John Hancock Exchange-Traded Fund Trust, et al., 2187-2189 [2022-00598]
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Federal Register / Vol. 87, No. 9 / Thursday, January 13, 2022 / Notices
II. Notice of Commission Action
IIII. Ordering Paragraphs
jspears on DSK121TN23PROD with NOTICES1
I. Introduction
In accordance with 39 U.S.C. 3642
and 39 CFR 3040.130 through 39 CFR
3040.135, the Postal Service filed a
request and associated supporting
information to add Inbound
International Tracked Delivery Service
(IITDS) to the competitive product list.1
The Postal Service also gave notice
pursuant to 39 U.S.C. 3632(b)(3) and 39
CFR 3035.105 that the Governors
established classifications and rates not
of general applicability for IITDS.
Request at 1. To support its Request, the
Postal Service filed a copy of the
Governors’ Decision authorizing the
product, proposed changes to the Mail
Classification Schedule, a Statement of
Supporting Justification, a certification
of compliance with 39 U.S.C. 3633(a),
and an application for non-public
treatment of certain materials. Id. at 1–
2. It also filed supporting financial
workpapers. Id. The Postal Service
intends for the new service and rates to
take effect on April 1, 2022. Id. at 4.
The Postal Service seeks to add IITDS
to the competitive product list as part of
the International Ancillary Services
product. Id. at 3, Attachment 4. The
prices for IITDS are fixed by the
Universal Postal Union (UPU) and will
be set at 0.4 Special Drawing Rights
(SDR) per item for the provision of
inbound tracked delivery services with
up to an additional 0.75 SDR per item
on the basis of performance of electronic
transmission of tracking information. Id.
at 3. The Postal Service states that IITDS
provides foreign postal operators UPU
default rates for the tracked service and
that IITDS’ inclusion on the competitive
product list would not preclude the
Postal Service from exchanging tracked
items with foreign postal operators
pursuant to negotiated rates set forth in
multilateral or bilateral agreements. Id.
at 3–4.
II. Notice of Commission Action
The Commission establishes Docket
Nos. MC2022–37 and CP2022–44 to
consider the Request pertaining to the
proposed addition of IITDS to the
competitive product list. The
Commission invites comments on
whether the Postal Service’s filings in
the captioned dockets are consistent
with the policies of 39 U.S.C. 3632,
3633, or 3642, 39 CFR part 3035, and 39
1 Request of USPS to Add Inbound International
Tracked Delivery Service to the Competitive
Product List, Notice of Establishment of
Classifications and Rates Not of General
Applicability, and Application for Non-Public
Treatment of Materials, January 7, 2022 (Request).
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18:18 Jan 12, 2022
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CFR part 3040, subpart B. Comments are
due no later than January 18, 2022. The
public portions of these filings can be
accessed via the Commission’s website
(https://www.prc.gov). The Commission
appoints Kenneth R. Moeller to serve as
Public Representative in these dockets.
III. Ordering Paragraphs
It is ordered:
1. The Commission establishes Docket
Nos. MC2022–37 and CP2022–44 to
consider the matters raised in each
docket by the Request of USPS to Add
Inbound International Tracked Delivery
Service to the Competitive Product List,
Notice of Establishment of
Classifications and Rates Not of General
Applicability, and Application for NonPublic Treatment of Materials, filed
January 7, 2022.
2. Pursuant to 39 U.S.C. 505, Kenneth
R. Moeller is appointed to serve as an
officer of the Commission to represent
the interests of the general public in
these proceedings (Public
Representative).
3. Comments are due no later than
January 18, 2022.
4. The Secretary shall arrange for
publication of this order in the Federal
Register.
By the Commission.
Erica A. Barker,
Secretary.
[FR Doc. 2022–00626 Filed 1–12–22; 8:45 am]
BILLING CODE 7710–FW–P
RAILROAD RETIREMENT BOARD
Civil Monetary Penalty Inflation
Adjustment
Railroad Retirement Board.
Notice announcing updated
penalty inflation adjustments for civil
monetary penalties for 2022.
AGENCY:
ACTION:
As required by Section 701 of
the Bipartisan Budget Act of 2015,
entitled the Federal Civil Penalties
Inflation Adjustment Act Improvements
Act of 2015, the Railroad Retirement
Board (Board) hereby publishes its 2022
annual adjustment of civil penalties for
inflation.
FOR FURTHER INFORMATION CONTACT:
Marguerite P. Dadabo, Assistant General
Counsel, Railroad Retirement Board,
844 North Rush Street, Chicago, IL
60611–1275, (312) 751–4945, TTD (312)
751–4701.
SUPPLEMENTARY INFORMATION: Section
701 of the Bipartisan Budget Act of
2015, Public Law 114–74 (Nov. 2, 2015),
entitled the Federal Civil Penalties
Inflation Adjustment Act Improvements
SUMMARY:
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2187
Act of 2015 (the 2015 Act), amended the
Federal Civil Penalties Inflation
Adjustment Act of 1990 (28 U.S.C. 2461
note) (Inflation Adjustment Act) to
require agencies to publish regulations
adjusting the amount of civil monetary
penalties provided by law within the
jurisdiction of the agency not later than
January 15th of every year.
For the 2022 annual adjustment for
inflation of the maximum civil penalty
under the Program Fraud Civil
Remedies Act of 1986, the Board applies
the formula provided by the 2015 Act
and the Board’s regulations at Title 20,
Code of Federal Regulations, Part 356.
In accordance with the 2015 Act, the
amount of the adjustment is based on
the percent increase between the
Consumer Price Index (CPI–U) for the
month of October preceding the date of
the adjustment and the CPI–U for the
October one year prior to the October
immediately preceding the date of the
adjustment. If there is no increase, there
is no adjustment of civil penalties. The
percent increase between the CPI–U for
October 2021 and October 2020, as
provided by Office of Management and
Budget Memorandum M–22–07
(December 15, 2021) is 1.06222 percent.
Therefore, the new maximum penalty
under the Program Fraud Civil
Remedies Act is $12,537 (the 2021
maximum penalty of $11,803 multiplied
by 1.06222, rounded to the nearest
dollar). The new minimum penalty
under the False Claims Act is $12,537
(the 2021 minimum penalty of $11,803
multiplied by 1.06222, rounded to the
nearest dollar), and the new maximum
penalty is $25,076 (the 2021 maximum
penalty of $23,607 multiplied by
1.06222, rounded to the nearest dollar).
The adjustments in penalties will be
effective January 13, 2022.
Dated: January 7, 2022.
By Authority of the Board
Stephanie Hillyard,
Secretary to the Board.
[FR Doc. 2022–00506 Filed 1–12–22; 8:45 am]
BILLING CODE P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
34468; File No. 812–15235]
John Hancock Exchange-Traded Fund
Trust, et al.
January 10, 2022.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
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2188
Federal Register / Vol. 87, No. 9 / Thursday, January 13, 2022 / Notices
jspears on DSK121TN23PROD with NOTICES1
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), 22(d) and 22(e) of the Act and
rule 22c–1 under the Act, and 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: John Hancock ExchangeTraded Fund Trust (the ‘‘Trust’’), John
Hancock Investment Management LLC
(‘‘John Hancock’’) and Foreside Fund
Services, LLC.
SUMMARY OF APPLICATION: Applicants
request an order (‘‘Order’’) that permits:
(a) The Funds (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
Funds to pay redemption proceeds,
under certain circumstances, more than
seven days after the tender of Shares for
redemption; and (d) certain affiliated
persons of a Fund to deposit securities
into, and receive securities from, the
Fund in connection with the purchase
and redemption of creation units. The
relief in the Order would incorporate by
reference terms and conditions of the
same relief of a previous order 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 June 2, 2021 and amended on July
16, 2021 and December 20, 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
1 Fidelity Beach Street Trust, et al., Investment
Company Act Rel. Nos. 33683 (Nov. 14, 2019)
(notice) and 33712 (Dec. 10, 2019) (order).
Applicants are not seeking relief 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
‘‘Section 12(d)(1) Relief’’), and relief 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 relating to
the Section 12(d)(1) Relief, except as necessary to
allow a Fund’s receipt of Representative ETFs
included in its Tracking Basket solely for purposes
of effecting transactions in Creation Units (as these
terms are defined in the Reference Order),
notwithstanding the limits of Rule 12d1–4(b)(3).
Accordingly, to the extent the terms and conditions
of the Reference Order relate to such relief, they are
not incorporated by reference herein other than
with respect to such limited exception.
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18:18 Jan 12, 2022
Jkt 256001
February 4, 2022, 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.
ADDRESSES: Secretary, U.S. Securities
and Exchange Commission, SecretarysOffice@sec.gov. Applicants: Kinga
Kapuscinski, Esq., John Hancock
Investment Management LLC,
kkapuscinski@jhancock.com.
FOR FURTHER INFORMATION CONTACT: Keri
E. Riemer, Senior Counsel, at (202) 551–
8695 or Marc Mehrespand, 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 the laws of
Massachusetts and will consist of one or
more series operating as a Fund. The
Trust is registered as an open-end
management investment company
under the Act. Applicants seek relief
with respect to Funds (as defined
below), including the initial Fund (the
‘‘Initial Fund’’). The Funds will offer
exchange-traded shares utilizing active
management investment strategies as
contemplated by the Reference Order.2
2. John Hancock, a Delaware limited
liability company, will be the
investment adviser to the Initial Fund.
Subject to approval by the Trust’s board
of trustees, John Hancock or any entity
controlling, controlled by, or under
common control with John Hancock
(any such entity included in the term
‘‘Adviser’’), will serve as investment
adviser to each Fund. John Hancock is,
and any other Adviser will be,
registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’). John Hancock
2 To facilitate arbitrage, among other things, each
day a Fund will publish a basket of securities and
cash that, while different from the Fund’s portfolio,
is designed to closely track its daily performance.
PO 00000
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Fmt 4703
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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 SubAdviser to a Fund will be registered
under the Advisers Act.
3. Foreside Fund Services, LLC is a
Delaware limited liability company and
a broker-dealer registered under the
Securities Exchange Act of 1934, as
amended (the ‘‘Exchange Act’’), and will
act as the principal underwriter of
shares of the Initial Fund. 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), 22(d) and 22(e) 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
Funds that operate as contemplated by
the Reference Order. Because the relief
requested is the same as certain of the
relief granted by the Commission under
the Reference Order and because John
Hancock or an affiliate has initially
entered into a licensing agreement with
Fidelity Management & Research
Company, or an affiliate thereof, in
order to offer Funds that operate as
contemplated by the Reference Order,3
the Order would incorporate by
reference the terms and conditions of
the same relief of the Reference Order.
5. Applicants request that the Order
apply to the Initial Fund and to any
other existing or future registered openend management investment company
or series thereof that: (a) Is advised by
John Hancock or any Adviser; (b) offers
exchange-traded shares utilizing active
management investment strategies as
contemplated by the Reference Order;
and (c) complies with the terms and
conditions of the Order and the terms
and conditions of the Reference Order
that are incorporated by reference into
the Order (each such company or series
and the Initial Fund, a ‘‘Fund’’).4
3 Certain aspects of how the Funds will operate
(as described in the Reference Order) are the
intellectual property of Fidelity Management &
Research Company (or its affiliates).
4 All entities that currently intend to rely on the
Order are named as applicants. Any other entity
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Federal Register / Vol. 87, No. 9 / Thursday, January 13, 2022 / Notices
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 or
classes 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. 2022–00598 Filed 1–12–22; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–93933; File No. SR–NYSE–
2021–40]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Designation of Longer Period for
Commission Action on Proceedings To
Determine Whether To Approve or
Disapprove a Proposed Rule Change
To Adopt on a Permanent Basis the
Pilot Program for Market-Wide Circuit
Breakers in Rule 7.12
January 7, 2022.
I. Introduction
On July 2, 2021, New York Stock
Exchange LLC (‘‘NYSE’’ or the
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) pursuant to Section
19(b)(1) of the Securities Exchange Act
of 1934 (the ‘‘Act’’) 1 and Rule 19b–4
thereunder,2 a proposal to make its rules
governing the operation of the MarketWide Circuit Breakers (‘‘MWCB’’)
mechanism permanent. The proposed
rule change was published for comment
in the Federal Register on July 22,
2021.3 On August 27, 2021, pursuant to
Section 19(b)(2) of the Act,4 the
Commission designated a longer period
within which to either approve the
proposed rule changes, disapprove the
proposed rule changes, or institute
proceedings to determine whether to
disapprove the proposed change.5 On
September 30, 2021, the Commission
initiated proceedings to determine
whether to approve or disapprove the
proposed rule changes.6 The
Commission has received no comments
on the proposed rule change.
Section 19(b)(2) of the Act 7 provide
that, after instituting proceedings, the
Commission shall issue an order
approving or disapproving a proposed
rule change not later than 180 days after
the date of publication of notice of filing
of the proposed rule change.8 The
Commission may, however, extend the
period for issuing an order approving or
disapproving the proposed rule change
by not more than 60 days if the
Commission determines that a longer
period is appropriate and publishes the
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 92428
(July 16, 2021), 86 FR 38776.
4 15 U.S.C. 78s(b)(2).
5 See Securities Exchange Act Release No.
92785A, 86 FR 50202 (September 7, 2021).
6 See Securities Exchange Act Release No. 93212,
86 FR 55066 (October 5, 2021).
7 15 U.S.C. 78s(b)(2).
8 15 U.S.C. 78s(b)(2)(B)(ii)(I).
jspears on DSK121TN23PROD with NOTICES1
2 17
that relies on the Order in the future will comply
with the terms and conditions of the Order and the
terms and conditions of the Reference Order that
are incorporated by reference into the Order.
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18:18 Jan 12, 2022
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2189
reasons for such determination.9 The
180th day for the proposed rule change
is January 18, 2022.
The Commission is extending the 180day time period for Commission action
on the proposed rule change. The
Commission finds it appropriate to
designate a longer period within which
to issue an order approving or
disapproving the proposed rule change
so that it has sufficient time to consider
the proposed rule change, including the
sufficiency of the proposal’s ongoing
assessment provisions.
Accordingly, the Commission,
pursuant to Section 19(b)(2) of the
Act,10 designates March 19, 2022 as the
date by which the Commission shall
either approve or disapprove the
proposed rule change (File No. SR–
NYSE–2021–40).
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.11
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022–00491 Filed 1–12–22; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–93934; File No. SR–NYSE–
2020–96]
New York Stock Exchange LLC; Order
Granting Petition for Review and
Scheduling Filing of Statements
Regarding an Order Disapproving
Proposed Rule Change To Amend Its
Rules Establishing Maximum Fee
Rates To Be Charged by Member
Organizations for Forwarding Proxy
and Other Materials to Beneficial
Owners
January 7, 2022.
This matter comes before the
Securities and Exchange Commission
(‘‘Commission’’) on petition to review
the disapproval, pursuant to delegated
authority, of the New York Stock
Exchange LLC (‘‘NYSE’’ or ‘‘Exchange’’)
proposed rule change (File No. SR–
NYSE–2020–96) to amend its rules
establishing maximum fee rates to be
charged by member organizations for
forwarding proxy and other materials to
beneficial owners.
On December 15, 2020, the
Commission issued a notice of filing of
the proposed rule change with the
Commission pursuant to Section
19(b)(1) of the Securities Exchange Act
9 15
U.S.C. 78s(b)(2)(B)(ii)(II)(aa).
U.S.C. 78s(b)(2).
11 17 CFR 200.30–3(a)(57).
10 15
E:\FR\FM\13JAN1.SGM
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]]>Agencies
[Federal Register Volume 87, Number 9 (Thursday, January 13, 2022)]
[Notices]
[Pages 2187-2189]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-00598]
=======================================================================
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 34468; File No. 812-15235]
John Hancock Exchange-Traded Fund Trust, et al.
January 10, 2022.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
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[[Page 2188]]
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), 22(d) and 22(e) of the Act and rule 22c-1 under the
Act, and 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: John Hancock Exchange-Traded Fund Trust (the ``Trust''),
John Hancock Investment Management LLC (``John Hancock'') and Foreside
Fund Services, LLC.
Summary of Application: Applicants request an order (``Order'') that
permits: (a) The Funds (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 Funds to pay
redemption proceeds, under certain circumstances, more than seven days
after the tender of Shares for redemption; and (d) certain affiliated
persons of a Fund to deposit securities into, and receive securities
from, the Fund in connection with the purchase and redemption of
creation units. The relief in the Order would incorporate by reference
terms and conditions of the same relief of a previous order granting
the same relief sought by applicants, as that order may be amended from
time to time (``Reference Order'').\1\
---------------------------------------------------------------------------
\1\ Fidelity Beach Street Trust, et al., Investment Company Act
Rel. Nos. 33683 (Nov. 14, 2019) (notice) and 33712 (Dec. 10, 2019)
(order). Applicants are not seeking relief 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 ``Section 12(d)(1) Relief''), and relief
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 relating to the Section
12(d)(1) Relief, except as necessary to allow a Fund's receipt of
Representative ETFs included in its Tracking Basket solely for
purposes of effecting transactions in Creation Units (as these terms
are defined in the Reference Order), notwithstanding the limits of
Rule 12d1-4(b)(3). Accordingly, to the extent the terms and
conditions of the Reference Order relate to such relief, they are
not incorporated by reference herein other than with respect to such
limited exception.
Filing Date: The application was filed on June 2, 2021 and amended on
---------------------------------------------------------------------------
July 16, 2021 and December 20, 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 February 4, 2022, 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: Secretary, U.S. Securities and Exchange Commission,
[email protected]. Applicants: Kinga Kapuscinski, Esq., John
Hancock Investment Management LLC, [email protected].
FOR FURTHER INFORMATION CONTACT: Keri E. Riemer, Senior Counsel, at
(202) 551-8695 or Marc Mehrespand, 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 the laws of
Massachusetts and will consist of one or more series operating as a
Fund. The Trust is registered as an open-end management investment
company under the Act. Applicants seek relief with respect to Funds (as
defined below), including the initial Fund (the ``Initial Fund''). The
Funds will offer exchange-traded shares utilizing active management
investment strategies as contemplated by the Reference Order.\2\
---------------------------------------------------------------------------
\2\ To facilitate arbitrage, among other things, each day a Fund
will publish a basket of securities and cash that, while different
from the Fund's portfolio, is designed to closely track its daily
performance.
---------------------------------------------------------------------------
2. John Hancock, a Delaware limited liability company, will be the
investment adviser to the Initial Fund. Subject to approval by the
Trust's board of trustees, John Hancock or any entity controlling,
controlled by, or under common control with John Hancock (any such
entity included in the term ``Adviser''), will serve as investment
adviser to each Fund. John Hancock is, and any other Adviser will be,
registered as an investment adviser under the Investment Advisers Act
of 1940 (``Advisers Act''). John Hancock 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 to a
Fund will be registered under the Advisers Act.
3. Foreside Fund Services, LLC is a Delaware limited liability
company and a broker-dealer registered under the Securities Exchange
Act of 1934, as amended (the ``Exchange Act''), and will act as the
principal underwriter of shares of the Initial Fund. 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), 22(d) and 22(e)
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 Funds that operate as contemplated by
the Reference Order. Because the relief requested is the same as
certain of the relief granted by the Commission under the Reference
Order and because John Hancock or an affiliate has initially entered
into a licensing agreement with Fidelity Management & Research Company,
or an affiliate thereof, in order to offer Funds that operate as
contemplated by the Reference Order,\3\ the Order would incorporate by
reference the terms and conditions of the same relief of the Reference
Order.
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\3\ Certain aspects of how the Funds will operate (as described
in the Reference Order) are the intellectual property of Fidelity
Management & Research Company (or its affiliates).
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5. Applicants request that the Order apply to the Initial Fund and
to any other existing or future registered open-end management
investment company or series thereof that: (a) Is advised by John
Hancock or any Adviser; (b) offers exchange-traded shares utilizing
active management investment strategies as contemplated by the
Reference Order; and (c) complies with the terms and conditions of the
Order and the terms and conditions of the Reference Order that are
incorporated by reference into the Order (each such company or series
and the Initial Fund, a ``Fund'').\4\
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\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 the terms and conditions of the Reference Order that are
incorporated by reference into the Order.
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[[Page 2189]]
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 or classes 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
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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. 2022-00598 Filed 1-12-22; 8:45 am]
BILLING CODE 8011-01-P
