approval
1 Applicants request relief with respect to the
Series, as well as to any future series of the Trusts
and any other existing or future registered open-end
management investment company or series thereof
that, in each case, is advised by the Advisor, its
successors, or any entity controlling, controlled by,
or under common control with, the Advisor or its
successors (each, also an ‘‘Advisor’’), uses the
multi-manager structure described in the
application, and complies with the terms and
conditions set forth in the application (each, a
‘‘Sub-Advised Series’’). 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. Future Sub-Advised Series may be
operated as a master-feeder structure pursuant to
section 12(d)(1)(E) of the Act. In such a structure,
certain Series (each, a ‘‘Feeder Fund’’) may invest
substantially all of their assets in a Sub-Advised
Series (a ‘‘Master Fund’’) pursuant to section
12(d)(1)(E) of the Act. No Feeder Fund will engage
any sub-advisers other than through approving the
engagement of one or more of the Master Fund’s
sub-advisers.
2 As used herein, a ‘‘Sub-Advisor’’ for a SubAdvised Series is (1) an indirect or direct ‘‘whollyowned subsidiary’’ (as such term is defined in the
Act) of the Advisor for that Sub-Advised Series, or
(2) a sister company of the Advisor for that SubAdvised Series that is an indirect or direct ‘‘whollyowned subsidiary’’ of the same company that,
indirectly or directly, wholly owns the Advisor
(each of (1) and (2) a ‘‘Wholly-Owned Sub-Advisor’’
and collectively, the ‘‘Wholly-Owned SubAdvisors’’), or (3) not an ‘‘affiliated person’’ (as
such term is defined in section 2(a)(3) of the Act)
of the Sub-Advised Series, any Feeder Fund
invested in a Master Fund, the Trusts, or the
Advisor, except to the extent that an affiliation
arises solely because the Sub-Advisor serves as a
sub-adviser to a Sub-Advised Series (‘‘NonAffiliated Sub-Advisors’’).
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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
Sub-Advised Series to disclose (as both
a dollar amount and a percentage of the
Sub-Advised Series’ net assets): (a) the
aggregate fees paid to the Advisor and
any Wholly-Owned Sub-Advisor; (b) the
aggregate fees paid to Non-Affiliated
Sub-Advisors; and (c) the fee paid to
each Affiliated Sub-Advisor
(collectively, Aggregate Fee
Disclosure’’).4
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
Sub-Advised Series’ shareholders and
notification about sub-advisory changes
and enhanced Board oversight to protect
the interests of the Sub-Advised Series’
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 Management Agreements
will remain subject to shareholder
approval, while the role of the SubAdvisors is substantially equivalent to
that of individual portfolio managers, so
that requiring shareholder approval of
Sub-Advisory Agreements would
impose unnecessary delays and
expenses on the Sub-Advised Series.
Applicants believe that the requested
relief from the Disclosure Requirements
meets this standard because it will
improve the Advisor’s ability to
negotiate fees paid to the Sub-Advisors
that are more advantageous for the SubAdvised Series.
3 The requested relief will not extend to any subadviser, other than a Wholly-Owned Sub-Advisor,
who is an affiliated person, as defined in section
2(a)(3) of the Act, of the Sub-Advised Series, of any
Feeder Fund, or of the Advisor, other than by
reason of serving as a sub-adviser to one or more
of the Sub-Advised Series (‘‘Affiliated SubAdvisor’’).
4 For any Sub-Advised Series that is a Master
Fund, the relief would also permit any Feeder Fund
invested in that Master Fund to disclose Aggregate
Fee Disclosure.
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20915
For the Commission, by the Division of
Investment Management, under delegated
authority.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–09721 Filed 5–10–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–85800; File No. SR–
CboeEDGX–2019–026]
Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change Relating to
Amend Rule 11.11 and Rule 11.16, as
Well as Its Fee Schedule, To Delete
References to the SWPB Routing
Option
May 7, 2019.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on April 25,
2019, Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘ ‘‘EDGX’’ ’’) filed with
the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the Exchange. The
Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A)(iii) of
the Act 3 and Rule 19b–4(f)(6)
thereunder.4 The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGX’’) proposes to
amend Rule 11.11 and Rule 11.16, as
well as its Fee Schedule, to delete
references to the SWPB routing option.
The text of the proposed rule change is
provided in Exhibit 5.
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
options/regulation/rule_filings/edgx/),
at the Exchange’s Office of the
Secretary, and at the Commission’s
Public Reference Room.
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).
2 17
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]]>Agencies
[Federal Register Volume 84, Number 92 (Monday, May 13, 2019)]
[Notices]
[Pages 20914-20915]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-09721]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 33468; 812-14894]
ALPS Variable Investment Trust, et al.
May 7, 2019.
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.
Applicants: ALPS Variable Investment Trust, ALPS ETF Trust, and
Financial Investors Trust (each a ``Trust'' and collectively, the
``Trusts''), each a Delaware statutory trust registered under the Act
as an open-end management investment company that offers or will offer
one or more series (each a ``Series,'' and collectively, the
``Series''), and ALPS Advisors, Inc. (the ``Advisor''), a Colorado
corporation registered as an investment adviser under the Investment
Advisers Act of 1940.
Filing Dates: The application was filed on April 9, 2018 and amended
on October 2, 2018, and January 9, 2019.
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 May 31, 2019, 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, 1290 Broadway, Suite
1100, Denver, CO 80203.
FOR FURTHER INFORMATION CONTACT: Christine Y. Greenlees, Senior
Counsel, at (202) 551-6879, or Andrea Ottomanelli Magovern, 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 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. The Advisor serves or will serve as the investment adviser to
each Sub-Advised Series pursuant to an investment advisory agreement
with each Trust (the ``Investment Management Agreement'' and together,
the ``Investment Management
[[Page 20915]]
Agreements'').\1\ Under the terms of each Investment Management
Agreement, the Advisor, subject to the supervision of the board of
trustees of each Trust (``Board''), provides continuous investment
management of the assets of each Sub-Advised Series. Consistent with
the terms of each Investment Management Agreement, the Advisor may,
subject to the approval of the applicable Board, delegate portfolio
management responsibilities of all or a portion of the assets of a Sub-
Advised Series to one or more Sub-Advisors.\2\ The Advisor will
continue to have overall responsibility for the management and
investment of the assets of each Sub-Advised Series. The Advisor will
evaluate, select, and recommend Sub-Advisors to manage the assets of a
Sub-Advised Series and will oversee, monitor and review the Sub-
Advisors and their performance and recommend the removal or replacement
of Sub-Advisors.
---------------------------------------------------------------------------
\1\ Applicants request relief with respect to the Series, as
well as to any future series of the Trusts and any other existing or
future registered open-end management investment company or series
thereof that, in each case, is advised by the Advisor, its
successors, or any entity controlling, controlled by, or under
common control with, the Advisor or its successors (each, also an
``Advisor''), uses the multi-manager structure described in the
application, and complies with the terms and conditions set forth in
the application (each, a ``Sub-Advised Series''). 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. Future Sub-Advised Series may
be operated as a master-feeder structure pursuant to section
12(d)(1)(E) of the Act. In such a structure, certain Series (each, a
``Feeder Fund'') may invest substantially all of their assets in a
Sub-Advised Series (a ``Master Fund'') pursuant to section
12(d)(1)(E) of the Act. No Feeder Fund will engage any sub-advisers
other than through approving the engagement of one or more of the
Master Fund's sub-advisers.
\2\ As used herein, a ``Sub-Advisor'' for a Sub-Advised Series
is (1) an indirect or direct ``wholly-owned subsidiary'' (as such
term is defined in the Act) of the Advisor for that Sub-Advised
Series, or (2) a sister company of the Advisor for that Sub-Advised
Series that is an indirect or direct ``wholly-owned subsidiary'' of
the same company that, indirectly or directly, wholly owns the
Advisor (each of (1) and (2) a ``Wholly-Owned Sub-Advisor'' and
collectively, the ``Wholly-Owned Sub-Advisors''), or (3) not an
``affiliated person'' (as such term is defined in section 2(a)(3) of
the Act) of the Sub-Advised Series, any Feeder Fund invested in a
Master Fund, the Trusts, or the Advisor, except to the extent that
an affiliation arises solely because the Sub-Advisor serves as a
sub-adviser to a Sub-Advised Series (``Non-Affiliated Sub-
Advisors'').
---------------------------------------------------------------------------
2. Applicants request an order to permit the Advisor, subject to
Board approval, to enter into investment sub-advisory agreements with
the Sub-Advisors (each, a ``Sub-Advisory Agreement'') and materially
amend such 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 Sub-Advised Series to disclose (as both a
dollar amount and a percentage of the Sub-Advised Series' net assets):
(a) the aggregate fees paid to the Advisor and any Wholly-Owned Sub-
Advisor; (b) the aggregate fees paid to Non-Affiliated Sub-Advisors;
and (c) the fee paid to each Affiliated Sub-Advisor (collectively,
Aggregate Fee Disclosure'').\4\
---------------------------------------------------------------------------
\3\ The requested relief will not extend to any sub-adviser,
other than a Wholly-Owned Sub-Advisor, who is an affiliated person,
as defined in section 2(a)(3) of the Act, of the Sub-Advised Series,
of any Feeder Fund, or of the Advisor, other than by reason of
serving as a sub-adviser to one or more of the Sub-Advised Series
(``Affiliated Sub-Advisor'').
\4\ For any Sub-Advised Series that is a Master Fund, the relief
would also permit any Feeder Fund invested in that Master Fund to
disclose Aggregate Fee Disclosure.
---------------------------------------------------------------------------
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 Sub-Advised Series' shareholders and
notification about sub-advisory changes and enhanced Board oversight to
protect the interests of the Sub-Advised Series' 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
Management Agreements will remain subject to shareholder approval,
while the role of the Sub-Advisors is substantially equivalent to that
of individual portfolio managers, so that requiring shareholder
approval of Sub-Advisory Agreements would impose unnecessary delays and
expenses on the Sub-Advised Series.
Applicants believe that the requested relief from the Disclosure
Requirements meets this standard because it will improve the Advisor's
ability to negotiate fees paid to the Sub-Advisors that are more
advantageous for the Sub-Advised Series.
For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-09721 Filed 5-10-19; 8:45 am]
BILLING CODE 8011-01-P
