82 FR 46579 - Olden Lane Securities LLC and Olden Lane Trust; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 192 (October 5, 2017)

Page Range		46579-46580
FR Document		2017-21398

Federal Register, Volume 82 Issue 192 (Thursday, October 5, 2017)

[Federal Register Volume 82, Number 192 (Thursday, October 5, 2017)]
[Notices]
[Pages 46579-46580]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-21398]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32845; File No. 812-14726]


Olden Lane Securities LLC and Olden Lane Trust; Notice of 
Application

September 29, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: 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 
unit investment trusts (``UITs'') to acquire shares of certain 
registered open-end investment companies, registered closed-end 
investment companies and registered UITs (collectively, the 
``Underlying Funds'') that are within and outside the same group of 
investment companies as the acquiring UITs, in excess of the limits in 
section 12(d)(1) of the Act.

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Applicants: Olden Lane Trust (the ``Trust''), a UIT that is registered 
under the Act, and Olden Lane Securities (``Olden Lane''), a Delaware 
limited liability company registered as a broker-dealer under the 
Securities Exchange Act of 1934 (the ``Exchange Act'').

Filing Dates: The application was filed on December 9, 2016 and amended 
on April 10, 2017, July 25, 2017 and September 15, 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 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: Olden Lane 
Securities LLC and Olden Lane Trust, 200 Forrestal Road, Suite 3B, 
Princeton, NJ 08540.

FOR FURTHER INFORMATION CONTACT: Andrea Ottomanelli Magovern, Acting 
Branch Chief, at (202) 551-6768 or Nadya Roytblat, Assistant Chief 
Counsel, 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 Series \1\ 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, their principal 
underwriters and any broker or dealer registered under the Exchange Act 
to sell shares of the Underlying Funds to the Series 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 Series.\4\ 
Applicants state that such transactions will be consistent with the 
policies of each Series 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 any future registered UIT and 
series thereof sponsored by Olden Lane or an entity controlling, 
controlled by or under common control with Olden Lane (the 
``Series'').
    \2\ Certain of the Underlying Funds may be registered as an 
open-end investment company or a UIT, but have received exemptive 
relief from the Commission to permit their shares to be listed and 
traded on a national securities exchange at negotiated prices and to 
operate as exchange-traded funds (``ETFs'').
    \3\ Applicants do not request relief for the Series to invest in 
reliance on the order in closed-end investment companies that are 
not listed and traded on a national securities exchange.
    \4\ A Series 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 Series to purchase or redeem shares from the ETF. 
A Series 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.
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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 UIT 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.

[[Page 46580]]

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. 2017-21398 Filed 10-4-17; 8:45 am]
 BILLING CODE 8011-01-P

46580 Federal Register / Vol. 82, No. 192 / Thursday, October 5, 2017 / Notices

Section 6(c) of the Act permits the II. Self-Regulatory Organization’s 2. Statutory Basis
Commission to exempt any persons or Statement of the Purpose of, and
transactions from any provision of the Statutory Basis for, the Proposed Rule The Exchange believes that the
Act if such exemption is necessary or Change proposed rule change is consistent with
appropriate in the public interest and Section 6(b) of the Act,8 in general, and
In its filing with the Commission, the furthers the objectives of Sections
consistent with the protection of self-regulatory organization included
investors and the purposes fairly 6(b)(4) and (5) of the Act,9 in particular,
statements concerning the purpose of,
intended by the policy and provisions of because it provides for the equitable
and basis for, the proposed rule change
the Act. allocation of reasonable dues, fees, and
and discussed any comments it received
other charges among its members,
For the Commission, by the Division of on the proposed rule change. The text
of those statements may be examined at issuers and other persons using its
Investment Management, pursuant to facilities and does not unfairly
delegated authority. the places specified in Item IV below.
The Exchange has prepared summaries, discriminate between customers,
Eduardo A. Aleman, issuers, brokers or dealers.
set forth in sections A, B, and C below,
Assistant Secretary.
of the most significant parts of such Specifically, the Exchange does not
[FR Doc. 2017–21398 Filed 10–4–17; 8:45 am] statements. currently impose any monthly cap on
BILLING CODE 8011–01–P the maximum to be paid to Floor Broker
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the firms under the QCC rebate program.
Statutory Basis for, the Proposed Rule The Exchange believes the proposed cap
SECURITIES AND EXCHANGE
Change is reasonable, equitable and not unfairly
COMMISSION
discriminatory because all OTP Holders
1. Purpose would be uniformly capped at a
[Release No. 34–81767; File No. SR– potential rebate of $370,000 per month
The purpose of this filing is to amend
NYSEARCA–2017–114] per Floor Broker firm. In addition, the
the Fee Schedule effective October 1,
2017. Specifically, the Exchange proposal is reasonable, equitable and
Self-Regulatory Organizations; NYSE
proposes to place a cap on an incentive not unfairly discriminatory because it is
Arca, Inc.; Notice of Filing and
for Floor Brokers to execute Qualified consistent with similar caps on rebates
Immediate Effectiveness of Proposed
Contingent Cross (‘‘QCC’’) transactions. pad [sic] for QCC transactions on other
Rule Change To Amend the NYSE Arca
Currently, Floor Brokers earn a rebate exchanges.10
Options Fee Schedule for executed QCC orders of $0.035 per
contract side.4 QCC executions in which B. Self-Regulatory Organization’s
September 29, 2017.
a Customer or Professional Customer Statement on Burden on Competition
Pursuant to Section 19(b)(1) 1 of the (collectively, ‘‘Customer’’) is on both
Securities Exchange Act of 1934 (the In accordance with Section 6(b)(8) of
sides of the QCC trade are not eligible
‘‘Act’’) 2 and Rule 19b–4 thereunder,3 the Act,11 the Exchange does not believe
for the Floor Broker rebate.5 The
notice is hereby given that, on that the proposed rule change will
Exchange does not currently impose any
September 26, 2017, NYSE Arca, Inc. monthly cap on the maximum to be impose any burden on competition that
(the ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed paid under the QCC rebate program. is not necessary or appropriate in
with the Securities and Exchange The Exchange proposes to limit the furtherance of the purposes of the Act.
Commission (the ‘‘Commission’’) the maximum Floor Broker rebate to The proposed cap would not impose an
proposed rule change as described in $375,000 per month per Floor Broker unfair burden on competition because
Items I, II, and III below, which Items firm.6 Although the proposal would all OTP Holders would be uniformly
have been prepared by the self- limit the potential monthly rebate, the capped at $375,000 per month per Floor
regulatory organization. The Exchange believes that OTP Holders Broker firm and because the proposal is
Commission is publishing this notice to acting as Floor Brokers would still be consistent with similar caps on rebates
solicit comments on the proposed rule incented to achieve the highest rebate pad [sic] for QCC transactions on other
change from interested persons. possible. The Exchange notes that other exchanges.12
options exchanges have similar caps on The Exchange notes that it operates in
I. Self-Regulatory Organization’s rebates offers for QCC transactions.7 a highly competitive market in which
Statement of the Terms of Substance of
market participants can readily favor
the Proposed Rule Change 4 See Fee Schedule, QUALIFIED CONTINGENT

CROSS TRANSACTION FEES, available here, competing venues. In such an
The Exchange proposes to amend the https://www.nyse.com/publicdocs/nyse/markets/ environment, the Exchange must
NYSE Arca Options Fee Schedule (‘‘Fee arca-options/NYSE_Arca_Options_Fee_ continually review, and consider
Schedule.pdf.
Schedule’’). The Exchange proposes to 5 See id., Endnote 14.
adjusting, its fees and credits to remain
implement the fee change effective 6 See proposed Fee Schedule, Endnote 13 competitive with other exchanges. For
October 1, 2017. The proposed rule (providing that ‘‘[t]he maximum Floor Broker the reasons described above, the
change is available on the Exchange’s Rebate paid shall not exceed $375,000 per month Exchange believes that the proposed
per Floor Broker firm’’). rule change reflects this competitive
Web site at www.nyse.com, at the 7 See NYSE American Options Fee Schedule,
principal office of the Exchange, and at Section I.F., QCC Fees & Credits, n. 1, available environment.
ethrower on DSK3G9T082PROD with NOTICES

the Commission’s Public Reference here, https://www.nyse.com/publicdocs/nyse/
Room. markets/american-options/NYSE_American_ be capped at $350,000 per month’’, per CBOE
Options_Fee_Schedule.pdf (providing that ‘‘[t]he trading permit holder).
maximum Floor Broker credit paid shall not exceed 8 15 U.S.C. 78f(b).
$375,000 per month per Floor Broker firm’’); 9 15 U.S.C. 78f(b)(4) and (5).
1 15
Chicago Board Options Exchange (‘‘CBOE’’) fee
U.S.C.78s(b)(1). 10 See supra note 7.
schedule, QCC Rate Table, p. 5, available here,
2 15 U.S.C. 78a. 11 15 U.S.C. 78f(b)(8).
http://www.cboe.com/publish/feeschedule/CBOE
3 17 CFR 240.19b–4. FeeSchedule.pdf (providing that QCC credits ‘‘will 12 See supra note 7.

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Document Created: 2017-10-05 00:53:32
Document Modified: 2017-10-05 00:53:32

Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
Action		Notice of an application 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 unit investment trusts (``UITs'') to acquire shares of certain registered open-end investment companies, registered closed-end investment companies and registered UITs (collectively, the ``Underlying Funds'') that are within and outside the same group of investment companies as the acquiring UITs, in excess of the limits in section 12(d)(1) of the Act.
Dates		The application was filed on December 9, 2016 and amended on April 10, 2017, July 25, 2017 and September 15, 2017.
Contact		Andrea Ottomanelli Magovern, Acting Branch Chief, at (202) 551-6768 or Nadya Roytblat, Assistant Chief Counsel, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation		82 FR 46579