42328 Federal Register / Vol. 83, No. 162 / Tuesday, August 21, 2018 / Notices 

Contracts allow the substitution of 

shares of registered open-end 

investment companies in the manner 

contemplated by the application; (ii) the 

Substitutions can be consummated as 

described in the application under 

applicable insurance laws; and (iii) any 

regulatory requirements in each 

jurisdiction where the Contracts are 

qualified for sale have been complied 

with to the extent necessary to complete 

the Substitutions. 

2. After the Substitution Date, FMG 

will not change a sub-adviser, add a 

new sub-adviser, or otherwise rely on 

the Multi-Manager Order, or any 

replacement order from the 

Commission, with respect to any 

Replacement Portfolio without first 

obtaining shareholder approval of the 

change in sub-adviser, the new subadviser, or the Replacement Portfolio’s 

ability to rely on the Multi-Manager 

Order, or any replacement order from 

the Commission, at a shareholder 

meeting, the record date for which shall 

be after the proposed Substitution has 

been affected. 

3. AXA Equitable, MONY America or 

an affiliate thereof (other than the EQ 

Trust) will pay all expenses and 

transaction costs of the Substitutions, 

including legal and accounting 

expenses, any applicable brokerage 

expenses and other fees and expenses. 

No fees or charges will be assessed to 

the affected Contract owners to effect 

the Substitutions. The proposed 

Substitutions will not cause the 

Contract fees and charges currently 

being paid by Contract owners to be 

greater after the proposed Substitution 

than before the proposed Substitution. 

4. The Substitutions will be effected 

at the relative net asset values of the 

respective shares of the Replacement 

Portfolios in conformity with section 

22(c) of the Act and rule 22c–1 

thereunder without the imposition of 

any transfer or similar charges by the 

Section 26 Applicants. The 

Substitutions will be effected without 

change in the amount or value of any 

Contracts held by affected Contract 

owners. 

5. The Substitutions will in no way 

alter the tax treatment of affected 

Contract owners in connection with 

their Contracts, and no tax liability will 

arise for Contract owners as a result of 

the Substitutions. 

6. The obligations of the Section 26 

Applicants, and the rights of the 

affected Contract owners, under the 

Contracts of affected Contract owners 

will not be altered in any way. 

7. Affected Contract owners will be 

permitted to make at least one transfer 

of Contract value from the subaccount 

investing in the Removed Portfolio 

(before the Substitution Date) or the 

Replacement Portfolio (after the 

Substitution Date) to any other available 

investment option under the Contract 

without charge for a period beginning at 

least 30 days before the Substitution 

Date through at least 30 days following 

the Substitution Date. Except as 

described in any market timing/shortterm trading provisions of the relevant 

prospectus, the Section 26 Applicants 

will not exercise any rights reserved 

under the Contracts to impose 

restrictions on transfers between the 

subaccounts under the Contracts, 

including limitations on the future 

number of transfers, for a period 

beginning at least 30 days before the 

Substitution Date through at least 30 

days following the Substitution Date. 

8. All affected Contract owners will be 

notified, at least 30 days before the 

Substitution Date about: (i) The 

intended Substitution of Removed 

Portfolios with the Replacement 

Portfolios; (ii) the intended Substitution 

Date; and (iii) information with respect 

to transfers as set forth in Condition 7 

above. In addition, the Section 26 

Applicants will also deliver to affected 

Contract owners, at least 30 days before 

the Substitution Date, a prospectus for 

each applicable Replacement Portfolio. 

9. The Section 26 Applicants will 

deliver to each affected Contract owner 

within five business days of the 

Substitution Date a written confirmation 

which will include: (i) A confirmation 

that the Substitutions were carried out 

as previously notified; (ii) a restatement 

of the information set forth in the PreSubstitution Notice; and (iii) values of 

the Contract owner’s positions in the 

Removed Portfolio before the 

Substitution and the Replacement 

Portfolio after the Substitution. 

10. For a period of two years 

following the Substitution Date, for 

Contract owners who were Contract 

owners as of the Substitution Date, AXA 

Equitable, MONY America or an affiliate 

thereof (other than the EQ Trust) will 

reimburse, on the last business day of 

each fiscal quarter, the Contract owners 

whose subaccounts invest in the 

applicable Replacement Portfolio to the 

extent that the Replacement Portfolio’s 

net annual operating expenses (taking 

into account fee waivers and expense 

reimbursements) for such period 

exceed, on an annualized basis, the net 

annual operating expenses of the 

Removed Portfolio for the most recent 

fiscal year preceding the date of this 

application. In addition, the Section 26 

Applicants will not increase the 

Contract fees and charges that would 

otherwise be assessed under the terms 

of the Contracts for affected Contract 

owners for a period of at least two years 

following the Substitution Date. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–17936 Filed 8–20–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: 2:00 p.m. on Thursday, 

August 23, 2018. 

PLACE: Closed Commission Hearing 

Room 10800. 

STATUS: This meeting will be closed to 

the public. 

MATTERS TO BE CONSIDERED: 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the closed meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B) 

and (10) and 17 CFR 200.402(a)(3), 

(a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and 

(a)(10), permit consideration of the 

scheduled matters at the closed meeting. 

Commissioner Peirce, as duty officer, 

voted to consider the items listed for the 

closed meeting in closed session. 

The subject matters of the closed 

meeting will be: 

Institution and settlement of 

injunctive actions; 

Institution and settlement of 

administrative proceedings; and 

Other matters relating to enforcement 

proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information and to ascertain 

what, if any, matters have been added, 

deleted or postponed; please contact 

Brent J. Fields from the Office of the 

Secretary at (202) 551–5400. 

Dated: August 16, 2018. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2018–18069 Filed 8–17–18; 11:15 am] 

BILLING CODE 8011–01–P 


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