[Federal Register Volume 81, Number 8 (Wednesday, January 13, 2016)]
[Notices]
[Pages 1656-1657]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-00470]


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SECURITIES AND EXCHANGE COMMISSION


Investment Company Act Release No. 31953; File No. 812-14411 
Columbia Funds Series Trust I, et al.; Notice of Application

January 7, 2016.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: 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 certain registered open-end 
investment companies to acquire shares of certain registered open-end 
investment companies and unit investment trusts (collectively, 
``Underlying Funds'') that are within and outside the same group of 
investment companies as the acquiring investment companies, in excess 
of the limits in section 12(d)(1) of the Act.

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APPLICANTS: Columbia Funds Series Trust I and Columbia Funds Variable 
Insurance Trust, each Massachusetts business trusts registered under 
the Act as an open-end management investment company with multiple 
series, Columbia Management Investment Advisers, LLC (the ``Adviser''), 
a Minnesota limited liability company registered as an investment 
adviser under the Investment Advisers Act of 1940 and Columbia 
Management Investment Distributors, Inc. (the ``Distributor''), a 
Delaware Corporation registered as a broker-dealer under the Securities 
Exchange Act of 1934 (``Exchange Act'').

DATES: Filing Dates: The application was filed on January 6, 2015, and 
amended on May 27, 2015 and December 24, 2015.

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 Tuesday, February 2, 2016 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: c/o Brian D. McCabe, 
Esq. and Nathan D. Somogie, Esq., Ropes & Gray LLP, Prudential Tower, 
800 Boylston Street, Boston, MA 02199-3600.

FOR FURTHER INFORMATION CONTACT: Michael S. Didiuk, Senior Counsel, at 
(202) 551-6839, or Holly Hunter-Ceci, Branch Chief, at (202) 551-6825 
(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.

[[Page 1657]]

Summary of the Application

    1. Applicants request an order to permit (a) a Fund \1\ (each a 
``Fund of Funds'') to acquire shares of Underlying Funds \2\ in excess 
of the limits in sections 12(d)(1)(A) and (B) of the Act and (b) each 
Underlying Fund that is a registered open-end investment company or 
series thereof, the Distributor or any principal underwriter and any 
broker or dealer registered under the Exchange Act to sell shares of 
the Underlying Fund to the Fund of 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 Underlying Funds to sell their shares 
to, and redeem their shares from, the Funds of Funds.\3\ Applicants 
state that such transactions will be consistent with the policies of 
each Fund of Funds and each Underlying Fund and with the general 
purposes of the Act and will be based on the net asset values of the 
Underlying Funds.
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    \1\ Applicants request that the order apply to each existing and 
future series of Columbia Funds Series Trust I and Columbia Funds 
Variable Insurance Trust, and to each existing and future registered 
open-end management investment company or series thereof which is 
advised by the Adviser or any entity controlling, controlled by or 
under common control with the Adviser and which is part of the same 
``group of investment companies'' as Columbia Funds Series Trust I 
and Columbia Funds Variable Insurance Trust (each, a ``Fund''). For 
purposes of the request for relief, the term ``group of investment 
companies'' means any two or more investment companies that hold 
themselves out to investors as related companies for purposes of 
investment and investor services.
    \2\ Certain of the Underlying Funds 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 exchange-traded funds (``ETFs'').
    \3\ A Fund of Funds generally would purchase and sell shares of 
an Unaffiliated Fund that operates as an ETF through secondary 
market transactions rather than through principal transactions with 
the Unaffiliated Fund. To the extent that a Fund of Funds purchases 
or redeems shares from an ETF that is an affiliated person of the 
Fund of Funds in exchange for a basket of specified securities as 
described in the Application for the exemptive order upon which the 
ETF relies, Applicants also request relief from Section 17(a) for 
those in-kind transactions. 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 a Fund of Funds 
because an investment adviser to the ETF is also an investment 
adviser to the Fund of Funds.
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    2. Applicants agree that any order granting the requested relief 
will be subject to the terms and conditions stated in the application. 
Such terms and conditions are designed to, among other things, help 
prevent any potential (i) undue influence over an Underlying Fund that 
is not in the same ``group of investment companies'' as the Fund of 
Funds 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 reasonable and fair 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.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-00470 Filed 1-12-16; 8:45 am]
BILLING CODE 8011-01-P