82_FR_14633 82 FR 14580 - Allianz Funds Multi-Strategy Trust and Allianz Global Investors U.S. LLC

82 FR 14580 - Allianz Funds Multi-Strategy Trust and Allianz Global Investors U.S. LLC

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 53 (March 21, 2017)

Page Range14580-14581
FR Document2017-05507

Federal Register, Volume 82 Issue 53 (Tuesday, March 21, 2017) 
[Federal Register Volume 82, Number 53 (Tuesday, March 21, 2017)]
[Notices]
[Pages 14580-14581]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-05507]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32533; File No. 812-14255]


Allianz Funds Multi-Strategy Trust and Allianz Global Investors 
U.S. LLC

March 15, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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    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.

Applicants: Allianz Funds Multi-Strategy Trust (the ``Trust''), a 
Massachusetts business trust that is registered under the Act as an 
open-end management investment company with multiple series, and 
Allianz Global Investors U.S. LLC (the ``Applying Manager''), a 
Delaware limited liability company registered as an investment adviser 
under the Investment Advisers Act of 1940.

Filing Dates: The application was filed on December 23, 2013 and 
amended on July 30, 2015, May 2, 2016, February 3, 2017, March 8, 2017 
and March 13, 2017.

Hearing or Notification of Hearing: An order granting the requested 
relief will

[[Page 14581]]

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 
April 10, 2017 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: Allianz Funds Multi-
Strategy Trust and Allianz Global Investors U.S. LLC, 1633 Broadway, 
New York, New York 10019; and George B. Raine, Ropes & Gray LLP, 
Prudential Tower, 800 Boylston St., Boston, MA 02148.

FOR FURTHER INFORMATION CONTACT: Mark N. Zaruba, Senior Counsel, at 
(202) 551-6878, or Robert Shapiro, 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 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 the Trust and to each existing and future 
registered open-end investment company or series thereof that is 
advised by the Applying Manager or its successor or by any other 
investment adviser controlling, controlled by or under common 
control with the Applying Manager or its successor and is part of 
the same ``group of investment companies'' as the 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 registered 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 do not request relief for Funds of Funds to 
invest in reliance on the order in business development companies 
and registered 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.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-05507 Filed 3-20-17; 8:45 am]
 BILLING CODE 8011-01-P

14580 Federal Register / Vol. 82, No. 53 / Tuesday, March 21, 2017 / Notices On April 27, 2016, the Commission time report on the impact of tiered fees Ahmed@omb.eop.gov; and (ii) Pamela published a notice soliciting comments on market liquidity, including an Dyson, Director/Chief Information from the public (‘‘CAT NMS Plan analysis of the impact of the tiered-fee Officer, Securities and Exchange Notice’’).2 On November 15, 2016, the structure on Industry Members Commission, c/o Remi Pavlik-Simon, Commission approved the CAT NMS provision of liquidity; 10 (7) an 100 F Street NE., Washington, DC Plan (‘‘CAT NMS Plan Order’’), assessment of the projected impact of 20549, or by sending an email to: PRA_ including the information collections any Material Systems Change on the Mailbox@sec.gov. Comments must be proposed in the CAT NMS Plan Notice Maximum Error Rate, prior to the submitted to OMB within 30 days of and certain additional information implementation of such Material this notice. collections that are the subject of this Systems Change; 11 and (8) an annual Dated: March 16, 2017. Notice.3 This Notice addresses only the requirement that that the CAT LLC Eduardo A. Aleman, new information collections noticed in financials be (i) in compliance with Assistant Secretary. the CAT NMS Plan Order, which are: (1) GAAP, (ii) be audited by an [FR Doc. 2017–05539 Filed 3–20–17; 8:45 am] A one-time independent audit of the independent public accounting firm, fees, costs, and expenses incurred by the and (iii) be made publicly available.12 BILLING CODE 8011–01–P Participants on behalf of CAT NMS, LLC The Commission believes that these prior to the Effective Date 4 of the Plan; 5 audits, reports, and assessments of various aspects of the CAT NMS Plan SECURITIES AND EXCHANGE (2) a one-time assessment of the clock are necessary to achieving the CAT COMMISSION synchronization standards in the Plan before reporting begins for Industry NMS Plan’s objective of improving the [Investment Company Act Release No. Members, which assessment shall take quality of the data available to 32533; File No. 812–14255] into account the diversity of CAT regulators in four areas that affect the Reporters and systems; 6 (3) a one-time ultimate effectiveness of core regulatory Allianz Funds Multi-Strategy Trust and report that discusses the Participants’ efforts—completeness, accuracy, Allianz Global Investors U.S. LLC assessment of implementing accessibility and timeliness.13 March 15, 2017. coordinated surveillance; 7 (4) a one- The new information collections AGENCY: Securities and Exchange time report discussing the feasibility further require that each Participant Commission (‘‘Commission’’). and advisability of allowing Industry conduct background checks for its employees and contractors that will use ACTION: Notice. Members to bulk download the Raw Data that it has submitted to the Central the CAT System.14 The Commission Notice of an application for an order Repository; 8 (5) a one-time assessment believes that these background checks under section 12(d)(1)(J) of the of the nature and extent of errors in the are necessary to ensure that only Investment Company Act of 1940 (the Customer information submitted to the authorized and qualified persons are ‘‘Act’’) for an exemption from sections Central Repository and whether the using the CAT System. 12(d)(1)(A), (B), and (C) of the Act and correction of certain data fields over There are 21 respondents that require under sections 6(c) and 17(b) of the Act others should be prioritized; 9 (6) a one- an aggregate total of 8,269,747.99 hours for an exemption from sections 17(a)(1) to comply with the collection of and (2) of the Act. The requested order NMS Plan filed on February 27, 2015, was an information, as amended. The would permit certain registered open- amendment to and replacement of the Initial CAT Commission further estimates that the end investment companies to acquire NMS Plan (the ‘‘Amended and Restated CAT NMS aggregate cost to comply with the shares of certain registered open-end Plan’’). On December 24, 2015, the Participants collection of information, as amended, submitted an Amendment to the Amended and investment companies, registered is $534,465,565.81. Restated CAT NMS Plan. See Letter from closed-end investment companies, Participants to Brent J. Fields, Secretary, An agency may not conduct or business development companies, as Commission, dated December 23, 2015 (the sponsor, and a person is not required to ‘‘Amendment’’). On February 9, 2016, the respond to, a collection of information defined in section 2(a)(48) of the Act, Participants filed with the Commission an identical, under the PRA unless it displays a and unit investment trusts (collectively, but unmarked, version of the Amended and currently valid OMB control number. ‘‘Underlying Funds’’) that are within Restated CAT NMS Plan, dated February 27, 2015, and outside the same group of as modified by the Amendment, as well as a copy The public may view background of the request for proposal issued by the documentation for this amendment at investment companies as the acquiring Participants to solicit Bids from parties interested the following Web site: investment companies, in excess of the in serving as the Plan Processor for the consolidated www.reginfo.gov. Comments should be limits in section 12(d)(1) of the Act. audit trail. Unless the context otherwise requires, directed to: (i) Desk Officer for the APPLICANTS: Allianz Funds Multi- the ‘‘CAT NMS Plan’’ shall refer to the Amended and Restated CAT NMS Plan, as modified by the Securities and Exchange Commission, Strategy Trust (the ‘‘Trust’’), a Amendment. Office of Information and Regulatory Massachusetts business trust that is 2 See Securities Exchange Act Release No. 77724 Affairs, Office of Management and registered under the Act as an open-end (April 27, 2016), 81 FR 30613 (May 17, 2016). The management investment company with burdens associated with the CAT NMS Plan Notice Budget, Room 10102, New Executive were submitted under OMB number 3235–0671 Office Building, Washington, DC 20503, multiple series, and Allianz Global which relates to the NMS Plan required to be filed or by sending an email to: Shagufta_ Investors U.S. LLC (the ‘‘Applying under Rule 613. Manager’’), a Delaware limited liability 3 See Securities Exchange Act Release No. 79318 10 Id. at 84941–84942. company registered as an investment (November 15, 2016), 81 FR 84696 (November 23, 2016), available at https://www.sec.gov/rules/sro/ 11 Id. at 84942. The Commission believes that four adviser under the Investment Advisers assessments would be filed annually. Act of 1940. mstockstill on DSK3G9T082PROD with NOTICES nms/2016/34-79318.pdf. 12 Id. 4 The ‘‘Effective Date’’ is the date the Commission 13 See Securities Exchange Act Release No. 67457 FILING DATES: The application was filed approved the CAT NMS Plan, which was November on December 23, 2013 and amended on (July 18, 2012), 77 FR 45722 (August 1, 2012) 15, 2016. See id. 5 See CAT NMS Plan Order, supra note at 84940. (‘‘Rule 613 Adopting Release’’), at 45727 July 30, 2015, May 2, 2016, February 3, (discussing four ‘‘qualities’’ of trade and order data 2017, March 8, 2017 and March 13, 6 Id. that impact the effectiveness of core Participant and 7 Id. at 84940–84941. Commission regulatory efforts: accuracy, 2017. 8 Id. at 84941. completeness, accessibility, and timeliness). HEARING OR NOTIFICATION OF HEARING: An 9 Id. 14 See CAT NMS Plan Order, supra note at 84942. order granting the requested relief will VerDate Sep<11>2014 16:47 Mar 20, 2017 Jkt 241001 PO 00000 Frm 00080 Fmt 4703 Sfmt 4703 E:\FR\FM\21MRN1.SGM 21MRN1

Federal Register / Vol. 82, No. 53 / Tuesday, March 21, 2017 / Notices 14581 be issued unless the Commission orders Funds 2 in excess of the limits in any provision of section 12(d)(1) if the a hearing. Interested persons may sections 12(d)(1)(A) and (C) of the Act exemption is consistent with the public request a hearing by writing to the and (b) the Underlying Funds that are interest and the protection of investors. Commission’s Secretary and serving registered open-end investment Section 17(b) of the Act authorizes the applicants with a copy of the request, companies or series thereof, their Commission to grant an order personally or by mail. Hearing requests principal underwriters and any broker permitting a transaction otherwise should be received by the Commission or dealer registered under the Securities prohibited by section 17(a) if it finds by 5:30 p.m. on April 10, 2017 and Exchange Act of 1934 to sell shares of that (a) the terms of the proposed should be accompanied by proof of the Underlying Fund to the Fund of transaction are fair and reasonable and service on the applicants, in the form of Funds in excess of the limits in section do not involve overreaching on the part an affidavit, or, for lawyers, a certificate 12(d)(1)(B) of the Act.3 Applicants also of any person concerned; (b) the of service. Pursuant to Rule 0–5 under request an order of exemption under proposed transaction is consistent with the Act, hearing requests should state sections 6(c) and 17(b) of the Act from the policies of each registered the nature of the writer’s interest, any the prohibition on certain affiliated investment company involved; and (c) facts bearing upon the desirability of a transactions in section 17(a) of the Act the proposed transaction is consistent hearing on the matter, the reason for the to the extent necessary to permit the with the general purposes of the Act. request, and the issues contested. Underlying Funds to sell their shares to, Section 6(c) of the Act permits the Persons who wish to be notified of a and redeem their shares from, the Funds Commission to exempt any persons or hearing may request notification by of Funds.4 Applicants state that such transactions from any provision of the writing to the Commission’s Secretary. transactions will be consistent with the Act if such exemption is necessary or ADDRESSES: Secretary, U.S. Securities policies of each Fund of Funds and each appropriate in the public interest and Underlying Fund and with the general consistent with the protection of and Exchange Commission, 100 F Street purposes of the Act and will be based investors and the purposes fairly NE., Washington, DC 20549–1090. on the net asset values of the intended by the policy and provisions of Applicants: Allianz Funds Multi- Underlying Funds. the Act. Strategy Trust and Allianz Global 2. Applicants agree that any order Investors U.S. LLC, 1633 Broadway, For the Commission, by the Division of granting the requested relief will be Investment Management, pursuant to New York, New York 10019; and George subject to the terms and conditions delegated authority. B. Raine, Ropes & Gray LLP, Prudential stated in the application. Such terms Tower, 800 Boylston St., Boston, MA Eduardo A. Aleman, and conditions are designed to, among Assistant Secretary. 02148. other things, help prevent any potential [FR Doc. 2017–05507 Filed 3–20–17; 8:45 am] FOR FURTHER INFORMATION CONTACT: (i) undue influence over an Underlying BILLING CODE 8011–01–P Mark N. Zaruba, Senior Counsel, at Fund that is not in the same ‘‘group of (202) 551–6878, or Robert Shapiro, investment companies’’ as the Fund of Branch Chief, at (202) 551–6821 Funds through control or voting power, SECURITIES AND EXCHANGE (Division of Investment Management, or in connection with certain services, COMMISSION Chief Counsel’s Office). transactions, and underwritings, (ii) excessive layering of fees, and (iii) [Release No. 34–80253; File No. SR–FICC– SUPPLEMENTARY INFORMATION: The 2017–004] following is a summary of the overly complex fund structures, which application. The complete application are the concerns underlying the limits Self-Regulatory Organizations; Fixed may be obtained via the Commission’s in sections 12(d)(1)(A), (B), and (C) of Income Clearing Corporation; Notice of Web site by searching for the file the Act. 3. Section 12(d)(1)(J) of the Act Filing and Immediate Effectiveness of number, or for an applicant using the a Proposed Rule Change To Describe provides that the Commission may Company name box, at http:// the Intraday Mark-to-Market Charge exempt any person, security, or www.sec.gov/search/search.htm, or by transaction, or any class or classes of March 15, 2017. calling (202) 551–8090. persons, securities, or transactions, from Pursuant to Section 19(b)(1) of the Summary of the Application Securities Exchange Act of 1934 2 Certain of the Underlying Funds have obtained 1. Applicants request an order to (‘‘Act’’),1 and Rule 19b–4 thereunder,2 exemptions from the Commission necessary to permit (a) a Fund 1 (each a ‘‘Fund of permit their shares to be listed and traded on a notice is hereby given that on March 7, Funds’’) to acquire shares of Underlying national securities exchange at negotiated prices 2017, Fixed Income Clearing and, accordingly, to operate as an exchange-traded Corporation (‘‘FICC’’) filed with the fund (‘‘ETF’’). Securities and Exchange Commission 1 Applicants request that the order apply to each 3 Applicants do not request relief for Funds of existing and future series of the Trust and to each Funds to invest in reliance on the order in business (‘‘Commission’’) the proposed rule existing and future registered open-end investment development companies and registered closed-end change as described in Items I, II and III company or series thereof that is advised by the investment companies that are not listed and traded below, which Items have been prepared Applying Manager or its successor or by any other on a national securities exchange. investment adviser controlling, controlled by or 4 A Fund of Funds generally would purchase and by the clearing agency. The Commission under common control with the Applying Manager sell shares of an Underlying Fund that operates as is publishing this notice to solicit or its successor and is part of the same ‘‘group of an ETF through secondary market transactions comments on the proposed rule change investment companies’’ as the Trust (each, a rather than through principal transactions with the from interested persons. ‘‘Fund’’). For purposes of the requested order, Underlying Fund. Applicants nevertheless request ‘‘successor’’ is limited to an entity that results from relief from section 17(a) to permit a Fund of Funds I. Clearing Agency’s Statement of the mstockstill on DSK3G9T082PROD with NOTICES a reorganization into another jurisdiction or a to purchase or redeem shares from the ETF. A Fund Terms of Substance of the Proposed change in the type of business organization. For of Funds will purchase and sell shares of an purposes of the request for relief, the term ‘‘group Underlying Fund that is a closed-end fund through Rule Change of investment companies’’ means any two or more secondary market transactions at market prices The proposed rule change consists of registered investment companies, including closed- rather than through principal transactions with the end investment companies and business amendments to the Mortgage-Backed closed-end fund. Accordingly, applicants are not development companies, that hold themselves out requesting section 17(a) relief with respect to 1 15 U.S.C. 78s(b)(1). to investors as related companies for purposes of transactions in shares of closed-end funds investment and investor services. (including business development companies). 2 17 CFR 240.19b–4. VerDate Sep<11>2014 16:47 Mar 20, 2017 Jkt 241001 PO 00000 Frm 00081 Fmt 4703 Sfmt 4703 E:\FR\FM\21MRN1.SGM 21MRN1


Document Created: 2017-03-21 01:09:23
Document Modified: 2017-03-21 01:09:23
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
ActionNotice.
DatesThe application was filed on December 23, 2013 and amended on July 30, 2015, May 2, 2016, February 3, 2017, March 8, 2017 and March 13, 2017.
ContactMark N. Zaruba, Senior Counsel, at (202) 551-6878, or Robert Shapiro, Branch Chief, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation82 FR 14580 
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