16282 Federal Register / Vol. 77, No. 54 / Tuesday, March 20, 2012 / Notices 

1Any other Adviser will also be registered under 

the Advisers Act. 

2Every existing entity that currently intends to 

rely on the requested order is named as an 

applicant. Any existing or future entity that relies 

on the order in the future will do so only in 

accordance with the terms and condition in the 

application. 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

29980; File No. 812–13955] 

Columbia Funds Master Investment 

Trust, LLC, et al.; Notice of Application 

March 13, 2012. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application under 

section 6(c) of the Investment Company 

Act of 1940 (‘‘Act’’) for an exemption 

from rule 12d1–2(a) under the Act. 

SUMMARY OF APPLICATION: Applicants 

request an order to permit open-end 

management investment companies 

relying on rule 12d1–2 under the Act to 

invest in certain financial instruments. 

APPLICANTS: Columbia Funds Master 

Investment Trust, LLC; Columbia Funds 

Series Trust; Columbia Funds Series 

Trust I; Columbia Funds Series Trust II; 

Columbia Funds Variable Insurance 

Trust; Columbia Funds Variable 

Insurance Trust I; Columbia Funds 

Variable Series Trust II (each a ‘‘Trust’’ 

and collectively, the ‘‘Trusts’’); 

Columbia Management Investment 

Advisers, LLC (‘‘Columbia 

Management’’); and Columbia 

Management Investment Distributors, 

Inc. (the ‘‘Distributor’’). 

FILING DATES: The application was filed 

on September 8, 2011, and amended on 

February 28, 2012. 

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 April 9, 2012 and 

should be accompanied by proof of 

service on applicants, in the form of an 

affidavit or, for lawyers, a certificate of 

service. Hearing requests should state 

the nature of the writer’s interest, 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: Elizabeth M. Murphy, 

Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC 20549–1090; 

Applicants: 225 Franklin Street, Boston, 

MA 02110. 

FOR FURTHER INFORMATION CONTACT: 

Laura L. Solomon, Senior Counsel, at 

(202) 551–6915, or Daniele Marchesani, 

Branch Chief, at (202) 551–6821 

(Division of Investment Management, 

Office of Investment Company 

Regulation). 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained via the Commission’s 

Web site 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. 

Applicants’ Representations: 

1. The Trusts are organized as 

Delaware statutory trusts, Delaware 

limited liability companies or 

Massachusetts business trusts, and are 

registered with the Commission as 

open-end management investment 

companies. The existing Funds of Funds 

(as defined below) are series of certain 

of the Trusts, each of which operates as 

a ‘‘fund of funds.’’ Columbia 

Management, a Minnesota limited 

liability company, is an indirect wholly 

owned subsidiary of Ameriprise 

Financial, Inc. and serves as investment 

adviser to the existing Funds of Funds 

and the Underlying Funds (as defined 

below) in which those Funds of Funds 

invest. Columbia Management is 

registered as an investment adviser 

under the Investment Advisers Act of 

1940, as amended (‘‘Advisers Act’’). The 

Distributor, a Delaware corporation, is 

an affiliate of Columbia Management 

and a broker-dealer registered under the 

Securities Exchange Act of 1934, as 

amended (‘‘Exchange Act’’), that serves 

as distributor for the existing Funds of 

Funds and the Underlying Funds. 

2. Applicants request the exemption 

to the extent necessary to permit any 

existing or future registered open-end 

management investment company or 

series thereof that (i) is advised by 

Columbia Management or an investment 

adviser controlling, controlled by or 

under common control with Columbia 

Management (each, including Columbia 

Management, an ‘‘Adviser’’ and 

collectively, the ‘‘Advisers’’); 1 (ii) is 

part of the same ‘‘group of investment 

companies’’ as defined in section 

12(d)(1)(G) of the Act, as the Trusts; (iii) 

invests in shares of other registered 

open-end investment companies 

(‘‘Underlying Funds’’) in reliance on 

section 12(d)(1)(G) of the Act; and (iv) 

is also eligible to invest in securities (as 

defined in section 2(a)(36) of the Act) in 

reliance on rule 12d1–2 under the Act 

(each a ‘‘Fund of Funds’’) to also invest, 

to the extent consistent with its 

investment objective, policies, strategies 

and limitations, in financial instruments 

that may not be securities within the 

meaning of section 2(a)(36) of the Act 

(‘‘Other Investments’’).2 Applicants also 

request that the order exempt any entity 

that now or in the future acts as 

principal underwriter or broker or 

dealer (if registered under the Exchange 

Act), with respect to the transactions 

described in the application. 

3. Consistent with its fiduciary 

obligations under the Act, each Fund of 

Funds’ board of trustees will review the 

advisory fees charged by the Fund of 

Funds’ Adviser to ensure that they are 

based on services provided that are in 

addition to, rather than duplicative of, 

services provided pursuant to the 

advisory agreement of any investment 

company in which the Fund of Funds 

may invest. 

Applicants’ Legal Analysis: 

1. Section 12(d)(1)(A) of the Act 

provides that no registered investment 

company (‘‘acquiring company’’) may 

acquire securities of another investment 

company (‘‘acquired company’’) if such 

securities represent more than 3% of the 

acquired company’s outstanding voting 

stock or more than 5% of the acquiring 

company’s total assets, or if such 

securities, together with the securities of 

other investment companies, represent 

more than 10% of the acquiring 

company’s total assets. Section 

12(d)(1)(B) of the Act provides that no 

registered open-end investment 

company may sell its securities to 

another investment company if the sale 

will cause the acquiring company and 

companies controlled by it to own more 

than 3% of the acquired company’s 

voting stock, or cause more than 10% of 

the acquired company’s voting stock to 

be owned by investment companies and 

companies controlled by them. 

2. Section 12(d)(1)(G) of the Act 

provides, in part, that section 12(d)(1) 

will not apply to securities of an 

acquired company purchased by an 

acquiring company if: (i) the acquired 

company and acquiring company are 

part of the same group of investment 

companies; (ii) the acquiring company 

holds only securities of acquired 

companies that are part of the same 

group of investment companies, 

government securities, and short-term 

paper; (iii) the aggregate sales loads and 

distribution-related fees of the acquiring 

company and the acquired company are 

not excessive under rules adopted 

pursuant to section 22(b) or section 


srobinson on DSK4SPTVN1PROD with NOTICES
Federal Register / Vol. 77, No. 54 / Tuesday, March 20, 2012 / Notices 16283 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

22(c) of the Act by a securities 

association registered under section 15A 

of the Exchange Act or by the 

Commission; and (iv) the acquired 

company has a policy that prohibits it 

from acquiring securities of registered 

open-end investment companies or 

registered unit investment trusts in 

reliance on section 12(d)(1)(F) or (G) of 

the Act. 

3. Rule 12d1–2 under the Act permits 

a registered open-end investment 

company or a registered unit investment 

trust that relies on section 12(d)(1)(G) of 

the Act to acquire, in addition to 

securities issued by another registered 

investment company in the same group 

of investment companies, government 

securities, and short-term paper: (1) 

Securities issued by an investment 

company that is not in the same group 

of investment companies, when the 

acquisition is in reliance on section 

12(d)(1)(A) or 12(d)(1)(F) of the Act; (2) 

securities (other than securities issued 

by an investment company); and (3) 

securities issued by a money market 

fund, when the investment is in reliance 

on rule 12d1–1 under the Act. For the 

purposes of rule 12d1–2, ‘‘securities’’ 

means any security as defined in section 

2(a)(36) of the Act. 

4. Section 6(c) of the Act provides that 

the Commission may exempt any 

person, security, or transaction from any 

provision of the Act, or from any rule 

under the Act, if such exemption is 

necessary or appropriate in the public 

interest and consistent with the 

protection of investors and the purposes 

fairly intended by the policies and 

provisions of the Act. 

5. Applicants state that the Funds of 

Funds will comply with rule 12d1–2 

under the Act, but for the fact that the 

Funds of Funds may invest a portion of 

their assets in Other Investments. 

Applicants request an order under 

section 6(c) of the Act for an exemption 

from rule 12d1–2(a) to allow the Funds 

of Funds to invest in Other Investments 

while investing in Underlying Funds. 

Applicants assert that permitting the 

Funds of Funds to invest in Other 

Investments as described in the 

application would not raise any of the 

concerns that the requirements of 

section 12(d)(1) were designed to 

address. 

Applicants’ Condition: 

Applicants agree that any order 

granting the requested relief will be 

subject to the following condition: 

Applicants will comply with all 

provisions of rule 12d1–2 under the Act, 

except for paragraph (a)(2) to the extent 

that it restricts any Fund of Funds from 

investing in Other Investments as 

described in the application. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–6612 Filed 3–19–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold a Closed Meeting 

on Thursday, March 22, 2012 at 1 p.m. 

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), (7), 9(B) and (10) 

and 17 CFR 200.402(a)(3), (5), (7), 9(ii) 

and (10), permit consideration of the 

scheduled matters at the Closed 

Meeting. 

Commissioner Gallagher, as duty 

officer, voted to consider the items 

listed for the Closed Meeting in a closed 

session. 

The subject matter of the Closed 

Meeting scheduled for Thursday, March 

22, 2012 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. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: The Office of the Secretary at 

(202) 551–5400. 

Dated: March 15, 2012. 

Lynn Powalski, 

Deputy Secretary. 

[FR Doc. 2012–6766 Filed 3–16–12; 11:15 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66584; File No. SR–Phlx– 

2012–26] 

Self-Regulatory Organizations; 

NASDAQ OMX PHLX LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Relating to 

Equity Options Fees 

March 13, 2012. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’), 1 and Rule 19b–4 thereunder,2

notice is hereby given that on February 

29, 2012, NASDAQ OMX PHLX LLC 

(‘‘Phlx’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 

rule change as described in Items I, II, 

and III below, which Items have been 

prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

Section II of the Exchange’s Fee 

Schedule entitled ‘‘Equity Options 

Fees.’’ 

While changes to the Fee Schedule 

pursuant to this proposal are effective 

upon filing, the Exchange has 

designated these changes to be operative 

on March 1, 2012. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

at http://nasdaqtrader.com/micro.

aspx?id=PHLXRulefilings, at the 

principal office of the Exchange, and at 

the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 


srobinson on DSK4SPTVN1PROD with NOTICES