Columbia Funds Series Trust, et al., 25862-25863 [2019-11584]
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Federal Register / Vol. 84, No. 107 / Tuesday, June 4, 2019 / Notices
Comments may be submitted by any of
the following methods:
SECURITIES AND EXCHANGE
COMMISSION
Electronic Comments
[Investment Company Act Release No.
33495; 812–14791]
• 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–
NYSEARCA–2019–40 on the subject
line.
Paper Comments
khammond on DSKBBV9HB2PROD with NOTICES
• 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–NYSEARCA–2019–40. 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
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–NYSEARCA–2019–40 and
should be submitted on or before June
25, 2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.28
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–11558 Filed 6–3–19; 8:45 am]
BILLING CODE 8011–01–P
28 17
17:16 Jun 03, 2019
May 30, 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. The requested order
would supersede a prior order.1
Applicants: Columbia Funds Series
Trust, Columbia Funds Series Trust I,
Columbia Funds Series Trust II,
Columbia Funds Variable Insurance
Trust, Columbia Funds Variable Series
Trust II, Columbia ETF Trust, Columbia
ETF Trust I, and Columbia ETF Trust II
(each, a ‘‘Trust’’ and collectively, the
‘‘Trusts’’), each a Delaware statutory
trust or a Massachusetts business trust
registered under the Act as an open-end
management investment company with
multiple series (each a ‘‘Series’’), and
Columbia Management Investment
Advisers, LLC (the ‘‘Adviser’’), a
Minnesota limited liability company
registered as an investment adviser
under the Investment Advisers Act of
1940.
Filing Dates: The application was
filed on June 28, 2017 and amended on
December 11, 2017, September 28, 2018,
March 7, 2019, and May 17, 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 June 25, 2019, and
1 AXP Market Advantage Series, Inc., et al.,
Investment Company Act Release Nos. 25619 (June
19, 2002) (notice) and 25664 (July 16, 2002) (order).
CFR 200.30–3(a)(12).
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Columbia Funds Series Trust, et al.
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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: Ryan C. Larrenaga, Esq.,
Columbia Management Investment
Advisers, LLC, 225 Franklin Street,
Boston, MA 02110.
FOR FURTHER INFORMATION CONTACT:
Laura J. Riegel, Senior Counsel, at (202)
551–3038, or Trace W. Rakestraw,
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 Adviser serves as the
investment adviser to each Series,
pursuant to an investment management
agreement with the applicable Trust
(‘‘Investment Management
Agreement’’).2 Under the terms of the
Investment Management Agreement, the
Adviser, subject to the supervision of
the board of trustees of the applicable
Trust (‘‘Board’’), provides continuous
investment management of the assets of
2 Applicants request relief with respect to the
named Applicants, as well as to any future Series,
and any other existing or future registered open-end
management investment company or series thereof
that, in each case, (i) is advised by the Adviser or
any entity controlling, controlled by, or under
common control with, the Adviser or its successors
(each, also an ‘‘Adviser’’), (ii) uses the multimanager structure described in the application, and
(iii) complies with the terms and conditions set
forth in the application (each, a ‘‘Subadvised
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
Subadvised Series may be operated as a masterfeeder structure pursuant to section 12(d)(1)(E) of
the Act. In such a structure, certain series of the
applicable Trust (each, a ‘‘Feeder Fund’’) may
invest substantially all of their assets in a
Subadvised 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.
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Federal Register / Vol. 84, No. 107 / Tuesday, June 4, 2019 / Notices
each Subadvised Series. Consistent with
the terms of the Investment
Management Agreement, the Adviser
may, subject to the approval of the
Board, delegate portfolio management
responsibilities of all or a portion of the
assets of a Subadvised Series to one or
more Sub-Advisers.3 The Adviser will
continue to have overall responsibility
for the management and investment of
the assets of each Subadvised Series.
The Adviser will evaluate, select, and
recommend Sub-Advisers to manage the
assets of a Subadvised Series and will
oversee, monitor and review the SubAdvisers and their performance and
recommend the removal or replacement
of Sub-Advisers.
2. Applicants request an order to
permit the Adviser, subject to the
approval of the Board, to enter into
investment sub-advisory agreements
with the Sub-Advisers (each, a ‘‘SubAdvisory 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.4
Applicants also seek an exemption from
the Disclosure Requirements to permit a
Subadvised Series to disclose (as both a
dollar amount and a percentage of the
Subadvised Series’ net assets): (a) The
aggregate fees paid to the Adviser and
any Wholly-Owned Sub-Adviser; (b) the
aggregate fees paid to Non-Affiliated
Sub-Advisers; and (c) the fee paid to
each Affiliated Sub-Adviser
(collectively, Aggregate Fee
Disclosure’’).5
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
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3 As
used herein, a ‘‘Sub-Adviser’’ for a
Subadvised Series is (1) an indirect or direct
‘‘wholly owned subsidiary’’ (as such term is defined
in the Act) of the Adviser for that Subadvised
Series, or (2) a sister company of the Adviser for
that Subadvised Series that is an indirect or direct
‘‘wholly-owned subsidiary’’ of the same company
that, indirectly or directly, wholly owns the Adviser
(each of (1) and (2) a ‘‘Wholly-Owned Sub-Adviser’’
and collectively, the ‘‘Wholly-Owned SubAdvisers’’), or (3) not an ‘‘affiliated person’’ (as such
term is defined in section 2(a)(3) of the Act) of the
Subadvised Series, any Feeder Fund invested in a
Master Fund, any Trust, or the Adviser, except to
the extent that an affiliation arises solely because
the Sub-Adviser serves as a sub-adviser to a
Subadvised Series (‘‘Non-Affiliated Sub-Advisers’’).
4 The requested relief will not extend to any subadviser, other than a Wholly-Owned Sub-Adviser,
who is an affiliated person, as defined in section
2(a)(3) of the Act, of the Subadvised Series, of any
Feeder Fund, or of the Adviser, other than by
reason of serving as a sub-adviser to one or more
of the Subadvised Series (‘‘Affiliated Sub-Adviser’’).
5 For any Subadvised 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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Jkt 247001
safeguards, appropriate disclosure to
Subadvised Series’ shareholders and
notification about sub-advisory changes
and enhanced Board oversight to protect
the interests of the Subadvised 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 SubAdvisers 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 Subadvised Series.
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
Subadvised Series.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–11584 Filed 6–3–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–85955; File No. SR–
NYSEArca–2019–38]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing of Proposed
Rule Change Regarding Investments of
Aware Ultra-Short Duration Enhanced
Income ETF, a Series of Tidal ETF
Trust
May 29, 2019.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on May 15,
2019, NYSE Arca, Inc. (‘‘NYSE Arca’’ or
the ‘‘Exchange’’) filed with the
Securities and Exchange Commission
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
PO 00000
Frm 00134
Fmt 4703
25863
(the ‘‘Commission’’) the proposed rule
change as described in Items I, II, and
III below, which Items have been
prepared by the self-regulatory
organization. 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
The Exchange proposes certain
changes regarding investments of Aware
Ultra-Short Duration Enhanced Income
ETF (the ‘‘Fund’’), a series of Tidal ETF
Trust (the ‘‘Trust’’). Shares of the Fund
currently are listed and traded on the
Exchange under NYSE Arca Rule 8.600–
E (‘‘Managed Fund Shares’’).The
proposed change is available on the
Exchange’s website at www.nyse.com, at
the principal office of the Exchange, and
at the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes certain
changes, described below under
‘‘Application of Generic Listing
Requirements,’’ regarding investments
of the Fund. The shares (‘‘Shares’’) of
the Fund commenced trading on the
Exchange on January 29, 2019 pursuant
to the generic listing standards under
Commentary .01 to NYSE Arca Rule
8.600–E 4 (‘‘Managed Fund Shares’’).5
4 The Fund’s investments currently comply with
the generic requirements set forth in Commentary
.01 to Rule 8.600–E.
5 A Managed Fund Share is a security that
represents an interest in an investment company
registered under the Investment Company Act of
1940 (15 U.S.C. 80a–1) (‘‘1940 Act’’) organized as
an open-end investment company or similar entity
that invests in a portfolio of securities selected by
its investment adviser consistent with its
Continued
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]]>Agencies
[Federal Register Volume 84, Number 107 (Tuesday, June 4, 2019)]
[Notices]
[Pages 25862-25863]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-11584]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 33495; 812-14791]
Columbia Funds Series Trust, et al.
May 30, 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. The requested order would supersede a prior order.\1\
---------------------------------------------------------------------------
\1\ AXP Market Advantage Series, Inc., et al., Investment
Company Act Release Nos. 25619 (June 19, 2002) (notice) and 25664
(July 16, 2002) (order).
---------------------------------------------------------------------------
Applicants: Columbia Funds Series Trust, Columbia Funds Series
Trust I, Columbia Funds Series Trust II, Columbia Funds Variable
Insurance Trust, Columbia Funds Variable Series Trust II, Columbia ETF
Trust, Columbia ETF Trust I, and Columbia ETF Trust II (each, a
``Trust'' and collectively, the ``Trusts''), each a Delaware statutory
trust or a Massachusetts business trust registered under the Act as an
open-end management investment company with multiple series (each a
``Series''), and Columbia Management Investment Advisers, LLC (the
``Adviser''), a Minnesota limited liability company registered as an
investment adviser under the Investment Advisers Act of 1940.
Filing Dates: The application was filed on June 28, 2017 and
amended on December 11, 2017, September 28, 2018, March 7, 2019, and
May 17, 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 June 25, 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: Ryan C. Larrenaga,
Esq., Columbia Management Investment Advisers, LLC, 225 Franklin
Street, Boston, MA 02110.
FOR FURTHER INFORMATION CONTACT: Laura J. Riegel, Senior Counsel, at
(202) 551-3038, or Trace W. Rakestraw, 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 Adviser serves as the investment adviser to each Series,
pursuant to an investment management agreement with the applicable
Trust (``Investment Management Agreement'').\2\ Under the terms of the
Investment Management Agreement, the Adviser, subject to the
supervision of the board of trustees of the applicable Trust
(``Board''), provides continuous investment management of the assets of
[[Page 25863]]
each Subadvised Series. Consistent with the terms of the Investment
Management Agreement, the Adviser may, subject to the approval of the
Board, delegate portfolio management responsibilities of all or a
portion of the assets of a Subadvised Series to one or more Sub-
Advisers.\3\ The Adviser will continue to have overall responsibility
for the management and investment of the assets of each Subadvised
Series. The Adviser will evaluate, select, and recommend Sub-Advisers
to manage the assets of a Subadvised Series and will oversee, monitor
and review the Sub-Advisers and their performance and recommend the
removal or replacement of Sub-Advisers.
---------------------------------------------------------------------------
\2\ Applicants request relief with respect to the named
Applicants, as well as to any future Series, and any other existing
or future registered open-end management investment company or
series thereof that, in each case, (i) is advised by the Adviser or
any entity controlling, controlled by, or under common control with,
the Adviser or its successors (each, also an ``Adviser''), (ii) uses
the multi-manager structure described in the application, and (iii)
complies with the terms and conditions set forth in the application
(each, a ``Subadvised 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 Subadvised 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 of the applicable Trust (each, a
``Feeder Fund'') may invest substantially all of their assets in a
Subadvised 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.
\3\ As used herein, a ``Sub-Adviser'' for a Subadvised Series is
(1) an indirect or direct ``wholly owned subsidiary'' (as such term
is defined in the Act) of the Adviser for that Subadvised Series, or
(2) a sister company of the Adviser for that Subadvised Series that
is an indirect or direct ``wholly-owned subsidiary'' of the same
company that, indirectly or directly, wholly owns the Adviser (each
of (1) and (2) a ``Wholly-Owned Sub-Adviser'' and collectively, the
``Wholly-Owned Sub-Advisers''), or (3) not an ``affiliated person''
(as such term is defined in section 2(a)(3) of the Act) of the
Subadvised Series, any Feeder Fund invested in a Master Fund, any
Trust, or the Adviser, except to the extent that an affiliation
arises solely because the Sub-Adviser serves as a sub-adviser to a
Subadvised Series (``Non-Affiliated Sub-Advisers'').
---------------------------------------------------------------------------
2. Applicants request an order to permit the Adviser, subject to
the approval of the Board, to enter into investment sub-advisory
agreements with the Sub-Advisers (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.\4\ Applicants also seek an exemption from the
Disclosure Requirements to permit a Subadvised Series to disclose (as
both a dollar amount and a percentage of the Subadvised Series' net
assets): (a) The aggregate fees paid to the Adviser and any Wholly-
Owned Sub-Adviser; (b) the aggregate fees paid to Non-Affiliated Sub-
Advisers; and (c) the fee paid to each Affiliated Sub-Adviser
(collectively, Aggregate Fee Disclosure'').\5\
---------------------------------------------------------------------------
\4\ The requested relief will not extend to any sub-adviser,
other than a Wholly-Owned Sub-Adviser, who is an affiliated person,
as defined in section 2(a)(3) of the Act, of the Subadvised Series,
of any Feeder Fund, or of the Adviser, other than by reason of
serving as a sub-adviser to one or more of the Subadvised Series
(``Affiliated Sub-Adviser'').
\5\ For any Subadvised 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 Subadvised Series' shareholders and
notification about sub-advisory changes and enhanced Board oversight to
protect the interests of the Subadvised 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-Advisers 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 Subadvised Series. 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 Subadvised Series.
For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-11584 Filed 6-3-19; 8:45 am]
BILLING CODE 8011-01-P
