82 FR 34343 - Self-Regulatory Organizations; Chicago Stock Exchange, Inc.; Notice of Designation of a Longer Period for Commission Action on a Proposed Rule Change To Adopt Article 23, Rule 13, Consolidated Audit Trail-Fee Dispute Resolution
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 140 (July 24, 2017)
Federal Register Volume 82, Issue 140 (July 24, 2017)
| Page Range | 34343-34344 | |
| FR Document | 2017-15407 |
[Federal Register Volume 82, Number 140 (Monday, July 24, 2017)] [Notices] [Pages 34343-34344] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-15407] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-81163; File No. SR-CHX-2017-11] Self-Regulatory Organizations; Chicago Stock Exchange, Inc.; Notice of Designation of a Longer Period for Commission Action on a Proposed Rule Change To Adopt Article 23, Rule 13, Consolidated Audit Trail--Fee Dispute Resolution July 18, 2017. On June 5, 2017, the Chicago Stock Exchange, Inc. (``CHX'' or the ``Exchange'') filed with the Securities and Exchange Commission (``Commission''), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'' or ``Exchange Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to adopt Article 23, Rule 13 (Consolidated Audit Trail--Fee Dispute Resolution). The proposed rule change was published for comment in the Federal Register on June 19, 2017.\3\ The Commission received no comment letters on the proposed rule change. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. \3\ Securities Exchange Act Release No. 80916 (June 13, 2017), 82 FR 27904 (``Notice''). --------------------------------------------------------------------------- Section 19(b)(2) of the Act \4\ provides that, within 45 days of the publication of notice of the filing of a proposed rule change, or within such longer period up to 90 days as the Commission may designate if it finds such longer period to be appropriate and publishes its reasons for so finding or as to which the self-regulatory organization consents, the Commission shall either approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether the proposed rule change should be disapproved. The Commission is extending this 45-day time period. --------------------------------------------------------------------------- \4\ 15 U.S.C. 78s(b)(2). --------------------------------------------------------------------------- The Commission finds that it is appropriate to designate a longer period within which to take action on the proposed rule change so that it has sufficient time to consider the proposed rule change. The proposed rule change would establish the procedures for resolving potential disputes related to CAT Fees charged to Industry Members. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act,\5\ designates September 17, 2017, as the date by which the Commission should either approve or disapprove or institute proceedings to determine whether to [[Page 34344]] disapprove the proposed rule change (File Number SR-CHX-2017-11). --------------------------------------------------------------------------- \5\ 15 U.S.C. 78s(b)(2). For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\6\ --------------------------------------------------------------------------- \6\ 17 CFR 200.30-3(a)(31). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-15407 Filed 7-21-17; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 82, No. 140 / Monday, July 24, 2017 / Notices 34343
any discretionary tender on the same knowledge and control of the Jeffries SECURITIES AND EXCHANGE
basis as any similarly situated holder of Trading Entity) will be on a basis no less COMMISSION
floating rate interests; (2) the Fund must advantageous than that of other
participate in any mandatory tender on similarly situated participants (i.e., the [Release No. 34–81163; File No. SR–CHX–
the same basis as each similarly situated Fund will receive the same priority, 2017–11]
holder; and (3) less than 50% of the security, interest rate and fees as other
floating rate interests must be owned by participants in the same tranche or other Self-Regulatory Organizations;
Funds (and other discretionary portion of the loan in which the Fund Chicago Stock Exchange, Inc.; Notice
accounts) managed by the Fund’s is a participant), except to the extent of Designation of a Longer Period for
Adviser. Commission Action on a Proposed
such difference is related to services
b. Before any such arrangements are Rule Change To Adopt Article 23, Rule
entered into pursuant to the exemption, performed with respect to the facility or
their role in the facility and (c) in the 13, Consolidated Audit Trail—Fee
where the Fund holds the residual Dispute Resolution
interest, the Fund or the Adviser must case of the primary syndication of a loan
obtain competitive quotations from at facility where the Jeffries Trading Entity July 18, 2017.
least two unaffiliated institutions with is lead agent with primary responsibility On June 5, 2017, the Chicago Stock
respect to fees charged by such for structuring, arranging or placing Exchange, Inc. (‘‘CHX’’ or the
institutions for acting as liquidity such facility, the Fund will participate ‘‘Exchange’’) filed with the Securities
provider or remarketing agent, except in the facility only where, based on and Exchange Commission
that if quotations are unavailable from relevant information that is reasonably (‘‘Commission’’), pursuant to Section
two such institutions, only one other available to the Adviser, the Adviser 19(b)(1) of the Securities Exchange Act
competitive quotation is required. Any believes that, upon conclusion of of 1934 (‘‘Act’’ or ‘‘Exchange Act’’) 1 and
fees paid to the Jeffries Trading Entity allocations to holders of record in the Rule 19b–4 thereunder,2 a proposed rule
as liquidity provider or remarketing primary syndication of the facility, less change to adopt Article 23, Rule 13
agent will be no greater than the lowest than 50% of the participants will be (Consolidated Audit Trail—Fee Dispute
of such quotations, unless the Board held by Funds (and other discretionary Resolution). The proposed rule change
finds that such difference is justified by advisory accounts) managed by the was published for comment in the
a corresponding difference in the nature Adviser. Federal Register on June 19, 2017.3 The
of the services provided. Commission received no comment
7. With respect to asset-backed 9. With respect to situations in which
a Fund and a Jeffries Trading Entity (or letters on the proposed rule change.
securities or mortgage-backed securities
that are newly issued by special purpose an affiliate) have invested in the same Section 19(b)(2) of the Act 4 provides
entities sponsored by a Jeffries Trading company and that might otherwise be that, within 45 days of the publication
Entity (or an affiliate) under prohibited by section 17(d) of the Act of notice of the filing of a proposed rule
circumstances in which both the and rule 17d–1 thereunder (other than change, or within such longer period up
following are true: (i) The residual a syndicated loan transaction, which is to 90 days as the Commission may
interest in the special purpose entity is subject to Transactional Condition (8) designate if it finds such longer period
owned directly or indirectly by the to be appropriate and publishes its
above), (a) the Fund’s and the Jeffries
Jeffries Trading Entity (or an affiliate), reasons for so finding or as to which the
Trading Entity’s (or affiliate’s)
and (ii) the Jeffries Trading Entity (or an self-regulatory organization consents,
investment will involve no coordination the Commission shall either approve the
affiliate) acts as the servicer of assets, between the Jeffries Trading Entity (or
purchases of such securities will be proposed rule change, disapprove the
an affiliate) and the Fund beyond that proposed rule change, or institute
made by a Fund only where, based on
of a type the Jeffries Trading Entity (or proceedings to determine whether the
relevant information that is reasonably
an affiliate) engages in with other proposed rule change should be
available to the Adviser, the Adviser
believes that, upon the close of the unaffiliated investors in such company disapproved. The Commission is
transaction, Funds (and other and (b) the Fund will participate or extending this 45-day time period.
discretionary advisory accounts) invest in a type or class of securities The Commission finds that it is
managed by the Adviser will purchase (e.g., equity securities) of the company appropriate to designate a longer period
less than 50% of the dollar amount of only where, based on relevant within which to take action on the
securities of each class acquired by the information that is reasonably available proposed rule change so that it has
Fund in the aggregate, and the Fund to the Adviser, the Adviser believes sufficient time to consider the proposed
participates in each such class on the that, upon the close of the investment rule change. The proposed rule change
same terms as other purchasers of that transaction, less than 50% of the dollar would establish the procedures for
class. amount of the securities of such type or resolving potential disputes related to
8. With respect to a syndicated loan class will be owned by Funds (and other CAT Fees charged to Industry Members.
facility in which a Fund and a Jeffries discretionary advisory accounts) Accordingly, the Commission,
Trading Entity participate in a manner managed by the Adviser. pursuant to Section 19(b)(2) of the Act,5
that might otherwise be prohibited by
For the Commission, by the Division of designates September 17, 2017, as the
section 17(d) of the Act and rule 17d–
Investment Management, under delegated date by which the Commission should
1 thereunder, (a) the participation by the
authority. either approve or disapprove or institute
Fund and the Jeffries Trading Entity will
mstockstill on DSK30JT082PROD with NOTICES
Eduardo A. Aleman, proceedings to determine whether to
involve no coordination between the
Fund and the Jeffries Trading Entity Assistant Secretary.
1 15 U.S.C. 78s(b)(1).
beyond that of a type the Jeffries [FR Doc. 2017–15404 Filed 7–21–17; 8:45 am] 2 17 CFR 240.19b–4.
Trading Entity engages in with other BILLING CODE 8011–01–P 3 Securities Exchange Act Release No. 80916
unaffiliated participants in such facility, (June 13, 2017), 82 FR 27904 (‘‘Notice’’).
(b) the terms of the Fund’s participation 4 15 U.S.C. 78s(b)(2).
in the facility (to the extent within the 5 15 U.S.C. 78s(b)(2).
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![34344 Federal Register / Vol. 82, No. 140 / Monday, July 24, 2017 / Notices
disapprove the proposed rule change should be received by the Commission investment management of each
(File Number SR–CHX–2017–11). by 5:30 p.m. on August 14, 2017, and Subadvised Series, subject to the
For the Commission, by the Division of should be accompanied by proof of supervision and direction of the
Trading and Markets, pursuant to delegated service on the applicants, in the form of Adviser.2 The primary responsibility for
authority.6 an affidavit or, for lawyers, a certificate managing each Subadvised Series will
Eduardo A. Aleman, of service. Pursuant to rule 0–5 under remain vested in the Adviser. The
Assistant Secretary. the Act, hearing requests should state Adviser will hire, evaluate, allocate
the nature of the writer’s interest, any assets to and oversee the Sub-Advisers,
[FR Doc. 2017–15407 Filed 7–21–17; 8:45 am]
facts bearing upon the desirability of a including determining whether a Sub-
BILLING CODE 8011–01–P
hearing on the matter, the reason for the Adviser should be terminated, at all
request, and the issues contested. times subject to the authority of the
SECURITIES AND EXCHANGE Persons who wish to be notified of a Board.
hearing may request notification by 2. Applicants request an exemption to
COMMISSION
writing to the Commission’s Secretary. permit the Adviser, subject to Board
[Investment Company Act Release No. ADDRESSES: Secretary, U.S. Securities approval, to hire certain Sub-Advisers
32736; 812–14753] pursuant to Sub-Advisory Agreements
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090. and materially amend existing Sub-
Morningstar Funds Trust and Advisory Agreements without obtaining
Morningstar Investment Management Applicants: 22 West Washington Street,
Chicago, IL 60602. the shareholder approval required under
LLC section 15(a) of the Act and rule 18f–2
FOR FURTHER INFORMATION CONTACT:
July 18, 2017. under the Act.3 Applicants also seek an
Bruce R. MacNeil, Senior Counsel, at
AGENCY: Securities and Exchange exemption from the Disclosure
(202) 551–6817, or Katlin C. Bottock, Requirements to permit a Subadvised
Commission (‘‘Commission’’). Branch Chief, at (202) 551–6821 Series to disclose (as both a dollar
ACTION: Notice. (Division of Investment Management, amount and a percentage of the
Chief Counsel’s Office). Subadvised Series’ net assets): (a) The
Notice of an application under section
SUPPLEMENTARY INFORMATION: The aggregate fees paid to the Adviser and
6(c) of the Investment Company Act of
1940 (‘‘Act’’) for an exemption from following is a summary of the any Wholly-Owned Sub-Adviser; (b) the
section 15(a) of the Act and rule 18f–2 application. The complete application aggregate fees paid to Non-Affiliated
under the Act, as well as from certain may be obtained via the Commission’s Sub-Advisers; and (c) the fee paid to
disclosure requirements in rule 20a–1 Web site by searching for the file each Affiliated Sub-Adviser
under the Act, Item 19(a)(3) of Form N– number, or an applicant using the (collectively, ‘‘Aggregate Fee
1A, Items 22(c)(1)(ii), 22(c)(1)(iii), Company name box, at http:// Disclosure’’).
22(c)(8) and 22(c)(9) of Schedule 14A www.sec.gov/search/search.htm or by 3. Applicants agree that any order
under the Securities Exchange Act of calling (202) 551–8090. granting the requested relief will be
1934, and sections 6–07(2)(a), (b), and Summary of the Application subject to the terms and conditions
(c) of Regulation S–X (‘‘Disclosure stated in the application. Such terms
1. The Adviser will serve as the and conditions provide for, among other
Requirements’’). The requested investment adviser to the Subadvised
exemption would permit an investment safeguards, appropriate disclosure to
Series pursuant to an investment Subadvised Series shareholders and
adviser to hire and replace certain sub- advisory agreement with the Trust (the
advisers without shareholder approval notification about sub-advisory changes
‘‘Investment Management and enhanced Board oversight to protect
and grant relief from the Disclosure Agreement’’).1 The Adviser will provide
Requirements as they relate to fees paid the interests of the Subadvised Series’
the Subadvised Series with continuous shareholders.
to the sub-advisers. and comprehensive investment
APPLICANTS: Morningstar Funds Trust
4. Section 6(c) of the Act provides that
management services, subject to the the Commission may exempt any
(the ‘‘Trust’’), a Delaware statutory trust supervision of, and policies established
registered under the Act as an open-end person, security, or transaction or any
by, the board of trustees of the Trust class or classes of persons, securities, or
management investment company, and (‘‘Board’’). The Investment Management
Morningstar Investment Management transactions from any provisions of the
Agreement permits the Adviser, subject
LLC (the ‘‘Initial Adviser’’), a Delaware to the approval of the Board, to delegate 2 A ‘‘Sub-Adviser’’ for a Subadvised Series is (1)
limited liability company registered as to one or more sub-advisers (each, a an indirect or direct ‘‘wholly-owned subsidiary’’ (as
an investment adviser under the ‘‘Sub-Adviser’’ and collectively, the such term is defined in the Act) of the Adviser for
Investment Advisers Act of 1940 ‘‘Sub-Advisers’’) the responsibility to that Subadvised Series, or (2) a sister company of
(collectively with the Trust, the the Adviser for that Subadvised Series that is an
provide the day-to-day portfolio indirect or direct ‘‘wholly-owned subsidiary’’ of the
‘‘Applicants’’). same company that, indirectly or directly, wholly
FILING DATES: The application was filed 1 Applicants request relief with respect to the owns the Adviser (each of (1) and (2) a ‘‘Wholly-
on March 6, 2017 and amended on June named Applicants, as well as to any future series Owned Sub-Adviser’’ and collectively, the
of the Trust and any other registered open-end ‘‘Wholly-Owned Sub-Advisers’’), or (3) not an
12, 2017. ‘‘affiliated person’’ (as such term is defined in
management investment company or series thereof
HEARING OR NOTIFICATION OF HEARING: An that: (a) Is advised by the Initial Adviser, its section 2(a)(3) of the Act) of the Subadvised Series,
order granting the application will be successors, or any entity controlling, controlled by except to the extent that an affiliation arises solely
or under common control with the Initial Adviser because the Sub-Adviser serves as a sub-adviser to
issued unless the Commission orders a
mstockstill on DSK30JT082PROD with NOTICES
or its successors (each, also an ‘‘Adviser’’); (b) uses a Subadvised Series (‘‘Non-Affiliated Sub-
hearing. Interested persons may request the multi-manager structure described in the Advisers’’).
a hearing by writing to the application; and (c) complies with the terms and 3 The requested relief will not extend to any sub-
Commission’s Secretary and serving conditions set forth in the application (each, a adviser, other than a Wholly-Owned Sub-Adviser,
applicants with a copy of the request, ‘‘Subadvised Series’’). For purposes of the requested who is an affiliated person, as defined in Section
order, ‘‘successor’’ is limited to an entity that 2(a)(3) of the Act, of the Subadvised Series, the
personally or by mail. Hearing requests results from a reorganization into another Trust or of the Adviser, other than by reason of
jurisdiction or a change in the type of business serving as a sub-adviser to one or more of the
6 17 CFR 200.30–3(a)(31). organization. Subadvised Series (‘‘Affiliated Sub-Adviser’’).
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Document Created: 2017-07-22 01:20:18
Document Modified: 2017-07-22 01:20:18
| 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 | |
| FR Citation | 82 FR 34343 |
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