47674 Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 

Title: Recreation Visitor Use Surveys 

Frequency: Varies by survey. 

Respondents: Respondents to the 

surveys will be members of the public 

engaged in recreational activities on our 

lands. Several surveys target people 

engaged in various activities such as 

boating on a specific lake, or people 

camping at a developed campground. 

Visitors will primarily consist of local 

residents, people from large 

metropolitan areas in the vicinity of the 

lake/reservoir, and people from out of 

state. 

Estimated Total Number of 

Respondents: 7,531 

Estimated Number of Responses per 

Respondent: 1.0 

Estimated Total of Annual Responses: 

7,531 

Estimated Total Annual Burden 

Hours on Respondents: 2,043 

ESTIMATE OF BURDEN FOR EACH FORM

Survey instrument 

Burden estimate per survey 

(in minutes) 

Number of 

surveys 

(times/yr.) 

Number of respondents per 

survey 

Total estimated number 

of respondents 

Total annual 

hour burden 

Marina Survey ...................................................................... 10 2 278 556 93 

Campground Survey ............................................................ 25 2 278 556 232 

River Instream Flow Survey ................................................ 20 2 278 556 185 

Reservoir Preferred Water Level Survey ............................. 15 2 278 556 139 

Lake/River Visit Expenditure Survey ................................... 15 2 278 556 139 

Recreation Activities Survey ................................................ 15 2 278 556 139 

Recreation Management Survey ......................................... 15 2 278 556 139 

Recreation Fee Survey ........................................................ 10 1 581 581 97 

Recreation Development Survey ......................................... 15 2 278 556 139 

Water Level Impacts on Recreation Boating Use ............... 10 2 278 556 93 

River Recreation Quality Survey ......................................... 20 2 278 556 185 

Customized Surveys ............................................................ 20 5 278 1,390 463 

Totals ............................................................................ ........................ ........................ ........................ 7,531 2,043 

Comments 

Comments are invited on: 

(a) Whether the proposed collection of 

information is necessary for the proper 

performance of our functions, including 

whether the information will have 

practical use; 

(b) The accuracy of our estimated time 

and cost burdens of the proposed new 

collection of information, including the 

validity of the methodology and 

assumptions used; 

(c) Ways to enhance the quality, use, 

and clarity of the information to be 

collected; and 

(d) Ways to minimize the burden of 

the collection of information on 

respondents, including increased use of 

automated collection techniques or 

other forms of information technology. 

We will summarize all comments 

received regarding this notice. We will 

publish that summary in the Federal 

Register when the information 

collection is submitted to OMB for 

review and approval. 

Before including your address, phone 

number, email address, or other 

personal identifying information in your 

comment, you should be aware that 

your entire comment—including your 

personal identifying information—may 

be made publicly available at any time. 

While you can ask us in your comment 

to withhold your personal identifying 

information from public review, we 

cannot guarantee that we will be able to 

do so. 

Dated: August 6, 2014. 

Karl Stock, 

Acting Director, Policy and Administration. 

[FR Doc. 2014–19232 Filed 8–13–14; 8:45 am] 

BILLING CODE 4310–MN–P 

DEPARTMENT OF LABOR 

Employee Benefits Security 

Administration 

[Application No. D–11730] 

Notice of Proposed Amendment to PTE 

2012–10, Involving Renaissance 

Technologies, LLC (Renaissance or 

the Applicant) Located in New York, 

New York 

AGENCY: Employee Benefits Security 

Administration, U.S. Department of 

Labor. 

ACTION: Proposed amendment to 

exemption. 

SUMMARY: This document contains a 

notice of pendency before the 

Department of Labor (the Department) of 

a proposed amendment to an individual 

exemption from certain prohibited 

transaction restrictions of the Employee 

Retirement Income Security Act of 1974, 

as amended (ERISA or the Act), and the 

Internal Revenue Code of 1986, as 

amended (the Code). The proposed 

amendment, if granted, would amend 

Prohibited Transaction Exemption (PTE) 

2012–10 in order to allow for the 

investment by employees of 

Renaissance participating in the 

Renaissance Technologies, LLC 401(k) 

Plan, through such employees’ 401(k) 

plan accounts, in certain proprietary 

funds managed by Renaissance. 

DATES: Effective Date: This proposed 

amendment, if granted, would be 

effective as of the earlier of the date of 

publication in the Federal Register of 

such grant of amendment or October 1, 

2014. 

DATES: Written comments and hearing 

requests are due within 33 days of the 

publication of the notice of proposed 

amendment in the Federal Register. All 

comments will be made available to the 

public. 

ADDRESSES: Comments and requests for 

a hearing should state: (1) The name, 

address, and telephone number of the 

person making the comment or request, 

and (2) the nature of the person’s 

interest in the proposed exemption and 

the manner in which the person would 

be adversely affected by the exemption, 

if granted. A request for a hearing must 

also state the issues to be addressed and 

include a general description of the 

evidence to be presented at the hearing. 

All written comments and requests for 

a public hearing concerning the 

proposed exemption should be sent to 

the Office of Exemption Determinations, 

Employee Benefits Security 

Administration, Room N–5700, U.S. 

Department of Labor, 200 Constitution 

Avenue NW., Washington DC 20210, 

Attention: Application No. D–11730. 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 47675 

1The Summary of Facts and Representations (the 

Summary) is based on the Applicant’s 

representations and does not reflect the views of the 

Department, unless indicated otherwise. 

2The Applicant represents that, to the best of its 

knowledge, Renaissance has complied with all 

applicable conditions of PTE 2012–10. 

Interested persons are also invited to 

submit comments and/or hearing 

requests to EBSA via email or FAX. Any 

such comments or requests should be 

sent either by email to: moffitt.betty@

dol.gov, or by FAX to (202) 219–0204 by 

the end of the scheduled comment 

period. The application for exemption 

and the comments received will be 

available for public inspection in the 

Public Documents Room of the 

Employee Benefits Security 

Administration, U.S. Department of 

Labor, Room N–1515, 200 Constitution 

Avenue NW., Washington, DC 20210. 

Comments and hearing requests will 

also be available online at 

www.regulations.gov and www.dol.gov/

ebsa , at no charge. 

Warning: If you submit written 

comments or hearing requests, do not 

include any personally identifiable 

information (such as name, address, or 

other contact information) or 

confidential business information that 

you do not want publicly disclosed. All 

comments and hearing requests may be 

posted on the Internet and can be 

retrieved by most Internet search 

engines. 

FOR FURTHER INFORMATION CONTACT: 

Jennifer Erin Brown, Office of 

Exemption Determinations, Employee 

Benefits Security Administration, U.S. 

Department of Labor, telephone (202) 

693–8352. (This is not a toll-free 

number). 

SUPPLEMENTARY INFORMATION: 

Renaissance is seeking to amend PTE 

2012–10 (77 FR 23756, April 20, 2012) 

in order to allow for the investment in 

certain proprietary funds managed by 

Renaissance (the Medallion Funds), 

through certain feeder funds (the New 

Medallion Vehicles), by employees of 

Renaissance participating in the 

Renaissance Technologies, LLC 401(k) 

Plan (the 401(k) Plan), through such 

employees’ 401(k) plan accounts (the 

401(k) Accounts). PTE 2012–10 

provides exemptive relief from sections 

406(a)(1)(A) and 406(a)(1)(D) of the Act 

and sections 4975(c)(1)(A) and (D) of the 

Code for (1) the direct or indirect 

acquisition by the IRA of an employee 

or an owner permitted to invest in the 

Medallion Funds following the 

termination of their Renaissance 

employment (each, a Participant) or the 

spouse (Spouse) of such Participant, of 

an interest in a Medallion Fund through 

such IRA’s acquisition of an interest in 

a New Medallion Vehicle; (2) the 

acquisition of an additional interest by 

the IRA in a New Medallion Vehicle; 

and (3) the redemption of all or a 

portion of a Participant’s or Spouse’s 

IRA’s interest in a New Medallion 

Vehicle. 

The proposed amendment to PTE 

2012–10 has been requested by 

Renaissance pursuant to section 408(a) 

of the Act and section 4975(c)(2) of the 

Code, and in accordance with the 

procedures set forth in 29 CFR Part 

2570, Subpart B (76 FR 66637, 66644, 

October 27, 2011). Effective December 

31, 1978, section 102 of the 

Reorganization Plan No. 4 of 1978, 5 

U.S.C. App. 1 (1996), transferred the 

authority of the Secretary of the 

Treasury to issue administrative 

exemptions under section 4975(c)(2) of 

the Code to the Secretary of Labor. 

Accordingly, this notice of proposed 

amendment is being issued solely by the 

Department. 

Summary of Facts and 

Representations 1

Background 

1. Renaissance Technologies, LLC 

(together with its affiliates is referred to 

as Renaissance, or the Applicant) 

submitted a request that Prohibited 

Transaction Exemption (PTE) 2012–10 

(77 FR 23756, April 20, 2012) be 

amended. As described in further detail 

below, PTE 2012–10 is an exemption 

previously granted to Renaissance that 

provides relief from certain prohibited 

transaction provisions of ERISA for 

transactions arising in connection with 

the investment by individual retirement 

accounts (IRAs) owned by Renaissance’s 

employees, certain Renaissance owners, 

and the spouses of such employees and 

owners (IRA Holders), in six privately 

offered collective investment vehicles 

managed by Renaissance. Unless 

otherwise noted, the facts and 

representations of PTE 2012–10 are 

incorporated herein.2

2. Renaissance is an investment 

adviser registered with the SEC and a 

commodity pool operator and 

commodity trading advisor registered 

with the CFTC. The firm was founded 

in 1982 and is headquartered in New 

York City, and its research and trading 

activities are conducted from its office 

in East Setauket, New York. Renaissance 

implements quantitative investment 

strategies on behalf of its clients, 

employing quantitative analysis, 

specifically, mathematical and 

statistical methods, to uncover technical 

indicators with predictive value. This 

analysis is used to construct proprietary 

computer models which use publicly 

available financial data to identify and 

implement trading decisions 

electronically. Renaissance’s 

quantitative analysis and trading 

activities are applied to mature, highly 

liquid, publicly-traded instruments in 

both U.S. and foreign markets. 

3. The Applicant represents that it has 

approximately 295 employees, about 

100 of whom are owners of Renaissance. 

According to the Applicant, many of 

Renaissance’s employees are specialists 

with non-financial backgrounds, 

including mathematicians, physicists, 

astrophysicists, and statisticians. 

Additionally, Renaissance represents 

that over one third of its 200 employees 

at its main office have Ph.D.s. 

4. Renaissance is the investment 

manager of fifteen privately offered U.S. 

and non-U.S. collective investment 

vehicles (the Funds) with aggregate net 

assets under management as of March 

31, 2013, of approximately $24 billion, 

comprised of nine proprietary funds 

(the Proprietary Funds) and six nonproprietary funds (the non-Proprietary 

Funds). The Proprietary Funds are 

comprised almost exclusively of assets 

of Renaissance and its owners and 

employees, and include, among others, 

six privately offered collective 

investment vehicles called the 

‘‘Medallion Funds’’ and the feeder fund 

known as ‘‘Kaleidoscope.’’ According to 

the Applicant, none of the assets of any 

Proprietary Fund qualify as ‘‘plan 

assets’’ of any ‘‘benefit plan investor,’’ 

as those terms are defined in section 

3(42) of the Act and 29 CFR 2510.3–101. 

5. Renaissance’s non-Proprietary 

Funds consist primarily of assets of 

clients, such as foundations, private and 

public-sector pension funds, financial 

institutions, and high net worth 

individuals, as well as a small amount 

of proprietary assets. As of March 31, 

2013, the breakdown of aggregate assets 

under management between the 

Proprietary Funds and the nonProprietary Funds is $12.7 billion and 

$11.3 billion, respectively. With respect 

to the Proprietary Funds, the Applicant 

states that the Medallion Funds 

represent approximately $10.3 billion of 

the Proprietary Funds’ $12.7 billion in 

assets under management, as of March 

31, 2013. 

6. Renaissance explains that the 

Medallion Funds are organized in a 

‘‘master-feeder’’ structure, with 

investors owning shares of a ‘‘feeder 

fund’’ that invests directly in one or 

more ‘‘master funds,’’ generally 

organized as such for tax or other 

regulatory reasons. There are six 

Medallion feeder funds (the Medallion 


tkelley on DSK3SPTVN1PROD with NOTICES
47676 Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 

3The Medallion FFs currently operate under the 

exemptions set forth in sections 3(c)(7), 3(c)(1), or 

6(b) of the 1940 Act, and Rule 506 of Regulation D 

under the Securities Act of 1933, as amended (the 

1933 Act). 

4 Kaleidoscope currently operates under the 

exemption set forth in section 3(c)(1) of the 1940 

Act and Rule 506 of Regulation D under the 1933 

Act. 

5New Medallion FF and New Medallion FF 

RMPRF are structurally identical, save for the 

securities law qualifications for investors’ 

admittance. Furthermore, New Medallion FF 

accepts direct IRA investment, whereas New 

Medallion FF RMPRF only accepts investment by 

New Kaleidoscope, and thus has no direct 

investment by IRAs. 

FFs), each of which is intended for 

investors who meet certain criteria 

specific to that Medallion FF concerning 

that investor’s residency (U.S. or nonU.S.) and regulatory status under the 

U.S. federal securities laws. All equity 

interests in each Medallion FF are 

owned by the investors in that 

Medallion FF, and, as described below, 

also by Renaissance (in certain 

Medallion FFs). 

7. The Applicant states that the 

Medallion FFs all have the same 

investment objectives and trading 

strategies and currently do, and will, 

invest and trade together through the 

same master trading vehicles that were 

formed solely for that purpose, known 

as the ‘‘Medallion Master Funds.’’ All 

investment capital in each Medallion FF 

(minus a small amount necessary to pay 

expenses at the Medallion FF level) is 

re-invested in the Medallion Master 

Funds where all investment and trading 

activities occur. The Medallion Master 

Funds and the Medallion FFs are 

organized as either limited partnerships 

or corporations, and all equity interests 

in the Medallion Master Funds are 

owned collectively and directly by one 

or more of the Medallion FFs, and 

indirectly, primarily by Renaissance, 

owners of Renaissance, and 

Renaissance’s employees. All investors 

in the Medallion FFs (as well as the 

other Proprietary Funds and nonProprietary Funds) must, among other 

things, meet the entry requirements 

established under the U.S. federal 

securities laws for admission.3 Further, 

the Medallion Funds are audited 

annually by a nationally-recognized 

accounting firm. 

8. According to the Applicant, the 

Medallion Funds invest and trade in 

various types of financial instruments as 

determined by Renaissance, including, 

without limitation: (a) equity securities 

and related instruments, such as 

common and preferred stocks, ADRs, 

options, warrants, convertible securities 

and swaps and other derivatives relating 

to equity securities, (b) futures contracts 

(and options thereon) and forward 

contract transactions, and (c) fixed 

income securities and related 

derivatives, including U.S. and non-U.S. 

government issued (and U.S. 

government agency guaranteed) 

securities, mortgage-related securities 

and derivatives and credit default 

swaps. 

9. The Applicant states that the risk 

of investing in the Medallion Funds 

results from a variety of factors, 

including the volatility in the various 

markets for financial instruments that 

the Funds trade in, the use of leverage 

(which can exacerbate both profits and 

losses), and the uncertainty of 

governmental actions around the world 

and their impact on the interconnected 

global financial markets (e.g., actions of 

central banks that affect interest rates in 

various currencies). However, the 

Applicant observes that these risks are 

mitigated by several factors, including 

the Medallion Funds’ broad investment 

diversification, the liquidity of most of 

the instruments the Funds trade, the 

quarterly liquidity afforded to each 

investor, and the success that 

Renaissance has achieved in trading the 

various Medallion Funds that have 

resulted in average annual returns 

(before management fees and 

performance allocations) of 71.88% over 

the twenty year period from January 

1994 to December 2013. 

10. One of the nine Proprietary Funds 

maintained by Renaissance is 

Kaleidoscope, a Delaware limited 

liability company, established 

exclusively as a ‘‘perk’’ to Renaissance’s 

employees who do not meet the 

financial qualification requirements 

under the U.S. federal securities laws 

for eligibility to invest in any of the 

other eight Proprietary Funds.4

Kaleidoscope is a ‘‘fund-of-funds’’ that 

currently invests in the Medallion 

Funds through one of the Medallion 

FFs, known as ‘‘Medallion RMP,’’ in 

addition to the other Proprietary Funds. 

Further, as Kaleidoscope only invests in 

the Proprietary Funds, it invests 

indirectly in the instruments and 

transactions that such Funds invest in 

directly. Kaleidoscope is also audited 

annually by a nationally-recognized 

accounting firm. 

PTE 2012–10 

11. In seeking PTE 2012–10, 

Renaissance represented that many of 

its employees were unhappy with the 

investment options offered under the 

401(k) defined contribution plan 

previously maintained by Renaissance 

(the Old 401(k) Plan), and they 

expressed an interest in investing their 

retirement assets in the Medallion 

Funds or in another investment vehicle 

managed by Renaissance in order to take 

advantage of such Funds’ record of 

investment performance. 

12. According to the Applicant, 

Renaissance determined that the best 

opportunity for its employees and 

certain owners of Renaissance 

(Participants) to invest their retirement 

assets in the Medallion Funds was by 

terminating the Old 401(k) Plan and 

permitting such investment through the 

IRAs of such individuals. Furthermore, 

Renaissance determined that spouses of 

Participants (Spouses) would be 

allowed to invest through their IRAs to 

the extent such investment is allowed 

under investment guidelines governing 

the Medallion Funds. 

13. Therefore, in order to facilitate 

investment by Participants and their 

Spouses in the Medallion Funds, 

Renaissance created a group of new 

feeder funds that would only accept 

investment from the IRAs of such 

individuals. Specifically, Renaissance 

created ‘‘New Medallion FF,’’ ‘‘New 

Medallion FF RMPRF,’’ and ‘‘New 

Kaleidoscope,’’ referred to collectively 

as the ‘‘New Medallion Vehicles,’’ 

designed solely to channel the 

investment of Participants’ and Spouses’ 

IRAs into the Medallion Funds. 

Renaissance also created two other 

feeder funds designed to facilitate the 

investment by IRAs into other of 

Renaissance’s Proprietary Funds (the 

non-Medallion Funds). 

14. New Medallion FF is organized as 

a Bermuda Limited Partnership that 

elects to be treated as a corporation for 

US Federal Income Tax purposes, and 

invests directly in the Medallion Funds. 

New Medallion FF is available only to 

IRAs maintained by IRA Holders who 

meet the same investor qualifications as 

those investing in the Medallion Funds. 

New Kaleidoscope is a new fund-offunds that is available only to IRAs 

maintained by IRA Holders that do not 

meet the investor qualifications to 

invest directly in the New Medallion 

FF. New Kaleidoscope is organized as a 

Delaware limited liability company, and 

invests in the Medallion Funds through 

New Medallion FF RMPRF, a Bermuda 

Limited Partnership that will elect to be 

treated as a corporation for US Federal 

Income Tax purposes.5 In addition, New 

Kaleidoscope will invest in the two 

other newly established feeder funds 

which are designed to facilitate 

investment in the non-Medallion Funds. 

In connection with the investment by 

IRA Holders in the Medallion Funds, 

through the New Medallion Vehicles, 

absolutely no management fees or other 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 47677 

6The Applicant notes further that no 

management fees or profit participations of any 

kind are charged to IRAs investing in the two new 

feeder funds designed to facilitate the investment 

into the non-Medallion Funds. 

7Renaissance terminated the Old 401(k) Plan in 

late 2010 and distributed its assets to participants 

by December 31, 2010. 

8The Applicant states that the 401(k) Plan 

provides for compensation deferrals, matching 

contributions, and discretionary profit-sharing 

contributions. In addition, the 401(k) Plan provides 

that compensation deferrals may be made as 

‘‘traditional’’ pre-tax 401(k) contributions, Roth 

401(k) contributions or a combination of both. 

Separate accounts are maintained for each 

Participant with respect to his or her traditional 

401(k) contributions, Roth 401(k) contributions, 

allocated employer matching and non-elective 

contributions, and rollover contributions. 

9No exemptive relief was provided in PTE 2012– 

10 for the IRAs’ acquisition of interests in the nonMedallion Funds, because the Applicant 

represented that neither of such Funds were a party 

in interest and/or disqualified person with respect 

to the IRAs. 

fees or profit participations in the form 

of performance allocations or otherwise, 

direct or indirect, are charged to or 

imposed on the IRAs of such 

Participants and Spouses.6

15. Effective January 1, 2012, PTE 

2012–10 provides relief from section 

406(a)(1)(A) and (D) of the Act and the 

sanctions resulting from the application 

of section 4975 of the Code, by reason 

of section 4975(c)(1)(A) and (D) of the 

Code, for the direct or indirect 

acquisition by a Participant’s IRA of an 

interest in a Medallion Fund through 

such IRA’s acquisition of an interest in 

a New Medallion Vehicle, the 

acquisition of an additional interest by 

a Participant’s IRA in a New Medallion 

Vehicle, and the redemption of all or a 

portion of a Participant’s IRA’s interest 

in a New Medallion Vehicle. PTE 2012– 

10 also provides relief from the 

sanctions resulting from the application 

of section 4975 of the Code, by reason 

of section 4975(c)(1)(A) and (D) of the 

Code, for the direct or indirect 

acquisition by a Spouse’s IRA of an 

interest in a Medallion Fund through 

such IRA’s acquisition of an interest in 

a New Medallion Vehicle, the 

acquisition of an additional interest by 

a Spouse’s IRA in a New Medallion 

Vehicle, and the redemption of all or a 

portion of a Spouse’s IRA’s interest in 

a New Medallion Vehicle. 

16. The Applicant is seeking to amend 

PTE 2012–10 in order to allow for the 

investment in the New Medallion 

Vehicles by employees of Renaissance 

participating in the new Renaissance 

Technologies, LLC 401(k) Plan (the 

401(k) Plan), through such employees’ 

401(k) plan accounts (the 401(k) 

Accounts). In addition, such 

amendment, if granted, would modify 

certain definitional terms to more 

accurately incorporate the broadened 

scope of relief now sought by the 

Applicant. 

The New 401(k) Plan 

17. Renaissance represents that it 

established the 401(k) Plan, effective 

December 16, 2011, in order to replace 

the Old 401(k) Plan.7 The Applicant 

states that the 401(k) Plan is a 

preapproved volume submitter 401(k) 

profit sharing plan sponsored by the 

Lincoln Trust Company (Lincoln, or the 

Trustee) that received a favorable 

opinion letter dated July 1, 2011.8 The 

401(k) Plan is administered by a fiveperson committee (the Committee), 

appointed by the Board of Directors of 

Renaissance, that has authority to 

designate investment alternatives under 

the 401(k) Plan. Renaissance has, 

pursuant to the terms of the 401(k) Plan, 

the duty and responsibility to appoint, 

monitor and remove the Trustee, the 

Committee, and any investment 

manager performing services to the 

401(k) Plan. 

18. According to the Applicant, the 

401(k) Plan currently offers the 

following designated investment 

alternatives: Thirty-five mutual funds 

representing six different asset classes, 

each of which is registered under the 

1940 Act, as well as investments in the 

non-Medallion Funds, which are neither 

parties in interest nor disqualified 

persons to the IRAs or the 401(k) Plan.9

The Applicant states that employees of 

Renaissance participating in the 401(k) 

Plan (401(k) Account Holders) have 

access to internet Web sites describing 

the various mutual fund alternatives 

and receive disclosure materials from 

Renaissance regarding the nonMedallion Funds. The Applicant 

represents that the 401(k) Plan is 

structured and administered so that it is 

intended to comply with Section 404(c) 

of ERISA and the regulations 

thereunder. 

19. The Applicant represents that 

each 401(k) Account Holder has sole 

and complete investment discretion 

over his or her account balances in the 

401(k) Plan. If a 401(k) Account Holder 

fails to provide an investment direction, 

the default investment fund for his/her 

account is the Gabelli U.S. Treasury 

Money Market Fund, an open-end fund 

with the investment objective of high 

current income consistent with the 

preservation of principal and liquidity 

which it seeks to achieve by investing 

exclusively in U.S. Treasury obligations 

that have remaining maturities of 397 

days or less. All investments are held in 

trust in an ‘‘omnibus account’’ 

maintained by the Trustee for interests 

of each investment alternative available 

under the 401(k) Plan. 401(k) Account 

Holders’ purchase and sale directions 

are aggregated so that the Trustee may 

make a single transaction in that 

investment alternative that reflects all 

outstanding 401(k) Account Holder 

directions with respect to that 

investment alternative. 401(k) Account 

Holders’ individual holdings in the 

investment alternatives are reflected 

through 401(k) Account Holder-level 

accounting by the Trustee, and 

communicated through 401(k) Account 

Holders’ statements which are available 

online at all times and mailed or 

emailed to 401(k) Account Holders on a 

quarterly basis. 

Making New Medallion Vehicles 

Available to 401(k) Account Holders 

20. The Applicant represents that 

subsequent to the establishment of the 

401(k) Plan in December, 2011, 

numerous 401(k) Account Holders 

expressed an interest in investing in 

New Medallion Vehicles through the 

401(k) Plan alongside their IRA 

investments. According to the 

Applicant, 401(k) Account Holders 

desired the ability to invest in the New 

Medallion Vehicles for three main 

reasons. First, since 401(k) Account 

Holders may contribute to the 401(k) 

Plan through periodic compensation 

deferrals, they are able to ‘‘dollar-cost 

average’’ into investment alternatives by 

making investments at different prices. 

Second, and unlike IRAs, the 401(k) 

Plan permits 401(k) Account Holders to 

access amounts in their accounts in 

certain prescribed circumstances 

through loans or hardship withdrawals. 

Finally, newly hired, younger 401(k) 

Account Holders may not have IRAs 

attributable to personal savings or a 

rollover from a prior employer’s plan, so 

the 401(k) Plan may represent their only 

opportunity to invest in New Medallion 

Vehicles through a tax-advantaged 

retirement vehicle. 

21. The Applicant states that 

purchases by 401(k) Accounts of 

interests in the Funds will be allowed 

quarterly and are purchased and 

redeemed at net asset value in 

accordance with Renaissance’s 

valuation policy and pursuant to the 

definition of fair market value provided 

in the proposed amendment, if granted. 

Interests in New Medallion Vehicles are 

purchased at net asset value as of the 

first business day of each calendar 

quarter and held by the Trustee of the 

401(k) Plan in an ‘‘omnibus account,’’ as 

described above. As such, the Trustee 

aggregates Participants’ purchase and 

sale directions so that it makes a single 


tkelley on DSK3SPTVN1PROD with NOTICES
47678 Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 

10 In PTE 2012–10, Renaissance stated that it did 

not choose to offer the New Medallion Vehicles as 

investments options to the Old 401(k) Plan, in part 

because there may have been issues under section 

404(c) of the Act in connection with Participants’ 

ability to reallocate their investments among the 

different investment options in the Old 401(k) Plan 

and section 401(a)(4) of the Code in connection 

with Participant’s financial qualifications and the 

exclusion of certain Plan participants as a result of 

those restrictions. Finally, the Applicant stated that 

they wanted to give Participants the opportunity to 

take advantage of certain tax rules in 2010 

applicable to Roth IRA conversions. However, the 

Applicant states that these concerns have been 

addressed through legal analysis and pro forma 

testing, and it can now offer investments in the New 

Medallion Vehicles to 401(k) Account Holders and 

remain in compliance with these statutory 

provisions and the regulations thereunder. The 

Department expresses no opinion herein regarding 

the applicant’s compliance under section 404(c) of 

the Act or section 401(a) of the Code. 

11As the sponsor of the 401(k) Plan, Renaissance 

is already a party in interest under section 3(14)(A) 

and (C) of the Act. 

12The Applicant does not believe relief from 

section 406(b)(1) or (2) of the Act and/or section 

4975(c)(1)(E) or (F) of the Code is necessary in 

connection with the covered transactions, because, 

according to Renaissance, neither it nor any 401(k) 

Holder will be using any of its authority, control or 

responsibility as a fiduciary to benefit itself or a 

person in which it has an interest which may affect 

the exercise of its best judgment as a fiduciary. The 

Department notes that regulation 29 CFR 

2550.408b–2(e)(2) provides that a fiduciary does not 

engage in an act described in section 406(b)(1) of 

the Act if the fiduciary does not use any of the 

authority, control, or responsibility that makes him 

a fiduciary to cause a plan to pay additional fees 

for a service furnished by such fiduciary or to pay 

a fee for a service furnished by a person in which 

the fiduciary has an interest that may affect the 

exercise of his judgment as a fiduciary. It is also the 

Department’s view that, generally, a fiduciary’s 

decision to retain itself or an affiliate service 

provider who does not charge fees of any kind for 

the provision of services will not involve an 

adversity of interests as contemplated by section 

406(b)(2) of the Act. As described in PTE 2012–10, 

absolutely no management fees or other fees or 

profit participations in the form of performance 

allocations or otherwise, direct or indirect, are 

charged to IRAs or 401(k) Accounts that invest in 

the New Medallion Vehicles. Accordingly, the 

decision to offer the Medallion Funds as 

investments under the 401(k) Plan to 401(k) 

Account Holders, or to invest the 401(k) Plan’s 

assets in the Medallion Funds, which are managed 

by Renaissance, through the New Medallion 

Vehicles would not appear, in itself, to raise issues 

under section 406(b)(1) or (b)(2) of the Act. 

13New RIEF/RIFF were created by Renaissance to 

facilitate investment by IRA Holders in the nonMedallion Funds. 

transaction in that investment 

alternative that reflects all outstanding 

Participant directions with respect to 

that investment alternative. 

22. According to Renaissance, because 

401(k) Account Holders’ compensation 

deferrals are withheld and transferred to 

the 401(k) Plan for each payroll period, 

but investments in New Medallion 

Vehicles may only be made as of the 

first day of each calendar quarter, the 

401(k) Plan will provide a procedure 

under which compensation deferrals 

will be held in a ‘‘waiting fund’’ 

invested in the money market default 

investment fund maintained under the 

401(k) Plan (presently the Gabelli U.S. 

Treasury Money Market Fund) pending 

investment in a New Medallion Vehicle 

pursuant to a 401(k) Account Holder’s 

investment direction. Approximately 2 

or 3 days before the end of the month 

preceding each calendar quarter end, 

the amounts in the waiting fund are 

submitted to Renaissance for the 

purchase of interests in the Funds, and 

such purchases will close as of the first 

business day of the new quarter. 

23. Redemptions are also allowed 

quarterly. The Applicant states that 

401(k) Account Holders must request 

redemptions on the Lincoln Trust Web 

site as of the 47th day before the quarter 

end. Redemptions of interests in New 

Medallion Vehicles are always made in 

cash. Upon redemption of an interest, 

the cash proceeds will be credited to the 

Participant’s 401(k) Account, and 

invested in whichever of the 401(k) 

Plan’s other investment alternatives that 

the Participant directs. Redemptions are 

closed as of the final day of each 

calendar quarter. 

24. If the New Medallion Vehicles 

were designated investment alternatives 

of the 401(k) Plan, the Trustee would, 

pursuant to Participants’ directions, 

acquire, hold and dispose of interests in 

New Medallion Vehicles, through an 

‘‘omnibus account’’ as described 

above.10

Requested Amendment of PTE 2012–10 

25. The Applicant states that 

Renaissance’s ownership interests in the 

Medallion Master Funds are in excess of 

50%, which causes the Medallion 

Master Funds to be parties in interest 

with respect to the 401(k) Plan within 

the meaning of Section 3(14)(G) of the 

Act. 

26. Furthermore, because the only 

permitted investors in the New 

Medallion Vehicles are ‘‘benefit plan 

investors,’’ as defined in section 3(42) of 

the Act, 25% or more of the equity 

interests in each New Medallion Vehicle 

will be held by such benefit plan 

investors. Thus, investment by benefit 

plan investors in a New Medallion 

Vehicle would be deemed ‘‘significant’’ 

for purposes of section 3(42) of the Act 

and 29 CFR 2510.3–101. Each New 

Medallion Vehicle would be deemed to 

hold ‘‘plan assets’’ under the Act, and 

each investor therein would own an 

undivided interest in the assets of each 

New Medallion Vehicle in which it 

invests. Additionally, because the assets 

of the New Medallion Vehicles consist 

solely of (or in the case of New 

Kaleidoscope, include) interests in the 

Medallion Master Funds, once the 

Trustee acquires an Interest in a New 

Medallion Vehicle on behalf of the 

401(k) Plan, the Medallion Master 

Funds, and, possibly, any employees, 

officers, directors, and 10% owners of 

such Funds will become parties in 

interest under section 3(14)(G) and (H) 

of the Act with respect to the 401(k) 

Plan.11

27. As a result, according to the 

Applicant, the indirect acquisition by 

the 401(k) Plan of an interest in a 

Medallion Master Fund through the 

acquisition of an interest in a New 

Medallion Vehicle would be a 

prohibited transaction, pursuant to 

Section 406(a)(1)(A) and (D) of ERISA. 

Redemptions of interests in a New 

Medallion Vehicle by the 401(k) Plan 

would constitute additional prohibited 

transactions pursuant to Sections 

406(a)(1)(A) and (D) of ERISA. 

28. Accordingly, the Applicant 

requests that PTE 2012–10 be amended 

to provide additional exemptive relief 

from the restrictions of section 

406(a)(1)(A) and (D) of the Act and the 

sanctions resulting from the application 

of section 4975 of the Code, by reason 

of section 4975(c)(1)(A) and (D) of the 

Code, for the (a) direct or indirect 

acquisition by a 401(k) Account of an 

interest in a Medallion Fund through 

such 401(k) Account’s acquisition of an 

interest in a New Medallion Vehicle, 

and (b) redemption of all or a portion of 

a 401(k) Account’s interest in a New 

Medallion Vehicle.12

The Other Renaissance Managed RF 

Funds 

29. The Applicant requests that this 

proposed amendment to PTE 2012–10, 

if granted, contain terms that are 

defined differently than such terms are 

defined in PTE 2012–10. Specifically, 

the Applicant states that Renaissance 

desires to modify the definition of New 

Kaleidoscope in Section IV(k) of PTE 

2012–10 in order to describe additional 

Proprietary Funds available as 

investments to IRA Holders and 401(k) 

Account Holders. The Applicant states 

further that New Kaleidoscope is 

defined as an investment vehicle that 

invests in three specific funds: New 

Medallion FF and ‘‘New RIEF/RIFF.’’ 13

30. Renaissance now desires a broader 

definition of New Kaleidoscope to 

include other Renaissance-managed 

collective investment vehicles (together 

with New RIEF/RIFF, the ‘‘Other 

Renaissance Managed RF Funds’’). The 

Applicant represents further that the 

Other Renaissance Managed RF Funds 

would: (i) Offer a fee-free series of 

interests for investments by IRA Holders 

and 401(k) Account Holders (similarly 


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14The Applicant maintains that, when these 

changes were made, Renaissance specifically took 

into account the determination of fair market value 

provided in PTE 2012–10 and, accordingly, only 

made changes that did not alter the substantive 

provisions of such policy. 

15The Applicant represents that, at present, a 

maximum of 0.006% of Medallion’s assets may be 

characterized as ‘‘hard to value’’ so as to require 

valuation by the Renaissance Valuation Committee, 

which is in line with the Medallion Funds’ 

historical experience. 

16Renaissance notes that certain operating 

expenses of the New Medallion Vehicles payable to 

third parties will be paid from the assets of the New 

Medallion Vehicles, but nothing in the manner of 

management fees or performance allocations, direct 

or indirect, will accrue to the Renaissance or any 

affiliate or Renaissance. Additionally, the 

underlying Funds in which the New Medallion 

Vehicles invest will incur substantial obligations to 

pay third party brokerage commissions, option 

premiums, and other transaction costs, regardless of 

whether the Funds realize any profits. Such 

expenses, as noted in certain of the Funds’ ‘‘Private 

Offering Memoranda,’’ are significantly higher than 

those incurred by most other investment programs, 

Continued 

to New RIEF/RIFF); (ii) be exempt from 

registration under federal securities 

laws and fully compliant with the 

various federal securities laws and other 

applicable regulatory requirements; and 

(iii) not constitute parties in interest or 

disqualified persons with respect to any 

IRA Holder or 401(k) Plan. 

31. Therefore, the Applicant requests 

that the definition of New Kaleidoscope 

found in Section IV(k) of PTE 2012–10 

be amended and re-designated as 

Section V(k), and a definition of ‘‘Other 

Renaissance Managed RF Fund’’ be 

added in Section V(n), as follows: 

(k) The term ‘‘New Kaleidoscope’’ means 

Renaissance Kaleidoscope RF Fund LLC, the 

Delaware limited liability company 

established by Renaissance in order to 

facilitate investment by IRA Holders and 

401(k) Plan participants who are not 

‘‘Accredited Investors’’ under the 1933 Act in 

the Medallion Fund RF L.P. and Other 

Renaissance Managed RF Funds that are not 

parties in interest or disqualified persons, as 

applicable, to the IRA Holders’ IRAs or to the 

New 401(k) Plan. 

(n) The term ‘‘Other Renaissance Managed 

RF Fund’’ means an RF Series of any 

Renaissance-sponsored Fund, other than a 

Medallion Fund or Kaleidoscope Fund, that 

is a private investment vehicle established in 

compliance with the various federal 

securities laws and other applicable 

regulatory requirements and for which 

Renaissance is the investment manager, as 

well as the investment manager of any master 

trading vehicles that may be utilized by such 

a fund to invest and trade its assets. 

32. According to the Applicant, 

because the Other Renaissance Managed 

RF Funds will not constitute parties in 

interest or disqualified persons to the 

IRAs or the 401(k) Plan, Renaissance is 

not requesting an extension of the 

exemptive relief provided in PTE 2012– 

10 to such entities. However, the 

Applicant desires to more accurately 

define ‘‘New Kaleidoscope’’ so that the 

proposed amendment, if granted, 

provides relief for investments made in 

the Medallion Funds indirectly through 

New Kaleidoscope. 

Valuation Policies 

33. The Applicant represents that the 

valuation of all interests in New 

Medallion Vehicles and the Other 

Renaissance Managed RF Funds will be 

made under the same Renaissance 

valuation policy as has been used to 

value interests in the New Medallion 

Vehicles pursuant to PTE 2012–10, with 

certain non-substantive clarifying 

changes designed for the sake of more 

accuracy in the description of the 

rules.14 Accordingly, the Applicant 

represents that an acquisition or 

redemption of an IRA’s or 401(k) 

Account’s interest in a New Medallion 

Vehicle is made for fair market value, 

determined as follows: 

(1) Equity securities are valued at the 

consolidated or composite closing price, or, 

in the case of over-the-counter equity 

securities, the last sale price provided by 

unaffiliated, third-party market data 

providers. If no price of such equity security 

was reported on that date, the market value 

will be the last reported price on the most 

recent date for which a price is available, and 

will reflect a discount if such date occurred 

more than 30 days before; 

(2) Fixed income securities are valued at 

the ‘‘bid’’ price of such securities at the close 

of business on the relevant valuation date. 

These prices are determined (i) where 

available, on the basis of prices provided by 

independent pricing services that determine 

valuations based on market transactions for 

comparable securities; and (ii) in certain 

cases where independent pricing services are 

not available, on the basis of quotes obtained 

from multiple independent providers that are 

either U.S.-registered or foreign brokerdealers, which are registered and subject to 

the laws of their respective jurisdiction, or 

banks; 

(3) Options are valued at the mean between 

the current independent best ‘‘bid’’ price and 

the current independent best ‘‘asked’’ price 

from the exchanges on which they are listed 

or, where such prices are not available, are 

valued on the basis of pricing data obtained 

from unaffiliated, third-party market data 

providers at their fair value in accordance 

with Fair Value Pricing Practices by the 

Renaissance Valuation Committee, which 

utilizes a set of defined rules and an 

independent review process; and 

(4) If current market quotations are not 

readily available for any investments, such 

investments are valued at their fair value by 

the Renaissance Valuation Committee in 

accordance with Fair Value Pricing 

Practices.15

Statutory Findings 

34. According to the Applicant, the 

proposed amendment to PTE 2012–10 is 

administratively feasible because the 

Applicant has already been granted 

relief under PTE 2012–10 for the 

acquisition and redemption of interests 

in the New Medallion Vehicles by the 

IRAs of Participants and their Spouses, 

and the acquisition of interests in the 

New Medallion Vehicles by 401(k) 

Accounts would similarly be 

consummated at the discretion of the 

401(k) Account Holders and regulated 

by certain provisions of the 1940 Act 

and the 1933 Act, as described above. 

35. The Applicant represents that the 

proposed amendment is in the interest 

of the 401(k) Plan and 401(k) Account 

Holders and their beneficiaries because 

401(k) Account Holders would have the 

ability to invest retirement assets in the 

New Medallion Vehicles in the event 

that they do not otherwise have IRAs, 

and increase the value of their 

retirement assets in a meaningful way 

through investment of tax-advantaged 

401(k) deferrals in the Medallion Funds. 

36. The Applicant represents that the 

proposed amendment is protective of 

the interests of the 401(k) Account 

Holders because all transactions would 

be required to be effected at the sole 

direction of 401(k) Account Holders. 

Moreover, the Applicant represents that 

Renaissance will not endorse or 

recommend that 401(k) Account 

Holders direct any of their 401(k) 

Account’s investments into the New 

Medallion Vehicles, nor provide any 

financial or employment-related 

incentive for doing so. 

37. In addition, Renaissance 

represents that prior to and during an 

investment in the New Medallion 

Vehicles, 401(k) Account Holders will 

receive written disclosures allowing 

them to make informed decisions 

regarding any determination to invest in 

(or redeem) Interests in the Funds. 

These disclosures consist of the Fund’s 

Private Placement Memorandum and 

Exhibits thereto and periodic and 

annual reports. Renaissance points out 

that 401(k) Account Holders are 

generally comprised of a highly 

educated cadre of professionals, 

approximately 90 of whom have Ph.D.’s 

in disciplines such as mathematics, 

physics, and statistics. 

38. Renaissance represents also that 

no management fees or other 

compensation or profit participations in 

the form of performance allocations or 

otherwise, direct or indirect, will be 

charged to or imposed on the 401(k) 

Plan or any 401(k) Account with respect 

to investments in the New Medallion 

Vehicles.16 In addition, no affiliate of 


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47680 Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 

due to the highly active nature of Renaissance’s 

trading programs. 

17The Applicant notes that, in limited 

circumstances, Renaissance may invest in Series RF 

of each New Medallion Vehicle in order to comply 

with rule 3(c)(7) of the 1940 Act, which requires 

each New Medallion Vehicle to have at least $25 

million in capital. Thus, in the event that a New 

Medallion Vehicle is unable to meet its $25 million 

minimum capital requirement, Renaissance would 

invest its own capital to the extent necessary to 

make up any difference between that Fund’s 

investor contributions and $25 million. 

18Renaissance also permits an employee to share 

his or her Investment Allocation with certain family 

members. Thus, a Spouse could invest his or her 

IRA in New Medallion FF or in New Kaleidoscope 

to the extent of the remainder of such IRA Holder’s 

Investment Allocation. 

19For purposes of this proposed amendment, 

references to the provisions of Title I of the Act, 

unless otherwise specified, refer also to the 

corresponding provisions of the Code. 

Renaissance will receive any 

consideration, direct or indirect, as a 

result of such investments made 

through the 401(k) Plan and there will 

be no compensatory benefit to any 

owner, director, officer or employee of 

Renaissance by reason of a 401(k) 

Account Holder directing an investment 

in the New Medallion Vehicles through 

their 401(k) Account. 

39. The Applicant states that the only 

permitted investors in the New 

Medallion Vehicles are (A) IRA Holders 

and (B) the 401(k) Plan.17 Moreover, the 

Applicant notes that each 401(k) 

Account Holder who wishes to direct 

investment of any amounts in his or her 

401(k) Account into a New Medallion 

Vehicle must satisfy the Federal 

securities law and other regulatorybased investor qualifications applicable 

to all investors in such New Medallion 

Vehicle. 

40. Finally, the Applicant emphasizes 

that allowing investment in the New 

Medallion Vehicles through the 401(k) 

Plan would not increase any 401(k) 

Account Holder’s aggregate exposure to 

the Medallion Funds. According to the 

Applicant, the Medallion Funds have 

for a number of years imposed an 

aggregate limit on the amount of capital 

that the Medallion Funds can accept. As 

a result, each Renaissance employee 

from the President to the lowest-paid 

employee, has a permitted ‘‘Investment 

Allocation’’ in the Medallion Funds that 

is based on his or her compensation 

level, and, if applicable, an employee’s 

ownership interest in Renaissance itself, 

and is adjusted at the beginning of each 

semi-annual period (January 1 and July 

1 of each year).18

The Applicant explains that, if the 

proposed amendment is granted, each 

Participant’s ‘‘Investment Allocation’’ 

would limit the combined amount he or 

she is permitted to invest in the 

Medallion Funds via his or her personal 

account, IRA (including his or her 

Spouse’s IRA), and 401(k) Account (in 

the case of the latter two, via the New 

Medallion Vehicles). 

The Applicant states that, assuming 

that a 401(k) Account Holder has fully 

utilized his or her current Investment 

Allocation, he or she would have to 

reduce the amount of his or her direct 

investments or IRA investments in the 

foregoing funds in order to direct any 

investment in a New Medallion Vehicle 

through the 401(k) Plan. 

Notice to Interested Persons 

Notice of the proposed amendment 

will be given to interested persons 

within three days of the publication of 

the notice of proposed amendment in 

the Federal Register. The notice will be 

given to interested persons who are 

current employees by electronic mail, 

with receipt of delivery requested (or its 

equivalent), and to other interested 

persons by overnight mail with proof of 

delivery required. Such notice will 

contain a copy of the notice of proposed 

exemption published in the Federal 

Register at 77 FR 3038 (January 20, 

2012) and notice of final grant of 

Prohibited Transaction Exemption (PTE) 

2012–10 published in the Federal 

Register at 77 FR 23756 (April 20, 

2012), this notice of proposed 

amendment, as published in the Federal 

Register, and a supplemental statement, 

as required pursuant to 29 CFR 

2570.43(a)(2). The supplemental 

statement will inform interested persons 

of their right to comment on and/or to 

request a hearing with respect to the 

pending amendment. Written comments 

and hearing requests are due within 33 

days of the publication of the notice of 

proposed amendment in the Federal 

Register. All comments will be made 

available to the public. 

Warning: Do not include any 

personally identifiable information 

(such as name, address, or other contact 

information) or confidential business 

information that you do not want 

publicly disclosed. All comments may 

be posted on the Internet and can be 

retrieved by most Internet search 

engines. 

General Information 

The attention of interested persons is 

directed to the following: 

(1) The fact that a transaction is the 

subject of an exemption under section 

408(a) of the Act and/or section 

4975(c)(2) of the Code does not relieve 

a fiduciary or other party in interest or 

disqualified person from certain other 

provisions of the Act and/or the Code, 

including any prohibited transaction 

provisions to which the exemption does 

not apply and the general fiduciary 

responsibility provisions of section 404 

of the Act, which, among other things, 

require a fiduciary to discharge his 

duties respecting the plan solely in the 

interest of the participants and 

beneficiaries of the plan and in a 

prudent fashion in accordance with 

section 404(a)(1)(B) of the Act; nor does 

it affect the requirement of section 

401(a) of the Code that the plan must 

operate for the exclusive benefit of the 

employees of the employer maintaining 

the plan and their beneficiaries; 

(2) Before an exemption may be 

granted under section 408(a) of the Act 

and/or section 4975(c)(2) of the Code, 

the Department must find that the 

exemption is administratively feasible, 

in the interests of the plan and of its 

participants and beneficiaries, and 

protective of the rights of participants 

and beneficiaries of the plan; 

(3) The proposed amendment to 

exemption, if granted, will be 

supplemental to, and not in derogation 

of, any other provisions of the Act and/ 

or the Code, including statutory or 

administrative exemptions and 

transitional rules. Furthermore, the fact 

that a transaction is subject to an 

administrative or statutory exemption is 

not dispositive of whether the 

transaction is in fact a prohibited 

transaction; and 

(4) The proposed amendment to 

exemption, if granted, will be subject to 

the express condition that the material 

facts and representations contained in 

the application are true and complete, 

and that the application accurately 

describes all material terms of the 

transaction which is the subject of the 

amendment to exemption. 

Proposed Amendment to Exemption 

Based on the facts and representations 

set forth in the application, the 

Department is considering granting the 

following amendment to Prohibited 

Transaction Exemption 2012–10 (77 FR 

23756) under the authority of section 

408(a) of the Employee Retirement 

Income Security Act of 1974, as 

amended, (ERISA) and section 

4975(c)(2) of the Internal Revenue Code 

of 1986, as amended (the Code), and in 

accordance with the procedures set 

forth in 29 CFR Part 2570, Subpart B (76 

FR 66637, 66644, October 27, 2011).19

Section I. Covered Transactions 

Involving Certain IRAs Subject to Title 

I and Title II of ERISA 

The restrictions of section 

406(a)(1)(A) and (D) of the Act and the 

sanctions resulting from the application 


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20Pursuant to 29 CFR 2510.3–2(d), the Spouses’ 

IRAs are not within the jurisdiction of Title I of the 

Act. However, there is jurisdiction under Title II of 

the Act pursuant to section 4975 of the Code. 

of section 4975 of the Code, by reason 

of section 4975(c)(1)(A) and (D) of the 

Code, shall not apply to: 

(a) The direct or indirect acquisition 

by a Participant’s IRA of an interest in 

a Medallion Fund through such IRA’s 

acquisition of an interest in a New 

Medallion Vehicle; 

(b) The acquisition of an additional 

interest by a Participant’s IRA in a New 

Medallion Vehicle; and 

(c) The redemption of all or a portion 

of a Participant’s IRA’s interest in a New 

Medallion Vehicle. 

This proposed amendment, if granted, 

is subject to the general conditions set 

forth below in Section IV. 

Section II. Covered Transactions 

Involving Certain IRAs Subject to Title 

II of ERISA Only 

The sanctions resulting from the 

application of section 4975 of the Code, 

by reason of section 4975(c)(1)(A) and 

(D) of the Code, shall not apply to: 

(a) The direct or indirect acquisition 

by a Spouse’s IRA of an interest in a 

Medallion Fund through such IRA’s 

acquisition of an interest in a New 

Medallion Vehicle; 20

(b) The acquisition of an additional 

interest by a Spouse’s IRA in a New 

Medallion Vehicle; and 

(c) The redemption of all or a portion 

of a Spouse’s IRA’s interest in a New 

Medallion Vehicle. 

This proposed amendment, if granted, 

is subject to the general conditions set 

forth below in Section IV. 

Section III. Covered Transactions 

Involving Certain 401(k) Accounts 

The restrictions of section 

406(a)(1)(A) and (D) of the Act and the 

sanctions resulting from the application 

of section 4975 of the Code, by reason 

of section 4975(c)(1)(A) and (D) of the 

Code, shall not apply to: 

(a) The direct or indirect acquisition 

by a 401(k) Account of an interest in a 

Medallion Fund through such 401(k) 

Account’s acquisition of an interest in a 

New Medallion Vehicle; and 

(b) The redemption of all or a portion 

of a 401(k) Account’s interest in a New 

Medallion Vehicle. 

This proposed amendment, if granted, 

is subject to the general conditions set 

forth below in Section IV. 

Section IV. General Conditions 

(a) An IRA’s acquisition of an interest 

in a New Medallion Vehicle is made at 

the specific direction of its IRA Holder, 

and a 401(k) Account’s acquisition of an 

interest in a New Medallion Vehicle is 

made at the specific direction of its 

401(k) Account Holder. 

(b) Renaissance renders no investment 

advice (within the meaning of 29 CFR 

2510.3–21(c)) to IRA Holders or 401(k) 

Account Holders concerning a potential 

acquisition or redemption of an interest 

in a New Medallion Vehicle and does 

not engage in marketing activities or 

offer employment-related incentives of 

any kind intended to cause IRA Holders 

or 401(k) Account Holders to consider 

such acquisition or redemption. 

(c) An interest in a New Medallion 

Vehicle is only available to IRA Holders 

or 401(k) Account Holders who satisfy 

the securities-based laws, and other 

regulatory-based investor qualifications, 

applicable to all investors in such New 

Medallion Vehicle. 

(d) No commissions, sales charges, or 

other fees (including management fees) 

or profit participations in the form of 

performance allocations or otherwise, 

direct or indirect, are assessed against 

an IRA or 401(k) Account in connection 

with its acquisition and holding of an 

interest in a New Medallion Vehicle. 

(e) An IRA or 401(k) Account pays no 

more and receives no less for its 

particular interest in any of the New 

Medallion Vehicles than it would in an 

arm’s length transaction with an 

unrelated party. 

(f) An IRA’s or 401(k) Account’s 

interest in a New Medallion Vehicle is 

redeemable, in whole or in part, without 

the payment of any redemption fee or 

penalty, no less frequently than on a 

quarterly basis upon no less than 10 

days advance written notice by the IRA 

or 401(k) account, except in the case of 

New Kaleidoscope, for which 45 days’ 

notice is required. 

(g) An acquisition or redemption of an 

IRA’s or 401(k) Account’s interest in a 

New Medallion Vehicle is made for fair 

market value, determined as follows: 

(1) Equity securities are valued at the 

consolidated or composite closing price, 

or, in the case of over-the-counter equity 

securities, the last sale price provided 

by unaffiliated, third-party market data 

providers. If no price of such equity 

security was reported on that date, the 

market value will be the last reported 

price on the most recent date for which 

a price is available, and will reflect a 

discount if such date occurred more 

than thirty days before; 

(2) Fixed income securities are valued 

at the ‘‘bid’’ price of such securities at 

the close of business on the relevant 

valuation date. These prices are 

determined (i) where available, on the 

basis of prices provided by independent 

pricing services that determine 

valuations based on market transactions 

for comparable securities; and (ii) in 

certain cases where independent pricing 

services are not available, on the basis 

of quotes obtained from multiple 

independent providers that are either 

U.S.-registered or foreign broker-dealers, 

which are registered and subject to the 

laws of their respective jurisdiction, or 

banks; 

(3) Options are valued at the mean 

between the current independent best 

‘‘bid’’ price and the current independent 

best ‘‘asked’’ price from the exchanges 

on which they are listed or, where such 

prices are not available, are valued on 

the basis of pricing data obtained from 

unaffiliated, third-party market data 

providers at their fair value in 

accordance with Fair Value Pricing 

Practices by the Renaissance Valuation 

Committee, which utilizes a set of 

defined rules and an independent 

review process; and 

(4) If current market quotations are 

not readily available for any 

investments, such investments are 

valued at their fair value by the 

Renaissance Valuation Committee in 

accordance with Fair Value Pricing 

Practices. 

(h) Redemption of an IRA’s or 401(k) 

Account’s interest in a New Medallion 

Vehicle, in whole or in part, is made for 

cash. 

(i) In the event that a redemption of 

any portion of an interest in a New 

Medallion Vehicle held by an IRA or 

401(k) Account becomes necessary as 

the result of a reduction of the 

Investment Allocation applicable to a 

Participant, then, at such IRA Holder’s 

or 401(k) Account Holder’s election, the 

redemption may first be made of such 

individual’s taxable investments in the 

Medallion Funds (if any) prior to his or 

her IRA’s or 401(k) Account’s interest in 

a New Medallion Vehicle. 

(j) With respect to the investment by 

Participants in the New Medallion 

Vehicles through IRAs, Renaissance 

acknowledges that such investments 

may constitute investments by a 

‘‘pension plan’’ within the meaning of 

section 3(2) of the Act, and the 

Applicant represents that, with respect 

to such investments, it will comply with 

all applicable requirements of Title I of 

the Act. 

(k) Renaissance does not use the IRAs’ 

or 401(k) Accounts’ investments in the 

Funds in any of their marketing 

activities or publicity materials for the 

Funds. 

(l) In advance of the initial investment 

by an IRA or 401(k) Account in a New 

Medallion Vehicle, the IRA Holder or 

401(k) Account Holder receives: 

(1) A copy of the notice of proposed 

exemption published in the Federal 


tkelley on DSK3SPTVN1PROD with NOTICES
47682 Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 

Register at 77 FR 3038 (January 20, 

2012) and notice of final grant of 

Prohibited Transaction Exemption (PTE) 

2012–10 published in the Federal 

Register at 77 FR 23756 (April 20, 

2012), this proposed amendment and 

the final amendment, if granted, 

following the publication of such final 

amendment in the Federal Register; 

(2) A private offering memorandum 

(with all related exhibits) describing the 

relevant investment vehicles, including 

its investment objectives, risks, 

conflicts, operating expenses and 

redemption and valuation policies, and 

any IRA Holder or 401(k) Account 

Holder whose IRA or 401(k) Account 

owns an interest in a New Medallion 

Vehicle receives the same disclosures 

and information provided to other 

investors with respect to the Fund in 

which he or she invests; and 

(3) Following receipt of the 

information described in (1) and (2), 

above, an IRA Holder or 401(k) Account 

Holder will receive, in a timely manner, 

all reasonably available relevant 

information as such IRA Holder or 

401(k) Account Holder may request. 

(m) On an on-going basis, Renaissance 

provides each IRA Holder or 401(k) 

Account Holder whose IRA or 401(k) 

Account owns an interest in a New 

Medallion Vehicle with the following 

information: 

(1) Unaudited performance reports at 

the end of each month; and 

(2) Audited annual financial 

statements following the end of each 

calendar year. 

(n) Prior to the acquisition by an IRA 

or 401(k) Account of an interest in a 

New Medallion Vehicle, and the 

corresponding indirect acquisition of an 

interest in a Medallion Master Fund, 

Other Renaissance Managed RF Fund, 

or any other Fund made through such 

acquisition of an interest in a New 

Medallion Vehicle, Renaissance or the 

applicable New Medallion Vehicle 

manager (the New Medallion Vehicle 

Manager) with respect to any such 

acquisition: 

(1) Agrees to submit to the 

jurisdiction of the federal and state 

courts located in the State of New York; 

(2) Agrees to appoint an agent for 

service of process for the New 

Medallion Vehicle, the Other 

Renaissance Managed RF Fund, and any 

other Funds described in this Section 

IV(n), in the United States (the Process 

Agent); 

(3) Consents to service of process on 

the Process Agent; and 

(4) Agrees that any enforcement by an 

IRA Holder or 401(k) Account Holder of 

his or her rights pursuant to this 

proposed amendment, if granted, will at 

the option of such IRA Holder or 401(k) 

Account Holder, occur exclusively in 

the United States courts. 

(o) Renaissance maintains, or causes 

to be maintained, for a period of six 

years from the date of any covered 

transaction, such records as are 

necessary to enable the persons 

described in paragraph (p)(1) below to 

determine whether the conditions of 

this proposed amendment, if granted, 

have been met, provided that (1) a 

separate prohibited transaction will not 

be considered to have occurred if, due 

to circumstances beyond the control of 

Renaissance, the records are lost or 

destroyed prior to the end of the sixyear period, and (2) no party in interest 

or disqualified person other than 

Renaissance shall be subject to a civil 

penalty under section 502(i) of the Act 

or the taxes imposed by section 4975(a) 

and (b) of the Code, if such records are 

not maintained, or are not available for 

examination as required by paragraph 

(p)(1) below. 

(p)(1) Except as provided below in 

paragraph (p)(2), and notwithstanding 

any provisions of subsections (a)(2) and 

(b) of section 504 of the Act, the records 

referred to above in paragraph (o) are 

unconditionally available at their 

customary location for examination 

during normal business hours by: 

(A) Any duly authorized employee or 

representative of the Department, the 

Internal Revenue Service, the 

Commodity Futures Trading 

Commission (CFTC), or the U.S. 

Securities and Exchange Commission 

(SEC), and 

(B) Any IRA Holder or 401(k) Account 

Holder or any duly authorized 

representative or beneficiary of an IRA 

or 401(k) Account; and 

(2) None of the persons described 

above in paragraph (p)(1)(B) shall be 

authorized to examine trade secrets of 

Renaissance, or commercial or financial 

information which is privileged or 

confidential, and should Renaissance 

refuse to disclose information on the 

basis that such information is exempt 

from disclosure, Renaissance shall, by 

the close of the thirtieth (30th) day 

following the request, provide a written 

notice advising that person of the 

reasons for the refusal and that the 

Department may request such 

information. 

Section V. Definitions 

For purposes of this proposed 

amendment: 

(a) The term ‘‘Renaissance’’ means 

Renaissance Technologies, LLC, and its 

affiliates. 

(b) An ‘‘affiliate’’ of a person 

includes— 

(1) Any person directly or indirectly 

through one or more intermediaries, 

controlling, controlled by, or under 

common control with such entity (for 

purposes of this paragraph, the term 

‘‘control’’ means the power to exercise 

a controlling influence over the 

management or policies of a person 

other than an individual); and 

(2) Any officer of, director of, or 

partner in such person. 

(c) The term ‘‘Fair Value Pricing 

Policies’’ means the Official Pricing 

Policy established in good faith by the 

Renaissance Valuation Committee for 

valuing an instrument, which is subject 

to the approval of the Renaissance 

Technologies LLC Board of Directors. 

(d) The term ‘‘Fund’’ or ‘‘Funds’’ 

means, individually or collectively, the 

nine privately offered U.S. and non-U.S. 

collective investment vehicles managed 

by Renaissance, comprised almost 

exclusively of assets of Renaissance and 

its owners and employees (the 

Proprietary Funds) and the six privately 

offered U.S. and non-U.S. collective 

investment vehicles, consisting 

primarily of assets of clients of 

Renaissance (the non-Proprietary 

Funds). 

(e) The term ‘‘Investment Allocation’’ 

means the permitted investment 

allocation limit in the Medallion Funds 

applicable to a Renaissance employee, 

which such employee and his or her 

Spouse may utilize to make investments 

in a Medallion FF or Kaleidoscope, or 

in an applicable New Medallion 

Vehicle. 

(f) The term ‘‘IRA’’ means an 

‘‘individual retirement account’’ as 

defined under section 408(a) of the Code 

that is beneficially owned by an IRA 

Holder or a ‘‘Roth IRA’’ as defined 

under section 408A of the Code that is 

beneficially owned by an IRA Holder. 

(g) The term ‘‘IRA Holder’’ means a 

Participant, or the Spouse of a 

Participant, who is eligible to invest in 

a New Medallion Vehicle through his or 

her IRA. 

(h) The term ‘‘Kaleidoscope’’ means 

Renaissance Kaleidoscope Fund LLC, a 

Delaware limited liability company 

established by Renaissance to facilitate 

the investment in the Proprietary Funds 

by employees of Renaissance who are 

not Accredited Investors under the 

Securities Act of 1933, as amended (the 

1933 Act) or otherwise do not meet the 

financial requirements to invest in such 

Proprietary Funds. 

(i) The term ‘‘Medallion Funds’’ 

means the six Proprietary Funds of 

Renaissance that are organized in a 

‘‘master-feeder’’ investment structure. 

The Medallion Funds are comprised of 

six feeder funds (Medallion FFs), each 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 157 / Thursday, August 14, 2014 / Notices 47683 

designed for a different type of investor, 

that engage in their investment and 

trading activities only through certain 

master funds and their subsidiaries (the 

Medallion Master Funds). 

(j) The term ‘‘New Medallion Vehicle’’ 

or ‘‘New Medallion Vehicles’’ means, 

individually or collectively, New 

Medallion FF, New Medallion FF 

RMPRF, and New Kaleidoscope. 

(k) The term ‘‘New Kaleidoscope’’ 

means Renaissance Kaleidoscope RF 

Fund LLC, the Delaware limited liability 

company established by Renaissance in 

order to facilitate investment, by IRA 

Holders and 401(k) Plan participants 

who are not ‘‘Accredited Investors’’ 

under the 1933 Act, in the Medallion 

Fund RF L.P. and Other Renaissance 

Managed RF Funds that are not parties 

in interest, or other disqualified 

persons, as applicable, to the IRA 

Holders’ IRAs or to the New 401(k) Plan. 

(l) The term ‘‘New Medallion FF’’ 

means Medallion Fund RF LP, the 

Bermuda Limited Partnership that is 

treated as a corporation for US Federal 

Income Tax purposes, established by 

Renaissance in order to facilitate an 

investment by an IRA Holder who is a 

‘‘Qualified Purchaser’’ or 

‘‘Knowledgeable Employee’’ under the 

Investment Company Act of 1940, as 

amended (the 1940 Act) in the 

Medallion Master Funds, through his or 

her IRA. 

(m) The term ‘‘New Medallion FF 

RMPRF’’ means Medallion RMPRF 

Fund LP, the Bermuda Limited 

Partnership that is treated as a 

corporation for US Federal Income Tax 

purposes established by Renaissance in 

order to facilitate the investment by IRA 

Holders who are neither Qualified 

Purchasers nor ‘‘Knowledgeable 

Employees’’ as defined in the 1940 Act, 

but who are Accredited Investors, in the 

Medallion Master Funds, through their 

IRAs. 

(n) The term ‘‘Other Renaissance 

Managed RF Fund’’ means an RF Series 

of any Renaissance-sponsored Fund, 

other than a Medallion Fund or 

Kaleidoscope Fund, that is a private 

investment vehicle established in 

compliance with the various federal 

securities laws and other applicable 

regulatory requirements and for which 

Renaissance is the investment manager, 

as well as the investment manager of 

any master trading vehicles that may be 

utilized by such a fund to invest and 

trade its assets. 

(o) The term ‘‘Participant’’ means a 

person who is either an employee or a 

Permitted Owner of Renaissance at the 

time of such individual’s investment in 

the New Medallion Vehicles. 

(p) The term ‘‘Permitted Owners’’ 

means the eight individuals permitted 

to invest in the Medallion Funds 

following the termination of their 

Renaissance employment, comprised of 

three Renaissance ‘‘founders,’’ and five 

former employees who are current 

owners of Renaissance. 

(q) The term ‘‘Renaissance Valuation 

Committee,’’ or ‘‘RVC,’’ means the 

committee, established by Renaissance 

in 2008, that oversees and monitors the 

valuation process, and establishes the 

methods of, and procedures for, valuing 

various instruments traded by 

Renaissance, composed of high-level 

Renaissance employees who also may 

be Fund investors. 

(r) The term ‘‘Spouse’’ means a person 

who is (1) married to a Participant, or 

(2) to the extent not prohibited by 

applicable law, in a civil union or 

similar marriage-equivalent institution 

established pursuant to State law of the 

State where the Participant resides (or 

otherwise recognized by the State where 

the Participant resides) with a 

Participant. 

(s) The term ‘‘401(k) Account’’ means 

the plan account established and 

maintained for the benefit of a 

participant in the Renaissance 

Technologies LLC 401(k) Plan. 

(t) The term ‘‘401(k) Account Holder’’ 

means a participant in the Renaissance 

Technologies LLC 401(k) Plan who is 

eligible to invest in a New Medallion 

Vehicle through his or her 401(k) 

Account. 

Section VI. Effective Date 

This proposed amendment, if granted, 

would be effective as of the earlier of the 

date of publication in the Federal 

Register of such grant of amendment or 

October 1, 2014. 

Signed at Washington, DC, this 8th day of 

August, 2014. 

Lyssa Hall, 

Director of Exemption Determinations, 

Employee Benefits Security Administration, 

U.S. Department of Labor. 

[FR Doc. 2014–19212 Filed 8–13–14; 8:45 am] 

BILLING CODE 4510–29–P 

MERIT SYSTEMS PROTECTION 

BOARD 

Sunshine Act Meeting 

AGENCY: Merit Systems Protection 

Board. 

ACTION: Notice. 

SUMMARY: Notice is hereby given of the 

scheduling of a Sunshine Act Meeting 

on the proposed 2015–2018 research 

agenda of the Merit System Protection 

Board’s Office of Policy and Evaluation. 

DATE AND TIME: Tuesday, September 16, 

2014, at 10 a.m. 

PLACE: National Courts Building, Room 

203, 717 Madison Place NW., 

Washington, DC 20439. 

STATUS: Open. 

FOR FURTHER INFORMATION CONTACT: 

Tanya Page at (202) 254–4503; or James 

Tsugawa at (202) 254–4506; or email 

research.agenda@mspb.gov. 

SUPPLEMENTARY INFORMATION: Pursuant 

to the Government in the Sunshine Act 

(5 U.S.C. 552(b)), and in accordance 

with the Merit Systems Protection 

Board’s (MSPB) regulations at 5 CFR 

1206.1–12, MSPB will hold a meeting 

on the research activities proposed for 

inclusion in the next cycle of studies to 

be conducted by MSPB’s Office of 

Policy and Evaluation. MSPB has 

statutory responsibility to conduct 

objective, nonpartisan studies that 

assess and evaluate Federal merit 

systems policies, operations, and 

practices (see 5 U.S.C. 1204(a)(3)). 

Earlier this year, MSPB stakeholders 

and the public were invited to provide 

feedback and ideas for the research 

agenda. During this meeting, the 

proposed research agenda will be 

discussed and several key stakeholders 

have been invited to present their views 

on the proposed research topics. 

The public may attend this meeting 

for the sole purpose of observation. To 

facilitate entry to the National Courts 

Building, persons who wish to attend 

must provide their names to Tanya Page 

(at tanya.page@mspb.gov) by September 

10, 2014. Persons with disabilities who 

require reasonable accommodation 

should direct the request to the MSPB 

Director of Equal Employment 

Opportunity at (202) 254–4405 or V/

TDD 1–800–877–8339 (Federal Relay 

Service). All such requests should be 

made at least one week in advance of 

the meeting. A recording of the meeting 

will be made available on MSPB’s Web 

site. 

The research topics, organized into 

six broad areas of related research, are 

listed below. Further description of 

these topics is available on MSPB’s Web 

site (www.mspb.gov). The public can 

provide comments on the proposed 

research agenda by emailing 

research.agenda@mspb.gov. Comments 

will be accepted through October 16, 

2014. 

Defending Merit 

1. Adverse Action Rules, Regulations, 

and Practices 


tkelley on DSK3SPTVN1PROD with NOTICES