81 FR 12552 - Amplify ETF Trust and Amplify Investments LLC; Notice of Application
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 81, Issue 46 (March 9, 2016)
Federal Register Volume 81, Issue 46 (March 9, 2016)
| Page Range | 12552-12553 | |
| FR Document | 2016-05186 |
[Federal Register Volume 81, Number 46 (Wednesday, March 9, 2016)] [Notices] [Pages 12552-12553] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2016-05186] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 32022; 812-14591] Amplify ETF Trust and Amplify Investments LLC; Notice of Application March 3, 2016. 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. ----------------------------------------------------------------------- Applicants: Amplify ETF Trust (the ``Trust''), a Massachusetts business trust registered under the Act as an open-end management investment company with multiple series, and Amplify Investments LLC, a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940 (``Amplify'' or the ``Adviser,'' and, collectively with the Trust, the ``Applicants''). Filing Dates: The application was filed December 15, 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 March 28, 2016, 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: 3250 Lacey Road, Suite 130, Downers Grove, IL 60515. FOR FURTHER INFORMATION CONTACT: David J. Marcinkus, Senior Counsel, or Dalia 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 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. --------------------------------------------------------------------------- \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 Amplify or its successor or by a person controlling, controlled by, or under common control with Amplify 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. --------------------------------------------------------------------------- 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 any fees paid to the Affiliated Sub-Adviser. --------------------------------------------------------------------------- \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''). --------------------------------------------------------------------------- 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 [[Page 12553]] 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. 2016-05186 Filed 3-8-16; 8:45 am] BILLING CODE 8011-01-P
![12552 Federal Register / Vol. 81, No. 46 / Wednesday, March 9, 2016 / Notices
For the Commission, by the Division of service on the applicants, in the form of the Sub-Advisers, including
Trading and Markets, pursuant to delegated an affidavit or, for lawyers, a certificate determining whether a Sub-Adviser
authority.79 of service. Pursuant to rule 0–5 under should be terminated, at all times
Robert W. Errett, the Act, hearing requests should state subject to the authority of the Board.
Deputy Secretary. the nature of the writer’s interest, any 2. Applicants request an exemption to
[FR Doc. 2016–05185 Filed 3–8–16; 8:45 am] facts bearing upon the desirability of a permit the Adviser, subject to Board
BILLING CODE 8011–01–P hearing on the matter, the reason for the approval, to hire certain Sub-Advisers
request, and the issues contested. pursuant to Sub-Advisory Agreements
Persons who wish to be notified of a and materially amend existing Sub-
SECURITIES AND EXCHANGE hearing may request notification by Advisory Agreements without obtaining
COMMISSION writing to the Commission’s Secretary. the shareholder approval required under
ADDRESSES: Secretary, U.S. Securities section 15(a) of the Act and rule 18f–2
[Investment Company Act Release No.
and Exchange Commission, 100 F Street under the Act.2 Applicants also seek an
32022; 812–14591]
NE., Washington, DC 20549–1090. exemption from the Disclosure
Amplify ETF Trust and Amplify Applicants: 3250 Lacey Road, Suite 130, Requirements to permit a Fund to
Investments LLC; Notice of Application Downers Grove, IL 60515. disclose (as both a dollar amount and a
FOR FURTHER INFORMATION CONTACT: percentage of the Fund’s net assets): (a)
March 3, 2016. The aggregate fees paid to the Adviser
David J. Marcinkus, Senior Counsel, or
AGENCY: Securities and Exchange Dalia Blass, Assistant Chief Counsel, at and any Affiliated Sub-Adviser; and (b)
Commission (‘‘Commission’’). (202) 551–6821 (Division of Investment the aggregate fees paid to Sub-Advisers
ACTION: Notice of an application under Management, Chief Counsel’s Office). other than Affiliated Sub-Advisers
section 6(c) of the Investment Company (collectively, ‘‘Aggregate Fee
SUPPLEMENTARY INFORMATION: The
Act of 1940 (‘‘Act’’) for an exemption Disclosure’’). For any Fund that
following is a summary of the
from section 15(a) of the Act and rule employs an Affiliated Sub-Adviser, the
application. The complete application Fund will provide separate disclosure of
18f–2 under the Act, as well as from may be obtained via the Commission’s
certain disclosure requirements in rule any fees paid to the Affiliated Sub-
Web site by searching for the file Adviser.
20a–1 under the Act, Item 19(a)(3) of number, or an applicant using the
Form N–1A, Items 22(c)(1)(ii), 3. Applicants agree that any order
Company name box, at http:// granting the requested relief will be
22(c)(1)(iii), 22(c)(8) and 22(c)(9) of www.sec.gov/search/search.htm or by
Schedule 14A under the Securities subject to the terms and conditions
calling (202) 551–8090. stated in the Application. Such terms
Exchange Act of 1934, and Sections 6–
07(2)(a), (b), and (c) of Regulation S–X Summary of the Application and conditions provide for, among other
(‘‘Disclosure Requirements’’). The safeguards, appropriate disclosure to
1. The Adviser will serve as the
requested exemption would permit an Fund shareholders and notification
investment adviser to the Funds
investment adviser to hire and replace about sub-advisory changes and
pursuant to an investment advisory
certain sub-advisers without enhanced Board oversight to protect the
agreement with the Trust (the ‘‘Advisory
shareholder approval and grant relief interests of the Funds’ shareholders.
Agreement’’).1 The Adviser will provide 4. Section 6(c) of the Act provides that
from the Disclosure Requirements as the Funds with continuous and the Commission may exempt any
they relate to fees paid to the sub- comprehensive investment management person, security, or transaction or any
advisers. services subject to the supervision of, class or classes of persons, securities, or
and policies established by, each Fund’s transactions from any provisions of the
APPLICANTS: Amplify ETF Trust (the board of trustees (‘‘Board’’). The Act, or any rule thereunder, if such
‘‘Trust’’), a Massachusetts business trust Advisory Agreement permits the relief is necessary or appropriate in the
registered under the Act as an open-end Adviser, subject to the approval of the public interest and consistent with the
management investment company with Board, to delegate to one or more sub- protection of investors and purposes
multiple series, and Amplify advisers (each, a ‘‘Sub-Adviser’’ and fairly intended by the policy and
Investments LLC, a Delaware limited collectively, the ‘‘Sub-Advisers’’) the provisions of the Act. Applicants
liability company registered as an responsibility to provide the day-to-day believe that the requested relief meets
investment adviser under the portfolio investment management of this standard because, as further
Investment Advisers Act of 1940 each Fund, subject to the supervision explained in the Application, the
(‘‘Amplify’’ or the ‘‘Adviser,’’ and, and direction of the Adviser. The Advisory Agreements will remain
collectively with the Trust, the primary responsibility for managing the subject to shareholder approval, while
‘‘Applicants’’). Funds will remain vested in the the role of the Sub-Advisers is
FILING DATES: The application was filed Adviser. The Adviser will hire, substantially similar to that of
December 15, 2015. evaluate, allocate assets to and oversee individual portfolio managers, so that
HEARING OR NOTIFICATION OF HEARING: An requiring shareholder approval of Sub-
1 Applicants request relief with respect to any
order granting the application will be Advisory Agreements would impose
existing and any future series of the Trust and any
issued unless the Commission orders a other registered open-end management company or unnecessary delays and expenses on the
hearing. Interested persons may request series thereof that: (a) Is advised by Amplify or its Funds. Applicants believe that the
a hearing by writing to the successor or by a person controlling, controlled by, requested relief from the Disclosure
Commission’s Secretary and serving or under common control with Amplify or its Requirements meets this standard
Lhorne on DSK5TPTVN1PROD with NOTICES
successor (each, also an ‘‘Adviser’’); (b) uses the
applicants with a copy of the request, manager of managers structure described in the because it will improve the Adviser’s
personally or by mail. Hearing requests application; and (c) complies with the terms and
should be received by the Commission conditions of the application (any such series, a 2 The requested relief will not extend to any Sub-
by 5:30 p.m. on March 28, 2016, and ‘‘Fund’’ and collectively, the ‘‘Funds’’). For Adviser that is an affiliated person, as defined in
purposes of the requested order, ‘‘successor’’ is section 2(a)(3) of the Act, of a Fund or the Adviser,
should be accompanied by proof of limited to an entity that results from a other than by reason of serving as a sub-adviser to
reorganization into another jurisdiction or a change one or more of the Funds (‘‘Affiliated Sub-
79 17 CFR 200.30–3(a)(12). in the type of business organization. Adviser’’).
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![Federal Register / Vol. 81, No. 46 / Wednesday, March 9, 2016 / Notices 12553
ability to negotiate fees paid to the Sub- Percent address whether this condition
Advisers that are more advantageous for adequately protects affected employees,
the Funds. For Physical Damage: a petition for partial revocation under
Non-Profit Organizations With 49 U.S.C. 10502(d) must be filed.
For the Commission, by the Division of Credit Available Elsewhere ... 2.625
Investment Management, under delegated Provided no formal expression of
Non-Profit Organizations With- intent to file an offer of financial
authority. out Credit Available Else-
Robert W. Errett, where ..................................... 2.625
assistance (OFA) to subsidize continued
Deputy Secretary. For Economic Injury: rail service has been received, this
Non-Profit Organizations With- exemption will be effective on April 8,
[FR Doc. 2016–05186 Filed 3–8–16; 8:45 am]
out Credit Available Else- 2016, unless stayed pending
BILLING CODE 8011–01–P
where ..................................... 2.625 reconsideration. Petitions to stay that do
not involve environmental issues and
The number assigned to this disaster formal expressions of intent to file an
SMALL BUSINESS ADMINISTRATION for physical damage is 14656B and for OFA to subsidize continued rail service
[Disaster Declaration #14656 and #14657] economic injury is 14657B. under 49 CFR 1152.27(c)(2) 1 must be
(Catalog of Federal Domestic Assistance filed by March 21, 2016.2 Petitions to
Georgia Disaster #GA–00066 Numbers 59008) reopen must be filed by March 29, 2016,
with the Surface Transportation Board,
AGENCY: U.S. Small Business James E. Rivera,
395 E Street SW., Washington, DC
Administration. Associate Administrator for Disaster
20423–0001.
ACTION: Notice. Assistance.
A copy of any petition filed with the
[FR Doc. 2016–05207 Filed 3–8–16; 8:45 am] Board should be sent to NLR’s
SUMMARY: This is a Notice of the BILLING CODE 8025–01–P representative: Rose-Michele Nardi,
Presidential declaration of a major
Transport Counsel PC, 1701
disaster for Public Assistance Only for
Pennsylvania Ave. NW., Suite 300,
the State of Georgia (FEMA–4259–DR), SURFACE TRANSPORTATION BOARD Washington, DC 20006.
dated 02/26/2016. If the verified notice contains false or
Incident: Severe Storms and Flooding. [Docket No. AB 1011 (Sub-No. 2X)]
misleading information, the exemption
Incident Period: 12/22/2015 through
Northern Lines Railway, LLC— is void ab initio.
01/13/2016. Board decisions and notices are
Effective Date: 02/26/2016. Discontinuance of Service
Exemption—in Stearns County, MN available on our Web site at
Physical Loan Application Deadline www.stb.dot.gov.
Date: 04/26/2016. Northern Lines Railway, LLC (NLR)
Economic Injury (EIDL) Loan filed a verified notice of exemption Decided: March 4, 2016.
Application Deadline Date: 11/28/2016. under 49 CFR part 1152 subpart F— By the Board, Rachel D. Campbell,
Exempt Abandonments and Director, Office of Proceedings.
ADDRESSES: Submit completed loan
Discontinuances of Service to Tia Delano,
applications to: U.S. Small Business
Administration, Processing and discontinue service over an Clearance Clerk.
Disbursement Center, 14925 Kingsport approximately 0.45-mile rail line owned [FR Doc. 2016–05239 Filed 3–8–16; 8:45 am]
Road, Fort Worth, TX 76155. by BNSF Railway Company, between BILLING CODE 4915–01–P
FOR FURTHER INFORMATION CONTACT: A. milepost 80.66 and milepost 81.11 in St.
Escobar, Office of Disaster Assistance, Joseph, Stearns County, Minn. (the
U.S. Small Business Administration, Line). The Line traverses United States DEPARTMENT OF TRANSPORTATION
409 3rd Street SW., Suite 6050, Postal Service Zip Code 56374. NLR has
Washington, DC 20416. certified that: (1) No local traffic has Federal Motor Carrier Safety
moved over the Line for at least two Administration
SUPPLEMENTARY INFORMATION: Notice is
years; (2) overhead traffic on the Line, [Docket No. FMCSA–2015–0321]
hereby given that as a result of the if any, can be rerouted over other lines;
President’s major disaster declaration on (3) no formal complaint filed by a user
02/26/2016, Private Non-Profit Qualification of Drivers; Exemption
of rail service on the Line (or by a state Applications; Epilepsy and Seizure
organizations that provide essential or local government entity acting on
services of governmental nature may file Disorders
behalf of such user) regarding cessation
disaster loan applications at the address of service over the Line is pending AGENCY: Federal Motor Carrier Safety
listed above or other locally announced either with the Surface Transportation Administration (FMCSA), DOT.
locations. Board (Board) or with any U.S. District ACTION: Notice of applications for
The following areas have been Court or has been decided in favor of exemptions; request for comments.
determined to be adversely affected by complainant within the two-year period;
the disaster: SUMMARY: FMCSA announces receipt of
and (4) the requirements at 49 CFR
Primary Counties: Baker, Carroll, applications from 31 individuals for an
1105.12 (newspaper publication) and 49
Chattahoochee, Crawford, Dade, exemption from the prohibition against
CFR 1152.50(d)(1) (notice to
Decatur, Douglas, Fannin, Fayette, persons with a clinical diagnosis of
governmental agencies) have been met.
Gilmer, Greene, Haralson, Harris, As a condition to this exemption, any 1 Each OFA must be accompanied by the filing
Lhorne on DSK5TPTVN1PROD with NOTICES
Jeff Davis, Lamar, Macon, Marion, employee adversely affected by the fee, which is currently set at $1,600. See 49 CFR
Meriwether, Montgomery, Morgan, discontinuance of service shall be 1002.2(f)(25).
Muscogee, Newton, Oglethorpe, protected under Oregon Short Line 2 Because this is a discontinue proceeding and
Pickens, Stewart, Talbot, Taliaferro, Railroad—Abandonment Portion not an abandonment, interim trail use/rail banking
Taylor, Towns, Troup, Upson, and public use conditions are not appropriate.
Goshen Branch Between Firth & Because there will be an environmental review
Webster, Wilkes. Ammon, in Bingham & Bonneville during abandonment, this discontinuance does not
The Interest Rates are: Counties, Idaho, 360 I.C.C. 91 (1979). To require an environmental review.
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Document Created: 2016-03-09 00:13:37
Document Modified: 2016-03-09 00:13:37
| 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 | The application was filed December 15, 2015. | |
| Contact | David J. Marcinkus, Senior Counsel, or Dalia Blass, Assistant Chief Counsel, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office). | |
| FR Citation | 81 FR 12552 |
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