[Federal Register Volume 74, Number 175 (Friday, September 11, 2009)]
[Notices]
[Pages 46806-46807]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E9-21888]
=======================================================================
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 28896; File No. 812-13631]
Columbia Funds Series Trust, et al.; Notice of Application
September 4, 2009.
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: Summary of Application: Applicants request an order to permit
registered open-end investment companies relying on rule 12d1-2 under
the Act to invest in certain financial instruments.
Applicants: Columbia Funds Series Trust and Columbia Funds Series
Trust II (together, the ``Trusts'') and Columbia Management Advisors,
LLC (the ``Adviser'').
DATES: Filing Dates: The application was filed on February 6, 2009 and
amended on August 25, 2009.
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 September 29, 2009 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: Secretary, U.S. Securities and Exchange Commission, 100 F
Street, NE., Washington, DC 20549-1090; Applicants, c/o Peter T.
Fariel, Esq., Bank of America, N.A., MA5-515-11-05, One Financial
Center, 11th Floor, Boston, Massachusetts 02111.
FOR FURTHER INFORMATION CONTACT: Deepak Pai, Senior Counsel, at (202)
551-6876, or Marilyn Mann, 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 and are
registered under the Act as open-end management investment companies.
The Adviser, a limited liability company organized under Delaware law
and an indirect wholly owned subsidiary of Bank of America Corporation,
is registered as an investment adviser under the Investment Advisers
Act of 1940. The Adviser serves as the investment adviser to each
Applicant Fund (as defined below).
2. Applicants request an exemption from rule 12d1-2(a) under the
Act to the
[[Page 46807]]
extent necessary to permit any existing or future series of the Trusts
and any other registered open-end investment company advised by the
Adviser or any person controlling, controlled by or under common
control with the Adviser that operates as a ``fund of funds'' (the
``Applicant Funds'') and invests in other Columbia funds in reliance on
section 12(d)(1)(G) of the Act, and 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, to also invest, to the extent consistent
with its investment objectives, 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'').\1\
---------------------------------------------------------------------------
\1\ Every 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 conditions in the application.
---------------------------------------------------------------------------
3. Consistent with its fiduciary obligations under the Act, each
Applicant Fund's board of trustees (``Board'') will review the advisory
fees charged by the 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 Applicant Fund 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 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.
2. Section 12(d)(1)(G) of the Act provides that section 12(d)(1)
will not apply to securities of an acquired company purchased by an
acquiring company if: (i) The acquiring company and acquired 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
22(c) of the Act by a securities association registered under section
15A of the Securities Exchange Act of 1934 or by the Commission; and
(iv) the acquired company has a policy that prohibits it from acquiring
securities of registered open-end management 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 proposed arrangement would comply with
the provisions of rule 12d1-2 under the Act, but for the fact that the
Applicant 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 Applicant Funds to
invest in Other Investments. Applicants assert that permitting the
Applicant 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 the 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
Applicant Fund from investing in Other Investments as described in the
application.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-21888 Filed 9-10-09; 8:45 am]
BILLING CODE 8010-01-P