The Alger ETF Trust, et al., 23878-23879 [2020-09035]
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Federal Register / Vol. 85, No. 83 / Wednesday, April 29, 2020 / Notices
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The Commission notes that while the
proposed rule change provides
temporary relief in the event that there
are delays in distributing proxy
materials as a result of COVID–19, the
Exchange and the Commission expect
that best efforts will be made to ensure
that transmissions of proxy materials
will continue to be made prior to the
15th day before the meeting. To the
extent that materials cannot be
distributed prior to the 15th day, the
Commission notes that the conditions
set forth above requiring, in part, the
intermediary acting on behalf of a
member organization to disclose
prominently on its website that it is
experiencing operational challenges as a
result of COVID–19, identify the
companies whose proxy distributions
are affected, and encourage beneficial
owners to submit their vote by
electronic or telephone means to ensure
their instructions are received in
advance of the shareholder meeting
should help to ensure beneficial owners
have adequate time to review their
proxy material and vote on a timely
basis.
Moreover, the Commission notes that,
as discussed above, proxy materials are
delivered electronically to the beneficial
owners of 84% of all shares,14 and that
the Exchange expects electronic
transmissions of proxy materials to
continue to be made within the normal
time frames provided by its rule. In
addition, according to the Exchange, a
significant percentage of shareholders
who receive physical distributions of
proxy materials and vote, vote through
the internet or by phone, so the rule as
modified would continue to provide
adequate time for most beneficial
owners to review their proxy materials
and vote on a timely basis.15 The
proposal also only continues to allow
member organizations to vote
uninstructed shares on routine matters
in accordance with Exchange Rule 452.
The Commission also notes that the
proposal is a temporary measure
designed to respond to current, unusual
market conditions. For these reasons,
the Commission believes that waiver of
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
proposal as operative upon filing.16
14 See
supra note 4.
supra note 6 and accompanying text.
16 For purposes only of waiving the 30-day
operative delay, the Commission also has
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
15 See
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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.
IV. Solicitation of Comments
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–
NYSE–2020–38 on the subject line.
Paper Comments
• 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–NYSE–2020–38. 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
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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–NYSE–2020–38 and should
be submitted on or before May 20, 2020.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.17
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–09050 Filed 4–28–20; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
33852; File No. 812–15117]
The Alger ETF Trust, et al.
April 23, 2020.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
Notice of an application for an order
under section 6(c) of the Investment
Company Act of 1940 (‘‘Act’’) for an
exemption from sections 2(a)(32),
5(a)(1), and 22(d) of the Act and rule
22c–1 under the Act, under sections 6(c)
and 17(b) of the Act for an exemption
from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the
Act for an exemption from sections
12(d)(1)(A) and 12(d)(1)(B) of the Act.
Applicants: The Alger ETF Trust (the
‘‘Trust’’), Fred Alger Management, LLC
(the ‘‘Adviser’’) and Fred Alger &
Company, LLC (the ‘‘Distributor’’).
Summary of Application: Applicants
request an order (‘‘Order’’) that permits:
(a) ActiveShares ETFs (as described in
the Reference Order (as defined below))
to issue shares (‘‘Shares’’) redeemable in
large aggregations only (‘‘creation
units’’); (b) secondary market
transactions in Shares to occur at
negotiated market prices rather than at
net asset value; (c) certain affiliated
persons of an ActiveShares ETF to
deposit securities into, and receive
securities from, the ActiveShares ETF in
connection with the purchase and
redemption of creation units; and (d)
certain registered management
investment companies and unit
investment trusts outside of the same
group of investment companies as the
ActiveShares ETFs to acquire Shares of
the ActiveShares ETFs. The Order
would incorporate by reference terms
and conditions of a previous order
17 17
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CFR 200.30–3(a)(12).
29APN1
Federal Register / Vol. 85, No. 83 / Wednesday, April 29, 2020 / Notices
granting the same relief sought by
applicants, as that order may be
amended from time to time (‘‘Reference
Order’’).1
Filing Date: The application was filed
on March 27, 2020.
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 emailing the
Commission’s Secretary at SecretarysOffice@sec.gov 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 18, 2020, 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 emailing the
Commission’s Secretary at SecretarysOffice@sec.gov.
The Commission:
Secretarys-Office@sec.gov. Applicants:
The Alger ETF Trust, Fred Alger
Management, LLC and Fred Alger &
Company, LLC, 360 Park Avenue South,
New York, New York 10010.
ADDRESSES:
FOR FURTHER INFORMATION CONTACT:
Marc Mehrespand, Senior Counsel, at
(202) 551–8453 or Trace Rakestraw,
Branch Chief, at (202) 551–6825
(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.
Applicants:
1. The Trust is a business trust
organized under Massachusetts law and
will consist of one or more series
operating as ActiveShares ETFs. The
Trust will be registered as an open-end
management investment company
under the Act. Applicants seek relief
with respect to Funds (as defined
below), including an initial Fund (the
‘‘Initial Fund’’). The Funds will operate
jbell on DSKJLSW7X2PROD with NOTICES
SUPPLEMENTARY INFORMATION:
1 Precidian ETFs Trust, et al., Investment
Company Act Rel. Nos. 33440 (April 8, 2019)
(notice) and 33477 (May 20, 2019) (order).
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Jkt 250001
as ActiveShares ETFs as described in
the Reference Order.2
2. The Adviser, a Delaware limited
liability company, will be the
investment adviser to the Initial Fund.
An Adviser (as defined below) will
serve as investment adviser to each
Fund. The Adviser is, and any other
Adviser will be, registered as an
investment adviser under the
Investment Advisers Act of 1940
(‘‘Advisers Act’’). The Adviser may
enter into sub-advisory agreements with
other investment advisers to act as subadvisers with respect to the Funds (each
a ‘‘Sub-Adviser’’). Any Sub-Adviser will
be registered under the Advisers Act.
3. The Distributor is a Delaware
limited liability company and a brokerdealer registered under the Securities
Exchange Act of 1934, as amended, and
will act as the principal underwriter of
Shares of the Funds. Applicants request
that the requested relief apply to any
distributor of Shares, whether affiliated
or unaffiliated with the Adviser and/or
Sub-Adviser (included in the term
‘‘Distributor’’). Any Distributor will
comply with the terms and conditions
of the Order.
Applicants’ Requested Exemptive
Relief:
4. Applicants seek the requested
Order under section 6(c) of the Act for
an exemption from sections 2(a)(32),
5(a)(1), and 22(d) of the Act and rule
22c–1 under the Act, under sections 6(c)
and 17(b) of the Act for an exemption
from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the
Act for an exemption from sections
12(d)(1)(A) and 12(d)(1)(B) of the Act.
The requested Order would permit
applicants to offer ActiveShares ETFs.
Because the relief requested is the same
as the relief granted by the Commission
under the Reference Order and because
the Adviser has entered into a licensing
agreement with Precidian Funds LLC in
order to offer ActiveShares ETFs,3 the
Order would incorporate by reference
the terms and conditions of the
Reference Order.
5. Applicants request that the Order
apply to the Initial Fund and to any
other existing or future open-end
management investment company or
2 To
facilitate arbitrage, an ActiveShares ETF
disseminates a ‘‘verified intraday indicative value’’
or ‘‘VIIV,’’ reflecting the value of its portfolio
holdings, calculated every second during the
trading day. To protect the identity and weightings
of its portfolio holdings, an ActiveShares ETF sells
and redeems its Shares in creation units to
authorized participants only through an unaffiliated
broker-dealer acting on an agency basis.
3 Aspects of the Funds are covered by intellectual
property rights, including but not limited to those
which are described in one or more patent
applications.
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23879
series thereof that: (a) Is advised by the
Adviser or any entity controlling,
controlled by, or under common control
with the Adviser (any such entity
included in the term ‘‘Adviser’’); (b)
operates as an ActiveShares ETF as
described in the Reference Order; and
(c) complies with the terms and
conditions of the Order and of the
Reference Order, which is incorporated
by reference into the Order (each such
company or series and the Initial Fund,
a ‘‘Fund’’).4
6. Section 6(c) of the Act provides that
the Commission may exempt any
person, security or transaction, or any
class of persons, securities or
transactions, from any provisions of the
Act, if and to the extent that such
exemption is necessary or appropriate
in the public interest and consistent
with the protection of investors and the
purposes fairly intended by the policy
and provisions of the Act. Section 17(b)
of the Act authorizes the Commission to
exempt a proposed transaction from
section 17(a) of the Act if evidence
establishes that the terms of the
transaction, including the consideration
to be paid or received, are reasonable
and fair and do not involve
overreaching on the part of any person
concerned, and the transaction is
consistent with the policies of the
registered investment company and the
general purposes of the Act. Section
12(d)(1)(J) of the Act provides that the
Commission may exempt any person,
security, or transaction, or any class 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.
Applicants submit that for the reasons
stated in the Reference Order the
requested relief meets the exemptive
standards under sections 6(c), 17(b) and
12(d)(1)(J) of the Act.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–09035 Filed 4–28–20; 8:45 am]
BILLING CODE 8011–01–P
4 All entities that currently intend to rely on the
Order are named as applicants. Any other entity
that relies on the Order in the future will comply
with the terms and conditions of the Order and of
the Reference Order, which is incorporated by
reference into the Order.
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29APN1
]]>Agencies
[Federal Register Volume 85, Number 83 (Wednesday, April 29, 2020)]
[Notices]
[Pages 23878-23879]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-09035]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 33852; File No. 812-15117]
The Alger ETF Trust, et al.
April 23, 2020.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (``Act'') for an exemption from sections
2(a)(32), 5(a)(1), and 22(d) of the Act and rule 22c-1 under the Act,
under sections 6(c) and 17(b) of the Act for an exemption from sections
17(a)(1) and 17(a)(2) of the Act, and under section 12(d)(1)(J) of the
Act for an exemption from sections 12(d)(1)(A) and 12(d)(1)(B) of the
Act.
Applicants: The Alger ETF Trust (the ``Trust''), Fred Alger
Management, LLC (the ``Adviser'') and Fred Alger & Company, LLC (the
``Distributor'').
Summary of Application: Applicants request an order (``Order'')
that permits: (a) ActiveShares ETFs (as described in the Reference
Order (as defined below)) to issue shares (``Shares'') redeemable in
large aggregations only (``creation units''); (b) secondary market
transactions in Shares to occur at negotiated market prices rather than
at net asset value; (c) certain affiliated persons of an ActiveShares
ETF to deposit securities into, and receive securities from, the
ActiveShares ETF in connection with the purchase and redemption of
creation units; and (d) certain registered management investment
companies and unit investment trusts outside of the same group of
investment companies as the ActiveShares ETFs to acquire Shares of the
ActiveShares ETFs. The Order would incorporate by reference terms and
conditions of a previous order
[[Page 23879]]
granting the same relief sought by applicants, as that order may be
amended from time to time (``Reference Order'').\1\
---------------------------------------------------------------------------
\1\ Precidian ETFs Trust, et al., Investment Company Act Rel.
Nos. 33440 (April 8, 2019) (notice) and 33477 (May 20, 2019)
(order).
---------------------------------------------------------------------------
Filing Date: The application was filed on March 27, 2020.
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 emailing the Commission's
Secretary at [email protected] 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 18, 2020, 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 emailing the Commission's Secretary at [email protected].
ADDRESSES: The Commission: [email protected]. Applicants: The
Alger ETF Trust, Fred Alger Management, LLC and Fred Alger & Company,
LLC, 360 Park Avenue South, New York, New York 10010.
FOR FURTHER INFORMATION CONTACT: Marc Mehrespand, Senior Counsel, at
(202) 551-8453 or Trace Rakestraw, 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, or for an
applicant using the Company name box, at https://www.sec.gov/search/search.htm or by calling (202) 551-8090.
Applicants:
1. The Trust is a business trust organized under Massachusetts law
and will consist of one or more series operating as ActiveShares ETFs.
The Trust will be registered as an open-end management investment
company under the Act. Applicants seek relief with respect to Funds (as
defined below), including an initial Fund (the ``Initial Fund''). The
Funds will operate as ActiveShares ETFs as described in the Reference
Order.\2\
---------------------------------------------------------------------------
\2\ To facilitate arbitrage, an ActiveShares ETF disseminates a
``verified intraday indicative value'' or ``VIIV,'' reflecting the
value of its portfolio holdings, calculated every second during the
trading day. To protect the identity and weightings of its portfolio
holdings, an ActiveShares ETF sells and redeems its Shares in
creation units to authorized participants only through an
unaffiliated broker-dealer acting on an agency basis.
---------------------------------------------------------------------------
2. The Adviser, a Delaware limited liability company, will be the
investment adviser to the Initial Fund. An Adviser (as defined below)
will serve as investment adviser to each Fund. The Adviser is, and any
other Adviser will be, registered as an investment adviser under the
Investment Advisers Act of 1940 (``Advisers Act''). The Adviser may
enter into sub-advisory agreements with other investment advisers to
act as sub-advisers with respect to the Funds (each a ``Sub-Adviser'').
Any Sub-Adviser will be registered under the Advisers Act.
3. The Distributor is a Delaware limited liability company and a
broker-dealer registered under the Securities Exchange Act of 1934, as
amended, and will act as the principal underwriter of Shares of the
Funds. Applicants request that the requested relief apply to any
distributor of Shares, whether affiliated or unaffiliated with the
Adviser and/or Sub-Adviser (included in the term ``Distributor''). Any
Distributor will comply with the terms and conditions of the Order.
Applicants' Requested Exemptive Relief:
4. Applicants seek the requested Order under section 6(c) of the
Act for an exemption from sections 2(a)(32), 5(a)(1), and 22(d) of the
Act and rule 22c-1 under the Act, under sections 6(c) and 17(b) of the
Act for an exemption from sections 17(a)(1) and 17(a)(2) of the Act,
and under section 12(d)(1)(J) of the Act for an exemption from sections
12(d)(1)(A) and 12(d)(1)(B) of the Act. The requested Order would
permit applicants to offer ActiveShares ETFs. Because the relief
requested is the same as the relief granted by the Commission under the
Reference Order and because the Adviser has entered into a licensing
agreement with Precidian Funds LLC in order to offer ActiveShares
ETFs,\3\ the Order would incorporate by reference the terms and
conditions of the Reference Order.
---------------------------------------------------------------------------
\3\ Aspects of the Funds are covered by intellectual property
rights, including but not limited to those which are described in
one or more patent applications.
---------------------------------------------------------------------------
5. Applicants request that the Order apply to the Initial Fund and
to any other existing or future open-end management investment company
or series thereof that: (a) Is advised by the Adviser or any entity
controlling, controlled by, or under common control with the Adviser
(any such entity included in the term ``Adviser''); (b) operates as an
ActiveShares ETF as described in the Reference Order; and (c) complies
with the terms and conditions of the Order and of the Reference Order,
which is incorporated by reference into the Order (each such company or
series and the Initial Fund, a ``Fund'').\4\
---------------------------------------------------------------------------
\4\ All entities that currently intend to rely on the Order are
named as applicants. Any other entity that relies on the Order in
the future will comply with the terms and conditions of the Order
and of the Reference Order, which is incorporated by reference into
the Order.
---------------------------------------------------------------------------
6. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and to
the extent that such exemption is necessary or appropriate in the
public interest and consistent with the protection of investors and the
purposes fairly intended by the policy and provisions of the Act.
Section 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the transaction is consistent
with the policies of the registered investment company and the general
purposes of the Act. Section 12(d)(1)(J) of the Act provides that the
Commission may exempt any person, security, or transaction, or any
class 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. Applicants submit that for
the reasons stated in the Reference Order the requested relief meets
the exemptive standards under sections 6(c), 17(b) and 12(d)(1)(J) of
the Act.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-09035 Filed 4-28-20; 8:45 am]
BILLING CODE 8011-01-P
