80 FR 64468 - Investment Company Act Release No. 31870; File No. 812-14536 Advisors Asset Management, Inc. and AAM ETF Trust; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 205 (October 23, 2015)

Page Range		64468-64469
FR Document		2015-26917

Federal Register, Volume 80 Issue 205 (Friday, October 23, 2015)

[Federal Register Volume 80, Number 205 (Friday, October 23, 2015)]
[Notices]
[Pages 64468-64469]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-26917]


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SECURITIES AND EXCHANGE COMMISSION


Investment Company Act Release No. 31870; File No. 812-14536 
Advisors Asset Management, Inc. and AAM ETF Trust; Notice of 
Application

October 19, 2015.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application for an order under section 12(d)(1)(J) 
of the Investment Company Act of 1940 (the ``Act'') for an exemption 
from sections 12(d)(1)(A), (B), and (C) of the Act and under sections 
6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and 
(2) of the Act. The requested order would permit certain registered 
open-end investment companies to acquire shares of certain registered 
open-end investment companies, registered closed-end investment 
companies, business development companies, as defined in section 
2(a)(48) of the Act, and unit investment trusts (collectively, 
``Underlying Funds'') that are within and outside the same group of 
investment companies as the acquiring investment companies, in excess 
of the limits in section 12(d)(1) of the Act.

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Applicants: AAM ETF Trust, a Massachusetts business trust that intends 
to register under the Act as an open-end management investment company 
with multiple series and Advisors Asset Management, Inc., a Delaware 
Corporation registered as an investment adviser under the Investment 
Advisers Act of 1940.

Filing Dates: The application was filed on August 20, 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 November 13, 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: Brent J. Fields, Secretary, U.S. Securities and Exchange 
Commission, 100 F Street NE., Washington, DC 20549-1090. Applicants: c/
o Scott I. Colyer, Advisors Asset Management, Inc., 18925 Base Camp 
Road, Suite 203, Monument, Colorado 80132.

FOR FURTHER INFORMATION CONTACT: Barbara T. Heussler, Senior Counsel, 
at (202) 551-6990, or Mary Kay Frech, 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

[[Page 64469]]

number, or for 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. Applicants request an order to permit (a) a Fund \1\ (each a 
``Fund of Funds'') to acquire shares of Underlying Funds \2\ in excess 
of the limits in sections 12(d)(1)(A) and (C) of the Act and (b) the 
Underlying Funds that are registered open-end investment companies or 
series thereof, their principal underwriters and any broker or dealer 
registered under the Securities Exchange Act of 1934 to sell shares of 
the Underlying Fund to the Fund of Funds in excess of the limits in 
section 12(d)(1)(B) of the Act.\3\ Applicants also request an order of 
exemption under sections 6(c) and 17(b) of the Act from the prohibition 
on certain affiliated transactions in section 17(a) of the Act to the 
extent necessary to permit the Underlying Funds to sell their shares 
to, and redeem their shares from, the Funds of Funds.\4\ Applicants 
state that such transactions will be consistent with the policies of 
each Fund of Funds and each Underlying Fund and with the general 
purposes of the Act and will be based on the net asset values of the 
Underlying Funds.
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    \1\ Applicants request that the order apply to each existing and 
future series of AAM ETF Trust and to each existing and future 
registered open-end investment company or series thereof that is 
advised by Advisors Asset Management, Inc. or its successor or by 
any entity controlling, controlled by or under common control with 
Advisors Asset Management, Inc. or its successor and is part of the 
same ``group of investment companies'' as AAM ETF Trust (each, a 
``Fund''). 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. For 
purposes of the request for relief, the term ``group of investment 
companies'' means any two or more investment companies, including 
closed-end investment companies and business development companies, 
that hold themselves out to investors as related companies for 
purposes of investment and investor services.
    \2\ Certain of the Underlying Funds have obtained exemptions 
from the Commission necessary to permit their shares to be listed 
and traded on a national securities exchange at negotiated prices 
and, accordingly, to operate as an exchange-traded fund (``ETF'').
    \3\ Applicants represent that a Funds of Funds will not invest 
in reliance on the order in business development companies or 
closed-end investment companies that are not listed and traded on a 
national securities exchange.
    \4\ A Fund of Funds generally would purchase and sell shares of 
an Underlying Fund that operates as an ETF through secondary market 
transactions rather than through principal transactions with the 
Underlying Fund. Applicants nevertheless request relief from section 
17(a) to permit a Fund of Funds to purchase or redeem shares from 
the ETF. A Fund of Funds will purchase and sell shares of an 
Underlying Fund that is a closed-end fund through secondary market 
transactions at market prices rather than through principal 
transactions with the closed-end fund. Accordingly, applicants are 
not requesting section 17(a) relief with respect to transactions in 
shares of closed-end funds (including business development 
companies).
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    2. 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 are designed to, among other things, help 
prevent any potential (i) undue influence over an Underlying Fund that 
is not in the same ``group of investment companies'' as the Fund of 
Funds through control or voting power, or in connection with certain 
services, transactions, and underwritings, (ii) excessive layering of 
fees, and (iii) overly complex fund structures, which are the concerns 
underlying the limits in sections 12(d)(1)(A), (B), and (C) of the Act.
    3. 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. Section 17(b) of the Act authorizes the 
Commission to grant an order permitting a transaction otherwise 
prohibited by section 17(a) if it finds that (a) the terms of the 
proposed transaction are fair and reasonable and do not involve 
overreaching on the part of any person concerned; (b) the proposed 
transaction is consistent with the policies of each registered 
investment company involved; and (c) the proposed transaction is 
consistent with the general purposes of the Act. Section 6(c) of the 
Act permits the Commission to exempt any persons or transactions from 
any provision of the Act if 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.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-26917 Filed 10-22-15; 8:45 am]
BILLING CODE 8011-01-P

64468 Federal Register / Vol. 80, No. 205 / Friday, October 23, 2015 / Notices

B. Self-Regulatory Organization’s 100 F Street NE., Washington, DC for an exemption from sections 17(a)(1)
Statement on Burden on Competition 20549–1090. and (2) of the Act. The requested order
FINRA does not believe that the All submissions should refer to File would permit certain registered open-
proposed rule change will result in any Number SR–FINRA–2015–038. This file end investment companies to acquire
burden on competition that is not number should be included on the shares of certain registered open-end
necessary or appropriate in furtherance subject line if email is used. To help the investment companies, registered
of the purposes of the Act. The updated Commission process and review your closed-end investment companies,
examination aligns with the functions comments more efficiently, please use business development companies, as
and associated tasks currently only one method. The Commission will defined in section 2(a)(48) of the Act,
performed by a Financial and post all comments on the Commission’s and unit investment trusts (collectively,
Operations Principal and tests Internet Web site (http://www.sec.gov/ ‘‘Underlying Funds’’) that are within
knowledge of the most current laws, rules/sro.shtml). Copies of the and outside the same group of
rules, regulations and skills relevant to submission, all subsequent investment companies as the acquiring
those functions and associated tasks. As amendments, all written statements investment companies, in excess of the
with respect to the proposed rule limits in section 12(d)(1) of the Act.
such, the proposed revisions would
make the examination more efficient change that are filed with the
Commission, and all written APPLICANTS: AAM ETF Trust, a
and effective. Massachusetts business trust that
communications relating to the
C. Self-Regulatory Organization’s proposed rule change between the intends to register under the Act as an
Statement on Comments on the Commission and any person, other than open-end management investment
Proposed Rule Change Received From those that may be withheld from the company with multiple series and
Members, Participants, or Others public in accordance with the Advisors Asset Management, Inc., a
provisions of 5 U.S.C. 552, will be Delaware Corporation registered as an
Written comments were neither
available for Web site viewing and investment adviser under the
solicited nor received.
printing in the Commission’s Public Investment Advisers Act of 1940.
III. Date of Effectiveness of the Reference Room, 100 F Street NE., FILING DATES: The application was filed
Proposed Rule Change and Timing for Washington, DC 20549, on official on August 20, 2015.
Commission Action business days between the hours of 10 HEARING OR NOTIFICATION OF HEARING: An
The foregoing rule change has become a.m. and 3 p.m. Copies of such filing order granting the requested relief will
effective pursuant to Section 19(b)(3)(A) also will be available for inspection and be issued unless the Commission orders
of the Act 28 and paragraph (f)(1) of Rule copying at the principal office of a hearing. Interested persons may
19b–4 thereunder.29 At any time within FINRA. All comments received will be request a hearing by writing to the
60 days of the filing of the proposed rule posted without change; the Commission Commission’s Secretary and serving
change, the Commission summarily may does not edit personal identifying applicants with a copy of the request,
temporarily suspend such rule change if information from submissions. You personally or by mail. Hearing requests
it appears to the Commission that such should submit only information that should be received by the Commission
action is necessary or appropriate in the you wish to make available publicly. All by 5:30 p.m. on November 13, 2015 and
public interest, for the protection of submissions should refer to File should be accompanied by proof of
investors, or otherwise in furtherance of Number SR–FINRA–2015–038 and service on the applicants, in the form of
the purposes of the Act. If the should be submitted on or before an affidavit, or, for lawyers, a certificate
Commission takes such action, the November 13, 2015. of service. Pursuant to Rule 0–5 under
Commission shall institute proceedings For the Commission, by the Division of the Act, hearing requests should state
to determine whether the proposed rule Trading and Markets, pursuant to delegated the nature of the writer’s interest, any
should be approved or disapproved. authority.30 facts bearing upon the desirability of a
Robert W. Errett, hearing on the matter, the reason for the
IV. Solicitation of Comments request, and the issues contested.
Deputy Secretary.
Interested persons are invited to [FR Doc. 2015–26913 Filed 10–22–15; 8:45 am] Persons who wish to be notified of a
submit written data, views and BILLING CODE 8011–01–P hearing may request notification by
arguments concerning the foregoing, writing to the Commission’s Secretary.
including whether the proposed rule ADDRESSES: Brent J. Fields, Secretary,
change is consistent with the Act. SECURITIES AND EXCHANGE U.S. Securities and Exchange
Comments may be submitted by any of COMMISSION Commission, 100 F Street NE.,
the following methods: Washington, DC 20549–1090.
Investment Company Act Release No. Applicants: c/o Scott I. Colyer, Advisors
Electronic Comments 31870; File No. 812–14536 Advisors Asset Management, Inc., 18925 Base
• Use the Commission’s Internet Asset Management, Inc. and AAM ETF Camp Road, Suite 203, Monument,
comment form (http://www.sec.gov/ Trust; Notice of Application Colorado 80132.
rules/sro.shtml); or
FOR FURTHER INFORMATION CONTACT:
• Send an email to rule-comments@ October 19, 2015.
sec.gov. Please include File Number SR– AGENCY: Securities and Exchange Barbara T. Heussler, Senior Counsel, at
FINRA–2015–038 on the subject line. Commission (‘‘Commission’’). (202) 551–6990, or Mary Kay Frech,
Branch Chief, at (202) 551–6821
mstockstill on DSK4VPTVN1PROD with NOTICES

ACTION: Notice of an application for an
Paper Comments order under section 12(d)(1)(J) of the (Division of Investment Management,
• Send paper comments in triplicate Investment Company Act of 1940 (the Chief Counsel’s Office).
to Robert W. Errett, Deputy Secretary, ‘‘Act’’) for an exemption from sections SUPPLEMENTARY INFORMATION: The
Securities and Exchange Commission, 12(d)(1)(A), (B), and (C) of the Act and following is a summary of the
under sections 6(c) and 17(b) of the Act application. The complete application
28 15 U.S.C. 78s(b)(3)(A). may be obtained via the Commission’s
29 17 CFR 240.19b–4(f)(1). 30 17 CFR 200.30–3(a)(12). Web site by searching for the file

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Document Created: 2015-12-14 15:32:42
Document Modified: 2015-12-14 15:32:42

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 12(d)(1)(J) of the Investment Company Act of 1940 (the ``Act'') for an exemption from sections 12(d)(1)(A), (B), and (C) of the Act and under sections 6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and (2) of the Act. The requested order would permit certain registered open-end investment companies to acquire shares of certain registered open-end investment companies, registered closed-end investment companies, business development companies, as defined in section 2(a)(48) of the Act, and unit investment trusts (collectively, ``Underlying Funds'') that are within and outside the same group of investment companies as the acquiring investment companies, in excess of the limits in section 12(d)(1) of the Act.
Dates		The application was filed on August 20, 2015.
Contact		Barbara T. Heussler, Senior Counsel, at (202) 551-6990, or Mary Kay Frech, Branch Chief, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation		80 FR 64468