80 FR 50349 - ALPS ETMF Trust, et al.; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 160 (August 19, 2015)

Page Range		50349-50350
FR Document		2015-20409

Applicants request an order (``Order'') that permits: (a) Actively managed series of certain open-end management investment companies to issue shares (``Shares'') redeemable in large aggregations only (``Creation Units''); (b) secondary market transactions in Shares to occur at the next-determined net asset value plus or minus a market- determined premium or discount that may vary during the trading day; (c) certain series to pay redemption proceeds, under certain circumstances, more than seven days from the tender of Shares for redemption; (d) certain affiliated persons of the series to deposit securities into, and receive securities from, the series in connection with the purchase and redemption of Creation Units; (e) certain registered management investment companies and unit investment trusts outside of the same group of investment companies as the series to acquire Shares; and (f) certain series to create and redeem Shares in kind in a master-feeder structure. The Order would incorporate by reference terms and conditions of a previous order granting the same relief sought by applicants, as that order may be amended from time to time (``Reference Order'').\1\ ---------------------------------------------------------------------------

Federal Register, Volume 80 Issue 160 (Wednesday, August 19, 2015)

[Federal Register Volume 80, Number 160 (Wednesday, August 19, 2015)]
[Notices]
[Pages 50349-50350]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-20409]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 31759; 812-14517]


ALPS ETMF Trust, et al.; Notice of Application

August 13, 2015.
AGENCY:  Securities and Exchange Commission (``Commission'').

ACTION: 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, under sections 6(c) and 17(b) of the Act for an exemption from 
sections 17(a)(1) and (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 (B) of the 
Act.

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Applicants: ALPS ETMF Trust (the ``Trust''), ALPS Advisors, Inc. (the 
``Adviser'') and ALPS Distributors, Inc., and ALPS Portfolio Solutions 
Distributor, Inc. (each, a ``Distributor'').
SUMMARY:  Applicants request an order (``Order'') that permits: (a) 
Actively managed series of certain open-end management investment 
companies to issue shares (``Shares'') redeemable in large aggregations 
only (``Creation Units''); (b) secondary market transactions in Shares 
to occur at the next-determined net asset value plus or minus a market-
determined premium or discount that may vary during the trading day; 
(c) certain series to pay redemption proceeds, under certain 
circumstances, more than seven days from the tender of Shares for 
redemption; (d) certain affiliated persons of the series to deposit 
securities into, and receive securities from, the series in connection 
with the purchase and redemption of Creation Units; (e) certain 
registered management investment companies and unit investment trusts 
outside of the same group of investment companies as the series to 
acquire Shares; and (f) certain series to create and redeem Shares in 
kind in a master-feeder structure. The Order would incorporate by 
reference terms and conditions of a previous order granting the same 
relief sought by applicants, as that order may be amended from time to 
time (``Reference Order'').\1\
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    \1\ Eaton Vance Management, et al., Investment Company Act Rel. 
Nos. 31333 (Nov. 6, 2014) (notice) and 31361 (Dec. 2, 2014) (order).

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Filing Dates: The application was filed on July 21, 2015.

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 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 September 8, 2015, 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 writing to the 
Commission's Secretary.

ADDRESSES:  The Commission: Brent J. Fields, Secretary, U.S. Securities 
and Exchange Commission, 100 F Street NE.,

[[Page 50350]]

Washington, DC 20549-1090. Applicants: 1290 Broadway, Suite 1100, 
Denver, CO 80203.

FOR FURTHER INFORMATION CONTACT:  Jean E. Minarick, Senior Counsel, or 
Dalia Osman Blass, Assistant Chief Counsel, 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 for an 
applicant using the Company name box, at http://www.sec.gov/search/search.htm or by calling (202) 551-8090.

Applicants

    1. The Trust will be registered as an open-end management 
investment company under the Act and is a business trust organized 
under the laws of the state of Delaware. Applicants seek relief with 
respect to one Fund (as defined below, the ``Initial Fund''). The 
portfolio positions of each Fund will consist of securities and other 
assets selected and managed by its Adviser or Subadviser (as defined 
below) to pursue the Fund's investment objective.
    2. The Adviser, a Colorado corporation, will be the investment 
adviser to the Initial Fund. An Adviser (as defined below) will serve 
as investment adviser to each Fund. The Adviser is, and any other 
Adviser will be, registered as an investment adviser under the 
Investment Advisers Act of 1940 (``Advisers Act''). The Adviser and the 
Trust may retain one or more subadvisers (each a ``Subadviser'') to 
manage the portfolios of the Fund. Any Subadviser will be registered, 
or not subject to registration, under the Advisers Act.
    3. Each Distributor is a Colorado corporation and a broker-dealer 
registered under the Securities Exchange Act of 1934 and will act as 
the principal underwriter of Shares of the Fund. Applicants request 
that the requested relief apply to any distributor of Shares, whether 
affiliated or unaffiliated with the 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 (B) of the Act. The requested Order would 
permit applicants to offer exchange-traded managed funds. Because the 
relief requested is the same as the relief granted by the Commission 
under the Reference Order and because the Adviser has entered into, or 
anticipates entering into, a licensing agreement with Eaton Vance 
Management, or an affiliate thereof in order to offer exchange-traded 
managed funds,\2\ the Order would incorporate by reference the terms 
and conditions of the Reference Order.
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    \2\ Eaton Vance Management has obtained patents with respect to 
certain aspects of the Funds' method of operation as exchange-traded 
managed funds.
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    5. Applicants request that the Order apply to the Initial Fund and 
to any other existing or future open-end management investment company 
or series thereof that: (a) Is advised by the Adviser or any entity 
controlling, controlled by, or under common control with the Adviser 
(any such entity included in the term ``Adviser''); and (b) operates as 
an exchange-traded managed fund as described in the Reference Order; 
and (c) complies with the terms and conditions of the Order and of the 
Reference Order, which is incorporated by reference herein (each such 
company or series and Initial Fund, a ``Fund'').\3\
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    \3\ All entities that currently intend to rely on the Order are 
named as applicants. Any other entity that relies on the Order in 
the future will comply with the terms and conditions of the Order 
and of the Reference Order, which is incorporated by reference 
herein.
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    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 proposed 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.
    7. Applicants submit that for the reasons stated in the Reference 
Order: (1) With respect to the relief requested pursuant to section 
6(c) of the Act, the relief is 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; (2) with respect to 
the relief request pursuant to section 17(b) of the Act, the proposed 
transactions are reasonable and fair and do not involve overreaching on 
the part of any person concerned, are consistent with the policies of 
each registered investment company concerned and consistent with the 
general purposes of the Act; and (3) with respect to the relief 
requested pursuant to section 12(d)(1)(J) of the Act, the relief is 
consistent with the public interest and the protection of investors.

    By the Division of Investment Management, pursuant to delegated 
authority.
Brent J. Fields,
Secretary.
[FR Doc. 2015-20409 Filed 8-18-15; 8:45 am]
 BILLING CODE 8011-01-P

Federal Register / Vol. 80, No. 160 / Wednesday, August 19, 2015 / Notices 50349

change, Clearstream Banking would be while maintaining ICE Clear Europe’s APPLICANTS: ALPS ETMF Trust (the
permitted to act as a triparty collateral ability to access initial margin when ‘‘Trust’’), ALPS Advisors, Inc. (the
service provider for initial or original appropriate. The Commission therefore ‘‘Adviser’’) and ALPS Distributors, Inc.,
margin in respect of any product finds that the proposed rule change is and ALPS Portfolio Solutions
category, including the CDS product designed to promote the prompt and Distributor, Inc. (each, a ‘‘Distributor’’).
category. (The other currently accurate clearance and settlement of SUMMARY: Applicants request an order
authorized triparty collateral service securities transactions and, to the extent (‘‘Order’’) that permits: (a) Actively
provider, Euroclear Bank, is similarly applicable, derivative agreements, managed series of certain open-end
eligible to act as such for any product contracts, and transactions and to assure management investment companies to
category.) A correction would also be the safeguarding of securities and funds issue shares (‘‘Shares’’) redeemable in
made in paragraph 3.20 to provide that which are in the custody or control of large aggregations only (‘‘Creation
the specified instruction deadlines the clearing agency or for which it is Units’’); (b) secondary market
apply to triparty collateral arrangements responsible, in accordance with section transactions in Shares to occur at the
with both Euroclear Bank and 17A(b)(3)(F) of the Act.8 next-determined net asset value plus or
Clearstream Banking. minus a market-determined premium or
IV. Conclusion discount that may vary during the
III. Discussion and Commission trading day; (c) certain series to pay
On the basis of the foregoing, the
Findings redemption proceeds, under certain
Commission finds that the proposal is
Section 19(b)(2)(C) of the Act 5 directs consistent with the requirements of the circumstances, more than seven days
the Commission to approve a proposed Act and in particular with the from the tender of Shares for
rule change of a self-regulatory requirements of section 17A of the Act 9 redemption; (d) certain affiliated
organization if the Commission finds and the rules and regulations persons of the series to deposit
that such proposed rule change is thereunder. securities into, and receive securities
consistent with the requirements of the It is therefore ordered, pursuant to from, the series in connection with the
Act and the rules and regulations section 19(b)(2) of the Act,10 that the purchase and redemption of Creation
thereunder applicable to such self- proposed rule change (File No. SR– Units; (e) certain registered management
regulatory organization. Section ICEEU–2015–009) be, and hereby is, investment companies and unit
17A(b)(3)(F) of the Act 6 requires, among approved.11 investment trusts outside of the same
other things, that the rules of a clearing For the Commission, by the Division of group of investment companies as the
agency are designed to promote the Trading and Markets, pursuant to delegated series to acquire Shares; and (f) certain
prompt and accurate clearance and authority.12 series to create and redeem Shares in
settlement of securities transactions Brent J. Fields, kind in a master-feeder structure. The
and, to the extent applicable, derivative Secretary. Order would incorporate by reference
agreements, contracts, and transactions terms and conditions of a previous order
[FR Doc. 2015–20420 Filed 8–18–15; 8:45 am]
and assure the safeguarding of securities granting the same relief sought by
BILLING CODE 8011–01–P
and funds which are in the custody or applicants, as that order may be
control of the clearing agency or for amended from time to time (‘‘Reference
which it is responsible. SECURITIES AND EXCHANGE Order’’).1
The Commission finds that the FILING DATES: The application was filed
COMMISSION
proposed rule change is consistent with on July 21, 2015.
section 17A of the Act 7 and the rules [Investment Company Act Release No.
HEARING OR NOTIFICATION OF HEARING: An
thereunder applicable to ICE Clear 31759; 812–14517]
order granting the requested relief will
Europe. The proposed rule change will be issued unless the Commission orders
provide Clearing Members with the ALPS ETMF Trust, et al.; Notice of
Application a hearing. Interested persons may
option to use Clearstream Banking as a request a hearing by writing to the
triparty collateral service provider with August 13, 2015. Commission’s Secretary and serving
respect to initial and original margin for AGENCY: Securities and Exchange applicants with a copy of the request,
the CDS (and FX) product categories. Commission (‘‘Commission’’). personally or by mail. Hearing requests
According to ICE Clear Europe, the ACTION: Notice of an application for an should be received by the Commission
proposed rule change does not order under section 6(c) of the by 5:30 p.m. on September 8, 2015, and
otherwise change the substantive terms Investment Company Act of 1940 should be accompanied by proof of
of the service. Based on ICE Clear (‘‘Act’’) for an exemption from sections service on applicants, in the form of an
Europe’s representation regarding its 2(a)(32), 5(a)(1), 22(d) and 22(e) of the affidavit or, for lawyers, a certificate of
experience with Clearstream Banking as Act and rule 22c–1 under the Act, under service. Pursuant to rule 0–5 under the
triparty collateral service provider with sections 6(c) and 17(b) of the Act for an Act, hearing requests should state the
respect to original margin for the F&O exemption from sections 17(a)(1) and nature of the writer’s interest, any facts
product category, the use of Clearstream (a)(2) of the Act, and under section bearing upon the desirability of a
Banking can be appropriately extended 12(d)(1)(J) of the Act for an exemption hearing on the matter, the reason for the
to other product categories. As such, the from sections 12(d)(1)(A) and (B) of the request, and the issues contested.
Commission believes that the proposed Act. Persons who wish to be notified of a
rule change would allow ICE Clear hearing may request notification by
Europe’s Clearing Members to use an writing to the Commission’s Secretary.
tkelley on DSK3SPTVN1PROD with NOTICES

8 15 U.S.C. 78q–1(b)(3)(F).
additional triparty collateral service ADDRESSES: The Commission: Brent J.
9 15 U.S.C. 78q–1.
provider that offers appropriate 10 15 U.S.C. 78s(b)(2). Fields, Secretary, U.S. Securities and
safeguarding of securities and funds 11 In approving the proposed rule change, the Exchange Commission, 100 F Street NE.,
Commission considered the proposal’s impact on
5 15 U.S.C. 78s(b)(2)(C). efficiency, competition and capital formation. 15 1 Eaton Vance Management, et al., Investment
6 15 U.S.C. 78q–1(b)(3)(F). U.S.C. 78c(f). Company Act Rel. Nos. 31333 (Nov. 6, 2014)
7 15 U.S.C. 78q–1. 12 17 CFR 200.30–3(a)(12). (notice) and 31361 (Dec. 2, 2014) (order).

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Document Created: 2015-12-15 11:58:38
Document Modified: 2015-12-15 11:58:38

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 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, under sections 6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and (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 (B) of the Act.
Dates		The application was filed on July 21, 2015.
Contact		Jean E. Minarick, Senior Counsel, or Dalia Osman Blass, Assistant Chief Counsel, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation		80 FR 50349