81 FR 48875 - Mutual Fund Series Trust, et al.; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 143 (July 26, 2016)

Page Range		48875-48876
FR Document		2016-17607

Federal Register, Volume 81 Issue 143 (Tuesday, July 26, 2016)

[Federal Register Volume 81, Number 143 (Tuesday, July 26, 2016)]
[Notices]
[Pages 48875-48876]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-17607]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32189; 812-14597]


Mutual Fund Series Trust, et al.; Notice of Application

July 20, 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: Mutual Fund Series Trust (``Trust''), an Ohio Business 
Trust registered under the Act as an open-end management investment 
company with multiple series (each a ``Fund'') and Eventide Asset 
Management, LLC, a Delaware limited liability company registered as an 
investment adviser under the Investment Advisers Act of 1940 (the 
``Adviser,'' and collectively with the Trust, the ``Applicants'').

Filing Dates:  The application was filed January 7, 2016, and amended 
on March 24, 2016, June 8, 2016 and July 6, 2016.

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 15, 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: Trust: 17605 Wright 
Street, Omaha, Nebraska 678130 and Adviser: One International Place, 
35th Floor, Boston, Massachusetts 02110.

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 each Sub-
Advised Fund pursuant to an investment advisory agreement with the 
Trust (each, an ``Investment Management Agreement,'' and collectively, 
the ``Investment Management Agreements'').\1\ The Adviser will provide 
the Sub-Advised Fund with continuous and comprehensive investment 
management services subject to the supervision of, and policies 
established by, each Sub-Advised Fund's board of directors (``Board''). 
The Investment Management Agreements permit the Adviser, subject to the 
approval of the Board, to delegate to one or more Sub-Advisers the 
responsibility to provide the day-to-day portfolio investment 
management of each Sub-

[[Page 48876]]

Advised Fund, subject to the supervision and direction of the 
Adviser.\2\ The primary responsibility for managing the Sub-Advised 
Fund 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 the named 
Applicants, any future Fund of the Trust and any other existing or 
future registered open-end management company or series thereof that 
intends to rely on the requested order in the future and that: (a) 
Is advised by the Adviser or by any entity controlling, controlled 
by, or under common control with the Adviser or its successor 
(included in the term ``Adviser''); (b) uses the multi-manager 
structure described in the application; and (c) complies with the 
terms and conditions of the application (any such series, a ``Sub-
Advised Fund'' and collectively, the ``Sub-Advised 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\ A ``Sub-Adviser'' for a Fund is (1) an indirect or direct 
``wholly owned subsidiary'' (as such term is defined in the Act) of 
the Adviser for the Fund, or (2) a sister company of the Adviser for 
the Fund that is an indirect or direct ``wholly-owned subsidiary'' 
(as such term is defined in the Act) of the same company that, 
indirectly or directly, wholly owns the Adviser (each of (1) and (2) 
a ``Wholly-Owned Sub Adviser'' and collectively, the ``Wholly-Owned 
Sub-Advisers''), or (3) an investment sub-adviser for that Fund that 
is not an ``affiliated person'' (as such term is defined in Section 
2(a)(3) of the Act) of the Fund or the Adviser, except to the extent 
that an affiliation arises solely because the sub-adviser serves as 
a sub-adviser to one or more Funds (each a ``Non-Affiliated Sub-
Adviser'' and collectively, the ``Non-Affiliated Sub-Advisers'').
---------------------------------------------------------------------------

    2. Applicants request an exemption to permit the Adviser, subject 
to Board approval, to hire a Non-Affiliated Sub-Adviser or a Wholly-
Owned Sub-Adviser, pursuant to Sub-Advisory Agreements and materially 
amend Sub-Advisory Agreements with Non-Affiliated Sub-Advisers and 
Wholly-Owned Sub-Advisers without obtaining the shareholder approval 
required under section 15(a) of the Act and rule 18f-2 under the 
Act.\3\ Applicants also seek an exemption from the Disclosure 
Requirements to permit a Sub-Advised Fund to disclose (as both a dollar 
amount and a percentage of the Sub-Advised Fund's net assets): (a) The 
aggregate fees paid to the Adviser and any Wholly-Owned Sub-Advisers; 
(b) the aggregate fees paid to Non-Affiliated Sub-Advisers, and (c) the 
fee paid to each Affiliated Sub-Adviser.
---------------------------------------------------------------------------

    \3\ The requested relief will not extend to any sub-adviser, 
other than a Wholly-Owned Sub-Adviser, who is an affiliated person, 
as defined in section 2(a)(3) of the Act, of the Sub-Advised Fund or 
the Adviser, other than by reason of serving as a sub-adviser to one 
or more of the Sub-Advised 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 Sub-Advised Funds' shareholders and 
notification about sub-advisory changes and enhanced Board oversight to 
protect the interests of the Subadvised 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 Investment 
Management Agreements will remain subject to shareholder approval, 
while the role of the Sub-Advisers is substantially equivalent to that 
of individual portfolio managers, so that requiring shareholder 
approval of Sub-Advisory Agreements would impose unnecessary delays and 
expenses on the Sub-Advised Fund. 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 Sub-Advised Fund.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-17607 Filed 7-25-16; 8:45 am]
 BILLING CODE 8011-01-P

48876 Federal Register / Vol. 81, No. 143 / Tuesday, July 26, 2016 / Notices

Advised Fund, subject to the class or classes of persons, securities, or 31, 2016, pursuant to Section 19(b)(2) of
supervision and direction of the transactions from any provisions of the the Act,4 the Commission designated a
Adviser.2 The primary responsibility for Act, or any rule thereunder, if such longer period within which to approve
managing the Sub-Advised Fund will relief is necessary or appropriate in the the proposed rule change, disapprove
remain vested in the Adviser. The public interest and consistent with the the proposed rule change, or institute
Adviser will hire, evaluate, allocate protection of investors and purposes proceedings to determine whether to
assets to and oversee the Sub-Advisers, fairly intended by the policy and disapprove the proposed rule change.5
including determining whether a Sub- provisions of the Act. Applicants On July 18, 2016, the Exchange
Adviser should be terminated, at all believe that the requested relief meets withdrew the proposed rule change
times subject to the authority of the this standard because, as further (File No. SR–NYSE–2016–30).
Board. explained in the Application, the For the Commission, by the Division of
2. Applicants request an exemption to Investment Management Agreements Trading and Markets, pursuant to delegated
permit the Adviser, subject to Board will remain subject to shareholder authority.6
approval, to hire a Non-Affiliated Sub- approval, while the role of the Sub- Robert W. Errett,
Adviser or a Wholly-Owned Sub- Advisers is substantially equivalent to Deputy Secretary.
Adviser, pursuant to Sub-Advisory that of individual portfolio managers, so
[FR Doc. 2016–17580 Filed 7–25–16; 8:45 am]
Agreements and materially amend Sub- that requiring shareholder approval of
BILLING CODE 8011–01–P
Advisory Agreements with Non- Sub-Advisory Agreements would
Affiliated Sub-Advisers and Wholly- impose unnecessary delays and
Owned Sub-Advisers without obtaining expenses on the Sub-Advised Fund. SECURITIES AND EXCHANGE
the shareholder approval required under Applicants believe that the requested COMMISSION
section 15(a) of the Act and rule 18f–2 relief from the Disclosure Requirements
under the Act.3 Applicants also seek an meets this standard because it will [Release No. 34–78374; File No. SR–
improve the Adviser’s ability to NYSEARCA–2016–98]
exemption from the Disclosure
Requirements to permit a Sub-Advised negotiate fees paid to the Sub-Advisers
that are more advantageous for the Sub- Self-Regulatory Organizations; NYSE
Fund to disclose (as both a dollar Arca, Inc.; Notice of Filing and
amount and a percentage of the Sub- Advised Fund.
Immediate Effectiveness of Proposed
Advised Fund’s net assets): (a) The For the Commission, by the Division of Rule Change Amending NYSE Arca
aggregate fees paid to the Adviser and Investment Management, under delegated
Equities Rules 1.1(s) and
any Wholly-Owned Sub-Advisers; (b) authority.
7.35P(a)(10)(A) to Extend the Period for
the aggregate fees paid to Non-Affiliated Robert W. Errett,
the Current Trading Halt Auction Collar
Sub-Advisers, and (c) the fee paid to Deputy Secretary. Price Collar Thresholds
each Affiliated Sub-Adviser. [FR Doc. 2016–17607 Filed 7–25–16; 8:45 am]
3. Applicants agree that any order BILLING CODE 8011–01–P July 20, 2016.
granting the requested relief will be Pursuant to Section 19(b)(1) 1 of the
subject to the terms and conditions Securities Exchange Act of 1934
stated in the Application. Such terms SECURITIES AND EXCHANGE (‘‘Act’’) 2 and Rule 19b–4 thereunder,3
and conditions provide for, among other COMMISSION notice is hereby given that, on July 8,
safeguards, appropriate disclosure to 2016, NYSE Arca, Inc. (‘‘Exchange’’ or
[Release No. 34–78368; File No. SR–NYSE–
Sub-Advised Funds’ shareholders and 2016–30] ‘‘NYSE Arca’’) filed with the Securities
notification about sub-advisory changes and Exchange Commission
and enhanced Board oversight to protect Self-Regulatory Organizations; New (‘‘Commission’’) the proposed rule
the interests of the Subadvised Funds’ York Stock Exchange LLC; Notice of change as described in Items I and II
shareholders. Withdrawal of Proposed Rule Change below, which Items have been prepared
4. Section 6(c) of the Act provides that Amending the Definition of ‘‘Block’’ for by the self-regulatory organization. The
the Commission may exempt any Purposes of Rule 72(d) and the Size of Commission is publishing this notice to
person, security, or transaction or any a Proposed Cross Transaction Eligible solicit comments on the proposed rule
for the Cross Function in Rule 76 change from interested persons.
2 A ‘‘Sub-Adviser’’ for a Fund is (1) an indirect

or direct ‘‘wholly owned subsidiary’’ (as such term July 20, 2016. I. Self-Regulatory Organization’s
is defined in the Act) of the Adviser for the Fund, On April 12, 2016, New York Stock Statement of the Terms of Substance of
or (2) a sister company of the Adviser for the Fund
Exchange LLC (‘‘Exchange’’ or ‘‘NYSE’’) the Proposed Rule Change
that is an indirect or direct ‘‘wholly-owned
subsidiary’’ (as such term is defined in the Act) of filed with the Securities and Exchange The Exchange proposes to amend
the same company that, indirectly or directly, Commission (‘‘Commission’’), pursuant NYSE Arca Equities Rules 1.1(s) and
wholly owns the Adviser (each of (1) and (2) a to Section 19(b)(1) of the Securities 7.35P(a)(10)(A) to extend the period for
‘‘Wholly-Owned Sub Adviser’’ and collectively, the
‘‘Wholly-Owned Sub-Advisers’’), or (3) an
Exchange Act of 1934 (‘‘Act’’) 1 and Rule the current Trading Halt Auction Collar
investment sub-adviser for that Fund that is not an 19b–4 thereunder,2 a proposed rule price collar thresholds. The proposed
‘‘affiliated person’’ (as such term is defined in change to amend its rules relating to rule change is available on the
Section 2(a)(3) of the Act) of the Fund or the pre-opening indications and opening
Adviser, except to the extent that an affiliation
arises solely because the sub-adviser serves as a
procedures. The proposed rule change 4 15 U.S.C. 78s(b)(2).
sub-adviser to one or more Funds (each a ‘‘Non- was published for comment in the 5 See Securities Exchange Act Release No. 77950,
srobinson on DSK5SPTVN1PROD with NOTICES

Affiliated Sub-Adviser’’ and collectively, the ‘‘Non- Federal Register on April 29, 2016.3 81 FR 36357 (June 6, 2016). The Commission
Affiliated Sub-Advisers’’). designated July 28, 2016, as the date by which it
The Commission received no comments should approve, disapprove, or institute
3 The requested relief will not extend to any sub-
on the proposed rule change. On May proceedings to determine whether to disapprove the
adviser, other than a Wholly-Owned Sub-Adviser,
proposed rule change.
who is an affiliated person, as defined in section 6 17 CFR 200.30–3(a)(12).
1 15
U.S.C. 78s(b)(1).
2(a)(3) of the Act, of the Sub-Advised Fund or the
2 17 1 15 U.S.C. 78s(b)(1).
Adviser, other than by reason of serving as a sub- CFR 240.19b–4.
2 15 U.S.C. 78a.
adviser to one or more of the Sub-Advised Funds 3 See Securities Exchange Act Release No. 77701

(‘‘Affiliated Sub-Adviser’’). (Apr. 25, 2016), 81 FR 25748. 3 17 CFR 240.19b–4.

VerDate Sep<11>2014 20:28 Jul 25, 2016 Jkt 238001 PO 00000 Frm 00141 Fmt 4703 Sfmt 4703 E:\FR\FM\26JYN1.SGM 26JYN1

Document Created: 2018-02-08 08:00:29
Document Modified: 2018-02-08 08:00:29

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 January 7, 2016, and amended on March 24, 2016, June 8, 2016 and July 6, 2016.
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		81 FR 48875