60 Day Notice

KHAMMOND on DSKJM1Z7X2PROD with NOTICES

Federal Register / Vol. 85, No. 249 / Tuesday, December 29, 2020 / Notices
existence, substance and effect of any
order granted pursuant to the
application. In addition, each SubAdvised Fund will hold itself out to the
public as employing the multi-manager
structure described in the application.
The prospectus will prominently
disclose that the Adviser has the
ultimate responsibility, subject to
oversight by the Board, to oversee the
Sub-Advisers and recommend their
hiring, termination, and replacement.
3. The Adviser will provide general
management services to each SubAdvised Fund, including overall
supervisory responsibility for the
general management and investment of
the Sub-Advised Fund’s assets, and
subject to review and oversight of the
Board, will (i) set the Sub-Advised
Fund’s overall investment strategies, (ii)
evaluate, select, and recommend SubAdvisers for all or a portion of the SubAdvised Fund’s assets, (iii) allocate and,
when appropriate, reallocate the SubAdvised Fund’s assets among SubAdvisers, (iv) monitor and evaluate the
Sub-Advisers’ performance, and (v)
implement procedures reasonably
designed to ensure that Sub-Advisers
comply with the Sub-Advised Fund’s
investment objective, policies and
restrictions.
4. Sub-Advised Funds will inform
shareholders of the hiring of a new SubAdviser within 90 days after the hiring
of the new Sub-Adviser pursuant to the
Modified Notice and Access Procedures.
5. At all times, at least a majority of
the Board will be Independent Trustees,
and the selection and nomination of
new or additional Independent Trustees
will be placed within the discretion of
the then-existing Independent Trustees.
6. Independent Legal Counsel, as
defined in Rule 0–1(a)(6) under the Act,
will be engaged to represent the
Independent Trustees. The selection of
such counsel will be within the
discretion of the then-existing
Independent Trustees.
7. Whenever a Sub-Adviser is hired or
terminated, the Adviser will provide the
Board with information showing the
expected impact on the profitability of
the Adviser.
8. The Board must evaluate any
material conflicts that may be present in
a sub-advisory arrangement.
Specifically, whenever a sub-adviser
change is proposed for a Sub-Advised
Fund (‘‘Sub-Adviser Change’’) or the
Board considers an existing SubAdvisory Agreement as part of its
annual review process (‘‘Sub-Adviser
Review’’):
(a) The Adviser will provide the
Board, to the extent not already being
provided pursuant to Section 15(c) of

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the Act, with all relevant information
concerning:
(i) Any material interest in the
proposed new Sub-Adviser, in the case
of a Sub-Adviser Change, or the SubAdviser in the case of a Sub-Adviser
Review, held directly or indirectly by
the Adviser or a parent or sister
company of the Adviser, and any
material impact the proposed SubAdvisory Agreement may have on that
interest;
(ii) any arrangement or understanding
in which the Adviser or any parent or
sister company of the Adviser is a
participant that (A) may have had a
material effect on the proposed SubAdviser Change or Sub-Adviser Review,
or (B) may be materially affected by the
proposed Sub-Adviser Change or SubAdviser Review;
(iii) any material interest in a SubAdviser held directly or indirectly by an
officer or Trustee of the Sub-Advised
Fund, or an officer or board member of
the Adviser (other than through a
pooled investment vehicle not
controlled by such person); and
(iv) any other information that may be
relevant to the Board in evaluating any
potential material conflicts of interest in
the proposed Sub-Adviser Change or
Sub-Adviser Review.
(b) the Board, including a majority of
the Independent Trustees, will make a
separate finding, reflected in the Board
minutes, that the Sub-Adviser Change or
continuation after Sub-Adviser Review
is in the best interests of the SubAdvised Fund and its shareholders and,
based on the information provided to
the Board, does not involve a conflict of
interest from which the Adviser, a SubAdviser, any officer or Trustee of the
Sub-Advised Fund, or any officer or
board member of the Adviser derives an
inappropriate advantage.
9. Each Sub-Advised Fund will
disclose in its registration statement the
Aggregate Fee Disclosure.
10. In the event that the Commission
adopts a rule under the Act providing
substantially similar relief to that in the
order requested in the application, the
requested order will expire on the
effective date of that rule.
11. Any new Sub-Advisory
Agreement or any amendment to an
existing Investment Advisory
Agreement or Sub-Advisory Agreement
that directly or indirectly results in an
increase in the aggregate advisory fee
rate payable by the Sub-Advised Fund
will be submitted to the Sub-Advised
Fund’s shareholders for approval.

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85719

For the Commission, by the Division of
Investment Management, under delegated
authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–28688 Filed 12–28–20; 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:
Rule 17f–1; SEC File No. 270–236, OMB
Control No. 3235–0222

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 (the
‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
plans to submit these existing
collections of information to the Office
of Management and Budget for
extension and approval.
Rule 17f–1 (17 CFR 270.17f–1) under
the Investment Company Act of 1940
(the ‘‘Act’’) (15 U.S.C. 80a) is entitled:
‘‘Custody of Securities with Members of
National Securities Exchanges.’’ Rule
17f–1 provides that any registered
management investment company
(‘‘fund’’) that wishes to place its assets
in the custody of a national securities
exchange member may do so only under
a written contract that must be ratified
initially and approved annually by a
majority of the fund’s board of directors.
The written contract also must contain
certain specified provisions. In addition,
the rule requires an independent public
accountant to examine the fund’s assets
in the custody of the exchange member
at least three times during the fund’s
fiscal year. The rule requires the written
contract and the certificate of each
examination to be transmitted to the
Commission. The purpose of the rule is
to ensure the safekeeping of fund assets.
Commission staff estimates that each
fund makes 1 response and spends an
average of 3.5 hours annually in
complying with the rule’s requirements.
Commission staff estimates that on an
annual basis it takes: (i) 0.5 Hours for
the board of directors 1 to review and
1 Estimates of the number of hours are based on
conversations with representatives of mutual funds

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Federal Register / Vol. 85, No. 249 / Tuesday, December 29, 2020 / Notices

KHAMMOND on DSKJM1Z7X2PROD with NOTICES

ratify the custodial contracts; and (ii) 3
hours for the fund’s controller to assist
the fund’s independent public auditors
in verifying the fund’s assets.
Approximately 6 funds rely on the rule
annually, with a total of 6 responses.2
Thus, the total annual hour burden for
rule 17f–1 is approximately 21 hours.3
Funds that rely on rule 17f–1
generally use outside counsel to prepare
the custodial contract for the board’s
review and to transmit the contract to
the Commission. Commission staff
estimates the cost of outside counsel to
perform these tasks for a fund each year
is $978.4 Funds also must have an
independent public accountant verify
the fund’s assets three times each year
and prepare the certificate of
examination. Commission staff
estimates the annual cost for an
independent public accountant to
perform this service is $9,050.5
Therefore, the total annual cost burden
for a fund that relies on rule 17f–1
would be approximately $10,028.6 As
noted above, the staff estimates that 6
funds rely on rule 17f–1 each year, for
an estimated total annualized cost
burden of $60,168.7
The estimate of average burden hours
is made solely for the purposes of the
Paperwork Reduction Act, and is not
derived from a comprehensive or even
a representative survey or study of the
costs of Commission rules. Compliance
with the collections of information
required by rule 17f–1 is mandatory for
funds that place their assets in the
custody of a national securities
exchange member. Responses will not
be kept confidential. An agency may not
conduct or sponsor, and a person is not
that comply with the rule. The actual number of
hours may vary significantly depending on
individual fund assets. The hour burden for rule
17f–1 does not include preparing the custody
contract because that would be part of customary
and usual business practice.
2 Based on a review of Form N–17f–1 filings over
the last three years the Commission staff estimates
that an average of 6 funds rely on rule 17f–1 each
year.
3 This estimate is based on the following
calculation: (6 Respondents × 3.5 hours = 21 hours).
The annual burden for rule 17f–1 does not include
time spent preparing Form N–17f–1. The burden for
Form N–17f–1 is included in a separate collection
of information.
4 This estimate is based on the following
calculation: (2 hours of outside counsel time × $489
= $978). The staff has estimated the average cost of
outside counsel at $489 per hour, based on
information received from funds and their counsel.
5 This estimate is based on information received
from fund representatives estimating the aggregate
annual cost of an independent public accountant’s
periodic verification of assets and preparation of the
certificate of examination.
6 This estimate is based on the following
calculation: ($978 + $9,050 = $10,028).
7 This estimate is based on the following
calculation: (6 funds × $10,028 = $60,168).

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required to respond to a collection of
information unless it displays a
currently valid control number.
The Commission requests written
comments on: (a) Whether the
collections of information are necessary
for the proper performance of the
functions of the Commission, including
whether the information has practical
utility; (b) the accuracy of the
Commission’s estimate of the burdens 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.
Please direct your written comments
to David Bottom, Director/Chief
Information Officer, Securities and
Exchange Commission, C/O Cynthia
Roscoe, 100 F Street NE, Washington,
DC 20549; or send an email to: PRA_
[email protected].
Dated: December 22, 2020.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2020–28768 Filed 12–28–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–90766; File No. S7–22–20]

Notice of Substituted Compliance
Application Submitted by the French
Autorite´ des Marche´s Financiers and
the Autorite´ de Controˆle Prudential et
de Re´solution in Connection With
Certain Requirements Applicable to
Non-U.S. Security-Based Swap Dealers
and Major Security-Based Swap
Participants Subject to Regulation in
the French Republic; Proposed Order
Securities and Exchange
Commission.
ACTION: Notice of application for
substituted compliance determination;
proposed order.
AGENCY:

The Securities and Exchange
Commission (‘‘Commission’’ or ‘‘SEC’’)
is soliciting public comment on an
application by the French Autorite´ des
Marche´s Financiers (‘‘AMF’’) and the
Autorite´ de Controˆle Prudential et de
Re´solution (‘‘ACPR’’) requesting that,
pursuant to rule 3a71–6 under the
Securities Exchange Act of 1934
(‘‘Exchange Act’’), the Commission

SUMMARY:

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determine that registered security-based
swap dealers and registered major
security-based swap participants (‘‘SBS
Entities’’) that are not U.S. persons and
that are subject to certain regulation in
the French Republic (‘‘France’’) may
comply with certain requirements under
the Exchange Act via compliance with
corresponding requirements of France
and the European Union. The
Commission also is soliciting comment
on a proposed Order providing for
conditional substituted compliance in
connection with the application.
DATES: Submit comments on or before
January 25, 2021.
ADDRESSES: Comments may be
submitted by any of the following
methods:
Electronic Comments
• Use the Commission’s internet
comment form (http://www.sec.gov/
rules/proposed.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number S7–
22–20 on the subject line.
Paper Comments
• Send paper comments to Vanessa
A. Countryman, Secretary, Securities
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
All submissions should refer to File
Number S7–22–20. 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/proposed.shtml). Comments are
also 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. All comments
received will be posted without change.
Persons submitting comments are
cautioned that the Commission does not
redact or edit personal identifying
information from comment submissions.
You should submit only information
that you wish to make publicly
available.
FOR FURTHER INFORMATION CONTACT:
Carol M. McGee, Assistant Director or
Laura Compton, Senior Special Counsel
at 202–551–5870, Office of Derivatives
Policy, Division of Trading and Markets,
Securities and Exchange Commission,
100 F Street NE, Washington, DC
20549–7010.
SUPPLEMENTARY INFORMATION:
The Commission is soliciting public
comment on an application by the AMF

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