Federal Register / Vol. 82, No. 214 / Tuesday, November 7, 2017 / Notices 51665 

12 17 CFR 200.30–3(a)(12). 

1Applicants request that the order apply to (1) 

each existing series of the Trust that currently is 

part of the same ‘‘group of investment companes’’ 

as the Trust and is advised by the Adviser, (2) to 

any future series of the Trust, and any other existing 

or future registered open-end management 

investment companies and any series thereof that 

are, or may in the future be, advised by the Advisor 

and that are part of the same group of investment 

companies (each, a ‘‘Fund’’ and collectively the 

‘‘Funds’’), and (3) any principal underwriter and 

distributor for a Fund. Certain of the Funds may 

have obtained exemptions from the Commission 

necessary to permit their shares to be listed and 

traded on a national securities exchange at 

negotiated prices and, accordingly, to operate as an 

exchange-traded fund (‘‘ETF’’). For purposes of the 

request for relief, the term ‘‘group of investment 

companies’’ means any two or more registered 

investment companies that hold themselves out to 

investors as related companies for purposes of 

investment and investor services. 

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– 

ICEEU–2017–013 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–ICEEU–2017–013 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 Web site (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change, security-based swap submission 

or advance notice that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change, security-based 

swap submission or advance notice 

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 Web site 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 such 

filings will also be available for 

inspection and copying at the principal 

office of ICE Clear Europe and on ICE 

Clear Europe’s Web site at https://

www.theice.com/notices/ 

Notices.shtml?regulatoryFilings. 

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–ICEEU–2017–013 

and should be submitted on or before 

November 28, 2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–24130 Filed 11–6–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

32894; File No. 812–14776] 

Princeton Fund Advisors, LLC. et al. 

November 2, 2017. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

Notice of an application for an order 

under section 12(d)(1)(J) of the 

Investment Company Act of 1940 (the 

‘‘Act’’) for an exemption from sections 

12(d)(1)(A) and (B) of the Act and under 

sections 6(c) and 17(b) of the Act for an 

exemption from sections 17(a)(1) and (2) 

of the Act. The requested order would 

permit open-end management 

investment companies registered under 

the Act to acquire shares of open-end 

management investment companies 

registered under the Act that are outside 

of the same group of investment 

companies as the acquiring companies. 

APPLICANTS: Northern Lights Fund 

Trust, a Delaware statutory trust 

registered under the Act as an open-end 

management investment company with 

multiple series (the ‘‘Trust’’); Princeton 

Fund Advisors, LLC, a Deleware limited 

liability company (the ‘‘Adviser’’), 

registered as an investment adviser 

under the Investment Advisers Act of 

1940; and Foreside Distribution 

Services, L.P., a Delaware limited 

liability company, and Northern Lights 

Distributors, LLC, a Nebraska limited 

liability company (together the 

‘‘Distributors’’), each registered as a 

broker-dealer under the Securities 

Exchange Act of 1934 (‘‘Exchange Act’’). 

FILING DATES: The application was filed 

on May 16, 2017 and amended on 

August 16, 2017. 

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 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 November 28, 2017 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: Thompson Hine LLP, 41 

South High Street, Suite 1700, 

Columbus, OH 43215. 

FOR FURTHER INFORMATION CONTACT: 

Rochelle Kauffman Plesset, Senior 

Counsel, at (202) 551–6840 or David 

Marcinkus, Branch Chief, at (202) 551– 

6882 (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 

Web site by searching for the file 

number, or for 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. Applicants request an order to 

permit (a) registered open-end 

management investment companies (the 

‘‘Investing Funds’’) that are not part of 

the same ‘‘group of investment 

companies,’’ within the meaning of 

section 12(d)(1)(G)(ii) of the Act, as the 

Trust, to acquire shares in series of the 

Trust 1 advised by the Adviser in excess 

of the limits in sections 12(d)(1)(A) of 

the Act and (b) the Funds, their 

principal underwriters and any broker 


ethrower on DSK3G9T082PROD with NOTICES
51666 Federal Register / Vol. 82, No. 214 / Tuesday, November 7, 2017 / Notices 

2An Investing Fund generally would purchase 

and sell shares of a Fund that operates as an ETF 

through secondary market transactions rather than 

through principal transactions with the Fund. The 

requested relief is intended to cover tranasactions 

directly between Funds and Investing Funds. 

Applicants are not seeking relief from Section 17(a) 

for, and the requested relief will not apply to, 

transactions where an ETF could be deemed an 

affiliated person, or an affiliated person of an 

affiliated person, of an Investing Fund because an 

investment adviser to the ETF or an entity 

controlling, controlled by or under common control 

with the investment adviser to the ETF is also an 

investment adviser to the Investing Fund. 

3Applicants state that each Investing Fund that 

intends to invest in a Fund in excess of the limits 

of section 12(d)(1)(A) would be required to sign an 

agreement that the Investing Fund would adhere to 

the terms and conditions of the order. 

1Eaton Vance Management, et al., Investment 

Company Act Rel. Nos. 31333 (Nov. 6, 2014) 

(notice) and 31361 (Dec. 2, 2014) (order). 

or dealer registered under the Exchange 

Act to sell shares of the Funds to the 

Investing Funds in excess of the limits 

in section 12(d)(1)(B) of the Act. 

Applicants also request an order of 

exemption under sections 6(c) and 17(b) 

of the Act from the prohibition on 

certain affiliated transactions in section 

17(a) of the Act to the extent necessary 

to permit the Funds to sell their shares 

to, and redeem their shares from, the 

Investing Funds.2 Applicants state that 

such transactions will be consistent 

with the policies of each Fund and each 

Investing Fund and with the general 

purposes of the Act and will be based 

on the net asset values of the Funds. 

2. Applicants agree that any order 

granting the requested relief will be 

subject to the terms and conditions 

stated in the application.3 Such terms 

and conditions are designed to, among 

other things, help prevent any potential 

(i) undue influence over a Fund that is 

not in the same ‘‘group of investment 

companies’’ as the Investing Fund 

through control or voting power, or in 

connection with certain services, 

transactions, and underwritings, (ii) 

excessive layering of fees, and (iii) 

overly complex fund structures, which 

are the concerns underlying the limits 

in sections 12(d)(1)(A) and (B) of the 

Act. 

3. Section 12(d)(1)(J) 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 provision of section 12(d)(1) if the 

exemption is consistent with the public 

interest and the protection of investors. 

Section 17(b) of the Act authorizes the 

Commission to grant an order 

permitting a transaction otherwise 

prohibited by section 17(a) if it finds 

that (a) the terms of the proposed 

transaction are fair and reasonable and 

do not involve overreaching on the part 

of any person concerned; (b) the 

proposed transaction is consistent with 

the policies of each registered 

investment company involved; and (c) 

the proposed transaction is consistent 

with the general purposes of the Act. 

Section 6(c) of the Act permits the 

Commission to exempt any persons or 

transactions from any provision of 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 policy and provisions of 

the Act. 

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–24225 Filed 11–6–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

32893; File No. 812–14809] 

Brandes Investment Trust, et al. 

November 2, 2017. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

SUMMARY: Notice of an application for 

an order under section 6(c) of the 

Investment Company Act of 1940 

(‘‘Act’’) for an exemption from sections 

2(a)(32), 5(a)(1), 22(d) and 22(e) of the 

Act and rule 22c–1 under the Act, under 

sections 6(c) and 17(b) of the Act for an 

exemption from sections 17(a)(1) and 

(a)(2) of the Act, and under section 

12(d)(1)(J) of the Act for an exemption 

from sections 12(d)(1)(A) and (B) of the 

Act. 

APPLICANTS: Brandes Investment Trust 

(the ‘‘Trust’’), Brandes Investment 

Partners, L.P. (the ‘‘Adviser’’) and ALPS 

Distributors, Inc. (the ‘‘Distributor’’). 

SUMMARY OF APPLICATION: Applicants 

request an order (‘‘Order’’) that permits: 

(a) Actively managed series of certain 

open-end management investment 

companies to issue shares (‘‘Shares’’) 

redeemable in large aggregations only 

(‘‘Creation Units’’); (b) secondary market 

transactions in Shares to occur at the 

next-determined net asset value plus or 

minus a market-determined premium or 

discount that may vary during the 

trading day; (c) certain series to pay 

redemption proceeds, under certain 

circumstances, more than seven days 

from the tender of Shares for 

redemption; (d) certain affiliated 

persons of the series to deposit 

securities into, and receive securities 

from, the series in connection with the 

purchase and redemption of Creation 

Units; (e) certain registered management 

investment companies and unit 

investment trusts outside of the same 

group of investment companies as the 

series to acquire Shares; and (f) certain 

series to create and redeem Shares in 

kind in a master-feeder structure. The 

Order would incorporate by reference 

terms and conditions of a previous order 

granting the same relief sought by 

applicants, as that order may be 

amended from time to time (‘‘Reference 

Order’’).1

DATES: The application was filed on 

August 11, 2017. 

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 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 November 27, 2017, and 

should be accompanied by proof of 

service on 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: Thomas Quinlan, Esq., 

Brandes Investment Partners L.P., 11988 

El Camino Real, Suite 600, San Diego, 

California 92130. 

FOR FURTHER INFORMATION CONTACT: 

Laura J. Riegel, Senior Counsel, at (202) 

551–3038, or Robert H. Shapiro, Branch 

Chief, at (202) 551–6821 (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 

Web site by searching for the file 

number, or for an applicant using the 

Company name box, at http://

www.sec.gov/search/search.htm or by 

calling (202) 551–8090. 


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