[Federal Register Volume 85, Number 195 (Wednesday, October 7, 2020)]
[Notices]
[Pages 63325-63326]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-22183]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 34041, File No. 812-15141]


Invesco Capital Management LLC, et al.

October 1, 2020.
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.

Applicants:  Invesco Capital Management LLC (the ``Initial Adviser''), 
Invesco Distributors, Inc. (the ``Distributor''), Invesco Actively 
Managed Exchange-Traded Fund Trust, and Invesco Actively Managed 
Exchange-Traded Commodity Fund Trust (the ``Trusts,'' and each, a 
``Trust'').

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, as granted in the Reference Order. Accordingly, to 
the extent the terms and conditions of the Reference Order relate to 
such relief, they are not incorporated by reference into the Order.

Filing Date:  The application was filed on July 8, 2020 and amended on

[[Page 63326]]

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September 9, 2020 and September 30, 2020.

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 Secretarys-Office@sec.gov 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 October 26, 2020, 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 Secretarys-Office@sec.gov.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 
Secretarys-Office@sec.gov. Applicants: Adam Henkel, Esq., Invesco 
Capital Management LLC, Adam.Henkel@invesco.com.

FOR FURTHER INFORMATION CONTACT: Kay M. Vobis, Senior Counsel, at (202) 
551-6728 or Trace W. Rakestraw, 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 http://www.sec.gov/search/search.htm or by calling (202) 551-8090.
    Applicants:
    1. Each Trust is a statutory trust organized under the laws of 
Delaware and will consist of one or more series operating as a Fund. 
Each Trust is registered as an open-end management investment company 
under the Act. Applicants seek relief with respect to Funds (as defined 
below), including an initial Fund (the ``Initial Fund''). The Funds 
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 Initial Adviser, a Delaware limited liability company, will 
be the investment adviser to the Initial Fund. Subject to approval by 
the Trusts' board of trustees, an Adviser (as defined below) will serve 
as investment adviser to each Fund. The Initial Adviser is, and any 
other Adviser will be, registered as an investment adviser under the 
Investment Advisers Act of 1940 (``Advisers Act''). An Adviser may 
enter into sub-advisory agreements with other investment advisers to 
act as sub-advisers with respect to the Funds (each a ``Sub-Adviser''). 
Any Sub-Adviser to a Fund will be registered under the Advisers Act.
    3. The Distributor is a Delaware 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, 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. 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 Initial 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 
Initial Adviser or any entity controlling, controlled by, or under 
common control with the Initial 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 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. Applicants submit that for the reasons stated in 
the Reference Order the requested relief meets the exemptive standards 
under sections 6(c) and 17(b) of the Act.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-22183 Filed 10-6-20; 8:45 am]
BILLING CODE 8011-01-P


