Notice2021-14788
Hartford Funds Exchange-Traded Trust, et al.
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
July 13, 2021
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 86 Issue 131 (Tuesday, July 13, 2021)</title>
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[Federal Register Volume 86, Number 131 (Tuesday, July 13, 2021)]
[Notices]
[Pages 36839-36841]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2021-14788]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 34324, File No. 812-15232]
Hartford Funds Exchange-Traded Trust, et al.
July 7, 2021.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
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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, and under sections 6(c) and 17(b) of the Act for an exemption from
sections 17(a)(1) and 17(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
12(d)(1)(B) of the Act.
[[Page 36840]]
Applicants: Hartford Funds Exchange-Traded Trust (the ``Trust''),
Hartford Funds Management Company, LLC (the ``Adviser''), and ALPS
Distributors, Inc. (the ``Distributor'').
Summary of Application: Applicants request an order (``Order'') that
permits: (a) The Funds (defined below) to issue shares (``Shares'')
redeemable in large aggregations only (``creation units''); (b)
secondary market transactions in Shares to occur at negotiated market
prices rather than at net asset value; (c) certain Funds to pay
redemption proceeds, under certain circumstances, more than seven days
after the tender of Shares for redemption; and (d) certain affiliated
persons of a Fund to deposit securities into, and receive securities
from, the Fund in connection with the purchase and redemption of
creation units. The relief in the Order would incorporate by reference
terms and conditions of the same relief of a previous order granting
the same relief sought by applicants, as that order may be amended from
time to time (``Reference Order'').\1\
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\1\ Fidelity Beach Street Trust, et al., Investment Company Act
Rel. Nos. 33683 (Nov. 14, 2019) (notice) and 33712 (Dec. 10, 2019)
(order). Applicants are not seeking relief under Section 12(d)(1)(J)
of the Act for an exemption from Sections 12(d)(1)(A) and
12(d)(1)(B) of the Act (the ``Section 12(d)(1) Relief''), and relief
under Sections 6(c) and 17(b) of the Act for an exemption from
Sections 17(a)(1) and 17(a)(2) of the Act relating to the Section
12(d)(1) Relief, except as necessary to allow a Fund's receipt of
Representative ETFs included in its Tracking Basket solely for
purposes of effecting transactions in Creation Units (as these terms
are defined in the Reference Order), notwithstanding the limits of
Rule 12d1-4(b)(3). Accordingly, to the extent the terms and
conditions of the Reference Order relate to such relief, they are
not incorporated by reference herein other than with respect to such
limited exception.
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Filing Date: The application was filed on May 25, 2021.
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 emailing the Commission's
Secretary at <a href="/cdn-cgi/l/email-protection#7d2e181e0f18091c0f040e50321b1b141e183d0e181e531a120b"><span class="__cf_email__" data-cfemail="4714222435223326353e346a0821212e24220734222469202831">[email protected]</span></a> and serving applicants with a
copy of the request by email. Hearing requests should be received by
the Commission by 5:30 p.m. on August 2, 2021, 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 emailing the Commission's Secretary at <a href="/cdn-cgi/l/email-protection#5605333524332237242f257b1930303f35331625333578313920"><span class="__cf_email__" data-cfemail="c596a0a6b7a0b1a4b7bcb6e88aa3a3aca6a085b6a0a6eba2aab3">[email protected]</span></a>.
ADDRESSES: Secretary, U.S. Securities and Exchange Commission,
<a href="/cdn-cgi/l/email-protection#9dcef8feeff8e9fcefe4eeb0d2fbfbf4fef8ddeef8feb3faf2eb"><span class="__cf_email__" data-cfemail="6437010716011005161d17492b02020d0701241701074a030b12">[email protected]</span></a>. Applicants: Thomas R. Phillips, Esq.,
Hartford Funds Management Company, LLC,
<a href="/cdn-cgi/l/email-protection#43372b2c2e22306d332b2a2f2f2a3330032b223137252c312725362d27306d202c2e"><span class="__cf_email__" data-cfemail="ff8b9790929e8cd18f97969393968f8cbf979e8d8b99908d9b998a919b8cd19c9092">[email protected]</span></a>.
FOR FURTHER INFORMATION CONTACT: Jean E. Minarick, Senior Counsel, at
(202) 551-6811 or Kaitlin C. Bottock, 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 website by searching for the file number, or for an
applicant using the Company name box, at <a href="http://www.sec.gov/search/search.htm">http://www.sec.gov/search/search.htm</a> or by calling (202) 551-8090.
Applicants
1. The Trust is a statutory trust organized under the laws of
Delaware and consists of, among other series, one or more series
operating as a Fund. The Trust is registered as an open-end management
investment company under the Act. Applicants seek relief with respect
to Funds (as defined below), including the initial Fund (the ``Initial
Fund''). The Initial Fund will offer exchange-traded shares utilizing
active management investment strategies as contemplated by the
Reference Order.\2\
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\2\ To facilitate arbitrage, among other things, each day a Fund
will publish a basket of securities and cash that, while different
from the Fund's portfolio, is designed to closely track its daily
performance.
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2. The Adviser, a Delaware limited liability company, will be the
investment adviser to the Initial Fund. Subject to approval by the
Trust's board of trustees, the Adviser (as defined below) will serve as
investment adviser to the Funds. The Adviser is, and any other Adviser
will be, registered as an investment adviser under the Investment
Advisers Act of 1940 (``Advisers Act''). The Adviser may enter into
sub-advisory agreements with other investment advisers to act as sub-
advisers with respect to a Fund (each a ``Sub-Adviser''). Any Sub-
Adviser to a Fund will be registered under the Advisers Act.
3. The Distributor is a Colorado corporation and a broker-dealer
registered under the Securities Exchange Act of 1934, as amended, and
will act as the principal underwriter of Shares of the Funds.
Applicants request that the requested relief apply to any distributor
of Shares, whether affiliated or unaffiliated with the Adviser and/or
Sub-Adviser (included in the term ``Distributor''). Any Distributor
will comply with the terms and conditions of the Order.
Applicants' Requested Exemptive Relief
4. Applicants seek the requested Order under section 6(c) of the
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 17(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 12(d)(1)(B) of the Act. The requested Order
would permit applicants to offer Funds that operate as contemplated by
the Reference Order. Because the relief requested is the same as
certain of the relief granted by the Commission under the Reference
Order and because the Adviser has entered into a licensing agreement
with Fidelity Management & Research Company, or an affiliate thereof,
in order to offer Funds that operate as contemplated by the Reference
Order,\3\ the Order would incorporate by reference the terms and
conditions of the same relief of the Reference Order.
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\3\ Certain aspects of how the Funds will operate (as described
in the Reference Order) are the intellectual property of Fidelity
Management & Research Company (or its affiliates).
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5. Applicants request that the Order apply to the Initial Fund and
to any other existing or future registered open-end management
investment company or series thereof that: (a) Is advised by the
Adviser or any entity controlling, controlled by, or under common
control with the Adviser (any such entity included in the term
``Adviser''); (b) offers exchange-traded shares utilizing active
management investment strategies as contemplated by the Reference
Order; and (c) complies with the terms and conditions of the Order and
the terms and conditions of the Reference Order that are incorporated
by reference into the Order (each such company or series and the
Initial Fund, a ``Fund'').\4\
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\4\ All entities that currently intend to rely on the Order are
named as applicants. Any other entity that relies on the Order in
the future will comply with the terms and conditions of the Order
and the terms and conditions of the Reference Order that are
incorporated by reference into the Order.
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6. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and 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
[[Page 36841]]
and provisions of the Act. Section 17(b) of the Act authorizes the
Commission to exempt a proposed transaction from section 17(a) of the
Act if evidence establishes that the terms of the transaction,
including the consideration to be paid or received, are reasonable and
fair and do not involve overreaching on the part of any person
concerned, and the transaction is consistent with the policies of the
registered investment company and the general purposes of the Act.
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. Applicants submit that for the reasons
stated in the Reference Order the requested relief meets the exemptive
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standards under sections 6(c), 17(b) and 12(d)(1)(J) of the Act.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-14788 Filed 7-12-21; 8:45 am]
BILLING CODE 8011-01-P
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