[Federal Register: April 8, 2009 (Volume 74, Number 66)]
[Notices]
[Page 16020-16023]
[DOCID:fr08ap09-113]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-59696; File No. SR-FINRA-2009-020]

Self-Regulatory Organizations; Financial Industry Regulatory
Authority, Inc.; Notice of Filing of Proposed Rule Change Relating to
the FINRA Regulation Board Composition and Conforming Changes to the
FINRA Regulation By-Laws

April 2, 2009.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on March 27, 2009, Financial Industry Regulatory Authority, Inc.
(``FINRA'') (f/k/a National Association of Securities Dealers, Inc.
(``NASD'')) filed with the Securities and Exchange Commission (``SEC''
or ``Commission'') the proposed rule change as described in Items I,
II, and III below, which Items have been prepared by FINRA. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    FINRA is proposing to amend the By-Laws of FINRA's regulatory
subsidiary (``FINRA Regulation'') to modify the FINRA Regulation Board
(``FINRA Regulation Board'') composition, to adopt changes to conform
the FINRA Regulation By-Laws to the FINRA By-Laws, and to reflect the
corporate name change and similar matters.
    The text of the proposed rule change is available on FINRA's Web
site at http://www.finra.org, at the principal office of FINRA and at
the Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, FINRA included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. FINRA has prepared summaries, set forth in sections A,
B, and C below, of the most significant aspects of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

1. Purpose
Background on FINRA and Its Regulatory Subsidiary
    On July 30, 2007, NASD and the New York Stock Exchange consolidated
their member firm regulation operations into a combined organization,
FINRA. As part of the consolidation, the SEC approved amendments to the
NASD By-Laws to implement governance and related changes.\3\ The
approved changes included a FINRA Board governance structure that
balanced public and industry representation and designated seven
governor seats to represent member firms of various sizes based on the
criteria of firm size.
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    \3\ See Securities Exchange Act Release No. 56145 (July 26,
2007), 72 FR 42169 (August 1, 2007), as amended by Securities
Exchange Act Release No. 56145A (May 30, 2008), 73 FR 32377 (June 6,
2008) (File No. SR-NASD-2007-023).
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    FINRA Regulation (formerly known as NASD Regulation) is a
subsidiary of FINRA that operates according to the Plan of Allocation
and Delegation of Functions by NASD to Subsidiaries, as amended, which
NASD adopted first in 1996 when it formed NASD Regulation. FINRA
Regulation's By-Laws were not amended at the time of the consolidation,
other than in a few sections where those By-Laws conflicted with the
new FINRA By-Laws. On November 6, 2008, the Commission approved a
proposed rule change to amend Articles I, II, III, V, VI, VII, IX, X
and XIII, Section 4.16 of Article IV, and all of Article VIII except
Section 8.7 and all of Article XII except Section 12.3, to realign the
representation of industry members on the National Adjudicatory Council
to follow more closely the categories of industry representation on the
FINRA Board. See SR-FINRA 2008-046, Securities Exchange Act Release No.
58909 (November 6, 2008), 73 FR 68467 (November 18, 2008).
Changes to the FINRA Regulation Board Composition To Parallel the FINRA
Board
    The proposed rule change would make limited modifications to
Article IV

of the FINRA Regulation By-Laws to parallel more closely the governance
structure of the FINRA Board. To reflect FINRA's current governance
structure, the proposed rule change establishes that FINRA Regulation
Board members are drawn exclusively from the FINRA Board.\4\ In
accordance with this change, the National Adjudicatory Council (NAC)
Chair will no longer be a member of the FINRA Regulation Board.\5\ The
rule change also eliminates specific references to representatives of
an issuer of investment company shares and an insurance company (or
affiliated members) from the required composition of the Board. Because
the FINRA Board includes a Floor Member Governor, an Independent
Dealer/Insurance Affiliate Governor and an Investment Company Affiliate
Governor, any of these Governors may serve on the subsidiary's Board.
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    \4\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(a) (Qualifications). The current provision provides, in part,
that ``[t]he Board shall include the President and the National
Adjudicatory Council Chair, representatives of an issuer of
investment company shares or an affiliate of such an issuer, and an
insurance company or an affiliated NASD member.''
    \5\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(a) (Qualifications). The NAC Chair's automatic service on the
FINRA Board of Governors was eliminated in 2007 as one of the
changes to the FINRA By-Laws made during the NASD and NYSE
consolidation.
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    The proposed rule change would apply to the FINRA Regulation Board
the requirement, which exists in the FINRA By-Laws, that the FINRA
Regulation Board have more Public Directors than Industry Directors.\6\
In furtherance of this change, references throughout Article IV to
balancing Industry and Non-Industry Board members have been replaced
with references to balancing Industry and Public Board members. The
proposal likewise would remove the requirement that the Executive
Committee include at least one Public Director and institute the
requirement that Public Directors shall exceed Industry Directors on
FINRA Regulation's Executive Committee of the Board.\7\
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    \6\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(a) (Qualifications). The current provision provides, in part,
that ``[t]he number of Non-Industry Directors shall equal or exceed
the number of Industry Directors.''
    \7\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.13(f) (Committees). The current provision provides, in part, that
``[t]he Executive Committee shall consist of three or four
Directors, including at least one Public Director. The President of
NASD Regulation shall be a member of the Executive Committee. The
number of Non-Industry committee members shall equal or exceed the
number of Industry committee members.''
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    The proposed rule change would continue FINRA's custom of
substantial industry participation on the board of its regulatory
subsidiary. Currently, selection of the FINRA Board includes a petition
process that allows for additional candidates for seven Industry
Governor seats to be elected in contested elections. To ensure that the
fair representation of industry members on the FINRA Board is similarly
reflected on the FINRA Regulation Board, the proposal would establish
that the FINRA Regulation Board include 20%, and not less than two,
Small, Mid-Size, or Large Firm Governors.\8\ These provisions would
establish a minimum floor of 20% of the FINRA Regulation Board
Directors coming from FINRA Governor seats with potential contested
elections and would ensure that a minimum of two such Governors would
serve on the FINRA Regulation Board.\9\
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    \8\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3 (Qualifications). The current provision provides, in part, that
``[i]f the Board consists of 5-7 Directors, it shall include at
least one Public Director. If the Board consists of eight to nine
Directors, at least two Directors shall be Public Directors. If the
Board consists of ten to twelve Directors, at least three Directors
shall be Public Directors, and if the Board consists of thirteen to
fifteen Directors, at least four shall be Public Directors.''
    \9\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(a) (Qualifications).
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    The proposed rule change would clarify the conditions under which
the FINRA Regulation Board can meet. The current FINRA Regulation By-
Laws instruct that a Director can waive notice of a Board meeting by
being present at the meeting, so long as the Director did not attend
the meeting solely to object to the meeting taking place.\10\ The
proposed addition to Section 4.12(c) clarifies that a Board meeting is
a legal meeting if all Directors are present and no Director is present
solely for the purpose of objecting to the meeting taking place.
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    \10\ See current FINRA Regulation By-Laws, Article IV, Section
4.12(b) (Notice of Meeting; Waiver of Notice) and Article XII,
Section 12.3(b) (Waiver of Notice).
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Post-Consolidation Changes to FINRA Board Responsibilities
    The proposed rule change would implement minor alterations
regarding removing FINRA Regulation Board members, filling a vacant
board seat, and selection of the Chair of FINRA Regulation's Board.
FINRA Regulation is a stock corporation organized in the State of
Delaware. First, the proposal would transfer the authority to remove
Directors from a majority vote of the FINRA Board to the stockholder of
FINRA Regulation \11\ to accommodate Delaware law, which requires that
a stock corporation vest the power to remove directors with the
stockholder.\12\ Second, Directors of FINRA Regulation currently are
elected annually at the meeting of FINRA Regulation's stockholder or at
a special meeting dedicated to FINRA Regulation Board elections. When
the annual election of Directors is not held on the designated date,
the By-Laws charge the Directors to ``cause such election'' to be
held.\13\ The proposed rule change would confirm that the same process
should be used by the FINRA Regulation Board when filling vacancies
among its ranks. The proposal would adopt language that the FINRA Board
shall ``cause the election'' of a qualified Director to fill the vacant
position.\14\ Third, the proposal would transfer the task of selecting
the Chair of the FINRA Regulation Board from the Board members to FINRA
Regulation's stockholder.\15\ The proposal also would:
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    \11\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.6 (Removal). The sole stockholder of the capital stock of FINRA
Regulation is FINRA, Inc. See Article XI, Section 11.1 (Sole
Stockholder).
    \12\ See Delaware General Corporation Law, Sec.  141(k). As a
practical matter, the FINRA Board generally would be asked to pass a
resolution authorizing an officer of FINRA to execute a sole
stockholder consent on behalf of FINRA (who is the sole stockholder
of FINRA Regulation) before such a consent is executed. As such, the
FINRA Board would have a voice in the matter, but as a matter of
Delaware law, the consent authorizing the removal must be executed
by a duly authorized officer of FINRA in FINRA's capacity as sole
stockholder.
    \13\ See current FINRA Regulation By-Laws, Article IV, Section
4.4 (Election).
    \14\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.8 (Filling of Vacancies). Pursuant to the General Corporation Law,
FINRA, as the sole stockholder of FINRA Regulation, has the
authority to execute a stockholder consent electing an individual to
the fill the vacancy pursuant to directions of the FINRA Board.
Alternatively, the FINRA Board may pass a resolution making it known
who they would like appointed to fill the vacancy. Under this
scenario, it is likely that the remaining members of the FINRA
Regulation Board will follow the advice of its controlling
stockholder and elect the recommended individual. See Delaware
General Corporation Law, Sec.  223.
    \15\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(b) (Qualifications). See also Delaware General Corporation Law
Sec.  142, which allows the sole stockholder to make this selection
if expressly provided for in the By-Laws.
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     Eliminate the requirement that the Board select a Vice
Chair as unnecessary; \16\
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    \16\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(b) (Qualifications).
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     Indicate that the stockholder would designate the Chair at
the same time that the Directors are elected; \17\
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    \17\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.3(b) (Qualifications). The current provision provides, in part,
that the Board shall designate a Chair ``as soon as practicable,
following the annual election of Directors.''
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     Eliminate as unnecessary the reference to the first
meeting of NASD

Regulation at which Directors initially were elected; \18\
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    \18\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.4 (Election).
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     Clarify that when a Director is disqualified from Board
service and the Director's remaining term is not more than six months,
the Board may continue to operate and will not violate any
compositional requirements if it does not replace the disqualified
Director; \19\
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    \19\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.7 (Disqualification).
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     Remove the requirement that written notice of resignation
by Directors be submitted to the President; \20\ and
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    \20\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.5. The current provision provides, in part, that ``[a]ny Director
may resign at any time either upon written notice of resignation to
the Chair of the Board, the President, or the Secretary.'' Under the
proposed provision, notice of resignation must be submitted to the
Chair of the Board or the Secretary.
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     Eliminate as unnecessary a cross-reference in the quorum
provision and state that, when there is a quorum, a majority vote of
the Directors present at a meeting constitutes action of the Board.\21\
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    \21\ See proposed FINRA Regulation By-Laws, Article IV, Section
4.9(b) (Quorum and Voting).
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Changes To Reflect Practices Regarding the Capital Stock of FINRA
Regulation
    The proposed rule change would amend several provisions regarding
FINRA Regulation's capital stock. FINRA's approach to the corporate law
issue of signing certificates representing shares of FINRA Regulation
capital stock is to have these shares signed by FINRA Regulation
officers. Because FINRA Regulation does not have an officer as Chair of
the Board, the possibility of the Chair signing stock certificates is
being deleted.\22\ The proposal would eliminate limitations on when
signatures on certificates representing shares of FINRA Regulation's
capital stock may be facsimiles and would allow any signature to be a
facsimile.\23\ Given that currently certificates representing capital
stock may be sealed with a facsimile of FINRA Regulation's corporate
seal, this change would apply the same flexible approach to signatures
on the certificates.
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    \22\ See proposed FINRA Regulation By-Laws, Article XI, Section
11.3(a) (Signatures). Under the current provision, ``[c]ertificates
for shares of capital stock of FINRA Regulation shall be signed in
the name of FINRA Regulation by two officers with one being the
Chair of the Board, the President, or a Vice President, and the
other being the Secretary, the Treasurer, or such other officer that
may be authorized by the Board.'' Under the proposal, certificates
for shares of capital stock of FINRA Regulation shall be signed by
two officers with one being the President or a Vice President, and
the other being the Secretary, the Treasurer, or such other officer
that may be authorized by the Board.
    \23\ See proposed FINRA Regulation By-Laws, Article XI, Section
11.3(b) (Signatures).
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    Currently, one section of the By-Laws requires that the FINRA
Regulation Secretary, or another officer, employee, or agent, keep a
record of FINRA Regulation's capital stock ownership and ``the number
of shares represented by each such certificate.'' \24\ Tracking this
language and applying it elsewhere, the proposal would change several
phrases that discuss capital stock to ``certificates representing
shares of capital stock'' or similar constructions instead of
``certificates for shares of capital stock.'' This change would make
the By-Laws more consistent with the language of the applicable section
of the General Corporation Law of the State of Delaware.\25\ The
proposal would delete as imprecise the words ``certificates for'' in
the discussion of potential registration of shares of capital
stock.\26\
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    \24\ See current FINRA Regulation By-Laws, Article XI, Section
11.4(a) (Stock Ledger).
    \25\ See Delaware General Corporation Law Sec.  158.
    \26\ See proposed FINRA Regulation By-Laws, Article XI, Sections
11.4(a) (Stock Ledger) and 11.5(a) (Transfers of Stock).
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Conforming Changes Relating to the New FINRA Name and Other Minor
Changes
    The proposed rule change would make certain non-substantive changes
to Articles IV and XI of the FINRA Regulation By-Laws as follows:
     ``The NASD'' or ``NASD'' is replaced with ``FINRA'' or
``the Corporation;''
     ``NASD Regulation'' is changed to ``FINRA Regulation;''
     ``The Rules of the Association'' is replaced with ``the
Rules of the Corporation,'' and
     ``National Nominating Committee'' is replaced with
``Nominating Committee.''
    The proposed rule change would update sections of the FINRA
Regulation By-Laws to acknowledge current practices. Because the
President of FINRA Regulation is not designated to be a Governor on the
FINRA Board, the proposed rule change would delete several references
to the President of FINRA Regulation.\27\
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    \27\ See FINRA Regulation By-Laws, Article IV, Sections 4.3(a)
(Qualifications), 4.5 (Resignation), 4.11(c) (Meetings), 4.13(f)
(Executive Committee), and 4.13(g) (Finance Committee). Section
141(c)(2) of the General Corporation Law of the State of Delaware
provides that ``[t]he board of directors may designate 1 or more
committees, each committee to consist of 1 or more directors of the
corporation.'' (Emphasis Added). Committees of the board, therefore,
may be comprised exclusively of board members. In addition, any
committee of the board that is delegated any power and authority of
the board, such as the Executive Committee, must be comprised
exclusively of board members. See Delaware General Corporation Law,
Sec.  141(c)(2).
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    The proposed rule change would amend and eliminate exceptions to
the statement in Section 4.3 that the Chief Executive Officer (``CEO'')
of FINRA shall be an ex-officio non-voting member of the FINRA
Regulation Board. In particular, the proposed rule change would
eliminate the exception regarding the CEO of FINRA also serving as
President of FINRA Regulation and retaining the power to vote, among
other powers. The FINRA Regulation Board will operate without this
exception.
    The proposed rule change would revise Article IV, Section 4.12
(Notice of Meeting; Waiver of Notice) and Article XII, Section 12.3
(Waiver of Notice) to reflect advances in technology and the common
usage of electronic transmission as a means of communication. In both
these sections, FINRA intends ``electronic transmission'' to include e-
mail, text messages, and related technologies as well as facsimile,
radio, cable, wireless, or telegraph. The proposal would make a related
change to Article IV, Section 4.15 (Action Without Meeting) to
eliminate the requirement that unanimous consent to taking action
without a meeting specifically be in writing and filed with the minutes
of the meeting. Instead, the consent would need to be ``in accordance
with'' Delaware law, which allows a board to take action pursuant to
unanimous consent communicated by electronic transmission.\28\
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    \28\ See Delaware General Corporation Law, Sec.  141(f).
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    Furthermore, the proposed modifications also would delete as
unnecessary the provision that allowed the advisory council to attend a
FINRA Regulation Board meeting, but not to vote.\29\
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    \29\ See proposed FINRA Regulation By-Laws, Article VIII,
Section 8.7(b) (Advisory Council).
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    Proposed Schedule A to the FINRA Regulation By-Laws would describe
the boundaries for districts one through eleven. These boundaries are
not changing. The description of district boundaries is being proposed
for deletion as Schedule B from the FINRA By-Laws and is being proposed
for addition as Schedule A to the FINRA Regulation By-Laws for
administrative convenience because the districts are established in
Article VIII, Section 8.1 (Establishment of Districts) of the current
FINRA Regulation By-Laws.
    FINRA will announce the effective date of the proposed rule change
in a Regulatory Notice to be published no

later than 60 days following Commission approval. The effective date
will be 30 days following publication of the Regulatory Notice
announcing Commission approval.
2. Statutory Basis
    FINRA believes that the proposed rule change is consistent with the
provisions of Section 15A(b)(6) of the Act,\30\ which requires, among
other things, that FINRA rules must be designed to prevent fraudulent
and manipulative acts and practices, to promote just and equitable
principles of trade, and, in general, to protect investors and the
public interest; and Section 15A(b)(4) of the Act,\31\ which requires
that FINRA rules be designed to assure a fair representation of FINRA's
members in the administration of its affairs. The composition of the
FINRA Board has previously been found to meet the statutory
requirements, and FINRA believes that the proposed rule change will
allow the representation of industry members, as well as public
members, on the FINRA Regulation Board while enabling the FINRA
Regulation Board to operate with a close connection to the FINRA Board.
The remaining changes either conform to other changes made to the By-
Laws or acknowledge current practices.
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    \30\ 15 U.S.C. 78o-3(b)(6).
    \31\ 15 U.S.C. 78o-3(b)(4).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    FINRA does not believe that the proposed rule change will result in
any burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants or Others

    Written comments were neither solicited nor received.

III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action

    Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
    (A) By order approve such proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://
www.sec.gov/rules/sro.shtml); or
     Send an e-mail to<EMAIL_ADDRESS>Please include
File Number SR-FINRA-2009-020 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.

    All submissions should refer to File Number SR-FINRA-2009-020. This
file number should be included on the subject line if e-mail is used.
To help the Commission process and review your comments more
efficiently, please use only one method. The Commission will post all
comments on the Commission's Internet Web site (http://www.sec.gov/
rules/sro.shtml). Copies of the submission, all subsequent amendments,
all written statements with respect to the proposed rule change that
are filed with the Commission, and all written communications relating
to the proposed rule change between the Commission and any person,
other than those that may be withheld from the public in accordance
with the provisions of 5 U.S.C. 552, will be available for inspection
and copying in the Commission's Public Reference Room, 100 F Street,
NE., Washington, DC 20549, on official business days between the hours
of 10 a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of FINRA. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-FINRA-2009-020 and should be
submitted on or before April 29, 2009.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\32\
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    \32\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E9-7978 Filed 4-7-09; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register: June 17, 2010 (Volume 75, Number 116)]
[Proposed Rules]
[Page 34393-34394]
[DOCID:fr17jn10-29]

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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 71

[Docket No. FAA-2010-0354; Airspace Docket No. 10-AAL-10]

Proposed Establishment of Class E Airspace; Port Clarence, AK

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Notice of proposed rulemaking (NPRM).

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SUMMARY: This action proposes to establish Class E airspace at Port
Clarence Coast Guard Station (CGS), AK. The United States Coast Guard
operates into this airstrip and has developed a military-use instrument
approach procedure. This instrument approach development at the Port
Clarence CGS Airport has made this action necessary to enhance safety
and management of Instrument Flight Rules (IFR) operations.

DATES: Comments must be received on or before August 2, 2010.

ADDRESSES: Send comments on the proposal to the Docket Management
Facility, U.S. Department of Transportation, 1200 New Jersey Avenue,
SE., West Building Ground Floor, Room W12-140, Washington, DC 20590-
0001. You must identify the docket number FAA-2010-0354/Airspace Docket
No. 10-AAL-10 at the beginning of your comments. You may also submit
comments on the Internet at http://www.regulations.gov. You may review
the public docket containing the proposal, any comments received, and
any final disposition in person in the Dockets Office between 9 a.m.
and 5 p.m., Monday through Friday, except Federal holidays. The Docket
Office (telephone 1-800-647-5527) is on the plaza level of the
Department of Transportation NASSIF Building at the above address.
    An informal docket may also be examined during normal business
hours at the office of the Manager, Safety, Alaska Flight Service
Operations, Federal Aviation Administration, 222 West 7th Avenue, Box
14, Anchorage, AK 99513-7587.

FOR FURTHER INFORMATION CONTACT: Gary Rolf, Federal Aviation
Administration, 222 West 7th Avenue, Box 14, Anchorage, AK 99513-7587;
telephone number<PHONE_NUMBER>; fax:<PHONE_NUMBER>; e-mail:
<EMAIL_ADDRESS>Internet address: http://www.faa.gov/about/
office_org/headquarters_offices/ato/service_units/systemops/fs/
alaskan/rulemaking/.

SUPPLEMENTARY INFORMATION:

Comments Invited

    Interested parties are invited to participate in this proposed
rulemaking by submitting such written data, views, or arguments as they
may desire. Comments that provide the factual basis supporting the
views and suggestions presented are particularly helpful in developing
reasoned regulatory decisions on the proposal. Comments are
specifically invited on the overall regulatory, aeronautical, economic,
environmental, and energy-related aspects of the proposal.
Communications should identify both docket numbers and be submitted in
triplicate to the address listed above. Commenters wishing the FAA to
acknowledge receipt of their comments on this notice must submit with
those comments a self-addressed, stamped postcard on which the
following statement is made: ``Comments to Docket No. FAA-2010-0354/
Airspace Docket No. 10-AAL-10.'' The postcard will be date/time stamped
and returned to the commenter.
    All communications received on or before the specified closing date
for comments will be considered before taking action on the proposed
rule. The proposal contained in this notice may be changed in light of
comments received. All comments submitted will be available for
examination in the public docket both before and after the closing date
for comments. A report summarizing each substantive public contact with
FAA personnel concerned with this rulemaking will be filed in the
docket.

Availability of NPRMs

    An electronic copy of this document may be downloaded through the
Internet at http://www.regulations.gov. Recently published rulemaking
documents can also be accessed through the FAA's Web page at http://
www.faa.gov/airports_airtraffic/air_traffic/publications/airspace_
amendments/.
    You may review the public docket containing the proposal, any
comments received, and any final disposition, in person in the Federal
Docket Management System Office (see ADDRESSES section for address and
phone number) between 9 a.m. and 5 p.m., Monday through Friday, except
Federal holidays. An informal docket may also be examined during normal
business hours at the office of the Alaska Flight Services Information
Area Group. Persons interested in being placed on a mailing list for
future NPRM's should contact the FAA's Office of Rulemaking, (202) 267-
9677, to request a copy of Advisory Circular No. 11-2A, Notice of
Proposed Rulemaking Distribution System, which describes the
application procedure.

The Proposal

    This action proposes to amend Title 14 Code of Federal Regulations
(14 CFR) part 71 by establishing Class E airspace at Port Clarence, AK,
to accommodate a new instrument approach procedure at the Port Clarence
CGS Airport. This Class E airspace would provide adequate controlled
airspace upward from 700 feet and 1,200 feet above the surface for the
safety and management of IFR operations at Port Clarence CGS Airport.
The 1,200-foot controlled airspace would extend into the Norton Sound
Low Offshore Airspace Area and that airspace will be redefined in a
future Offshore Airspace action.
    The Class E airspace areas designated as 700/1,200-foot transition
areas are published in paragraph 6005 in FAA Order 7400.9T, Airspace
Designations and Reporting Points, signed August 27, 2009, and
effective September 15, 2009, which is incorporated by reference in 14
CFR 71.1. The Class E airspace designations listed in this document
would be subsequently published in the Order.
    The FAA has determined that this proposed regulation only involves
an established body of technical regulations for which frequent and
routine amendments are necessary to keep them operationally current.
It, therefore--(1) is not a ``significant regulatory action'' under
Executive Order 12866; (2) is not a ``significant

rule'' under DOT Regulatory Policies and Procedures (44 FR 11034;
February 26, 1979); and (3) does not warrant preparation of a
regulatory evaluation as the anticipated impact is so minimal. Because
this is a routine matter that will only affect air traffic procedures
and air navigation, it is certified that this rule, when promulgated,
will not have a significant economic impact on a substantial number of
small entities under the criteria of the Regulatory Flexibility Act.
    The FAA's authority to issue rules regarding aviation safety is
found in Title 49 of the United States Code. Subtitle 1, section 106
describes the authority of the FAA Administrator. Subtitle VII,
Aviation Programs, describes in more detail the scope of the agency's
authority.
    This rulemaking is promulgated under the authority described in
subtitle VII, part A, subpart 1, section 40103, Sovereignty and use of
airspace. Under that section, the FAA is charged with prescribing
regulations to ensure the safe and efficient use of the navigable
airspace. This regulation is within the scope of that authority because
it proposes to establish controlled airspace at Port Clarence, Alaska,
and represents the FAA's continuing effort to safely and efficiently
use the navigable airspace.

List of Subjects in 14 CFR Part 71

    Airspace, Incorporation by reference, Navigation (air).

The Proposed Amendment

    In consideration of the foregoing, the Federal Aviation
Administration proposes to amend 14 CFR part 71 as follows:

PART 71--DESIGNATION OF CLASS A, CLASS B, CLASS C, CLASS D, AND
CLASS E AIRSPACE AREAS; AIR TRAFFIC SERVICE ROUTES; AND REPORTING
POINTS

    1. The authority citation for 14 CFR part 71 continues to read as
follows:

    Authority: 49 U.S.C. 106(g), 40103, 40113, 40120; E.O. 10854, 24
FR 9565, 3 CFR, 1959-1963 Comp., p. 389.

Sec.  71.1  [Amended]

    2. The incorporation by reference in 14 CFR 71.1 of Federal
Aviation Administration Order 7400.9T, Airspace Designations and
Reporting Points, signed August 27, 2009, and effective September 15,
2009, is amended as follows:
* * * * *

Paragraph 6005 Class E Airspace Extending Upward From 700 Feet or
More Above the Surface of the Earth.

* * * * *

AAL AK E5 Port Clarence, AK [New]

Port Clarence CGS Airport, AK
    (Lat. 65[deg]15'13'' N., long. 166[deg]51'31'' W.)

That airspace extending upward from 700 feet above the surface
within a 6.4-mile radius of the Port Clarence CGS Airport, AK, and
within 1.5 miles either side of the 180[deg] bearing from the Port
Clarence CGS Airport, extending from the 6.4-mile radius to 13.2
miles south of the Port Clarence CGS Airport; and that airspace
extending upward from 1,200 feet above the surface within a 73-mile
radius of the Port Clarence CGS Airport, AK, excluding that portion
extending outside the Anchorage Arctic CTA/FIR (PAZA) boundary.

    Issued in Anchorage, AK, on May 28, 2010.
Michael A. Tarr,
Manager, Alaska Flight Services Information Area Group.
[FR Doc. 2010-14693 Filed 6-16-10; 8:45 am]
BILLING CODE 4910-13-P


[Federal Register Volume 76, Number 248 (Tuesday, December 27, 2011)]
[Notices]
[Pages 80946-80947]
[FR Doc No: 2011-33140]

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DEPARTMENT OF HEALTH AND HUMAN SERVICES

Food and Drug Administration

[Docket No. FDA-2011-N-0915]

Agency Information Collection Activities; Proposed Collection;
Comment Request; Guidance for Industry on Postmarketing Adverse Event
Reporting for Nonprescription Human Drug Products Marketed Without an
Approved Application

AGENCY: Food and Drug Administration, HHS.

ACTION: Notice.

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SUMMARY: The Food and Drug Administration (FDA) is announcing an
opportunity for public comment on the proposed collection of certain
information by the Agency. Under the Paperwork Reduction Act of 1995
(the PRA), Federal Agencies are required to publish notice in the
Federal Register concerning each proposed collection of information,
including each proposed extension of an existing collection of
information, and to allow 60 days for public comment in response to the
notice. This notice solicits comments on the FDA guidance for industry
on ``Postmarketing Adverse Event Reporting for Nonprescription Human
Drug Products Marketed Without an Approved Application.'' This guidance
document provides recommendations on postmarketing serious adverse
event reporting for nonprescription (over-the-counter) human drugs
marketed without an approved application. It provides recommendations
on the minimum data elements that should be included in a serious
adverse event report, the label that should be included with the
report, reporting formats for paper and electronic submissions, and how
and where to submit the reports.

DATES: Submit either electronic or written comments on the collection
of information by February 27, 2012.

ADDRESSES: Submit electronic comments on the collection of information
to http://www.regulations.gov. Submit written comments on the
collection of information to the Division of Dockets Management (HFA-
305), Food and Drug Administration, 5630 Fishers Lane, Rm. 1061,
Rockville, MD 20852. All comments should be identified with the docket
number found in brackets in the heading of this document.

FOR FURTHER INFORMATION CONTACT:  Juanmanuel Vilela, Office of
Information Management, Food and Drug Administration, 1350 Piccard Dr.
PI50-400B, Rockville, MD 20850,<PHONE_NUMBER>,
<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: Under the PRA (44 U.S.C. 3501-3520), Federal
Agencies must obtain approval from the Office of Management and Budget
(OMB) for each collection of information they conduct or sponsor.
``Collection of information'' is defined in 44 U.S.C. 3502(3) and 5 CFR
1320.3(c) and includes Agency requests or requirements that members of
the public submit reports, keep records, or provide information to a
third party. Section 3506(c)(2)(A) of the PRA (44 U.S.C. 3506(c)(2)(A))
requires Federal Agencies to provide a 60-day notice in the Federal
Register concerning each proposed collection of information, including
each proposed extension of an existing collection of information,
before submitting the collection to OMB for approval. To comply with
this requirement, FDA is publishing notice of the proposed collection
of information set forth in this document.
    With respect to the following collection of information, FDA
invites comments on these topics: (1) Whether the proposed collection
of information is necessary for the proper performance of FDA's
functions, including whether the information will have practical
utility; (2) the accuracy of FDA's estimate of the burden of the
proposed collection of information, including the validity of the
methodology and assumptions used; (3) ways to enhance the quality,
utility, and clarity of the information to be collected; and (4) ways
to minimize the burden of the collection of information on respondents,
including through the use of automated collection techniques, when
appropriate, and other forms of information technology.

Guidance for Industry on Postmarketing Adverse Event Reporting for
Nonprescription Human Drug Products Marketed Without an Approved
Application--(OMB Control Number 0910-0636)--Extension

    Respondents to this collection of information are manufacturers,
packers, and distributors whose name (under

section 502(b)(1) (21 U.S.C. 352(b)(1)) of the Federal Food, Drug, and
Cosmetic Act (FD&C Act)) appears on the label of a nonprescription drug
marketed in the United States.
    FDA is requesting public comment on estimates of annual submissions
from these respondents, as required by the Dietary Supplement and
Nonprescription Drug Consumer Protection Act (Public Law 109-462) and
described in the guidance. This guidance document discusses what should
be included in a serious adverse drug event report submitted under
section 760(b)(1) (21 U.S.C. 379aa(b)(1)) of the FD&C Act, including
followup reports under 760(c)(2) (21 U.S.C. 379aa(c)(2)) of the FD&C
Act, and how to submit these reports. The estimates for annual
reporting burden and recordkeeping are based on FDA's knowledge of
adverse drug experience reports historically submitted per year for
prescription drug products and for nonprescription drug products
marketed under an approved application, including knowledge about the
time needed to prepare the reports and to maintain records.
    FDA receives approximately 2,500 serious adverse event reports for
nonprescription drug products marketed under approved applications,
which comprise approximately 20 percent of the overall nonprescription
drug market. Based on this experience, we estimate between 10,000 and
15,000 (i.e., 12,500) total annual responses for nonprescription drugs
marketed without an approved application.
    FDA estimates the burden of this collection of information as
follows:

                                 Table 1--Estimated Annual Reporting Burden \1\
----------------------------------------------------------------------------------------------------------------
                                                     Number of                    Average burden
            Activity                 Number of     responses per   Total annual    per response     Total hours
                                    respondents     respondent       responses      (in hours)
----------------------------------------------------------------------------------------------------------------
Reports of Serious Adverse Drug               50             250          12,500               2          25,000
 Events (21 U.S.C. 379aa(b) and
 (c))...........................
                                 -------------------------------------------------------------------------------
    Total.......................  ..............  ..............  ..............  ..............         25,000
----------------------------------------------------------------------------------------------------------------
[sup1] There are no capital costs or operating and maintenance costs associated with this collection of
  information.

    Section 760(e) (21 U.S.C. 379aa(e)) of the FD&C Act also requires
that responsible persons maintain records of nonprescription adverse
event reports, whether or not the event is serious, for a period of 6
years. The guidance recommends that responsible persons maintain
records of efforts to obtain the minimum data elements for a report of
a serious adverse drug event and any followup reports. Although the
guidance does not provide recommendations on recordkeeping activities
generally under section 760(e) of the FD&C Act, FDA is providing an
estimate for the burden of this collection. Historically, serious
adverse event reports comprise approximately two-thirds and nonserious
adverse event reports comprise approximately one-third of the total
number of postmarketing adverse event reports associated with drugs and
biologic therapeutics (except vaccines) received by FDA. Based on this
generalization, FDA estimates the total annual records to be
approximately 20,000 records per year. FDA estimates that it takes 5
hours to maintain each record and the recordkeeping burden as follows:

                               Table 2--Estimated Annual Recordkeeping Burden \1\
----------------------------------------------------------------------------------------------------------------
                                                                                Average burden
                                     Number of       Number of     Total annual         per
            Activity               recordkeepers    records per       records      recordkeeping    Total hours
                                                   recordkeeper                     (in hours)
----------------------------------------------------------------------------------------------------------------
Recordkeeping (21 U.S.C.                     200             100          20,000               5         100,000
 379aa(e)(1))...................
                                 -------------------------------------------------------------------------------
    Total.......................  ..............  ..............  ..............  ..............        100,000
----------------------------------------------------------------------------------------------------------------
\1\ There are no capital costs or operating and maintenance costs associated with this collection of
  information.

    Therefore, the estimated annual reporting burden for this
information is 25,000 hours and the estimated annual recordkeeping
burden is 100,000 hours.

    Dated: December 19, 2011.
Leslie Kux,
Acting Assistant Commissioner for Policy.
[FR Doc. 2011-33140 Filed 12-23-11; 8:45 am]
BILLING CODE 4160-01-P


[Federal Register Volume 84, Number 139 (Friday, July 19, 2019)]
[Notices]
[Pages 34988-34990]
[FR Doc No: 2019-15430]

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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 33556,812-14964]

1WS Credit Income Fund and 1WS Capital Advisers, LLC

July 16, 2019.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

-----------------------------------------------------------------------

    Notice of an application under section 6(c) of the Investment
Company Act of 1940 (the ``Act'') for an exemption from sections
18(a)(2), 18(c) and 18(i) of the Act, under sections 6(c) and 23(c)(3)
of the Act for an exemption from rule 23c-3 under the Act, and for an
order pursuant to section 17(d) of the Act and rule 17d-1 under the
Act.

Summary of Application: Applicants request an order to permit certain
registered closed-end management investment company to issue multiple
classes of shares and to impose early withdrawal charges (``EWCs''),
early repurchase fees, and asset-based distribution fees and/or service
fees with respect to certain classes.

Applicants: 1WS Credit Income Fund (the ``Initial Fund''), and 1WS
Capital Advisors, LLC (the ``Adviser'').

Filing Dates: The application was filed on October 12, 2018, and
amended on May 3, 2019, May 24, 2019, and June 17, 2019.

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 August 10, 2019, 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: 1WS Credit Income
Fund, 299 Park Avenue, 25th Floor, New York, NY 10171; 1WS Capital
Advisors, LLC, 299 Park Avenue, 25th Floor, New York, NY 10171.

FOR FURTHER INFORMATION CONTACT: Benjamin Kalish, Attorney-Adviser, at
(202) 551-7361, or Aaron Gilbride, Branch Chief, at<PHONE_NUMBER>
(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<PHONE_NUMBER>.

Applicants' Representations

    1. The Initial Fund is a newly-formed Delaware statutory trust that
is registered under the Act as a continuously offered, non-diversified,
closed-end management investment company.
    2. The Adviser, a Delaware limited liability company, will be
registered as an investment adviser under the Investment Advisers Act
of 1940. The Investment Adviser will serve as investment adviser to the
Initial Fund.
    3. The applicants seek an order to permit the Funds (as defined
below) to issue multiple classes of shares, each having its own fee and
expense structure, and to impose EWCs, asset-based distribution and/or
service fees with respect to certain classes.
    4. Applicants request that the order also apply to any
continuously-offered registered closed-end management investment
company, existing now or in the future, for which the Adviser, or any
entity controlling, controlled by, or under common control with the
Adviser, or any successor in interest to any such entity,\1\ acts as
investment adviser and which operates as an interval fund pursuant to
rule 23c-3 under the Act or provides periodic liquidity with respect to
its shares pursuant to rule 13e-4 under the Securities Exchange Act of
1934, (``Exchange Act'') (each, a ``Future Fund'' and together with the
Initial Fund, the ``Funds'').\2\
---------------------------------------------------------------------------

    \1\ A successor in interest is limited to an entity that results
from a reorganization into another jurisdiction or a change in the
type of business organization.
    \2\ Any Fund relying on this relief in the future will do so in
a manner consistent with the terms and conditions of the
application. Applicants represent that each entity presently
intending to rely on the requested relief is listed as an applicant.
---------------------------------------------------------------------------

    5. The Initial Fund intends to make a continuous public offering of
its shares upon a declaration of effectiveness of its registration
statement. Applicants state that additional offerings by any Fund
relying on the order may be on a private placement or public offering
basis. Shares of the Funds will not be listed on any securities
exchange, nor quoted on any quotation medium, and the Funds do not
expect there to be a secondary trading market for their shares.
    6. If the requested relief is granted, the Initial Fund intends to
continuously offer Institutional Class shares and Investor Class
shares, with each class having its own fee and expense structure.
Because of the different distribution and/or service fees, services,
and any other class expenses that may be attributable to the Investor
Class shares and Institutional Class shares, the net income
attributable to, and the dividends payable on, each class of shares may
differ from each other.
    7. Applicants state that, from time to time, the Initial Fund may
create additional classes of shares, the terms of which may differ from
the Investor Class shares and Institutional Class shares in the
following respects: (i) The amount of fees permitted by different
distribution plans and/or different service fee arrangements; (ii)
voting rights with respect to a distribution and/or service plan of a
class; (iii) different class designations; (iv) the impact of any class
expenses directly attributable to a particular class of shares
allocated on a class basis as described in the application; (v) any
differences in dividends and net asset value resulting from differences
in fees under a distribution and/or service plan or in class expenses;
(vi) sales load structure; and (vii) exchange or conversion privileges
of the classes as permitted under the Act.
    8. Applicants state that the Initial Fund has adopted a fundamental
policy to repurchase a specified percentage of its shares (no less than
5% and no more than 25%) at net asset value on a quarterly basis. Such
repurchase offers will be conducted pursuant to rule 23c-3 under the
Act. Each of the other Funds will likewise adopt fundamental investment
policies and make periodic repurchase offers to its shareholders in
compliance with rule 23c-3, or will provide periodic liquidity with
respect to its shares pursuant to rule 13e-4 under the Exchange Act.\3\
Any repurchase offers made by the Funds will be made to all holders of
shares of each such Fund as of the selected record date.
---------------------------------------------------------------------------

    \3\ Applicants submit that rule 23c-3 and Regulation M under the
Exchange Act permit an interval fund to make repurchase offers to
repurchase its shares while engaging in a continuous offering of its
shares pursuant to rule 415 under the Securities Act of 1933, as
amended.

---------------------------------------------------------------------------

    9. Applicants represent that any asset-based service and
distribution fees for each class of shares of the Funds will comply
with the provisions of FINRA Rule 2341 (``FINRA Sales Charge
Rule'').\4\ Applicants also represent that each Fund will disclose in
its prospectus the fees, expenses and other characteristics of each
class of shares offered for sale by the prospectus, as is required for
open-end multiple class funds under Form N-1A.\5\ As is required for
open-end funds, each Fund will disclose its expenses in shareholder
reports, and describe any arrangements that result in breakpoints in or
elimination of sales loads in its prospectus.\6\ In addition,
applicants will comply with applicable enhanced fee disclosure
requirements for fund of funds, including registered funds of hedge
funds.\7\
---------------------------------------------------------------------------

    \4\ Any reference in the application to the FINRA Sales Charge
Rule includes any successor or replacement to the FINRA Sales Charge
Rule.
    \5\ In all respects other than class-by-class disclosure, each
Fund will comply with the requirements of Form N-2.
    \6\ See Shareholder Reports and Quarterly Portfolio Disclosure
of Registered Management Investment Companies, Investment Company
Act Release No. 26372 (Feb. 27, 2004) (adopting release) (requiring
open-end investment companies to disclose fund expenses in
shareholder reports); and Disclosure of Breakpoint Discounts by
Mutual Funds, Investment Company Act Rel. No. 26464 (June 7, 2004)
(adopting release) (requiring open-end investment companies to
provide prospectus disclosure of certain sales load information).
    \7\ Fund of Funds Investments, Investment Company Act Rel. Nos.
26198 (Oct. 1, 2003) (proposing release) and 27399 (Jun. 20, 2006)
(adopting release). See also rules 12d1-1, et seq. of the Act.
---------------------------------------------------------------------------

    10. Each of the Funds will comply with any requirements that the
Commission or FINRA may adopt regarding disclosure at the point of sale
and in transaction confirmations about the costs and conflicts of
interest arising out of the distribution of open-end investment company
shares, and regarding prospectus disclosure of sales loads and revenue
sharing arrangements, as if those requirements applied to the Fund. In
addition, each Fund will contractually require that any distributor of
the Fund's shares comply with such requirements in connection with the
distribution of such Fund's shares.
    11. Each Fund will allocate all expenses incurred by it among the
various classes of shares based on the net assets of the Fund
attributable to each such class, except that the net asset value and
expenses of each class will reflect the expenses associated with the
distribution and/or service plan of that class (if any), service fees
attributable to that class (if any), including transfer agency fees,
and any other incremental expenses of that class. Expenses of a Fund
allocated to a particular class of shares will be borne on a pro rata
basis by each outstanding share of that class. Applicants state that
each Fund will comply with the provisions of rule 18f-3 under the Act
as if it were an open-end investment company.
    12. Applicants state that each Fund may impose an EWC on shares
submitted for repurchase that have been held less than a specified
period and may waive the EWC for certain categories of shareholders or
transactions to be established from time to time. Applicants state that
each Fund will apply the EWC (and any waivers, scheduled variations, or
eliminations of the EWC) uniformly to all shareholders in a given class
and consistently with the requirements of rule 22d-1 under the Act as
if the Funds were open-end investment companies.
    13. Applicants state that shares of a Fund may be subject to an
early repurchase fee (``Early Repurchase Fee'') at a rate of no greater
than 2% of the aggregate net asset value of a shareholder's shares
repurchased by the Fund if the interval between the date of purchase of
the shares and the valuation date with respect to the repurchase of
those shares is less than 90 days. Any Early Repurchase Fees will apply
equally to all classes of shares of a Fund, consistent with section 18
of the Act and rule 18f-3 thereunder. To the extent a Fund determines
to waive, impose scheduled variations of, or eliminate any Early
Repurchase Fee, it will do so consistently with the requirements of
rule 22d-1 under the Act as if the Early Repurchase Fee were a
contingent deferred sales load (defined below) and as if the Fund were
an open-end investment company and the Fund's waiver of, scheduled
variation in, or elimination of, any such Early Repurchase Fee will
apply uniformly to all shareholders of the Fund regardless of class.
Applicants state that the Initial Funds do not intend to impose an
Early Repurchase Fee.
    14. Each Fund that operates or will operate as an interval fund
pursuant to rule 23c-3 under the Act may offer its shareholders an
exchange feature under which the shareholders of the Fund may, in
connection with the Fund's periodic repurchase offers, exchange their
shares of the Fund for shares of the same class of (i) registered open-
end investment companies or (ii) other registered closed-end investment
companies that comply with rule 23c-3 under the Act and continuously
offer their shares at net asset value, that are in the Fund's group of
investment companies (collectively, ``Other Funds''). Shares of a Fund
operating pursuant to rule 23c-3 that are exchanged for shares of Other
Funds will be included as part of the amount of the repurchase offer
amount for such Fund as specified in rule 23c-3 under the Act. Any
exchange option will comply with rule 11a-3 under the Act, as if the
Fund were an open-end investment company subject to rule 11a-3. In
complying with rule 11a-3, each Fund will treat an EWC as if it were a
contingent deferred sales load.

Applicants' Legal Analysis

Multiple Classes of Shares

    1. Section 18(a)(2) of the Act provides that a closed-end
investment company may not issue or sell a senior security that is a
stock unless certain requirements are met. Applicants state that the
creation of multiple classes of shares of the Funds may violate section
18(a)(2) because the Funds may not meet such requirements with respect
to a class of shares that may be a senior security.
    2. Section 18(c) of the Act provides, in relevant part, that a
closed-end investment company may not issue or sell any senior security
if, immediately thereafter, the company has outstanding more than one
class of senior security. Applicants state that the creation of
multiple classes of shares of the Funds may be prohibited by section
18(c), as a class may have priority over another class as to payment of
dividends because shareholders of different classes would pay different
fees and expenses.
    3. Section 18(i) of the Act provides that each share of stock
issued by a registered management investment company will be a voting
stock and have equal voting rights with every other outstanding voting
stock. Applicants state that multiple classes of shares of the Funds
may violate section 18(i) of the Act because each class would be
entitled to exclusive voting rights with respect to matters solely
related to that class.
    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 provision of the Act, or from any
rule or regulation under the Act, if and to the extent 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. Applicants request an exemption under
section 6(c) from sections 18(a)(2), 18(c) and 18(i) to permit the
Funds to issue multiple classes of shares.

    5. Applicants submit that the proposed allocation of expenses
relating to distribution and voting rights is equitable and will not
discriminate against any group or class of shareholders. Applicants
submit that the proposed arrangements would permit a Fund to facilitate
the distribution of its shares and provide investors with a broader
choice of shareholder services. Applicants assert that the proposed
closed-end investment company multiple class structure does not raise
the concerns underlying section 18 of the Act to any greater degree
than open-end investment companies' multiple class structures that are
permitted by rule 18f-3 under the Act. Applicants state that each Fund
will comply with the provisions of rule 18f-3 as if it were an open-end
investment company.

Early Withdrawal Charges

    1. Section 23(c) of the Act provides, in relevant part, that no
registered closed-end investment company shall purchase securities of
which it is the issuer, except: (a) On a securities exchange or other
open market; (b) pursuant to tenders, after reasonable opportunity to
submit tenders given to all holders of securities of the class to be
purchased; or (c) under such other circumstances as the Commission may
permit by rules and regulations or orders for the protection of
investors.
    2. Rule 23c-3 under the Act permits an interval fund to make
repurchase offers of between five and twenty-five percent of its
outstanding shares at net asset value at periodic intervals pursuant to
a fundamental policy of the interval fund. rule 23c-3(b)(1) under the
Act permits an interval fund to deduct from repurchase proceeds only a
repurchase fee, not to exceed two percent of the proceeds, that is paid
to the interval fund and is reasonably intended to compensate the fund
for expenses directly related to the repurchase. A Fund will not impose
a repurchase fee on investors who purchase and tender their shares.
    3. Section 23(c)(3) provides that the Commission may issue an order
that would permit a closed-end investment company to repurchase its
shares in circumstances in which the repurchase is made in a manner or
on a basis that does not unfairly discriminate against any holders of
the class or classes of securities to be purchased.
    4. Applicants request relief under section 6(c), discussed above,
and section 23(c)(3) from rule 23c-3 to the extent necessary for the
Funds to impose EWCs on shares of the Funds submitted for repurchase
that have been held for less than a specified period.
    5. Applicants state that the EWCs they intend to impose are
functionally similar to contingent deferred sales loads imposed by
open-end investment companies under rule 6c-10 under the Act. Rule 6c-
10 permits open-end investment companies to impose contingent deferred
sales loads, subject to certain conditions. Applicants note that rule
6c-10 is grounded in policy considerations supporting the employment of
contingent deferred sales loads where there are adequate safeguards for
the investor and state that the same policy considerations support
imposition of EWCs in the interval fund context. In addition,
applicants state that EWCs may be necessary for the distributor to
recover distribution costs. Applicants represent that any EWC imposed
by the Funds will comply with rule 6c-10 under the Act as if the rule
were applicable to closed-end investment companies. The Funds will
disclose EWCs in accordance with the requirements of Form N-1A
concerning contingent deferred sales loads.

Asset-Based Distribution and/or Service Fees

    1. Section 17(d) of the Act and rule 17d-1 under the Act prohibit
an affiliated person of a registered investment company, or an
affiliated person of such person, acting as principal, from
participating in or effecting any transaction in connection with any
joint enterprise or joint arrangement in which the investment company
participates unless the Commission issues an order permitting the
transaction. In reviewing applications submitted under section 17(d)
and rule 17d-1, the Commission considers whether the participation of
the investment company in a joint enterprise or joint arrangement is
consistent with the provisions, policies and purposes of the Act, and
the extent to which the participation is on a basis different from or
less advantageous than that of other participants.
    2. Rule 17d-3 under the Act provides an exemption from section
17(d) and rule 17d-1 to permit open-end investment companies to enter
into distribution arrangements pursuant to rule 12b-1 under the Act.
Applicants request an order under section 17(d) and rule 17d-1 under
the Act to the extent necessary to permit the Fund to pay asset-based
distribution and/or service fees. Applicants have agreed to comply with
rules 12b-1 and 17d-3 as if those rules applied to closed-end
investment companies, which they believe will resolve any concerns that
might arise in connection with a Fund's financing the distribution of
its shares through asset-based distribution and/or service fees.
    For the reasons stated above, applicants submit that the exemptions
requested under section 6(c) are necessary and appropriate in the
public interest and are consistent with the protection of investors and
the purposes fairly intended by the policy and provisions of the Act.
Applicants further submit that the relief requested pursuant to section
23(c)(3) will be consistent with the protection of investors and will
insure that applicants do not unfairly discriminate against any holders
of the class of securities to be purchased. Finally, applicants state
that the Funds' imposition of asset-based distribution and/or service
fees is consistent with the provisions, policies and purposes of the
Act and does not involve participation on a basis different from or
less advantageous than that of other participants.

Applicants' Condition

     Applicants agree that any order granting the requested relief will
be subject to the following condition:
    Each Fund relying on the order will comply with the provisions of
rules 6c-10, 12b-1, 17d-3, 18f-3, 22d-1, and, where applicable, 11a-3
under the Act, as amended from time to time, as if those rules applied
to closed-end management investment companies, and will comply with the
FINRA Sales Charge Rule, as amended from time to time, as if that rule
applied to all closed-end management investment companies.

    For the Commission, by the Division of Investment Management,
under delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019-15430 Filed 7-18-19; 8:45 am]
BILLING CODE 8011-01-P


UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY

WASHINGTON, DC

Issued by the Department of Transportation on July 1, 2004

      NOTICE OF ACTION TAKEN -- DOCKET OST-2004-18041

________________________________________________________________________
____________________________________

This serves as notice to the public of the action described below, taken
by the Department official indicated (no additional confirming order
will be issued in this matter).

Application of  Delta Air Lines, Inc.              filed   6/8/2004
for:

XX   Exemption for two years under 49 U.S.C. 40109 to provide the
following service:

Scheduled foreign air transportation of persons, property, and mail
between a point or points in the United States and Pointe Noire,
Republic of the Congo.  Delta also requests authority to integrate this
authority with its existing certificate and exemption authority.  Delta
intends to operate this service pursuant to its code-share arrangement
with Air France, with Air France operating the service between Paris and
Pointe Noire.

Applicant rep:   Robert E. Cohn<PHONE_NUMBER>   DOT Analyst:  Gerald
Caolo<PHONE_NUMBER>

D I S P O S I T I O N

XX  Granted (subject to conditions, see below)

The above action was effective when taken: July 1, 2004, through
December 23, 2005 or until 90 days after final Department action on the
corresponding certificate application filed by Delta in Docket
OST-99-6246, whichever occurs earlier.

Action taken by:   Paul L. Gretch, Director

		    Office of International Aviation

XX  The authority granted is consistent with the overall state of
aviation relations between the United States and the Republic of the
Congo and with the 1959 aviation agreement between the United States and
France, to which the Republic of the Congo acceded upon its
independence.

Except to the extent exempted or waived, this authority is subject to
the terms, conditions, and limitations indicated:   XX  Holder’s
certificates of public convenience and necessity

	    XX  Standard exemption conditions (attached)

	    XX  Statement of Authorization approving the Delta/Air France
code-share operations

                  dated August 6, 1998, and decisions filed in Docket
OST-2000-6939 and conditions

    therein

________________________________________________________________________
___________

Conditions:  The route integration authority granted is subject to the
condition that any service provided

under this exemption shall be consistent with all applicable agreements
between the United States and the foreign countries involved.
Furthermore, (a) nothing in the award of the route integration authority

requested should be construed as conferring upon Delta rights (including
fifth-freedom intermediate and/or beyond rights) to serve markets where
U.S. carrier entry is limited unless Delta notifies the Department of
its intent to serve such a market and unless and until the Department
has completed any necessary carrier selection procedures to determine
which carrier(s) should be authorized to exercise such rights; and (b)
should there be a request by any carrier to use the limited-entry route
rights that are included in Delta’s authority by virtue of the route
integration exemption granted here, but that are not then being used by
Delta the holding of such authority by route integration will not be
considered as providing any preference for Delta in a competitive
carrier selection proceeding to determine which carrier(s) should be
entitled to use the authority at issue.

________________________________________________________________________
______________

On the basis of data officially noticeable under Rule 24(g) of the
Department’s regulations, we found the applicant qualified to provide
the services authorized.

Under authority assigned by the Department in its regulations, 14 CFR
Part 385, we found that (1) our action was consistent with Department
policy; and (2) grant of the authority was consistent with the public
interest; and (3) grant of the authority would not constitute a major
regulatory action under the Energy Policy and Conservation Act of 1975.
To the extent not granted, we denied all requests in the referenced
Docket.  We may amend, modify, or revoke the authority granted in this
Notice at any time without hearing at our discretion.

Persons entitled to petition the Department for review of the action set
forth in this Notice under the Department’s regulations, 14 CFR
§385.30, may file their petitions within seven (7) days after the date
of issuance of this Notice.  This action was effective when taken, and
the filing of a petition for review will not alter such effectiveness.

An electronic version of this document is available on the World Wide
Web at:

http://dms.dot.gov//reports/reports_aviation.asp

U.S. Carrier Exemption Conditions

In the conduct of the operations authorized, the U.S. carrier
applicant(s) shall:

(1)  Hold at all times effective operating authority from the government
of each country served;

(2)  Comply with applicable requirements concerning oversales contained
in 14 CFR 250 (for scheduled operations, if authorized);

(3)  Comply with the requirements for reporting data contained in 14 CFR
241;

(4)  Comply with requirements for minimum insurance coverage, and for
certifying that coverage to the Department, contained in 14 CFR 205;

(5)  Except as specifically exempted or otherwise provided for in a
Department Order, comply with the requirements of 14 CFR 203, concerning
waiver of Warsaw Convention liability limits and defenses;

(6)  Comply with all applicable requirements of the Federal Aviation
Administration and with all applicable U.S. Government requirements
concerning security, including, but not limited to, 49 CFR Part 1544.
To assure compliance with all applicable U.S. Government requirements
concerning security, the holder shall, before commencing any new service
(including charter flights) to or from a foreign airport, contact its
International Principal Security Inspector (IPSI) to advise the IPSI of
its plans and to find out whether the Transportation Security
Administration has determined that security is adequate to allow such
airport(s) to be served; and

(7)  Comply with such other reasonable terms, conditions, and
limitations required by the public interest as may be prescribed by the
Department of Transportation, with all applicable orders and regulations
of other U.S. agencies and courts, and with all applicable laws of the
United States.

The authority granted shall be effective only during the period when the
holder is in compliance with the conditions imposed above.

  Delta requested that its exemption authority be coextensive with its
existing exemption authority between the United States and Brazzaville,
Republic of the Congo.

 PAGE

 PAGE   2

05/2004


[Federal Register Volume 76, Number 96 (Wednesday, May 18, 2011)]
[Notices]
[Pages 28766-28767]
[FR Doc No: 2011-12116]

-----------------------------------------------------------------------

DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Project No. 14110-000]

Black Canyon Hydro, LLC; Notice of Preliminary Permit Application
Accepted for Filing and Soliciting Comments, Motions To Intervene, and
Competing Applications

    On March 14, 2011, Black Canyon Hydro, LLC filed an application for
a preliminary permit, pursuant to section 4(f) of the Federal Power Act
(FPA), proposing to study the feasibility of the Black Canyon
Hydroelectric Project (project) to be located on the North Fork of the
Snoqualmie River, near North Bend, King County, Washington. The sole
purpose of a preliminary permit, if issued, is to grant the permit
holder priority to file a license application during the permit term. A
preliminary permit does not authorize the permit holder to perform any
land-disturbing activities or otherwise enter upon lands or waters
owned by others without the owners' express permission.
    The proposed project would consist of the following: (1) An
approximately 35-foot-wide, 7-foot-tall inflatable dam; (2) a 90-foot-
wide, 7-foot-tall diversion intake structure; (3) a 9-foot-wide, 7-
foot-tall fish ladder; (4) a 7,300-foot-long, 12-foot-diameter
penstock; (5) a 60-foot-long, 100-foot-wide metal powerhouse with two
Francis turbine units, one rated at 16-megawatts (MW), the other rated
at 9 MW; (6) a 150-foot-long, 40-foot-wide tailrace; (7) a 0.75-mile
extension of the existing logging road; (8) a 4.2-mile-long, 115-
kilovolt (kV) transmission line; and (9) appurtenant facilities. The
estimated annual generation of the project would be 90,000 megawatt-
hours.
    Applicant Contact: Mr. Chris Spens, Licensing Manager, Black Canyon
Hydro, LLC, 3633 Alderwood Avenue, Bellingham, Washington 98225; phone:
(360) 738-9999.

    FERC Contact: Kelly Wolcott; phone:<PHONE_NUMBER>.
    Deadline for filing comments, motions to intervene, competing
applications (without notices of intent), or notices of intent to file
competing applications: 60 days from the issuance of this notice.
Competing applications and notices of intent must meet the requirements
of 18 CFR 4.36. Comments, motions to intervene, notices of intent, and
competing applications may be filed electronically via the Internet.
See 18 CFR 385.2001(a)(1)(iii) and the instructions on the Commission's
Web site http://www.ferc.gov/docs-filing/efiling.asp. Commenters can
submit brief comments up to 6,000 characters, without prior
registration, using the eComment system at http://www.ferc.gov/docs-filing/ecomment.asp. You must include your name and contact information
at the end of your comments. For assistance, please contact FERC Online
Support at<EMAIL_ADDRESS>or toll free at 1-866-208-3676,
or for TTY,<PHONE_NUMBER>. Although the Commission strongly encourages
electronic filing, documents may also be paper-filed. To paper-file,
mail an original and seven copies to: Kimberly D. Bose, Secretary,
Federal Energy Regulatory Commission, 888 First Street, NE.,
Washington, DC 20426.
    More information about this project, including a copy of the
application, can be viewed or printed on the ``eLibrary'' link of
Commission's Web site at http://www.ferc.gov/docs-filing/elibrary.asp.
Enter the docket number (P-14110-000) in the docket number field to
access the document. For assistance, contact FERC Online Support.

    Dated: May 11, 2011.
Kimberly D. Bose,
Secretary.
[FR Doc. 2011-12116 Filed 5-17-11; 8:45 am]
BILLING CODE 6717-01-P