80 FR 44405 - BPV Capital Management, LLC and BPV Family of Funds; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 143 (July 27, 2015)

Page Range		44405-44406
FR Document		2015-18324

Federal Register, Volume 80 Issue 143 (Monday, July 27, 2015)

[Federal Register Volume 80, Number 143 (Monday, July 27, 2015)]
[Notices]
[Pages 44405-44406]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-18324]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 31721; 812-14413]


BPV Capital Management, LLC and BPV Family of Funds; Notice of 
Application

July 21, 2015.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: 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.

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APPLICANTS: BPV Family of Funds (the ``Trust''), a Delaware statutory 
trust registered under the Act as an open-end management investment 
company with multiple series, and BPV Capital Management, LLC, a 
Delaware limited liability company registered as an investment adviser 
under the Investment Advisers Act of 1940 (``BPV'' or the ``Adviser,'' 
and, collectively with the Trust, the ``Applicants'').

DATES: Filing Dates: The application was filed January 8, 2015, and 
amended on June 10, 2015.

Hearing or Notification of Hearing: An order granting the application 
will be issued unless the Commission orders a hearing. Interested 
persons may request a hearing by writing to the Commission's Secretary 
and serving applicants with a copy of the request, personally or by 
mail. Hearing requests should be received by the Commission by 5:30 
p.m. on August 17, 2015, 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 writing to the 
Commission's Secretary.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F 
Street NE., Washington, DC 20549-1090. Applicants: Michael R. West, BPV 
Family of Funds, 9202 South Northshore Drive, Suite 300, Knoxville, TN 
37922; and Jeffrey T. Skinner, Esq., Kirkpatrick, Townsend & Stockton 
LLP, 1001 W. Fourth Street, Winston-Salem, NC 27101.

FOR FURTHER INFORMATION CONTACT: Emerson S. Davis, Senior Counsel, at 
(202) 551-6868, or Daniele Marchesani, Branch Chief, at (202) 551-6821 
(Division of Investment Management, Chief Counsel's Office).

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained via the 
Commission's Web site by searching for the file number, or an applicant 
using the Company name box, at http://www.sec.gov/search/search.htm or 
by calling (202) 551-8090.

Summary of the Application

    1. The Adviser will serve as the investment adviser to the Funds 
pursuant to an investment advisory agreement with the Trust (the 
``Advisory Agreement'').\1\ The Adviser 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 Agreement permits the Adviser, 
subject to the approval of the Board, to delegate to one or more sub-
advisers (each, a ``Sub-Adviser'' and collectively, the ``Sub-
Advisers'') the responsibility to provide the day-to-day portfolio 
investment management of each Fund, subject to the supervision and 
direction of the Adviser. The primary responsibility for managing the 
Funds will remain vested in the Adviser. The Adviser will hire, 
evaluate, allocate assets to and oversee the Sub-Advisers, including 
determining whether a Sub-Adviser should be terminated, at all times 
subject to the authority of the Board.
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    \1\ Applicants request relief with respect to any existing and 
any future series of the Trust and any other registered open-end 
management company or series thereof that: (a) Is advised by BPV or 
its successor or by a person controlling, controlled by, or under 
common control with BPV or its successor (each, also an 
``Adviser''); (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'' and collectively, 
the ``Funds''). For purposes of the requested order, ``successor'' 
is limited to an entity that results from a reorganization into 
another jurisdiction or a change in the type of business 
organization.
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    2. Applicants request an exemption to permit the Adviser, subject 
to Board approval, to hire certain Sub-Advisers pursuant to Sub-
Advisory Agreements and materially amend existing Sub-Advisory 
Agreements without obtaining the shareholder approval required under 
section 15(a) of the Act and rule 18f-2 under the Act.\2\ 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 Adviser and any 
Affiliated Sub-Adviser; and (b) the aggregate fees paid to Sub-Advisers 
other than Affiliated Sub-Advisers (collectively, ``Aggregate Fee 
Disclosure''). For any Fund that employs an Affiliated Sub-Adviser, the 
Fund will provide separate disclosure of

[[Page 44406]]

any fees paid to the Affiliated Sub-Adviser.
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    \2\ The requested relief will not extend to any Sub-Adviser that 
is an affiliated person, as defined in section 2(a)(3) of the Act, 
of a Fund or the Adviser, other than by reason of serving as a sub-
adviser to one or more of the Funds (``Affiliated Sub-Adviser'').
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    3. Applicants agree that any order granting the requested relief 
will be subject to the terms and conditions stated in the Application. 
Such terms and conditions provide for, among other safeguards, 
appropriate disclosure to Fund shareholders and notification about sub-
advisory changes and enhanced Board oversight to protect the interests 
of the Funds' shareholders.
    4. Section 6(c) of the Act provides that the Commission may exempt 
any person, security, or transaction or any class or classes of 
persons, securities, or transactions from any provisions of the Act, or 
any rule thereunder, if such relief is necessary or appropriate in the 
public interest and consistent with the protection of investors and 
purposes fairly intended by the policy and provisions of the Act. 
Applicants believe that the requested relief meets this standard 
because, as further explained in the Application, the Advisory 
Agreements will remain subject to shareholder approval, while the role 
of the Sub-Advisers is substantially similar to that of individual 
portfolio managers, so that requiring shareholder approval of Sub-
Advisory 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 Adviser's 
ability to negotiate fees paid to the Sub-Advisers that are more 
advantageous for the Funds.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-18324 Filed 7-24-15; 8:45 am]
BILLING CODE 8011-01-P

44406 Federal Register / Vol. 80, No. 143 / Monday, July 27, 2015 / Notices

any fees paid to the Affiliated Sub- (‘‘Commission’’) is soliciting comments Rule 17f–1(c) is mandatory to obtain the
Adviser. on the existing collection of information benefit of a central database that stores
3. Applicants agree that any order provided for in Rule 17f–1(c) and Form information about missing, lost,
granting the requested relief will be X–17F–1A (17 CFR 249.100) under the counterfeit, or stolen securities for the
subject to the terms and conditions Securities Exchange Act of 1934 (15 Lost and Stolen Securities Program.
stated in the Application. Such terms U.S.C. 78a et seq.). The Commission Reporting institutions required to
and conditions provide for, among other plans to submit this existing collection register under Rule 17f–1(c) will not be
safeguards, appropriate disclosure to of information to the Office of kept confidential; however, the Lost and
Fund shareholders and notification Management and Budget (‘‘OMB’’) for Stolen Securities Program database will
about sub-advisory changes and extension and approval. be kept confidential.
enhanced Board oversight to protect the Rule 17f–1(c) requires approximately An agency may not conduct or
interests of the Funds’ shareholders. 15,500 entities in the securities industry sponsor, and a person is not required to
4. Section 6(c) of the Act provides that to report lost, stolen, missing, or respond to, a collection of information
the Commission may exempt any counterfeit securities certificates to the under the PRA unless it displays a
person, security, or transaction or any Commission or its designee, to a currently valid OMB control number.
class or classes of persons, securities, or registered transfer agent for the issue, Please direct your written comments
transactions from any provisions of the and, when criminal activity is to: Pamela Dyson, Director/Chief
Act, or any rule thereunder, if such suspected, to the Federal Bureau of Information Officer, Securities and
relief is necessary or appropriate in the Investigation. Such entities are required Exchange Commission, c/o Remi Pavlik-
public interest and consistent with the to use Form X–17F–1A to make such Simon, 100 F Street NE., Washington
protection of investors and purposes reports. Filing these reports fulfills a DC 20549, or send an email to: PRA_
fairly intended by the policy and statutory requirement that reporting Mailbox@sec.gov.
provisions of the Act. Applicants institutions report and inquire about Dated: July 22, 2015.
believe that the requested relief meets missing, lost, counterfeit, or stolen Robert W. Errett,
this standard because, as further securities. Since these reports are Deputy Secretary.
explained in the Application, the compiled in a central database, the rule
[FR Doc. 2015–18323 Filed 7–24–15; 8:45 am]
Advisory Agreements will remain facilitates reporting institutions to
BILLING CODE 8011–01–P
subject to shareholder approval, while access the database that stores
the role of the Sub-Advisers is information for the Lost and Stolen
substantially similar to that of Securities Program. SECURITIES AND EXCHANGE
individual portfolio managers, so that We estimate that 15,500 reporting
COMMISSION
requiring shareholder approval of Sub- institutions will report that securities
Advisory Agreements would impose are either missing, lost, counterfeit, or [Release No. 34–75499; File No. SR–
unnecessary delays and expenses on the stolen annually and that each reporting NASDAQ–2015–036]
Funds. Applicants believe that the institution will submit this report 30
requested relief from the Disclosure times each year. The staff estimates that Self-Regulatory Organizations; The
Requirements meets this standard the average amount of time necessary to NASDAQ Stock Market LLC; Order
because it will improve the Adviser’s comply with Rule 17f–1(c) and Form X– Granting Approval of Proposed Rule
ability to negotiate fees paid to the Sub- 17F–1A is five minutes. The total Change, as Modified by Amendments
Advisers that are more advantageous for burden is approximately 38,750 hours Nos. 1 and 2 Thereto, Relating to the
the Funds. annually for respondents (15,500 times Listing and Trading of the Shares of 18
30 times 5 divided by 60). Eaton Vance NextShares ETMFs of
For the Commission, by the Division of Either the Eaton Vance ETMF Trust or
Investment Management, under delegated Written comments are invited on: (a)
authority. Whether the proposed collection of the Eaton Vance ETMF Trust II
Robert W. Errett, information is necessary for the proper July 21, 2015.
Deputy Secretary. performance of the functions of the
agency, including whether the I. Introduction
[FR Doc. 2015–18324 Filed 7–24–15; 8:45 am]
information shall have practical utility; On April 10, 2015, The NASDAQ
BILLING CODE 8011–01–P
(b) the accuracy of the agency’s estimate Stock Market LLC (‘‘Nasdaq’’ or
of the burden of the proposed collection ‘‘Exchange’’) filed with the Securities
SECURITIES AND EXCHANGE of information; (c) ways to enhance the and Exchange Commission
COMMISSION quality, utility, and clarity of the (‘‘Commission’’), pursuant to Section
information on respondents; and (d) 19(b)(1) of the Securities Exchange Act
Proposed Collection; Comment ways to minimize the burden of the of 1934 (‘‘Act’’) 1 and Rule 19b–4
Request collection of information on thereunder,2 a proposed rule change to
respondents, including through the use list and trade the shares (‘‘Shares’’) of
Upon Written Request, Copies Available of automated collection techniques or the following 18 exchange-traded
From: Securities and Exchange other forms of information technology. managed funds: Eaton Vance Balanced
Commission, Office of FOIA Services, Consideration will be given to NextSharesTM; Eaton Vance Global
100 F Street NE., Washington, DC comments and suggestions submitted in Dividend Income NextSharesTM; Eaton
20549–2736. writing within 60 days of this Vance Growth NextSharesTM; Eaton
Extension: publication. Vance Large-Cap Value NextSharesTM;
tkelley on DSK3SPTVN1PROD with NOTICES

Rule 17f–1(c) and Form X–17F–1A; SEC Rule 17f–1(c) is a reporting rule and Eaton Vance Richard Bernstein All
File No. 270–29, OMB Control No. 3235– does not specify a retention period. The Asset Strategy NextSharesTM; Eaton
0037 rule requires an incident-based Vance Richard Bernstein Equity Strategy
Notice is hereby given that pursuant reporting requirement by the reporting NextSharesTM; Eaton Vance Small-Cap
to the Paperwork Reduction Act of 1995 institutions when securities certificates
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the are discovered to be missing, lost, 1 15 U.S.C. 78s(b)(1).
Securities and Exchange Commission counterfeit, or stolen. Registering under 2 17 CFR 240.19b–4.

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Document Created: 2018-02-23 09:27:06
Document Modified: 2018-02-23 09:27:06

Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
Action		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.
Dates		Filing Dates: The application was filed January 8, 2015, and amended on June 10, 2015.
Contact		Emerson S. Davis, Senior Counsel, at (202) 551-6868, or Daniele Marchesani, Branch Chief, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation		80 FR 44405