67416 Federal Register / Vol. 83, No. 248 / Friday, December 28, 2018 / Notices 

23 15 U.S.C. 78s(b)(3)(A). 

24 17 CFR 240.19b–4(f)(2). 25 17 CFR 200.30–3(a)(12). 

to the FINRA/Nasdaq TRF. If any 

existing or prospective participant in 

FINRA/Nasdaq TRF determines that the 

new fees or fee cap thresholds are less 

attractive or are unfavorable relative to 

fees and fee cap programs applicable to 

the FINRA/NYSE TRF, such 

participants may choose to report to the 

FINRA/NYSE TRF in lieu of the FINRA/ 

Nasdaq TRF, in which case the FINRA/ 

Nasdaq TRFs would lose market share. 

However, the impact of differences in 

fees and fee cap programs across the 

TRFs on a participant’s decision to 

prefer one TRF over the other may be 

limited by the set of functionalities each 

TRF provides. 

Alternatives Considered 

No other alternatives were considered 

for the proposed rule change. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 23 and paragraph (f)(2) of Rule 

19b–4 thereunder.24 At any time within 

60 days of the filing of the proposed rule 

change, the Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

FINRA–2018–042 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–FINRA–2018–042. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of FINRA. All comments received 

will be posted without change. Persons 

submitting comments are cautioned that 

we do not redact or edit personal 

identifying information from comment 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–FINRA– 

2018–042, and should be submitted on 

or before January 18, 2019. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Brent J. Fields, 

Secretary. 

[FR Doc. 2018–28198 Filed 12–27–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736. 

Extension: 

Form ID. SEC File No. 270–291, OMB 

Control No. 3235–0328 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Form ID (OMB Control No. 3235– 

0328; SEC File No. 270–291) is used by 

companies and other entities to apply 

for identification numbers and access 

codes used in conjunction with the 

EDGAR electronic filing system. The 

information provided on Form ID is an 

essential part of the security of the 

EDGAR system. Form ID must be filed 

every time a registrant or other person 

obtains or changes an identification 

number. Form ID is filed by all persons 

that are required to file information 

electronically on EDGAR, including but 

not limited to, individuals, companies, 

other for-profit organizations, or 

governmental entities. We estimate that 

approximately 46,842 filers file Form ID 

annually and that it takes approximately 

0.15 hours per response to prepare for 

a total of 7,027 annual burden hours. 

Written comments are invited on: (a) 

Whether this proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden of the collection of 

information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection of 

information on respondents, including 

through the use of automated collection 

techniques or other forms of information 

technology. Consideration will be given 

to comments and suggestions submitted 

in writing within 60 days of this 

publication. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

control number. 

Please direct your written comment to 

Charles Riddle, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Candace 

Kenner, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 


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Federal Register / Vol. 83, No. 248 / Friday, December 28, 2018 / Notices 67417 

1Applicants request relief with respect to the 

named Applicants, as well as to any future series 

of the Trust and any other registered open-end 

management investment company or series thereof 

that: (a) Is advised by the Initial Adviser, its 

successors, or any entity controlling, controlled by 

or under common control with the Initial Adviser 

or its successors (each, an ‘‘Adviser’’); (b) uses the 

multi-manager structure described in the 

application; and (c) complies with the terms and 

conditions set forth in the application (each, a 

‘‘Subadvised Series’’). For purposes of the requested 

order, ‘‘successor’’ is limited to an entity that 

results from a reorganization into another 

jurisdiction or a change in the type of business 

organization. 

2A ‘‘Sub-Adviser’’ for a Subadvised Series is (1) 

an indirect or direct ‘‘wholly-owned subsidiary’’ (as 

such term is defined in the Act) of the Adviser for 

that Subadvised Series, or (2) a sister company of 

the Adviser for that Subadvised Series that is an 

indirect or direct ‘‘wholly-owned subsidiary’’ of the 

same company that, indirectly or directly, wholly 

owns the Adviser (each of (1) and (2) a ‘‘WhollyOwned Sub-Adviser’’ and collectively, the 

‘‘Wholly-Owned Sub-Advisers’’), or (3) not an 

‘‘affiliated person’’ (as such term is defined in 

section 2(a)(3) of the Act) of the Subadvised Series 

or the Adviser, except to the extent that an 

affiliation arises solely because the Sub-Adviser 

serves as a sub-adviser to a Subadvised Series 

(‘‘Non-Affiliated Sub-Adviser’’). 

3The requested relief will not extend to any subadviser, other than a Wholly-Owned Sub-Adviser, 

who is an affiliated person, as defined in section 

2(a)(3) of the Act, of the Subadvised Series, the 

Trust or of the Adviser, other than by reason of 

serving as a sub-adviser to one or more of the 

Subadvised Series (‘‘Affiliated Sub-Adviser’’). 

Dated: December 21, 2018. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2018–28315 Filed 12–27–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

33334; 812–14947] 

TigerShares Trust, et al.; Notice of 

Application 

December 20, 2018. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

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 and rule 18f–2 

under 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’’). The requested 

exemption would permit an investment 

adviser to hire and replace certain subadvisers without shareholder approval 

and grant relief from the Disclosure 

Requirements as they relate to fees paid 

to the sub-advisers. 

Applicants: TigerShares Trust (the 

‘‘Trust’’), a Delaware statutory trust that 

is registered under the Act as an openend management investment company, 

and Wealthn LLC (the ‘‘Initial 

Adviser’’), a Pennsylvania limited 

liability company that will be registered 

as an investment adviser under the 

Investment Advisers Act of 1940 

(collectively with the Trust, the 

‘‘Applicants’’). 

Filing Dates: The application was 

filed on September 5, 2018. 

Hearing or Notification of Hearing: An 

order granting the application 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 14, 2019, and 

should be accompanied by proof of 

service on the applicants, in the form of 

an affidavit or, for lawyers, a certificate 

of service. Pursuant to rule 0–5 under 

the Act, hearing requests should state 

the nature of the writer’s interest, any 

facts bearing upon the desirability of a 

hearing on the matter, the reason for the 

request, and the issues contested. 

Persons who wish to be notified of a 

hearing may request notification by 

writing to the Commission’s Secretary. 

ADDRESSES: Secretary, U.S. Securities 

and Exchange Commission, 100 F Street 

NE, Washington, DC 20549–1090. 

Applicants, 3532 Muirwood Drive, 

Newtown Square, PA 19073. 

FOR FURTHER INFORMATION CONTACT: Erin 

C. Loomis, Senior Counsel, at (202) 551– 

6721, 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 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. An Adviser will serve as the 

investment adviser to each Subadvised 

Series pursuant to an investment 

advisory agreement with the Trust (the 

‘‘Investment Management 

Agreement’’).1 An Adviser will provide 

each Subadvised Series with continuous 

investment management services, 

subject to the supervision of, and 

policies established by, the board of 

trustees of the Trust (the ‘‘Board’’). Each 

Investment Management Agreement 

permits the Adviser, subject to the 

approval of the Board, to delegate to one 

or more sub-advisers (each, a ‘‘SubAdviser’’ and collectively, the ‘‘SubAdvisers’’) the responsibility to provide 

the day-to-day portfolio investment 

management of each Subadvised Series, 

subject to the supervision and direction 

of the Adviser.2 The primary 

responsibility for managing each 

Subadvised Series will remain vested in 

the Adviser. The Adviser will hire, 

evaluate, allocate assets to and oversee 

the Sub-Advisers, including 

determining whether a Sub-Adviser 

should be terminated, at all times 

subject to the authority of the Board. 

2. Applicants request an exemption to 

permit the Adviser, subject to Board 

approval, to hire certain Sub-Advisers 

pursuant to Sub-Advisory Agreements 

and materially amend existing SubAdvisory Agreements without obtaining 

the shareholder approval required under 

section 15(a) of the Act and rule 18f–2 

under the Act.3 Applicants also seek an 

exemption from the Disclosure 

Requirements to permit a Subadvised 

Series to disclose (as both a dollar 

amount and a percentage of the 

Subadvised Series’ net assets): (a) The 

aggregate fees paid to the Adviser and 

any Wholly-Owned Sub-Adviser; (b) the 

aggregate fees paid to Non-Affiliated 

Sub-Advisers; and (c) the fee paid to 

each Affiliated Sub-Adviser 

(collectively, ‘‘Aggregate Fee 

Disclosure’’). 

3. Applicants agree that any order 

granting the requested relief will be 

subject to the terms and conditions 

stated in the application. Such terms 

and conditions provide for, among other 

safeguards, appropriate disclosure to 

Subadvised Series shareholders and 

notification about sub-advisory changes 

and enhanced Board oversight to protect 

the interests of the Subadvised Series’ 

shareholders. 

4. Section 6(c) 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 provisions of the 

Act, or any rule thereunder, if such 

relief is necessary or appropriate in the 

public interest and consistent with the 

protection of investors and purposes 

fairly intended by the policy and 

provisions of the Act. Applicants 

believe that the requested relief meets 

this standard because, as further 

explained in the application, the 

Investment Management Agreements 

will remain subject to shareholder 


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