82_FR_62055 82 FR 61806 - Validea Capital Management, LLC, et al.; Notice of Application

82 FR 61806 - Validea Capital Management, LLC, et al.; Notice of Application

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 249 (December 29, 2017)

Page Range61806-61808
FR Document2017-28166

Federal Register, Volume 82 Issue 249 (Friday, December 29, 2017)
[Federal Register Volume 82, Number 249 (Friday, December 29, 2017)]
[Notices]
[Pages 61806-61808]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-28166]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32952; 812-14805]


Validea Capital Management, LLC, et al.; Notice of Application

December 26, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: 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) index-
based 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

[[Page 61807]]

Fund in connection with the purchase and redemption of Creation Units; 
and (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.

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Applicants:  Validea Capital Management, LLC (the ``Initial Adviser''), 
a Connecticut limited liability company registered as an investment 
adviser under the Investment Advisers Act of 1940; ETF Series Solutions 
(the ``Trust''), a Delaware statutory trust registered under the Act as 
an open-end management investment company with multiple series; and 
Quasar Distributors, LLC (the ``Distributor''), a Delaware limited 
liability company and broker-dealer registered under the Securities 
Exchange Act of 1934 (``Exchange Act'').

Filing Date:  The application was filed on July 27, 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 January 19, 2018 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: the Initial Adviser, 363 
Ridgewood Road West Hartford, Connecticut 06107; the Trust, 615 East 
Michigan Street Milwaukee, Wisconsin 53202; the Distributor, 777 East 
Wisconsin Avenue, 6th Floor, Milwaukee, Wisconsin 53202.

FOR FURTHER INFORMATION CONTACT: Benjamin Kalish, Attorney-Advisor, at 
(202) 551-7361; or Parisa Haghshenas, Branch Chief, at (202) 551-6723 
(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 website 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 
index 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 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. 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 new series of 
the Trust and any additional series of the Trust, and any other 
open-end management investment company or series thereof (each, 
included in the term ``Fund''), each of which will operate as an ETF 
and will track a specified index comprised of domestic or foreign 
equity and/or fixed income securities (each, an ``Underlying 
Index''). 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 hold investment positions selected to correspond 
closely to the performance of an Underlying Index. In the case of Self-
Indexing Funds, 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 Trust or a Fund, 
of an Adviser, of any sub-adviser to or promoter of a Fund, or of the 
Distributor will compile, create, sponsor or maintain the Underlying 
Index.\2\
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    \2\ Each Self-Indexing Fund will post on its website the 
identities and quantities of the investment positions that will form 
the basis for the Fund's calculation of its NAV at the end of the 
day. Applicants believe that requiring Self-Indexing Funds to 
maintain full portfolio transparency will help address, together 
with other protections, conflicts of interest with respect to such 
Funds.
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    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 
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 effect creations and redemptions of 
Creation Units in kind and that are based on certain Underlying Indexes 
that include foreign securities, 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

[[Page 61808]]

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 persons that are Affiliated Persons, or 
Second-Tier Affiliates, 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 
investment positions 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.\3\ 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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    \3\ 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 Adviser or an 
entity controlling, controlled by or under common control with an 
Adviser provides investment advisory services to that Fund of Funds.
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    9. 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.
Brent J. Fields,
Secretary.
[FR Doc. 2017-28166 Filed 12-28-17; 8:45 am]
 BILLING CODE 8011-01-P



                                               61806                       Federal Register / Vol. 82, No. 249 / Friday, December 29, 2017 / Notices

                                               #, Street name, and identifier (Lane,                      An individual from USPIS                           ACTION:   Notice.
                                               Avenue, etc.)). OPM did not accept this                 commented that in the section regarding
                                               comment as the current instructions                     Police Record, an applicant should be                 SUMMARY:    The Postal Service gives
                                               already request this information.                       asked whether they have ever been                     notice of filing a request with the Postal
                                                  An individual from USPIS                             arrested or used drugs, or that                       Regulatory Commission to add a
                                               commented that in Section 12, Where                     information should be collected                       domestic shipping services contract to
                                               You Went to School, degree and                          specifically regarding the past 5 or 10               the list of Negotiated Service
                                               diploma information should remain as                    years. OPM did not accept this comment                Agreements in the Mail Classification
                                               part of the collection to comply with the               because information relating to drug                  Schedule’s Competitive Products List.
                                               Federal Investigative Standards (FIS).                  related arrests is already collected in the           DATES: Date of notice required:
                                               No changes were needed in response to                   Police Record section and information                 December 29, 2017.
                                               this comment because the                                regarding drug use for a specific period              FOR FURTHER INFORMATION CONTACT:
                                               recommended change was included in                      is collected in Section 17, Illegal Use of            Elizabeth A. Reed, 202–268–3179.
                                               the 60 day Federal Register Notice of                   Drugs and Drug Activity.                              SUPPLEMENTARY INFORMATION: The
                                               proposed changes to the SF 85.                             A recommendation was received from                 United States Postal Service® hereby
                                                  An individual from USPIS                             the PAC PMO to require collection of                  gives notice that, pursuant to 39 U.S.C.
                                               commented that separating Section 13b,                  information regarding alcohol abuse                   3642 and 3632(b)(3), on December 22,
                                               Employment Activities—Former Federal                    based on the suitability factor identified            2017, it filed with the Postal Regulatory
                                               Service, from the collection of other                   in 5 CFR 731. OPM did not accept this                 Commission a USPS Request to Add
                                               employment information could produce                    change at this time, but will consider                Priority Mail Express & Priority Mail
                                               a duplication of information. OPM                       the modification as part of an additional             Contract 56 to Competitive Product List.
                                               accepted this comment, will remove                      review to occur later.                                Documents are available at
                                               Section 13b, and will require reporting                 Analysis                                              www.prc.gov, Docket Nos. MC2018–86,
                                               of former federal service employment in                                                                       CP2018–128.
                                               Section 13a, Employment Activities.                        Agency: NBIB, U.S. Office of
                                                  An individual from USPIS                             Personnel Management.                                 Elizabeth A. Reed,
                                               recommends removing Section 16,                            Title: Questionnaire for Non-Sensitive             Attorney, Corporate and Postal Business Law.
                                               ‘‘People Who Know You Well’’, because                   Positions (SF 85).                                    [FR Doc. 2017–28109 Filed 12–28–17; 8:45 am]
                                               the information is not required for the                    OMB Number: 3206–0261.                             BILLING CODE 7710–12–P
                                               background investigation at this level.                    Affected Public: The SF 85 is an
                                               OPM accepted this comment and will                      information collections completed by
                                               remove Section 16.                                      applicants for, or incumbents of, Federal             SECURITIES AND EXCHANGE
                                                  NTEU commented that they do not                      Government civilian positions, or                     COMMISSION
                                               object to the addition of Section 17,                   positions in private entities performing
                                                                                                       work for the Federal Government under                 [Investment Company Act Release No.
                                               Police Record, but believes that OPM                                                                          32952; 812–14805]
                                               requests information in this proposed                   contract. The SF 85 will be used by the
                                               section without sufficient justification.               Federal Government in conducting                      Validea Capital Management, LLC, et
                                               Individuals would be required to report                 background investigations and                         al.; Notice of Application
                                               convictions that were expunged under                    reinvestigations of persons under
                                               federal or state law or otherwise stricken              consideration for, or retention of, non-              December 26, 2017.
                                               from court records. It would also, in                   sensitive positions. The form may also                AGENCY:    Securities and Exchange
                                               direct contrast to the current OF–306,                  be used by agencies in determining                    Commission (‘‘Commission’’).
                                               require individuals to report charges                   whether a subject performing work for,                ACTION: Notice of an application for an
                                               that were dismissed. The information                    or on behalf of, the Government under                 order under section 6(c) of the
                                               that the section would require,                         a contract, should be deemed eligible for             Investment Company Act of 1940 (the
                                               moreover, includes information about                    logical or physical access. For                       ‘‘Act’’) for an exemption from sections
                                               charges and proceedings (regardless of                  applicants, the SF 85 is to be used only              2(a)(32), 5(a)(1), 22(d), and 22(e) of the
                                               the outcome) that occurred when an                      after a conditional offer of employment               Act and rule 22c–1 under the Act, under
                                               individual was a minor, even if the                     has been made, unless OPM has granted                 sections 6(c) and 17(b) of the Act for an
                                               record in the matter is under seal. OPM                 an exception.                                         exemption from sections 17(a)(1) and
                                               did not accept this comment because                        Number of Respondents: 55,040.                     17(a)(2) of the Act, and under section
                                               the questions are designed to elicit                       Estimated Time per Respondent: 120                 12(d)(1)(J) for an exemption from
                                               information regarding criminal history                  minutes.                                              sections 12(d)(1)(A) and 12(d)(1)(B) of
                                               record information, to permit the                          Total Burden Hours: 110,080.                       the Act. The requested order would
                                               individual to explain the circumstances                 U.S. Office of Personnel Management.                  permit (a) index-based series of certain
                                               of offenses or charges, and to obtain                   Kathleen M. McGettigan,                               open-end management investment
                                               details to assist in locating and                       Acting Director.                                      companies (‘‘Funds’’) to issue shares
                                               obtaining records for the background                    [FR Doc. 2017–28203 Filed 12–28–17; 8:45 am]          redeemable in large aggregations only
                                               investigation. Collecting criminal record               BILLING CODE 6326–53–P
                                                                                                                                                             (‘‘Creation Units’’); (b) secondary market
                                               information from the individual                                                                               transactions in Fund shares to occur at
                                               provides efficiency and affords the                                                                           negotiated market prices rather than at
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                                               individual the opportunity to provide                                                                         net asset value (‘‘NAV’’); (c) certain
                                               contextual details about conduct. Such                  POSTAL SERVICE                                        Funds to pay redemption proceeds,
                                               details are needed by agencies in                       Product Change—Priority Mail Express                  under certain circumstances, more than
                                               applying suitability criteria and/or                    and Priority Mail Negotiated Service                  seven days after the tender of shares for
                                               assessing whether granting a PIV will                   Agreement                                             redemption; (d) certain affiliated
                                               present an unacceptable risk to people,                                                                       persons of a Fund to deposit securities
                                               property, and/or information systems.                   AGENCY:    Postal ServiceTM.                          into, and receive securities from, the


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                                                                           Federal Register / Vol. 82, No. 249 / Friday, December 29, 2017 / Notices                                             61807

                                               Fund in connection with the purchase                    website by searching for the file                       Deposit Instruments and the
                                               and redemption of Creation Units; and                   number, or for an applicant using the                   Redemption Instruments will each
                                               (e) certain registered management                       Company name box, at http://                            correspond pro rata to the positions in
                                               investment companies and unit                           www.sec.gov/search/search.htm or by                     the Fund’s portfolio (including cash
                                               investment trusts outside of the same                   calling (202) 551–8090.                                 positions) except as specified in the
                                               group of investment companies as the                                                                            application.
                                                                                                       Summary of the Application                                 4. Because shares will not be
                                               Funds (‘‘Funds of Funds’’) to acquire
                                               shares of the Funds.                                       1. Applicants request an order that                  individually redeemable, applicants
                                                                                                       would allow Funds to operate as index                   request an exemption from section
                                               APPLICANTS:   Validea Capital                           exchange traded funds (‘‘ETFs’’).1 Fund                 5(a)(1) and section 2(a)(32) of the Act
                                               Management, LLC (the ‘‘Initial                          shares will be purchased and redeemed                   that would permit the Funds to register
                                               Adviser’’), a Connecticut limited                       at their NAV in Creation Units only. All                as open-end management investment
                                               liability company registered as an                      orders to purchase Creation Units and                   companies and issue shares that are
                                               investment adviser under the                            all redemption requests will be placed                  redeemable in Creation Units only.
                                               Investment Advisers Act of 1940; ETF                    by or through an ‘‘Authorized                              5. Applicants also request an
                                               Series Solutions (the ‘‘Trust’’), a                     Participant’’, which will have signed a                 exemption from section 22(d) of the Act
                                               Delaware statutory trust registered                     participant agreement with the                          and rule 22c–1 under the Act as
                                               under the Act as an open-end                            Distributor. Shares will be listed and                  secondary market trading in shares will
                                               management investment company with                      traded individually on a national                       take place at negotiated prices, not at a
                                               multiple series; and Quasar Distributors,               securities exchange, where share prices                 current offering price described in a
                                               LLC (the ‘‘Distributor’’), a Delaware                   will be based on the current bid/offer                  Fund’s prospectus, and not at a price
                                               limited liability company and broker-                   market. Any order granting the                          based on NAV. Applicants state that (a)
                                               dealer registered under the Securities                  requested relief would be subject to the                secondary market trading in shares does
                                               Exchange Act of 1934 (‘‘Exchange Act’’).                terms and conditions stated in the                      not involve a Fund as a party and will
                                               FILING DATE: The application was filed                  application.                                            not result in dilution of an investment
                                               on July 27, 2017.                                          2. Each Fund will hold investment                    in shares, and (b) to the extent different
                                               HEARING OR NOTIFICATION OF HEARING:                     positions selected to correspond closely                prices exist during a given trading day,
                                               An order granting the requested relief                  to the performance of an Underlying                     or from day to day, such variances occur
                                               will be issued unless the Commission                    Index. In the case of Self-Indexing                     as a result of third-party market forces,
                                               orders a hearing. Interested persons may                Funds, an affiliated person, as defined                 such as supply and demand. Therefore,
                                               request a hearing by writing to the                     in section 2(a)(3) of the Act (‘‘Affiliated             applicants assert that secondary market
                                               Commission’s Secretary and serving                      Person’’), or an affiliated person of an                transactions in shares will not lead to
                                               applicants with a copy of the request,                  Affiliated Person (‘‘Second-Tier                        discrimination or preferential treatment
                                               personally or by mail. Hearing requests                 Affiliate’’), of the Trust or a Fund, of an             among purchasers. Finally, applicants
                                               should be received by the Commission                    Adviser, of any sub-adviser to or                       represent that share market prices will
                                               by 5:30 p.m. on January 19, 2018 and                    promoter of a Fund, or of the Distributor               be disciplined by arbitrage
                                               should be accompanied by proof of                       will compile, create, sponsor or                        opportunities, which should prevent
                                               service on applicants, in the form of an                maintain the Underlying Index.2                         shares from trading at a material
                                                                                                          3. Shares will be purchased and                      discount or premium from NAV.
                                               affidavit, or for lawyers, a certificate of
                                                                                                       redeemed in Creation Units and                             6. With respect to Funds that effect
                                               service. Pursuant to rule 0–5 under the
                                                                                                       generally on an in-kind basis. Except                   creations and redemptions of Creation
                                               Act, hearing requests should state the                  where the purchase or redemption will                   Units in kind and that are based on
                                               nature of the writer’s interest, any facts              include cash under the limited                          certain Underlying Indexes that include
                                               bearing upon the desirability of a                      circumstances specified in the                          foreign securities, applicants request
                                               hearing on the matter, the reason for the               application, purchasers will be required                relief from the requirement imposed by
                                               request, and the issues contested.                      to purchase Creation Units by                           section 22(e) in order to allow such
                                               Persons who wish to be notified of a                    depositing specified instruments                        Funds to pay redemption proceeds
                                               hearing may request notification by                     (‘‘Deposit Instruments’’), and                          within fifteen calendar days following
                                               writing to the Commission’s Secretary.                  shareholders redeeming their shares                     the tender of Creation Units for
                                               ADDRESSES: Secretary, Securities and                    will receive specified instruments                      redemption. Applicants assert that the
                                               Exchange Commission, 100 F Street NE,                   (‘‘Redemption Instruments’’). The                       requested relief would not be
                                               Washington, DC 20549–1090;                                                                                      inconsistent with the spirit and intent of
                                               Applicants: the Initial Adviser, 363                       1 Applicants request that the order apply to the
                                                                                                                                                               section 22(e) to prevent unreasonable,
                                               Ridgewood Road West Hartford,                           new series of the Trust and any additional series of
                                                                                                                                                               undisclosed or unforeseen delays in the
                                               Connecticut 06107; the Trust, 615 East                  the Trust, and any other open-end management
                                                                                                       investment company or series thereof (each,             actual payment of redemption proceeds.
                                               Michigan Street Milwaukee, Wisconsin                    included in the term ‘‘Fund’’), each of which will         7. Applicants request an exemption to
                                               53202; the Distributor, 777 East                        operate as an ETF and will track a specified index      permit Funds of Funds to acquire Fund
                                               Wisconsin Avenue, 6th Floor,                            comprised of domestic or foreign equity and/or          shares beyond the limits of section
                                               Milwaukee, Wisconsin 53202.                             fixed income securities (each, an ‘‘Underlying
                                                                                                       Index’’). Any Fund will (a) be advised by the Initial   12(d)(1)(A) of the Act; and the Funds,
                                               FOR FURTHER INFORMATION CONTACT:                        Adviser or an entity controlling, controlled by, or     and any principal underwriter for the
                                               Benjamin Kalish, Attorney-Advisor, at                   under common control with the Initial Adviser           Funds, and/or any broker or dealer
                                               (202) 551–7361; or Parisa Haghshenas,                   (each, an ‘‘Adviser’’) and (b) comply with the terms    registered under the Exchange Act, to
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                                                                                                       and conditions of the application.
                                               Branch Chief, at (202) 551–6723                            2 Each Self-Indexing Fund will post on its website   sell shares to Funds of Funds beyond
                                               (Division of Investment Management,                     the identities and quantities of the investment         the limits of section 12(d)(1)(B) of the
                                               Chief Counsel’s Office).                                positions that will form the basis for the Fund’s       Act. The application’s terms and
                                               SUPPLEMENTARY INFORMATION: The                          calculation of its NAV at the end of the day.           conditions are designed to, among other
                                                                                                       Applicants believe that requiring Self-Indexing
                                               following is a summary of the                           Funds to maintain full portfolio transparency will
                                                                                                                                                               things, help prevent any potential (i)
                                               application. The complete application                   help address, together with other protections,          undue influence over a Fund through
                                               may be obtained via the Commission’s                    conflicts of interest with respect to such Funds.       control or voting power, or in


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                                               61808                        Federal Register / Vol. 82, No. 249 / Friday, December 29, 2017 / Notices

                                               connection with certain services,                       proposed transaction is consistent with                                                                 Percent
                                               transactions, and underwritings, (ii)                   the policies of each registered
                                               excessive layering of fees, and (iii)                   investment company involved; and (c)                    Non-Profit Organizations With-
                                               overly complex fund structures, which                   the proposed transaction is consistent                    out Credit Available Else-
                                               are the concerns underlying the limits                  with the general purposes of the Act.                     where .....................................     2.500
                                               in sections 12(d)(1)(A) and (B) of the                                                                        For Economic Injury:
                                                                                                         For the Commission, by the Division of                Non-Profit Organizations With-
                                               Act.                                                    Investment Management, under delegated                    out Credit Available Else-
                                                  8. Applicants request an exemption                   authority.                                                where .....................................     2.500
                                               from sections 17(a)(1) and 17(a)(2) of the              Brent J. Fields,
                                               Act to permit persons that are Affiliated               Secretary.                                              The number assigned to this disaster
                                               Persons, or Second-Tier Affiliates, of the                                                                    for physical damage is 15414B and for
                                                                                                       [FR Doc. 2017–28166 Filed 12–28–17; 8:45 am]
                                               Funds, solely by virtue of certain                                                                            economic injury is 154150.
                                                                                                       BILLING CODE 8011–01–P
                                               ownership interests, to effectuate
                                               purchases and redemptions in-kind. The                                                                        (Catalog of Federal Domestic Assistance
                                               deposit procedures for in-kind                                                                                Number 59008)
                                               purchases of Creation Units and the                     SMALL BUSINESS ADMINISTRATION
                                                                                                                                                             Jerome Edwards,
                                               redemption procedures for in-kind                       [Disaster Declaration #15414 and #15415;              Acting Associate Administrator for Disaster
                                               redemptions of Creation Units will be                   ALASKA Disaster Number AK–00037]                      Assistance.
                                               the same for all purchases and                                                                                [FR Doc. 2017–28162 Filed 12–28–17; 8:45 am]
                                               redemptions and Deposit Instruments                     Presidential Declaration of a Major
                                                                                                                                                             BILLING CODE 8025–01–P
                                               and Redemption Instruments will be                      Disaster for Public Assistance Only for
                                               valued in the same manner as those                      the State of Alaska
                                               investment positions currently held by                  AGENCY: U.S. Small Business                           SOCIAL SECURITY ADMINISTRATION
                                               the Funds. Applicants also seek relief                  Administration.
                                               from the prohibitions on affiliated                                                                           [Docket No. SSA–2017–0067]
                                                                                                       ACTION: Notice.
                                               transactions in section 17(a) to permit a
                                               Fund to sell its shares to and redeem its               SUMMARY:    This is a Notice of the                   Rate for Assessment on Direct
                                               shares from a Fund of Funds, and to                     Presidential declaration of a major                   Payment of Fees to Representatives in
                                               engage in the accompanying in-kind                      disaster for Public Assistance Only for               2018
                                               transactions with the Fund of Funds.3                   the State of Alaska (FEMA–4351–DR),                   AGENCY:      Social Security Administration
                                               The purchase of Creation Units by a                     dated 12/20/2017.                                     (SSA).
                                               Fund of Funds directly from a Fund will                    Incident: Severe Storm.
                                               be accomplished in accordance with the                                                                        ACTION:     Notice.
                                                                                                          Incident Period: 09/28/2017 through
                                               policies of the Fund of Funds and will                  09/30/2017.                                           SUMMARY:   We are announcing that the
                                               be based on the NAVs of the Funds.                      DATES: Issued on 12/20/2017.                          assessment percentage rate under the
                                                  9. Section 6(c) of the Act permits the                  Physical Loan Application Deadline                 Social Security Act (Act), is 6.3 percent
                                               Commission to exempt any persons or                     Date: 02/19/2018.                                     for 2018.
                                               transactions from any provision of the                     Economic Injury (EIDL) Loan                        FOR FURTHER INFORMATION CONTACT:
                                               Act if such exemption is necessary or                   Application Deadline Date: 09/20/2018.
                                               appropriate in the public interest and                                                                        Jeffrey C. Blair, Associate General
                                                                                                       ADDRESSES: Submit completed loan                      Counsel for Program Law, Office of the
                                               consistent with the protection of                       applications to: U.S. Small Business
                                               investors and the purposes fairly                                                                             General Counsel, Social Security
                                                                                                       Administration, Processing And                        Administration, 6401 Security
                                               intended by the policy and provisions of                Disbursement Center, 14925 Kingsport
                                               the Act. Section 12(d)(1)(J) of the Act                                                                       Boulevard, Baltimore, MD 21235–6401.
                                                                                                       Road, Fort Worth, TX 76155.                              Phone: (410) 965–3157, email
                                               provides that the Commission may
                                                                                                       FOR FURTHER INFORMATION CONTACT: A                    Jeff.Blair@ssa.gov.
                                               exempt any person, security, or
                                                                                                       Escobar, Office of Disaster Assistance,               SUPPLEMENTARY INFORMATION: A
                                               transaction, or any class or classes of
                                                                                                       U.S. Small Business Administration,                   claimant may appoint a qualified
                                               persons, securities, or transactions, from
                                                                                                       409 3rd Street SW, Suite 6050,                        individual as a representative to act on
                                               any provision of section 12(d)(1) if the
                                                                                                       Washington, DC 20416, (202) 205–6734.                 his or her behalf in matters before the
                                               exemption is consistent with the public
                                               interest and the protection of investors.               SUPPLEMENTARY INFORMATION: Notice is                  Social Security Administration (SSA). If
                                               Section 17(b) of the Act authorizes the                 hereby given that as a result of the                  the claimant is entitled to past-due
                                               Commission to grant an order                            President’s major disaster declaration on             benefits and was represented either by
                                               permitting a transaction otherwise                      12/20/2017, Private Non-Profit                        an attorney or by a non-attorney
                                               prohibited by section 17(a) if it finds                 organizations that provide essential                  representative who has met certain
                                               that (a) the terms of the proposed                      services of a governmental nature may                 prerequisites, the Act provides that we
                                               transaction are fair and reasonable and                 file disaster loan applications at the                may withhold up to 25 percent of the
                                               do not involve overreaching on the part                 address listed above or other locally                 past-due benefits and use that money to
                                               of any person concerned; (b) the                        announced locations.                                  pay the representative’s approved fee
                                                                                                          The following areas have been                      directly to the representative.
                                                  3 The requested relief would apply to direct sales   determined to be adversely affected by                   When we pay the representative’s fee
                                               of shares in Creation Units by a Fund to a Fund of      the disaster:                                         directly to the representative, we must
ethrower on DSK3G9T082PROD with NOTICES




                                               Funds and redemptions of those shares. Applicants,      Primary Counties: North Slope Borough.                collect from that fee payment an
                                               moreover, are not seeking relief from section 17(a)        The Interest Rates are:
                                               for, and the requested relief will not apply to,                                                              assessment to recover the costs we incur
                                               transactions where a Fund could be deemed an                                                                  in determining and paying
                                               Affiliated Person, or a Second-Tier Affiliate, of a
                                                                                                                                                  Percent
                                                                                                                                                             representatives’ fees. The Act provides
                                               Fund of Funds because an Adviser or an entity
                                               controlling, controlled by or under common control      For Physical Damage:                                  that the assessment we collect will be
                                               with an Adviser provides investment advisory              Non-Profit Organizations With                       the lesser of two amounts: A specified
                                               services to that Fund of Funds.                             Credit Available Elsewhere ...            2.500   dollar limit; or the amount determined


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Document Created: 2018-01-03 13:16:37
Document Modified: 2018-01-03 13:16:37
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 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) index- based 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; and (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.
DatesThe application was filed on July 27, 2017.
ContactBenjamin Kalish, Attorney-Advisor, at (202) 551-7361; or Parisa Haghshenas, Branch Chief, at (202) 551-6723 (Division of Investment Management, Chief Counsel's Office).
FR Citation82 FR 61806 

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