SECURITIES AND EXCHANGE COMMISSION

Investment Company Act Release No. 35118; 812-15403

Investment Managers Series Trust and Liberty Street Advisors, Inc.

January 29, 2024

AGENCY: Securities and Exchange Commission (“Commission” or “SEC”).

ACTION: Notice.

Notice of an application under section 6(c) of the Investment Company Act of 1940 (“Act”) for 

an exemption from section 15(a) of the Act, as well as from certain disclosure requirements in 

rule 20a-1 under the Act, Item 19(a)(3) of Form N-1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) 

and 22(c)(9) of Schedule 14A under the Securities Exchange Act of 1934, and sections 6-

07(2)(a), (b), and (c) of Regulation S-X (“Disclosure Requirements”).

Summary of Application: The requested exemption would permit Applicants to enter into and 

materially amend subadvisory agreements with subadvisers without shareholder approval and 

would grant relief from the Disclosure Requirements as they relate to fees paid to the 

subadvisers.

Applicants: Investment Managers Series Trust and Liberty Street Advisors, Inc.

Filing Dates: The application was filed on November 2, 2022 and amended on April 25, 2023

and September 5, 2023.

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 on any application 

by e-mailing the SEC’s Secretary at Secretarys-Office@sec.gov and serving the Applicants with 

a copy of the request by e-mail, if an e-mail address is listed for the relevant Applicant below, or 

personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing 
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requests should be received by the Commission by 5:30 p.m. on February 23, 2024, and should 

be accompanied by proof of service on the Applicants, in the form of an affidavit, or, for 

lawyers, a certificate of service. Pursuant to rule 0-5 under the Act, hearing requests should state 

the nature of the writer’s interest, any facts bearing upon the desirability of a hearing on the 

matter, the reason for the request, and the issues contested. Persons who wish to be notified of a 

hearing may request notification by emailing the Commission’s Secretary. 

ADDRESSES: The Commission: Secretarys-Office@sec.gov. Applicants: Diane Drake, Esq.,

diane.drake@mfac-ca.com, Investment Managers Series Trust, 235 West Galena Street, 

Milwaukee, WI 53212, and Laurie Anne Dee, Esq., laurie.dee@morganlewis.com, Morgan, 

Lewis & Bockius LLP, 600 Anton Boulevard, Suite 1800, Costa Mesa, CA 92626-7653.

FOR FURTHER INFORMATION CONTACT: Christopher D. Carlson, Senior Counsel, or 

Daniele Marchesani, Assistant Chief Counsel, at (202) 551-6825 (Division of Investment 

Management, Chief Counsel’s Office).

SUPPLEMENTARY INFORMATION: For Applicants’ representations, legal analysis, and 

conditions, please refer to Applicants’ second amended application, dated September 5, 2023, 

which may be obtained via the Commission’s website by searching for the file number at the top 

of this document, or for an Applicant using the Company name search field on the SEC’s 

EDGAR system.
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The SEC’s EDGAR system may be searched at 

https://www.sec.gov/edgar/searchedgar/legacy/companysearch.html. You may also call the 

SEC’s Public Reference Room at (202) 551-8090.

For the Commission, by the Division of Investment Management, under delegated 

authority.

Sherry R. Haywood,

Assistant Secretary.