Notice2026-03426
GreenFi Funds Trust and Mission Investment Advisors LLC
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
February 20, 2026
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 91 Issue 34 (Friday, February 20, 2026)</title>
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[Federal Register Volume 91, Number 34 (Friday, February 20, 2026)]
[Notices]
[Pages 8285-8286]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-03426]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 35966; File No. 812-15692]
GreenFi Funds Trust and Mission Investment Advisors LLC
February 18, 2026.
AGENCY: Securities and Exchange Commission (``Commission'' or ``SEC'').
ACTION: Notice.
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[[Page 8286]]
Notice of an application under section 6(c) of the Investment
Company Act of 1940 (``Act'') for an exemption from section 15(a) of
the Act. The requested exemption would permit an investment adviser to
hire and replace certain subadvisers without shareholder approval.
Applicants:
GreenFi Funds Trust (the ``Trust''), a Delaware statutory trust
registered under the Act as an open-end management investment company,
and Mission Investment Advisors LLC, a Delaware limited liability
company registered as an investment adviser under the Investment
Advisers Act of 1940 (the ``Adviser'' or ``Mission Investment
Advisors'' and, collectively with the Trust, the ``Applicants'').
Filing Dates:
The application was filed on January 16, 2025, and amended on July
28, 2025.
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
on any application by emailing the SEC's Secretary at <a href="/cdn-cgi/l/email-protection#4d1e282e3f28392c3f343e60022b2b242e280d3e282e632a223b"><span class="__cf_email__" data-cfemail="d98abcbaabbcadb8aba0aaf496bfbfb0babc99aabcbaf7beb6af">[email protected]</span></a> and serving the Applicants with a copy of the request by
email, if an email address is listed for the relevant Applicant below,
or personally or by mail, if a physical address is listed for the
relevant Applicant below. The email should include the file number
referenced above. Hearing requests should be received by the Commission
by 5:30 p.m., Eastern time, on March 16, 2026, 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 emailing the Commission's Secretary at <a href="/cdn-cgi/l/email-protection#a2f1c7c1d0c7d6c3d0dbd18fedc4c4cbc1c7e2d1c7c18cc5cdd4"><span class="__cf_email__" data-cfemail="40132523322534213239336d0f2626292325003325236e272f36">[email protected]</span></a>.
ADDRESSES: The Commission: <a href="/cdn-cgi/l/email-protection#b5e6d0d6c7d0c1d4c7ccc698fad3d3dcd6d0f5c6d0d69bd2dac3"><span class="__cf_email__" data-cfemail="1645737564736277646f653b5970707f75735665737538717960">[email protected]</span></a>. Applicants: Tim
Newell and Matthew Bergin, GreenFi Funds Trust, <a href="/cdn-cgi/l/email-protection#3c4852594b5950507c5b4e5959525a55125f5351"><span class="__cf_email__" data-cfemail="34405a514351585874534651515a525d1a575b59">[email protected]</span></a> and
<a href="/cdn-cgi/l/email-protection#aac7c8cfd8cdc3c4eacdd8cfcfc4ccc384c9c5c7"><span class="__cf_email__" data-cfemail="7518171007121c1b35120710101b131c5b161a18">[email protected]</span></a>; and Mark Perlow, Stephen Cohen, and Phillip
Garber, Dechert LLP, <a href="/cdn-cgi/l/email-protection#167b77647d386673647a7961567273757e7364623875797b"><span class="__cf_email__" data-cfemail="d3beb2a1b8fda3b6a1bfbca493b7b6b0bbb6a1a7fdb0bcbe">[email protected]</span></a>,
<a href="/cdn-cgi/l/email-protection#017275647169646f2f626e69646f41656462696473752f626e6c"><span class="__cf_email__" data-cfemail="582b2c3d28303d36763b37303d36183c3d3b303d2a2c763b3735">[email protected]</span></a>, and <a href="/cdn-cgi/l/email-protection#6818000104040118460f091a0a0d1a280c0d0b000d1a1c460b0705"><span class="__cf_email__" data-cfemail="63130b0a0f0f0a134d040211010611230706000b0611174d000c0e">[email protected]</span></a>.
FOR FURTHER INFORMATION CONTACT: Steven Amchan, Senior Counsel, or
Thomas Ahmadifar, Branch Chief, at (202) 551-6825 (Division of
Investment Management, Chief Counsel's Office).
SUPPLEMENTARY INFORMATION: For Applicants' representations, legal
analysis, and conditions, please refer to Applicants' amended
application, filed July 28, 2025, which may be obtained via the
Commission's website by searching for the file number at the top of
this document, or for an Applicant using the Company name search field,
on the SEC's EDGAR system. The SEC's EDGAR system may be searched at
<a href="https://www.sec.gov/search-filings">https://www.sec.gov/search-filings</a>. You may also call the SEC's Office
of Investor Education and Advocacy at (202) 551-8090.
Summary of the Application
1. The Adviser serves as investment adviser to the Fund pursuant to
an investment advisory agreement (the ``Advisory Agreement'').\1\ The
Adviser is responsible for the overall management of the Fund's
business affairs and selecting investments according to the Fund's
investment objectives, policies, and restrictions, subject to the
authority of the board of trustees of the Trust (``Board''). The
Advisory Agreement permits the Adviser, subject to the approval of the
Board, to delegate to one or more unaffiliated subadvisers (each, a
``Subadviser'' and collectively, the ``Subadvisers'') the
responsibility to provide the day-to-day portfolio investment
management of the Fund, subject to the supervision and direction of the
Adviser. The primary responsibility for managing the Fund will remain
vested in the Adviser. The Adviser will hire, evaluate, allocate assets
to and oversee the Subadvisers, including determining whether a
Subadviser should be terminated, at all times subject to the authority
of the Board.
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\1\ Applicants request relief with respect to any existing or
future series of the Trust and any other existing or future
registered open-end management investment company or series thereof
that: (a) is advised by Mission Investment Advisors, or any entity
controlling, controlled by or under common control with Mission
Investment Advisors or its successors (each, also an ``Adviser'');
(b) uses the manager-of-managers structure described in the
application; and (c) complies with the terms and conditions of the
application (any such series, a ``Fund'' and collectively, the
``Funds''). For purposes of the requested order, ``successor'' is
limited to an entity that results from a reorganization into another
jurisdiction or a change in the type of business organization.
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2. Applicants request an exemption to permit the Adviser, subject
to Board approval, to hire certain Subadvisers pursuant to subadvisory
agreements (``Subadvisory Agreements'') and materially amend existing
Subadvisory Agreements without obtaining the shareholder approval
required under section 15(a) of the Act.\2\
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\2\ The requested relief will not extend to any subadviser that
is an affiliated person, as defined in section 2(a)(3) of the Act,
of the Trust, a Fund or the Adviser, other than by reason of serving
as a subadviser to one or more of the Funds.
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3. 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 provide for, among other safeguards,
appropriate disclosure to Fund shareholders and notification about
subadvisory changes and enhanced Board oversight to protect the
interests of the Fund's shareholders.
4. Section 6(c) 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 provisions of the Act, or
any rule thereunder, if such relief is necessary or appropriate in the
public interest and consistent with the protection of investors and
purposes fairly intended by the policy and provisions of the Act.
Applicants believe that the requested relief meets this standard
because, as further explained in the application, the Advisory
Agreement will remain subject to shareholder approval, while the role
of the Subadvisers is substantially similar to that of individual
portfolio managers, so that requiring shareholder approval of
Subadvisory Agreements would impose unnecessary delays and expenses on
the Fund.
For the Commission, by the Division of Investment Management,
under delegated authority.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2026-03426 Filed 2-19-26; 8:45 am]
BILLING CODE 8011-01-P
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</html>Indexed from Federal Register on February 20, 2026.
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