Order Under Section 6(c) and Section 38(a) of the Investment Company Act of 1940 Granting Exemptions From Sections 15(c) and 32(a) of the Investment Company Act and Rules 12b-1(b)(2) and 15a-4(b)(2)(ii) Thereunder, 38467-38468 [2020-13790]

Download as PDF Federal Register / Vol. 85, No. 124 / Friday, June 26, 2020 / Notices continually available on a real-time basis throughout the day on brokers’ computer screens and other electronic services. Information regarding the previous day’s closing price and trading volume information for the shares will be published daily in the financial section of newspapers. Quotation and last sale information for the shares will be available via the CTA high-speed line. The Exchange deems Proxy Portfolio Shares to be equity securities, thus rendering trading in the shares subject to the Exchange’s existing rules governing the trading of equity securities. As provided in proposed Nasdaq Rule 5750(b)(3), the minimum price variation for quoting and entry of orders in securities traded on the Exchange is $0.01. For the above reasons, the Exchange believes that the proposed rule change is consistent with the requirements of Section 6(b)(5) of the Act. B. Self-Regulatory Organization’s Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purpose of the Act. The Exchange notes that the proposed rule change, rather will facilitate the listing and trading of new types of activelymanaged exchange-traded products that will enhance competition among both market participants and listing venues, to the benefit of investors and the marketplace. C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were either solicited or received. jbell on DSKJLSW7X2PROD with NOTICES III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Because the proposed rule change does not: (i) Significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; and (iii) become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate, it has become effective pursuant to Section 19(b)(3)(A) of the Act 14 and Rule 19b– 4(f)(6) thereunder.15 14 15 U.S.C. 78s(b)(3)(A). 15 17 CFR 240.19b–4(f)(6). In addition, Rule19b– 4(f)(6)(iii) requires a self-regulatory organization to give the Commission written notice of its intent to file the proposed rule change, along with a brief description and text of the proposed rule change, at least five business days prior to the date of filing VerDate Sep<11>2014 19:42 Jun 25, 2020 Jkt 250001 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. 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– NASDAQ–2020–032 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–NASDAQ–2020–032. 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 of the proposed rule change, or such shorter time as designated by the Commission. The Exchange has satisfied this requirement. PO 00000 Frm 00112 Fmt 4703 Sfmt 4703 38467 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–NASDAQ–2020–032 and should be submitted on or before July 17, 2020. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.16 J. Matthew DeLesDernier, Assistant Secretary. [FR Doc. 2020–13764 Filed 6–25–20; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release no. 33897] Order Under Section 6(c) and Section 38(a) of the Investment Company Act of 1940 Granting Exemptions From Sections 15(c) and 32(a) of the Investment Company Act and Rules 12b–1(b)(2) and 15a–4(b)(2)(ii) Thereunder June 19, 2020. On March 25, 2020, the Commission issued an order 1 (the ‘‘March 25 Order’’) pursuant to its authority under Sections 6(c) and 38(a) of the Investment Company Act of 1940 (the ‘‘Investment Company Act’’ or ‘‘Act’’) granting exemptions from certain provisions of that Act and the rules thereunder. Section II of the March 25 Order provided exemptions from certain Investment Company Act sections and rules requiring that votes of the board of directors of either a registered management investment company or business development company (‘‘BDC’’) be cast in-person (the ‘‘Inperson Board Relief’’). The Commission has been monitoring the effects of COVID–19 and is now superseding in part the March 25 Order to extend the period during which the In-person Board Relief will be available, subject to the same conditions as the March 25 Order, in light of its current understanding of the circumstances. The health and safety of all participants in the securities markets is of paramount importance, and the Commission recognizes that boards of directors of registered management 16 17 CFR 200.30–3(a)(12). Company Act Release No. 33824 (Mar. 25, 2020), available at https://www.sec.gov/ rules/other/2020/ic-33824.pdf. The March 25 Order superseded a similar order dated March 13, 2020. See Investment Company Act Release No. 33817 (Mar. 13, 2020), available at https://www.sec.gov/ rules/other/2020/ic-33817.pdf. 1 Investment E:\FR\FM\26JNN1.SGM 26JNN1 38468 Federal Register / Vol. 85, No. 124 / Friday, June 26, 2020 / Notices investment companies and BDCs continue to face challenges traveling in order to meet the in-person voting requirements under the Investment Company Act and rules thereunder. For this reason, the Commission finds that extending the time period for the Inperson Board Relief, pursuant to its authority under Sections 6(c) and 38(a) of the Investment Company Act, is necessary and appropriate in the public interest and consistent with the protection of investors and the purposes fairly intended by the policy and provisions of the Investment Company Act, and necessary and appropriate to the exercise of the powers conferred on it by the Investment Company Act. The necessity for prompt action of the Commission does not permit prior notice of the Commission’s action. This Order supersedes the March 25 Order with respect to the In-person Board Relief only. Relief provided in other sections of the March 25 Order, including the accompanying Commission statement regarding prospectus delivery, will expire as provided in that order. jbell on DSKJLSW7X2PROD with NOTICES I. Time Period for the Exemptive Relief The relief provided in this Order is limited to the period from (and including) the date of the Original Order to (and including) the date to be specified in a public notice from Commission staff stating that the relief will terminate, which date will be at least two weeks from the date of the notice and no earlier than December 31, 2020. The Commission intends to continue to monitor the current situation. The time period for the relief may, if necessary, be extended with any additional conditions that are deemed appropriate, and the Commission may issue other relief as necessary or appropriate. II. In-Person Board Meeting Requirements for Registered Management Investment Companies and BDCs It is ordered, pursuant to Sections 6(c) and 38(a) of the Act: That for the period specified in Section I, a registered management investment company or BDC and any investment adviser of or principal underwriter for such registered management investment company or BDC is exempt from the requirements imposed under sections 15(c) and 32(a) of the Investment Company Act and Rules 12b–1(b)(2) and 15a–4(b)(2)(ii) under the Investment Company Act that votes of the board of directors of either the registered management investment VerDate Sep<11>2014 19:42 Jun 25, 2020 Jkt 250001 company or BDC be cast in person, provided that: (i) Reliance on this Order is necessary or appropriate due to circumstances related to current or potential effects of COVID–19; (ii) the votes required to be cast at an in-person meeting are instead cast at a meeting in which directors may participate by any means of communication that allows all directors participating to hear each other simultaneously during the meeting; and (iii) the board of directors, including a majority of the directors who are not interested persons of the registered management investment company or BDC, ratifies the action taken pursuant to this exemption by vote cast at the next in-person meeting. By the Commission. J. Matthew DeLesDernier, Assistant Secretary. [FR Doc. 2020–13790 Filed 6–25–20; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–89119; File No. SR–FINRA– 2020–018] Self-Regulatory Organizations; Financial Industry Regulatory Authority, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the FINRA Rule 6800 Series (Consolidated Audit Trail Compliance Rule) June 22, 2020. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 notice is hereby given that on June 19, 2020, Financial Industry Regulatory Authority, Inc. (‘‘FINRA’’) filed with the Securities and Exchange Commission (‘‘SEC’’ or ‘‘Commission’’) the proposed rule change as described in Items I and II below, which Items have been prepared by FINRA. FINRA has designated the proposed rule change as constituting a ‘‘non-controversial’’ rule change under paragraph (f)(6) of Rule 19b–4 under the Act,3 which renders the proposal effective upon receipt of this filing by the Commission. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 17 CFR 240.19b–4(f)(6). Frm 00113 Fmt 4703 II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, FINRA 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 these statements may be examined at the places specified in Item IV below. FINRA has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose The purpose of this proposed rule change is to amend the Rule 6800 Series, the Compliance Rule regarding the CAT NMS Plan, to be consistent with certain exemptions from the CAT NMS Plan as well as to facilitate the retirement of certain existing regulatory systems. As described more fully below, the proposed rule change would make the following changes to the Compliance Rule: • Add additional data elements to the consolidated audit trail (‘‘CAT’’) reporting requirements for Industry Members to facilitate the retirement of FINRA’s Order Audit Trail System (‘‘OATS’’); • Add additional data elements related to OTC Equity Securities that FINRA currently receives from alternative trading systems (‘‘ATSs’’) that trade OTC Equity Securities for regulatory oversight purposes to the CAT reporting requirements for Industry Members; 4 Unless otherwise specified, capitalized terms used in this rule filing are defined as set forth in the Compliance Rule. 2 17 PO 00000 I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change FINRA is proposing to amend the FINRA Rule 6800 Series, FINRA’s compliance rule (‘‘Compliance Rule’’) regarding the National Market System Plan Governing the Consolidated Audit Trail (the ‘‘CAT NMS Plan’’ or ‘‘Plan’’) 4 to be consistent with certain exemptions from the CAT NMS Plan as well as to facilitate the retirement of certain existing regulatory systems. The text of the proposed rule change is available on FINRA’s website at https://www.finra.org, at the principal office of FINRA and at the Commission’s Public Reference Room. Sfmt 4703 E:\FR\FM\26JNN1.SGM 26JNN1

Agencies

[Federal Register Volume 85, Number 124 (Friday, June 26, 2020)]
[Notices]
[Pages 38467-38468]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-13790]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release no. 33897]


Order Under Section 6(c) and Section 38(a) of the Investment 
Company Act of 1940 Granting Exemptions From Sections 15(c) and 32(a) 
of the Investment Company Act and Rules 12b-1(b)(2) and 15a-4(b)(2)(ii) 
Thereunder

June 19, 2020.
    On March 25, 2020, the Commission issued an order \1\ (the ``March 
25 Order'') pursuant to its authority under Sections 6(c) and 38(a) of 
the Investment Company Act of 1940 (the ``Investment Company Act'' or 
``Act'') granting exemptions from certain provisions of that Act and 
the rules thereunder. Section II of the March 25 Order provided 
exemptions from certain Investment Company Act sections and rules 
requiring that votes of the board of directors of either a registered 
management investment company or business development company (``BDC'') 
be cast in-person (the ``In-person Board Relief'').
---------------------------------------------------------------------------

    \1\ Investment Company Act Release No. 33824 (Mar. 25, 2020), 
available at https://www.sec.gov/rules/other/2020/ic-33824.pdf. The 
March 25 Order superseded a similar order dated March 13, 2020. See 
Investment Company Act Release No. 33817 (Mar. 13, 2020), available 
at https://www.sec.gov/rules/other/2020/ic-33817.pdf.
---------------------------------------------------------------------------

    The Commission has been monitoring the effects of COVID-19 and is 
now superseding in part the March 25 Order to extend the period during 
which the In-person Board Relief will be available, subject to the same 
conditions as the March 25 Order, in light of its current understanding 
of the circumstances. The health and safety of all participants in the 
securities markets is of paramount importance, and the Commission 
recognizes that boards of directors of registered management

[[Page 38468]]

investment companies and BDCs continue to face challenges traveling in 
order to meet the in-person voting requirements under the Investment 
Company Act and rules thereunder. For this reason, the Commission finds 
that extending the time period for the In-person Board Relief, pursuant 
to its authority under Sections 6(c) and 38(a) of the Investment 
Company Act, is necessary and appropriate in the public interest and 
consistent with the protection of investors and the purposes fairly 
intended by the policy and provisions of the Investment Company Act, 
and necessary and appropriate to the exercise of the powers conferred 
on it by the Investment Company Act. The necessity for prompt action of 
the Commission does not permit prior notice of the Commission's action.
    This Order supersedes the March 25 Order with respect to the In-
person Board Relief only. Relief provided in other sections of the 
March 25 Order, including the accompanying Commission statement 
regarding prospectus delivery, will expire as provided in that order.

I. Time Period for the Exemptive Relief

    The relief provided in this Order is limited to the period from 
(and including) the date of the Original Order to (and including) the 
date to be specified in a public notice from Commission staff stating 
that the relief will terminate, which date will be at least two weeks 
from the date of the notice and no earlier than December 31, 2020.
    The Commission intends to continue to monitor the current 
situation. The time period for the relief may, if necessary, be 
extended with any additional conditions that are deemed appropriate, 
and the Commission may issue other relief as necessary or appropriate.

II. In-Person Board Meeting Requirements for Registered Management 
Investment Companies and BDCs

    It is ordered, pursuant to Sections 6(c) and 38(a) of the Act:
    That for the period specified in Section I, a registered management 
investment company or BDC and any investment adviser of or principal 
underwriter for such registered management investment company or BDC is 
exempt from the requirements imposed under sections 15(c) and 32(a) of 
the Investment Company Act and Rules 12b-1(b)(2) and 15a-4(b)(2)(ii) 
under the Investment Company Act that votes of the board of directors 
of either the registered management investment company or BDC be cast 
in person, provided that:
    (i) Reliance on this Order is necessary or appropriate due to 
circumstances related to current or potential effects of COVID-19;
    (ii) the votes required to be cast at an in-person meeting are 
instead cast at a meeting in which directors may participate by any 
means of communication that allows all directors participating to hear 
each other simultaneously during the meeting; and
    (iii) the board of directors, including a majority of the directors 
who are not interested persons of the registered management investment 
company or BDC, ratifies the action taken pursuant to this exemption by 
vote cast at the next in-person meeting.

    By the Commission.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-13790 Filed 6-25-20; 8:45 am]
BILLING CODE 8011-01-P
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