[Federal Register Volume 84, Number 47 (Monday, March 11, 2019)]
[Notices]
[Pages 8768-8769]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-04289]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 33389; File No. 812-14990]
Macquarie Global Infrastructure Total Return Fund Inc., et al.
March 5, 2019.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
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Notice of an application under section 6(c) of the Investment
Company Act of 1940 (``Act'') for an exemption from section 19(b) of
the Act and rule 19b-1 under the Act to permit a registered closed-end
investment company to make periodic distributions of long-term capital
gains more frequently than permitted by section 19(b) or rule 19b-1.
Applicants: Macquarie Global Infrastructure Total Return Fund Inc.
(``MGU''), Delaware Investments Dividend and Income Fund, Inc.
(``DDF''), each a closed-end investment company registered under the
Act and organized as a corporation under the laws of Maryland, Delaware
Enhanced Global Dividend and Income Fund (``DEX,''), a closed-end
investment company registered under the Act and organized as a
statutory trust under the laws of Delaware, Macquarie Capital
Investment Management LLC (``MCIM''), and Delaware Management Company
(``DMC''), each a subsidiary of Macquarie Group Limited (``Macquarie'')
and an investment adviser registered under the Investment Advisers Act
of 1940 (``Advisers Act''). MCIM serves as investment adviser to
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MGU and DMC serves as investment adviser to DDF and DEX.\1\
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\1\ Applicants request that the order also apply to each other
registered closed-end investment company advised or to be advised in
the future by DMC or MCIM or by an entity controlling, controlled
by, or under common control (within the meaning of section 2(a)(9)
of the Act) with DCM or MCIM (including any successor in interest)
(each such entity, including MCIM and DMC are the ``Advisers'' and
individually an ``Adviser'') that in the future seeks to rely on the
order (such investment companies, together with MGU, DDF and DEX,
are collectively the ``Funds'' and, individually, a ``Fund''). A
successor in interest is limited to entities that result from a
reorganization into another jurisdiction or a change in the type of
business organization. The requested order would supersede a
previous order (Macquarie Global Infrastructure Total Return Fund
Inc., et al., Investment Company Act Rel. Nos. 28579 (Jan. 6, 2009)
(notice) and 28611 (Feb. 3, 2009) (order)).
Filing Dates: The application was filed on December 21, 2018, and
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amended on March 4, 2019.
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 March 29, 2019, 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: The Commission: Secretary, U.S. Securities and Exchange
Commission, 100 F Street NE, Washington, DC 20549-1090. Applicants:
2005 Market Street, 9th Floor, Philadelphia, PA 19103-7098.
FOR FURTHER INFORMATION CONTACT: Bruce R. MacNeil, Senior Counsel at
(202) 551-6817, or Nadya Roytblat, Assistant Chief Counsel, 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 website 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. Section 19(b) of the Act generally makes it unlawful for any
registered investment company to make long-term capital gains
distributions more than once every twelve months. Rule 19b-1 under the
Act limits to one the number of capital gain dividends, as defined in
section 852(b)(3)(C) of the Internal Revenue Code of 1986 (``Code,''
and such dividends, ``distributions''), that a registered investment
company may make with respect to any one taxable year, plus a
supplemental distribution made pursuant to section 855 of the Code not
exceeding 10% of the total amount distributed for the year, plus one
additional capital gain dividend made in whole or in part to avoid the
excise tax under section 4982 of the Code.
2. Applicants believe that investors in certain closed-end funds
may prefer an investment vehicle that provides regular current income
through a fixed distribution policy (``Distribution Policy'').
Applicants propose that the Fund be permitted to adopt a Distribution
Policy, pursuant to which the Fund would distribute periodically to its
stockholders a fixed monthly percentage of the market price of the
Fund's common stock at a particular point in time or a fixed monthly
percentage of net asset value (``NAV'') at a particular time or a fixed
monthly amount per share of common stock, any of which may be adjusted
from time to time.
3. Applicants request an order under section 6(c) of the Act
granting an exemption from section 19(b) of the Act and rule 19b-1 to
permit a Fund to distribute periodic capital gain dividends (as defined
in section 852(b)(3)(C) of the Code) as frequently as twelve times in
any one taxable year in respect of its common stock and as often as
specified by, or determined in accordance with the terms of, any
preferred stock issued by the Fund. Section 6(c) of the Act provides,
in relevant part, that the Commission may exempt any person or
transaction from any provision of the Act to the extent that 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.
4. Applicants state that any order granting the requested relief
will be subject to the terms and conditions stated in the application,
which generally are designed to address the concerns underlying section
19(b) and rule 19b-1, including concerns about proper disclosures and
shareholders' understanding of the source(s) of a Fund's distributions
and concerns about improper sales practices. Among other things, such
terms and conditions require that (1) the board of directors or
trustees of the Fund (the ``Board'') review such information as is
reasonably necessary to make an informed determination of whether to
adopt the proposed Distribution Policy and that the Board periodically
review the amount of the distributions in light of the investment
experience of the Fund, and (2) that the Fund's shareholders receive
appropriate disclosures concerning the distributions.
For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-04289 Filed 3-8-19; 8:45 am]
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