Simplify Exchange Traded Funds and Simplify Asset Management Inc., 28922-28923 [2021-11292]
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Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices
issuing an order approving or
disapproving the proposed rule change,
however, by not more than 60 days if
the Commission determines that a
longer period is appropriate and
publishes the reasons for such
determination. The proposed rule
change was published for notice and
comment in the Federal Register on
December 1, 2020.10 May 30, 2021 is
180 days from that date, and July 29,
2021, is 240 days from that date.
The Commission finds it appropriate
to designate a longer period within
which to issue an order approving or
disapproving the proposed rule change,
as modified by Amendment No. 1, so
that it has sufficient time to consider the
proposed rule change, as modified by
Amendment No.1. Accordingly, the
Commission, pursuant to Section
19(b)(2) of the Act,11 designates July 29,
2021, as the date by which the
Commission shall either approve or
disapprove the proposed rule change
(File No. SR–NYSE–2020–95) as
modified by Amendment No. 1.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–11289 Filed 5–27–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
34274; 812–15154]
Simplify Exchange Traded Funds and
Simplify Asset Management Inc.
May 24, 2021.
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
10 See Securities Exchange Act Release No. 90495
(Nov. 24, 2020), 85 FR 77304 (Dec. 1, 2020) (SR–
NYSE–2020–95) (‘‘Notice’’).
11 15 U.S.C. 78s(b)(2).
12 17 CFR 200.30–3(a)(57).
VerDate Sep<11>2014
17:28 May 27, 2021
Jkt 253001
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: Simplify Exchange Traded
Funds (the ‘‘Trust’’), a Delaware
statutory trust registered under the Act
as an open-end management investment
company with multiple series, and
Simplify Asset Management Inc., a New
York corporation registered as an
investment adviser under the
Investment Advisers Act of 1940
(‘‘Simplify’’ or the ‘‘Advisor,’’ and,
collectively with the Trust, the
‘‘Applicants’’).
FILING DATES: The application was filed
on August 18, 2020, and amended on
February 24, 2021.
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 by email.
Hearing requests should be received by
the Commission by 5:30 p.m. on June
18, 2021, and should be accompanied
by proof of service on the applicants, in
the form of an affidavit, or, for lawyers,
a certificate of service. Pursuant to rule
0–5 under the Act, hearing requests
should state the nature of the writer’s
interest, any facts bearing upon the
desirability of a hearing on the matter,
the reason for the request, and the issues
contested. Persons who wish to be
notified of a hearing may request
notification by emailing the
Commission’s Secretary at SecretarysOffice@sec.gov.
ADDRESSES: The Commission:
Secretarys-Office@sec.gov. Applicants:
c/o JoAnn M. Strasser, Thompson Hine
LLP, by email: JoAnn.Strasser@
thompsonhine.com.
FOR FURTHER INFORMATION CONTACT:
Christine Y. Greenlees, Senior Counsel,
at (202) 551–6879, or Lisa Reid Ragen,
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 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 as the
investment adviser to the Funds (as
PO 00000
Frm 00176
Fmt 4703
Sfmt 4703
defined below) pursuant to investment
advisory agreements with the Funds
(the ‘‘Advisory Agreements’’).1 The
Advisor will provide the Funds with
continuous and comprehensive
investment management services subject
to the supervision of, and policies
established by, each Fund’s board of
trustees (‘‘Board’’). The Advisory
Agreements permit the Advisor, subject
to the approval of the Board, to delegate
to one or more sub-advisers (each, a
‘‘Subadvisor’’ and collectively, the
‘‘Subadvisors’’) the responsibility to
provide the day-to-day portfolio
investment management of each Fund
(either directly or through such Fund’s
direct wholly-owned subsidiary),
subject to the supervision and direction
of the Advisor. The primary
responsibility for managing the Funds
will remain vested in the Advisor. The
Advisor will hire, evaluate, allocate
assets to and oversee the Subadvisors,
including determining whether a
Subadvisor should be terminated, at all
times subject to the authority of the
Board.
2. Each Fund may pursue its
investment strategies by investing
through a direct wholly-owned
subsidiary (each such subsidiary, a
‘‘Subsidiary’’). Any future Subsidiary
will enter into an investment advisory
agreement with the respective Advisor
(the ‘‘Subsidiary Advisory
Agreements’’).2 In all cases, an Advisor
will be the entity providing general
management services to each Fund,
including overall supervisory
responsibility for the general
management and investment of the
Fund’s assets (either directly or through
such Fund’s Subsidiary, if any), and,
subject to review and approval of the
Board, will: (a) Set such Fund’s
(including, if any, its Subsidiary’s)
overall investment strategies; (b)
evaluate, select and recommend
Subadvisors to manage all or a portion
of the Fund’s assets (directly or through
the Fund’s Subsidiary, if any); (c)
1 Applicants request relief with respect to any
existing or future series of the Trust and any other
registered open-end management investment
company or series thereof that: (a) Is advised by
Simplify or any entity controlling, controlled by or
under common control with Simplify or its
successors (each, also an ‘‘Advisor’’); (b) uses the
manager of managers structure described in the
application; and (c) complies with the terms and
conditions of the application (any such series, a
‘‘Fund’’). For purposes of the requested order,
‘‘successor’’ is limited to any entity that results
from a reorganization into another jurisdiction or a
change in the type of business organization.
2 Any future Subsidiary Advisory Agreement will
be approved by the Board, including a majority of
the trustees who are not ‘‘interested persons’’ (as
defined in section 2(a)(19) of the Act) of the Fund
or the Advisor, and the Fund’s shareholders.
E:\FR\FM\28MYN1.SGM
28MYN1
Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices
allocate and, when appropriate,
reallocate the Fund’s assets among one
or more Subadvisors (including by
allocating and reallocating assets
between and among the Fund and, if
any, its Subsidiary); (d) monitor and
evaluate the performance of
Subadvisors; and (e) implement
procedures reasonably designed to
ensure that the Subadvisors comply
with the investment objective, policies
and restrictions of the Fund and the
Subsidiary, if any.
3. Applicants request an order
exempting Applicants from section
15(a) of the Act and rule 18f–2
thereunder to permit the Trust, on
behalf of a Fund, and/or its Advisor,
subject to the approval of the Board, to
enter into and materially amend
investment subadvisory agreements
with Subadvisors (‘‘Subadvisory
Agreements’’) without obtaining
shareholder approval.3 Applicants also
seek an exemption from the Disclosure
Requirements to permit a Fund to
disclose (as both a dollar amount and a
percentage of the Fund’s net assets): (a)
The aggregate fees paid to the Advisor
and any Excluded Subadvisor; and (b)
the aggregate fees paid to Subadvisors
other than Excluded Subadvisors
(collectively, ‘‘Aggregate Fee
Disclosure’’). For any Fund that
employs an Excluded Subadvisor, the
Fund will provide separate disclosure of
any fees paid to the Excluded
Subadvisor.
4. 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
Fund shareholders and notification
about sub-advisory changes and
enhanced Board oversight to protect the
interests of the Funds’ shareholders.
5. 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
Advisory Agreements will remain
3 The requested relief will not extend to any subadviser who is an affiliated person, as defined in
section 2(a)(3) of the Act, of a Fund or an Advisor
other than by reason of serving as a sub-adviser to
one or more Funds (or any Subsidiary) (‘‘Excluded
Subadvisors’’).
VerDate Sep<11>2014
17:28 May 27, 2021
Jkt 253001
subject to shareholder approval, while
the role of the Subadvisors is
substantially similar to that of
individual portfolio managers, so that
requiring shareholder approval of
Subadvisory Agreements would impose
unnecessary delays and expenses on the
Funds. 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
Subadvisors that are more advantageous
for the Funds.
For the Commission, by the Division of
Investment Management, under delegated
authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–11292 Filed 5–27–21; 8:45 am]
BILLING CODE 8011–01–P
28923
Directorate, 1515 Wilson Boulevard,
Arlington, Virginia 22209–2425.
A copy of the comments should be
sent to the Office of Information and
Regulatory Affairs, Attention: Desk
Officer, Selective Service System, Office
of Management and Budget, New
Executive Office Building, Room 3235,
Washington, DC 20503.
Thomas T. Devine,
Deputy Associate Director for Operations.
[FR Doc. 2021–11322 Filed 5–27–21; 8:45 am]
BILLING CODE 8015–01–P
DEPARTMENT OF STATE
[Public Notice 11431]
30-Day Notice of Proposed Information
Collection: Foreign Service Officer
Test Registration Form
Notice of request for public
comment and submission to OMB of
proposed collection of information.
ACTION:
SELECTIVE SERVICE SYSTEM
Form Submitted to the Office of
Management and Budget for Extension
of Clearance
Selective Service System.
Notice.
AGENCY:
ACTION:
The following form has been
submitted to the Office of Management
and Budget (OMB) for extension of
clearance without change in compliance
with the Paperwork Reduction Act (44
U.S.C. Chapter 35):
SSS Form 1
Title: The Selective Service System
Registration Form.
Purpose: Is used to register men and
establish a data base for use in
identifying manpower to the military
services during a national emergency.
Respondents: All 18-year-old males
who are United States citizens and those
male immigrants residing in the United
States at the time of their 18th birthday
are required to register with the
Selective Service System.
Frequency: Registration with the
Selective Service System is a one-time
occurrence.
Burden: A burden of two minutes or
less on the individual respondent.
Copies of the above identified form
can be obtained upon written request to
the Selective Service System,
Operations Directorate, 1515 Wilson
Boulevard, Arlington, Virginia 22209–
2425.
Written comments and
recommendations for the proposed
extension of clearance with change of
the form should be sent within 60 days
of the publication of this notice to the
Selective Service System, Operations
PO 00000
Frm 00177
Fmt 4703
Sfmt 4703
The Department of State has
submitted the information collection
described below to the Office of
Management and Budget (OMB) for
approval. In accordance with the
Paperwork Reduction Act of 1995 we
are requesting comments on this
collection from all interested
individuals and organizations. The
purpose of this Notice is to allow 30
days for public comment.
DATES: Submit comments up to June 28,
2021.
ADDRESSES: Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to www.reginfo.gov/public/do/
PRAMain. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function.
FOR FURTHER INFORMATION CONTACT:
Direct requests for additional
information regarding the collection
listed in this notice, including requests
for copies of the proposed collection
instrument and supporting documents
to Board of Examiners for the Foreign
Service, Department of State SA–1, H–
518. 2401 E Street NW, Washington, DC
20522.
SUPPLEMENTARY INFORMATION:
• Title of Information Collection:
Registration for the Foreign Service
Officer Test.
• OMB Control Number: 1405–0008.
• Type of Request: Extension of a
Currently Approved Collection.
• Originating Office: Bureau of
Human Resources, Board of Examiners.
SUMMARY:
E:\FR\FM\28MYN1.SGM
28MYN1
]]>Agencies
[Federal Register Volume 86, Number 102 (Friday, May 28, 2021)]
[Notices]
[Pages 28922-28923]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-11292]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 34274; 812-15154]
Simplify Exchange Traded Funds and Simplify Asset Management Inc.
May 24, 2021.
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: Simplify Exchange Traded Funds (the ``Trust''), a Delaware
statutory trust registered under the Act as an open-end management
investment company with multiple series, and Simplify Asset Management
Inc., a New York corporation registered as an investment adviser under
the Investment Advisers Act of 1940 (``Simplify'' or the ``Advisor,''
and, collectively with the Trust, the ``Applicants'').
FILING DATES: The application was filed on August 18, 2020, and
amended on February 24, 2021.
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 by email. Hearing requests should be received by
the Commission by 5:30 p.m. on June 18, 2021, and should be accompanied
by proof of service on the applicants, in the form of an affidavit, or,
for lawyers, a certificate of service. Pursuant to rule 0-5 under the
Act, hearing requests should state the nature of the writer's interest,
any facts bearing upon the desirability of a hearing on the matter, the
reason for the request, and the issues contested. Persons who wish to
be notified of a hearing may request notification by emailing the
Commission's Secretary at [email protected].
ADDRESSES: The Commission: [email protected]. Applicants: c/o
JoAnn M. Strasser, Thompson Hine LLP, by email:
[email protected].
FOR FURTHER INFORMATION CONTACT: Christine Y. Greenlees, Senior
Counsel, at (202) 551-6879, or Lisa Reid Ragen, 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 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 as the investment adviser to the Funds (as
defined below) pursuant to investment advisory agreements with the
Funds (the ``Advisory Agreements'').\1\ The Advisor will provide the
Funds with continuous and comprehensive investment management services
subject to the supervision of, and policies established by, each Fund's
board of trustees (``Board''). The Advisory Agreements permit the
Advisor, subject to the approval of the Board, to delegate to one or
more sub-advisers (each, a ``Subadvisor'' and collectively, the
``Subadvisors'') the responsibility to provide the day-to-day portfolio
investment management of each Fund (either directly or through such
Fund's direct wholly-owned subsidiary), subject to the supervision and
direction of the Advisor. The primary responsibility for managing the
Funds will remain vested in the Advisor. The Advisor will hire,
evaluate, allocate assets to and oversee the Subadvisors, including
determining whether a Subadvisor should be terminated, at all times
subject to the authority of the Board.
---------------------------------------------------------------------------
\1\ Applicants request relief with respect to any existing or
future series of the Trust and any other registered open-end
management investment company or series thereof that: (a) Is advised
by Simplify or any entity controlling, controlled by or under common
control with Simplify or its successors (each, also an ``Advisor'');
(b) uses the manager of managers structure described in the
application; and (c) complies with the terms and conditions of the
application (any such series, a ``Fund''). For purposes of the
requested order, ``successor'' is limited to any entity that results
from a reorganization into another jurisdiction or a change in the
type of business organization.
---------------------------------------------------------------------------
2. Each Fund may pursue its investment strategies by investing
through a direct wholly-owned subsidiary (each such subsidiary, a
``Subsidiary''). Any future Subsidiary will enter into an investment
advisory agreement with the respective Advisor (the ``Subsidiary
Advisory Agreements'').\2\ In all cases, an Advisor will be the entity
providing general management services to each Fund, including overall
supervisory responsibility for the general management and investment of
the Fund's assets (either directly or through such Fund's Subsidiary,
if any), and, subject to review and approval of the Board, will: (a)
Set such Fund's (including, if any, its Subsidiary's) overall
investment strategies; (b) evaluate, select and recommend Subadvisors
to manage all or a portion of the Fund's assets (directly or through
the Fund's Subsidiary, if any); (c)
[[Page 28923]]
allocate and, when appropriate, reallocate the Fund's assets among one
or more Subadvisors (including by allocating and reallocating assets
between and among the Fund and, if any, its Subsidiary); (d) monitor
and evaluate the performance of Subadvisors; and (e) implement
procedures reasonably designed to ensure that the Subadvisors comply
with the investment objective, policies and restrictions of the Fund
and the Subsidiary, if any.
---------------------------------------------------------------------------
\2\ Any future Subsidiary Advisory Agreement will be approved by
the Board, including a majority of the trustees who are not
``interested persons'' (as defined in section 2(a)(19) of the Act)
of the Fund or the Advisor, and the Fund's shareholders.
---------------------------------------------------------------------------
3. Applicants request an order exempting Applicants from section
15(a) of the Act and rule 18f-2 thereunder to permit the Trust, on
behalf of a Fund, and/or its Advisor, subject to the approval of the
Board, to enter into and materially amend investment subadvisory
agreements with Subadvisors (``Subadvisory Agreements'') without
obtaining shareholder approval.\3\ Applicants also seek an exemption
from the Disclosure Requirements to permit a Fund to disclose (as both
a dollar amount and a percentage of the Fund's net assets): (a) The
aggregate fees paid to the Advisor and any Excluded Subadvisor; and (b)
the aggregate fees paid to Subadvisors other than Excluded Subadvisors
(collectively, ``Aggregate Fee Disclosure''). For any Fund that employs
an Excluded Subadvisor, the Fund will provide separate disclosure of
any fees paid to the Excluded Subadvisor.
---------------------------------------------------------------------------
\3\ The requested relief will not extend to any sub-adviser who
is an affiliated person, as defined in section 2(a)(3) of the Act,
of a Fund or an Advisor other than by reason of serving as a sub-
adviser to one or more Funds (or any Subsidiary) (``Excluded
Subadvisors'').
---------------------------------------------------------------------------
4. 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 Fund shareholders and notification about sub-
advisory changes and enhanced Board oversight to protect the interests
of the Funds' shareholders.
5. 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 Advisory
Agreements will remain subject to shareholder approval, while the role
of the Subadvisors is substantially similar to that of individual
portfolio managers, so that requiring shareholder approval of
Subadvisory Agreements would impose unnecessary delays and expenses on
the Funds. 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 Subadvisors that are
more advantageous for the Funds.
For the Commission, by the Division of Investment Management,
under delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-11292 Filed 5-27-21; 8:45 am]
BILLING CODE 8011-01-P
