81 FR 52493 - American Independence Funds Trust, et al.; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 152 (August 8, 2016)

[Federal Register Volume 81, Number 152 (Monday, August 8, 2016)]
[Notices]
[Pages 52493-52494]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-18754]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32206; 812-14666]


American Independence Funds Trust, et al.; Notice of Application

August 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.

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Applicants: American Independence Funds Trust and Rx Funds Trust (each, 
a ``Trust'' and collectively, the ``Trusts''), each a Delaware 
statutory trust registered under the Act as an open-end management 
investment company with multiple series, and RiskX Investments, LLC, a 
Delaware limited liability company registered as an investment adviser 
under the Investment Advisers Act of 1940 (``RiskX Investments'' or the 
``Adviser,'' and, collectively with the Trusts, the ``Applicants'').

Filing Dates: The application was filed June 30, 2016, and amended 
August 2, 2016 and August 2, 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 24, 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: 1345 Avenue of the 
Americas, Second Floor, New York, NY 10105.

FOR FURTHER INFORMATION CONTACT: Steven I. Amchan, Senior Counsel, or 
David J. Marcinkus, 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 each Trust (the 
``Advisory Agreement'').\1\ The Adviser

[[Page 52494]]

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 each Trust and any other registered open-end 
management company or series thereof that: (a) Is advised by RiskX 
Investments or its successor or by a person controlling, controlled 
by, or under common control with RiskX Investments 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 any fees paid to the 
Affiliated Sub-Adviser.
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    \2\ The requested relief will not extend to any Sub-Adviser, 
other than a ``Wholly-Owned Sub-Adviser'' (as defined in the 
application), 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. 2016-18754 Filed 8-5-16; 8:45 am]
 BILLING CODE 8011-01-P