[Federal Register Volume 87, Number 31 (Tuesday, February 15, 2022)]
[Notices]
[Pages 8623-8624]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-03152]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 34500; 812-15231]


Advisors Series Trust and Semper Capital Management, L.P.

February 9, 2022.
AGENCY:  Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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    Notice of an application under section 6(c) of the Investment 
Company Act of 1940 (``Act'') for an exemption from section 15(a) of 
the Act, as well as from certain disclosure requirements in rule 20a-1 
under the Act, Item 19(a)(3) of Form N-1A, Items 22(c)(1)(ii), 
22(c)(1)(iii), 22(c)(8) and 22(c)(9) of Schedule 14A under the 
Securities Exchange Act of 1934, and sections 6-07(2)(a), (b), and (c) 
of Regulation S-X (``Disclosure Requirements'').

SUMMARY OF APPLICATION:  The requested exemption would permit 
Applicants (as defined below) to enter into and materially amend 
subadvisory agreements with subadvisers without shareholder approval 
and would grant relief from the Disclosure Requirements as they relate 
to fees paid to the subadvisers.

APPLICANTS:  Advisors Series Trust (``Trust''), a Delaware statutory 
trust registered under the Act as an open-end management investment 
company with multiple series, including Semper Brentview Dividend 
Growth Equity Fund (the ``Fund''), and Semper Capital Management, L.P., 
a Delaware limited partnership registered as an investment adviser 
under the Investment Advisers Act of 1940 that serves an investment 
adviser to the Fund (collectively with the Trust, the ``Applicants'').

FILING DATES:  The application was filed on May 19, 2021 and amended on 
August 13, 2021 and November 12, 2021.

HEARING OR NOTIFICATION OF HEARING:  An order granting the requested 
relief will be issued unless the Commission orders a hearing. 
Interested persons may request a hearing on any application by emailing 
the Commission's Secretary at [email protected] 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. Hearing 
requests should be received by the Commission by 5:30 p.m. on March 7, 
2022, and should be accompanied by proof of service on the Applicants, 
in the form

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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.

ADDRESSES:  The Commission: [email protected]. Applicants: 
Domenick Pugliese, [email protected].

FOR FURTHER INFORMATION CONTACT:  Steven B. Levine, Senior Counsel, or 
Kaitlin C. Bottock, 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' second amended 
and restated application, dated November 12, 2021, which may be 
obtained via the Commission's website by searching for the file number, 
using the Company name box, at http://www.sec.gov/search/search.htm, or 
by calling (202) 551-8090.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-03152 Filed 2-14-22; 8:45 am]
BILLING CODE 8011-01-P


