82_FR_46304 82 FR 46114 - American Century ETF Trust and American Century Investment Management, Inc.

82 FR 46114 - American Century ETF Trust and American Century Investment Management, Inc.

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 190 (October 3, 2017)

Page Range46114-46115
FR Document2017-21228

Federal Register, Volume 82 Issue 190 (Tuesday, October 3, 2017)
[Federal Register Volume 82, Number 190 (Tuesday, October 3, 2017)]
[Notices]
[Pages 46114-46115]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-21228]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32838; 812-14793]


American Century ETF Trust and American Century Investment 
Management, Inc.

September 28, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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    Notice of an application for an order under section 6(c) of the 
Investment Company Act of 1940 (the ``Act'') for an exemption from 
sections 2(a)(32), 5(a)(1), 22(d), and 22(e) of the Act and rule 22c-1 
under the Act, under sections 6(c) and 17(b) of the Act for an 
exemption from sections 17(a)(1) and 17(a)(2) of the Act, and under 
section 12(d)(1)(J) for an exemption from sections 12(d)(1)(A) and 
12(d)(1)(B) of the Act. The requested order would permit (a) actively-
managed series of certain open-end management investment companies 
(``Funds'') to issue shares redeemable in large aggregations only 
(``Creation Units''); (b) secondary market transactions in Fund shares 
to occur at negotiated market prices rather than at net asset value 
(``NAV''); (c) certain Funds to pay redemption proceeds, under certain 
circumstances, more than seven days after the tender of shares for 
redemption; (d) certain affiliated persons of a Fund to deposit 
securities into, and receive securities from, the Fund in connection 
with the purchase and redemption of Creation Units; (e) certain 
registered management investment companies and unit investment trusts 
outside of the same group of investment companies as the Funds (``Funds 
of Funds'') to acquire shares of the Funds; and (f) certain Funds 
(``Feeder Funds'') to create and redeem Creation Units in-kind in a 
master-feeder structure.

Applicants:  American Century ETF Trust (``Trust''), a Delaware 
statutory trust that will be registered under the Act as an open-end 
management investment company with multiple series, and American 
Century Investment Management, Inc. (``Initial Adviser''), a Delaware 
corporation registered as an investment adviser under the Investment 
Advisers Act of 1940.

Filing Dates:  The application was filed on June 30, 2017.

Hearing or Notification of Hearing:  An order granting the requested 
relief 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 October 24, 2017, and should be accompanied by proof of 
service on 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, Securities and Exchange Commission, 100 F Street 
NE., Washington, DC 20549-1090; Applicants: Michael W. Mundt, Esq., 
Stradley Ronon Stevens & Young, LLP, 1250 Connecticut Avenue NW., Ste. 
500, Washington, DC 20036; Mr. Charles A. Etherington, American Century 
Investment Management, Inc., 4500 Main Street, Kansas City, MO 64111.

FOR FURTHER INFORMATION CONTACT: Jean E. Minarick, Senior Counsel, at 
(202) 551-6811, 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 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 that would allow Funds to operate as 
actively-managed exchange traded funds (``ETFs'').\1\ Fund shares will 
be purchased and redeemed at their NAV in Creation Units only. All 
orders to purchase Creation Units and all redemption requests will be 
placed by or through an ``Authorized Participant,'' which will have 
signed a participant agreement with a broker-dealer registered under 
the Securities Exchange Act of 1934 (``Exchange Act'') (the 
``Distributor''). Shares will be listed and traded individually on a 
national securities exchange, where share prices will be based on the 
current bid/offer market. Certain Funds may operate as Feeder Funds in 
a master-feeder structure. Any order granting the requested relief 
would be subject to the terms and conditions stated in the application.
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    \1\ Applicants request that the order apply to the Initial Fund, 
as well as to future series of the Trust, and any other open-end 
management investment companies or series thereof (each, included in 
the term ``Fund''), each of which will operate as an actively-
managed ETF. Any Fund will (a) be advised by the Initial Adviser or 
an entity controlling, controlled by, or under common control with 
the Initial Adviser (each, an ``Adviser'') and (b) comply with the 
terms and conditions of the application.
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    2. Each Fund will consist of a portfolio of securities and other 
assets and investment positions (``Portfolio Instruments''). Each Fund 
will disclose on its Web site the identities and quantities of the 
Portfolio Instruments that will form the basis for the Fund's 
calculation of NAV at the end of the day.
    3. Shares will be purchased and redeemed in Creation Units and 
generally on an in-kind basis. Except where the purchase or redemption 
will include cash under the limited circumstances specified in the

[[Page 46115]]

application, purchasers will be required to purchase Creation Units by 
depositing specified instruments (``Deposit Instruments''), and 
shareholders redeeming their shares will receive specified instruments 
(``Redemption Instruments''). The Deposit Instruments and the 
Redemption Instruments will each correspond pro rata to the positions 
in the Fund's portfolio (including cash positions) except as specified 
in the application.
    4. Because shares will not be individually redeemable, applicants 
request an exemption from section 5(a)(1) and section 2(a)(32) of the 
Act that would permit the Funds to register as open-end management 
investment companies and issue shares that are redeemable in Creation 
Units only.
    5. Applicants also request an exemption from section 22(d) of the 
Act and rule 22c-1 under the Act as secondary market trading in shares 
will take place at negotiated prices, not at a current offering price 
described in a Fund's prospectus, and not at a price based on NAV. 
Applicants state that (a) secondary market trading in shares does not 
involve a Fund as a party and will not result in dilution of an 
investment in shares, and (b) to the extent different prices exist 
during a given trading day, or from day to day, such variances occur as 
a result of third-party market forces, such as supply and demand. 
Therefore, applicants assert that secondary market transactions in 
shares will not lead to discrimination or preferential treatment among 
purchasers. Finally, applicants represent that share market prices will 
be disciplined by arbitrage opportunities, which should prevent shares 
from trading at a material discount or premium from NAV.
    6. With respect to Funds that hold non-U.S. Portfolio Instruments 
and that effect creations and redemptions of Creation Units in kind, 
applicants request relief from the requirement imposed by section 22(e) 
in order to allow such Funds to pay redemption proceeds within fifteen 
calendar days following the tender of Creation Units for redemption. 
Applicants assert that the requested relief would not be inconsistent 
with the spirit and intent of section 22(e) to prevent unreasonable, 
undisclosed or unforeseen delays in the actual payment of redemption 
proceeds.
    7. Applicants request an exemption to permit Funds of Funds to 
acquire Fund shares beyond the limits of section 12(d)(1)(A) of the 
Act; and the Funds, and any principal underwriter for the Funds, and/or 
any broker or dealer registered under the Exchange Act, to sell shares 
to Funds of Funds beyond the limits of section 12(d)(1)(B) of the Act. 
The application's terms and conditions are designed to, among other 
things, help prevent any potential (i) undue influence over a Fund 
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) and (B) of the Act.
    8. Applicants request an exemption from sections 17(a)(1) and 
17(a)(2) of the Act to permit a person who is an affiliated person, as 
defined in section 2(a)(3) of the Act (``Affiliated Person''), or an 
affiliated person of an Affiliated Person (``Second-Tier Affiliate''), 
of the Funds, solely by virtue of certain ownership interests, to 
effectuate purchases and redemptions in-kind. The deposit procedures 
for in-kind purchases of Creation Units and the redemption procedures 
for in-kind redemptions of Creation Units will be the same for all 
purchases and redemptions and Deposit Instruments and Redemption 
Instruments will be valued in the same manner as those Portfolio 
Instruments currently held by the Funds. Applicants also seek relief 
from the prohibitions on affiliated transactions in section 17(a) to 
permit a Fund to sell its shares to and redeem its shares from a Fund 
of Funds, and to engage in the accompanying in-kind transactions with 
the Fund of Funds.\2\ The purchase of Creation Units by a Fund of Funds 
directly from a Fund will be accomplished in accordance with the 
policies of the Fund of Funds and will be based on the NAVs of the 
Funds.
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    \2\ The requested relief would apply to direct sales of shares 
in Creation Units by a Fund to a Fund of Funds and redemptions of 
those shares. Applicants, moreover, are not seeking relief from 
section 17(a) for, and the requested relief will not apply to, 
transactions where a Fund could be deemed an Affiliated Person, or a 
Second-Tier Affiliate, of a Fund of Funds because an investment 
adviser to the Funds is also an investment adviser to a Fund of 
Funds.
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    9. Applicants also request relief to permit a Feeder Fund to 
acquire shares of another registered investment company managed by the 
Adviser having substantially the same investment objectives as the 
Feeder Fund (``Master Fund'') beyond the limitations in section 
12(d)(1)(A) and permit the Master Fund, and any principal underwriter 
for the Master Fund, to sell shares of the Master Fund to the Feeder 
Fund beyond the limitations in section 12(d)(1)(B).
    10. 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. 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.

    For the Commission, by the Division of Investment Management, 
Under delegated authority.

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-21228 Filed 10-2-17; 8:45 am]
 BILLING CODE 8011-01-P



                                                    46114                        Federal Register / Vol. 82, No. 190 / Tuesday, October 3, 2017 / Notices

                                                    well as the Financial Industry                          permit (a) actively-managed series of                 A. Etherington, American Century
                                                    Regulatory Authority (FINRA), are                       certain open-end management                           Investment Management, Inc., 4500
                                                    members of the ISG.                                     investment companies (‘‘Funds’’) to                   Main Street, Kansas City, MO 64111.
                                                      For new derivative securities products                issue shares redeemable in large                      FOR FURTHER INFORMATION CONTACT: Jean
                                                    based on securities from a foreign                      aggregations only (‘‘Creation Units’’); (b)           E. Minarick, Senior Counsel, at (202)
                                                    market, the SRO should have a                           secondary market transactions in Fund                 551–6811, or David J. Marcinkus,
                                                    comprehensive Intermarket Surveillance                  shares to occur at negotiated market                  Branch Chief, at (202) 551–6821
                                                    Agreement with the market for the                       prices rather than at net asset value                 (Division of Investment Management,
                                                    securities underlying the new securities                (‘‘NAV’’); (c) certain Funds to pay                   Chief Counsel’s Office).
                                                    product.33 Accordingly, the                             redemption proceeds, under certain
                                                                                                                                                                  SUPPLEMENTARY INFORMATION: The
                                                    Commission finds that the requirement                   circumstances, more than seven days
                                                                                                                                                                  following is a summary of the
                                                    that no more than 20% of the weight of                  after the tender of shares for
                                                                                                                                                                  application. The complete application
                                                    the index may be comprised of non-U.S.                  redemption; (d) certain affiliated
                                                                                                                                                                  may be obtained via the Commission’s
                                                    component securities (stocks or ADRs)                   persons of a Fund to deposit securities
                                                                                                                                                                  Web site by searching for the file
                                                    that are not subject to a comprehensive                 into, and receive securities from, the
                                                                                                            Fund in connection with the purchase                  number, or for an applicant using the
                                                    surveillance sharing agreement between
                                                                                                            and redemption of Creation Units; (e)                 Company name box, at http://
                                                    the particular U.S. exchange and the
                                                                                                            certain registered management                         www.sec.gov/search/search.htm or by
                                                    primary market of the underlying
                                                                                                            investment companies and unit                         calling (202) 551–8090.
                                                    security will continue to ensure that the
                                                    Exchange has the ability to adequately                  investment trusts outside of the same                 Summary of the Application
                                                    surveil trading in the broad-based and                  group of investment companies as the
                                                                                                                                                                     1. Applicants request an order that
                                                    narrow-based index options and the                      Funds (‘‘Funds of Funds’’) to acquire
                                                                                                                                                                  would allow Funds to operate as
                                                    ADR components of the index.34                          shares of the Funds; and (f) certain
                                                                                                                                                                  actively-managed exchange traded
                                                                                                            Funds (‘‘Feeder Funds’’) to create and
                                                    IV. Conclusion                                                                                                funds (‘‘ETFs’’).1 Fund shares will be
                                                                                                            redeem Creation Units in-kind in a
                                                      It is therefore ordered, pursuant to                  master-feeder structure.                              purchased and redeemed at their NAV
                                                    Section 19(b)(2) of the Act,35 that the                                                                       in Creation Units only. All orders to
                                                                                                            APPLICANTS: American Century ETF
                                                    proposed rule change (SR–MIAX–2017–                                                                           purchase Creation Units and all
                                                                                                            Trust (‘‘Trust’’), a Delaware statutory               redemption requests will be placed by
                                                    39), be and hereby is approved.                         trust that will be registered under the               or through an ‘‘Authorized Participant,’’
                                                      For the Commission, by the Division of                Act as an open-end management
                                                                                                                                                                  which will have signed a participant
                                                    Trading and Markets, pursuant to delegated              investment company with multiple
                                                                                                                                                                  agreement with a broker-dealer
                                                    authority.36                                            series, and American Century
                                                                                                                                                                  registered under the Securities
                                                    Eduardo A. Aleman,                                      Investment Management, Inc. (‘‘Initial
                                                                                                                                                                  Exchange Act of 1934 (‘‘Exchange Act’’)
                                                    Assistant Secretary.                                    Adviser’’), a Delaware corporation
                                                                                                                                                                  (the ‘‘Distributor’’). Shares will be listed
                                                    [FR Doc. 2017–21163 Filed 10–2–17; 8:45 am]             registered as an investment adviser
                                                                                                                                                                  and traded individually on a national
                                                                                                            under the Investment Advisers Act of
                                                    BILLING CODE 8011–01–P                                                                                        securities exchange, where share prices
                                                                                                            1940.
                                                                                                                                                                  will be based on the current bid/offer
                                                                                                            FILING DATES: The application was filed               market. Certain Funds may operate as
                                                    SECURITIES AND EXCHANGE                                 on June 30, 2017.                                     Feeder Funds in a master-feeder
                                                    COMMISSION                                              HEARING OR NOTIFICATION OF HEARING:                   structure. Any order granting the
                                                    [Investment Company Act Release No.                     An order granting the requested relief                requested relief would be subject to the
                                                    32838; 812–14793]                                       will be issued unless the Commission                  terms and conditions stated in the
                                                                                                            orders a hearing. Interested persons may              application.
                                                    American Century ETF Trust and                          request a hearing by writing to the                      2. Each Fund will consist of a
                                                    American Century Investment                             Commission’s Secretary and serving                    portfolio of securities and other assets
                                                    Management, Inc.                                        applicants with a copy of the request,                and investment positions (‘‘Portfolio
                                                                                                            personally or by mail. Hearing requests               Instruments’’). Each Fund will disclose
                                                    September 28, 2017.                                     should be received by the Commission                  on its Web site the identities and
                                                    AGENCY: Securities and Exchange                         by 5:30 p.m. on October 24, 2017, and                 quantities of the Portfolio Instruments
                                                    Commission (‘‘Commission’’).                            should be accompanied by proof of                     that will form the basis for the Fund’s
                                                    ACTION: Notice.                                         service on applicants, in the form of an              calculation of NAV at the end of the
                                                                                                            affidavit, or for lawyers, a certificate of           day.
                                                      Notice of an application for an order
                                                                                                            service. Pursuant to rule 0–5 under the                  3. Shares will be purchased and
                                                    under section 6(c) of the Investment
                                                                                                            Act, hearing requests should state the                redeemed in Creation Units and
                                                    Company Act of 1940 (the ‘‘Act’’) for an
                                                                                                            nature of the writer’s interest, any facts            generally on an in-kind basis. Except
                                                    exemption from sections 2(a)(32),
                                                                                                            bearing upon the desirability of a                    where the purchase or redemption will
                                                    5(a)(1), 22(d), and 22(e) of the Act and
                                                                                                            hearing on the matter, the reason for the             include cash under the limited
                                                    rule 22c–1 under the Act, under
                                                                                                            request, and the issues contested.                    circumstances specified in the
                                                    sections 6(c) and 17(b) of the Act for an
                                                                                                            Persons who wish to be notified of a
                                                    exemption from sections 17(a)(1) and
                                                                                                            hearing may request notification by
asabaliauskas on DSKBBXCHB2PROD with NOTICES




                                                                                                                                                                     1 Applicants request that the order apply to the
                                                    17(a)(2) of the Act, and under section
                                                                                                            writing to the Commission’s Secretary.                Initial Fund, as well as to future series of the Trust,
                                                    12(d)(1)(J) for an exemption from                                                                             and any other open-end management investment
                                                    sections 12(d)(1)(A) and 12(d)(1)(B) of                 ADDRESSES: Secretary, Securities and
                                                                                                                                                                  companies or series thereof (each, included in the
                                                    the Act. The requested order would                      Exchange Commission, 100 F Street NE.,                term ‘‘Fund’’), each of which will operate as an
                                                                                                            Washington, DC 20549–1090;                            actively-managed ETF. Any Fund will (a) be
                                                      33 Id.                                                Applicants: Michael W. Mundt, Esq.,                   advised by the Initial Adviser or an entity
                                                                                                                                                                  controlling, controlled by, or under common
                                                      34 See Proposed Rule 1802(b)(9) and (d)(10).          Stradley Ronon Stevens & Young, LLP,                  control with the Initial Adviser (each, an
                                                      35 15 U.S.C. 78s(b)(2).                               1250 Connecticut Avenue NW., Ste.                     ‘‘Adviser’’) and (b) comply with the terms and
                                                      36 17 CFR 200.30–3(a)(12).                            500, Washington, DC 20036; Mr. Charles                conditions of the application.



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                                                                                 Federal Register / Vol. 82, No. 190 / Tuesday, October 3, 2017 / Notices                                                     46115

                                                    application, purchasers will be required                the limits of section 12(d)(1)(B) of the                Act if such exemption is necessary or
                                                    to purchase Creation Units by                           Act. The application’s terms and                        appropriate in the public interest and
                                                    depositing specified instruments                        conditions are designed to, among other                 consistent with the protection of
                                                    (‘‘Deposit Instruments’’), and                          things, help prevent any potential (i)                  investors and the purposes fairly
                                                    shareholders redeeming their shares                     undue influence over a Fund through                     intended by the policy and provisions of
                                                    will receive specified instruments                      control or voting power, or in                          the Act. Section 12(d)(1)(J) of the Act
                                                    (‘‘Redemption Instruments’’). The                       connection with certain services,                       provides that the Commission may
                                                    Deposit Instruments and the                             transactions, and underwritings, (ii)                   exempt any person, security, or
                                                    Redemption Instruments will each                        excessive layering of fees, and (iii)                   transaction, or any class or classes of
                                                    correspond pro rata to the positions in                 overly complex fund structures, which                   persons, securities, or transactions, from
                                                    the Fund’s portfolio (including cash                    are the concerns underlying the limits                  any provision of section 12(d)(1) if the
                                                    positions) except as specified in the                   in sections 12(d)(1)(A) and (B) of the                  exemption is consistent with the public
                                                    application.                                            Act.                                                    interest and the protection of investors.
                                                       4. Because shares will not be                           8. Applicants request an exemption                   Section 17(b) of the Act authorizes the
                                                    individually redeemable, applicants                     from sections 17(a)(1) and 17(a)(2) of the              Commission to grant an order
                                                    request an exemption from section                       Act to permit a person who is an                        permitting a transaction otherwise
                                                    5(a)(1) and section 2(a)(32) of the Act                 affiliated person, as defined in section                prohibited by section 17(a) if it finds
                                                    that would permit the Funds to register                 2(a)(3) of the Act (‘‘Affiliated Person’’),             that (a) the terms of the proposed
                                                    as open-end management investment                       or an affiliated person of an Affiliated                transaction are fair and reasonable and
                                                    companies and issue shares that are                     Person (‘‘Second-Tier Affiliate’’), of the              do not involve overreaching on the part
                                                    redeemable in Creation Units only.                      Funds, solely by virtue of certain                      of any person concerned; (b) the
                                                       5. Applicants also request an                        ownership interests, to effectuate                      proposed transaction is consistent with
                                                    exemption from section 22(d) of the Act                 purchases and redemptions in-kind. The                  the policies of each registered
                                                    and rule 22c–1 under the Act as                         deposit procedures for in-kind                          investment company involved; and (c)
                                                    secondary market trading in shares will                 purchases of Creation Units and the                     the proposed transaction is consistent
                                                    take place at negotiated prices, not at a               redemption procedures for in-kind                       with the general purposes of the Act.
                                                    current offering price described in a                   redemptions of Creation Units will be
                                                    Fund’s prospectus, and not at a price                   the same for all purchases and                            For the Commission, by the Division of
                                                    based on NAV. Applicants state that (a)                                                                         Investment Management, Under delegated
                                                                                                            redemptions and Deposit Instruments
                                                                                                                                                                    authority.
                                                    secondary market trading in shares does                 and Redemption Instruments will be
                                                    not involve a Fund as a party and will                  valued in the same manner as those                      Eduardo A. Aleman,
                                                    not result in dilution of an investment                 Portfolio Instruments currently held by                 Assistant Secretary.
                                                    in shares, and (b) to the extent different              the Funds. Applicants also seek relief                  [FR Doc. 2017–21228 Filed 10–2–17; 8:45 am]
                                                    prices exist during a given trading day,                from the prohibitions on affiliated                     BILLING CODE 8011–01–P
                                                    or from day to day, such variances occur                transactions in section 17(a) to permit a
                                                    as a result of third-party market forces,               Fund to sell its shares to and redeem its
                                                    such as supply and demand. Therefore,                   shares from a Fund of Funds, and to                     SECURITIES AND EXCHANGE
                                                    applicants assert that secondary market                 engage in the accompanying in-kind                      COMMISSION
                                                    transactions in shares will not lead to                 transactions with the Fund of Funds.2
                                                    discrimination or preferential treatment                The purchase of Creation Units by a                     Proposed Collection; Comment
                                                    among purchasers. Finally, applicants                   Fund of Funds directly from a Fund will                 Request
                                                    represent that share market prices will                 be accomplished in accordance with the                  Upon Written Request, Copies Available
                                                    be disciplined by arbitrage                             policies of the Fund of Funds and will                   From: Securities and Exchange
                                                    opportunities, which should prevent                     be based on the NAVs of the Funds.                       Commission, Office of FOIA Services,
                                                    shares from trading at a material                          9. Applicants also request relief to                  100 F Street NE., Washington, DC
                                                    discount or premium from NAV.                           permit a Feeder Fund to acquire shares
                                                                                                                                                                     20549–2736.
                                                       6. With respect to Funds that hold                   of another registered investment
                                                    non-U.S. Portfolio Instruments and that                 company managed by the Adviser                          Extension:
                                                    effect creations and redemptions of                     having substantially the same                             Rule 17g–1 and Form NRSRO, SEC File No.
                                                    Creation Units in kind, applicants                      investment objectives as the Feeder                         270–563, OMB Control No. 3235–0625.
                                                    request relief from the requirement                     Fund (‘‘Master Fund’’) beyond the                          Notice is hereby given that pursuant
                                                    imposed by section 22(e) in order to                    limitations in section 12(d)(1)(A) and                  to the Paperwork Reduction Act of 1995
                                                    allow such Funds to pay redemption                      permit the Master Fund, and any                         (44 U.S.C. 3501 et seq.), the Securities
                                                    proceeds within fifteen calendar days                   principal underwriter for the Master                    and Exchange Commission
                                                    following the tender of Creation Units                  Fund, to sell shares of the Master Fund                 (‘‘Commission’’) has submitted to the
                                                    for redemption. Applicants assert that                  to the Feeder Fund beyond the                           Office of Management and Budget
                                                    the requested relief would not be                       limitations in section 12(d)(1)(B).                     (‘‘OMB’’) a request for approval of
                                                    inconsistent with the spirit and intent of                 10. Section 6(c) of the Act permits the              extension of the previously approved
                                                    section 22(e) to prevent unreasonable,                  Commission to exempt any persons or                     collection of information provided for in
                                                    undisclosed or unforeseen delays in the                 transactions from any provision of the                  Rule 17g–1, Form NRSRO and
asabaliauskas on DSKBBXCHB2PROD with NOTICES




                                                    actual payment of redemption proceeds.                                                                          Instructions to Form NRSRO under the
                                                       7. Applicants request an exemption to                   2 The requested relief would apply to direct sales
                                                                                                                                                                    Securities Exchange Act of 1934 (15
                                                    permit Funds of Funds to acquire Fund                   of shares in Creation Units by a Fund to a Fund of
                                                                                                            Funds and redemptions of those shares. Applicants,
                                                                                                                                                                    U.S.C. 78a et seq.).1
                                                    shares beyond the limits of section                     moreover, are not seeking relief from section 17(a)        Rule 17g–1, Form NRSRO and the
                                                    12(d)(1)(A) of the Act; and the Funds,                  for, and the requested relief will not apply to,        Instructions to Form NRSRO contain
                                                    and any principal underwriter for the                   transactions where a Fund could be deemed an            certain recordkeeping and disclosure
                                                                                                            Affiliated Person, or a Second-Tier Affiliate, of a
                                                    Funds, and/or any broker or dealer                      Fund of Funds because an investment adviser to the
                                                                                                                                                                    requirements for NRSROs. Currently,
                                                    registered under the Exchange Act, to                   Funds is also an investment adviser to a Fund of
                                                    sell shares to Funds of Funds beyond                    Funds.                                                    1 See   17 CFR 240.17g–1 and 17 CFR 249b.300.



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Document Created: 2017-10-03 01:01:18
Document Modified: 2017-10-03 01:01:18
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 June 30, 2017.
ContactJean E. Minarick, Senior Counsel, at (202) 551-6811, or David J. Marcinkus, Branch Chief, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation82 FR 46114 

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