UNITED STATES OF AMERICA
BEFORE THE
U.S. SECURITIES AND EXCHANGE COMMISSION
File No. 812-[ ]
Application for an Order under Section
6(c) of the Investment Company Act of 1940 (the “Act”) for an exemption from Sections 2(a)(32), 5(a)(1) and 22(d) of
the Act and Rule 22c-1 under the Act, under Sections 6(c) and 17(b) of the Act for an exemption from Sections 17(a)(1) and 17(a)(2)
of the Act, and under Section 12(d)(1)(J) of the Act for an exemption from Sections 12(d)(1)(A) and 12(d)(1)(B) of the Act.
In the Matter of
IndexIQ Active ETF Trust
IndexIQ Advisors LLC
51 Madison Avenue
New York, New York 10010
ALPS Distributors, Inc.
1290 Broadway, Suite 1000
Denver, CO 80203
Please send all communications regarding
this Application to:
Matthew V. Curtin, Esq.
IndexIQ Advisors LLC
51 Madison Avenue
New York, New York 10010
Page 1 of 9 sequentially numbered pages
(including exhibits)
As filed with the U.S. Securities and
Exchange Commission on April 28, 2020
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
In the Matter of
IndexIQ Active ETF Trust
IndexIQ Advisors LLC
ALPS Distributors, Inc.
File No. 812-[ ]
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Application for an Order under Section 6(c) of the Investment Company Act of 1940 (the “Act”) for an exemption from Sections 2(a)(32), 5(a)(1) and 22(d) of the Act and Rule 22c-1 under the Act, under Sections 6(c) and 17(b) of the Act for an exemption from Sections 17(a)(1) and 17(a)(2) of the Act, and under Section 12(d)(1)(J) of the Act for an exemption from Sections 12(d)(1)(A) and 12(d)(1)(B) of the Act.
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I. SUMMARY OF APPLICATION
In this application,
IndexIQ Active ETF Trust (“Trust”), IndexIQ Advisors LLC (“Adviser”), and ALPS Distributors, Inc. (“Distributor”)
(collectively, the “Applicants”) apply for and request an order under section 6(c) of the Investment Company Act of
1940, as amended (the “Act”), for an exemption from Sections 2(a)(32), 5(a)(1) and 22(d) of the Act and Rule 22c-1
under the Act, under Sections 6(c) and 17(b) of the Act for an exemption from Sections 17(a)(1) and 17(a)(2) of the Act, and under
Section 12(d)(1)(J) of the Act for an exemption from Sections 12(d)(1)(A) and 12(d)(1)(B) of the Act (the “Order”).
Except as noted herein, the Order would be subject to the same terms and conditions contained in a previous order, as may be amended
from time to time, issued by the U.S. Securities and Exchange Commission (“Commission”) to permit the operations of
ActiveSharesSM ETF (“Reference Order”), which terms and conditions are hereby incorporated by reference
into this Order.1
Applicants request
that the relief apply to the ActiveSharesSM ETF listed in Appendix A (the “Initial Fund”) and to any other
existing or future registered open-end management investment company or series thereof that (a) is advised by the Adviser
or any entity controlling, controlled by, or under common control with the Adviser (any such entity included in the term “Adviser”),
(b) operates as an ActiveSharesSM ETF as described in the Reference Order and (c) complies with the terms
and conditions of the Order and of the Reference Order which is incorporated by reference herein (each such company or series and
any Initial Fund, a “Fund”).2
No form having been specifically prescribed
for this application, Applicants proceed under rule 0-2 under the Act.
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1
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Precidian ETFs Trust, et al., Investment Company Act Rel. Nos. 33440 (April 8, 2019) (notice)
and 33477 (May 20, 2019) (order).
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2
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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 of the Reference Order which is incorporated by reference
herein.
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II. APPLICANTS
A. The Trust
The Trust is a statutory
trust organized under the laws of the State of Delaware and will consist of one or more series operating as ActiveSharesSM
ETF. The Trust is registered with the Commission as an open-end management investment company under the Act.
B. The Adviser
The Adviser will be
the investment adviser to the Initial Fund. The Adviser is a Delaware limited liability company with its principal place of business
in New York, New York. The Adviser is, and any other Adviser will be, registered as an “investment adviser” under section
203 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The Adviser has entered into a
licensing agreement with Precidian Funds LLC in order to offer ActiveSharesSM ETF.3
Subject to approval
by the Trust’s board of trustees, the Adviser will serve as investment adviser to the Funds. The Adviser may enter into subadvisory
agreements with other investment advisers to act as subadvisers with respect to Funds (“Subadvisers”). Any Subadviser
to a Fund will be registered with the Commission as an investment adviser under Section 203 of the Advisers Act.
C. The Distributor
The Distributor is
a Colorado corporation and a broker-dealer registered under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), and will act as the principal underwriter of Creation Units for the Funds (“Creation Units”). Applicants
request that the relief requested in this application apply to any distributor of a Fund’s exchange-traded shares (“Shares”),
whether affiliated or unaffiliated with the Adviser and/or Subadviser. Any distributor will comply with the terms and conditions
of this application and be registered under the Exchange Act as a broker-dealer. The Distributor will distribute Creation Units
of Shares on an agency basis.
III. REQUEST FOR RELIEF
Applicants agree that
the Order will be subject to the same terms and conditions as the Reference Order. For the reasons stated in the Reference Order,
Applicants believe that:
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With respect to the relief requested pursuant
to section 6(c) of the Act, the relief is 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;
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With respect to the relief requested pursuant
to section 17(b) of the Act, the proposed transactions are reasonable and fair and do not involve overreaching on the part of any
person concerned, are consistent with the policies of each registered investment company concerned and with the general purposes
of the Act; and
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3
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Aspects of the Funds are covered by intellectual property rights, including but not limited to
those which are described in one or more patent applications.
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With respect to the relief requested pursuant
to section 12(d)(1)(J) of the Act, the relief is consistent with the public interest and the protection of investors.
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IV. NAMES AND ADDRESSES
Pursuant to rule 0-2(f)
under the Act, Applicants state that their addresses are as indicated on the first page of this application. Applicants further
state that all written or oral communications concerning this application should be directed to the persons listed on the first
page.
V. PROCEDURAL MATTERS, CONCLUSION AND
SIGNATURES
Applicants file this
application in accordance with rule 0-2 under the Act. Applicants have attached the required verifications to the application.
In accordance with rule 0-2(c) under the Act, Applicants state that all actions necessary to authorize the execution and filing
of this application have been taken, and the persons signing and filing this document are authorized to do so on behalf of the
Applicants. Kirk C. Lehneis, President and Trustee of the Trust, is authorized to sign on behalf of the Trust pursuant to the following
resolutions adopted by the board of trustees of the Trust on March 31, 2020.
RESOLVED, that the
officers of the Trust be, and each hereby is, authorized to prepare and file with the U.S. Securities and Exchange Commission (the
“SEC”) an application for an order of the SEC, that grants pursuant to Section 6(c) of the Investment Company Act of
1940 (the “Act”), an exemption from Sections 2(a)(32), 5(a)(1), and 22(d) of the Act and Rule 22c-1 under the Act,
that grants pursuant to Sections 6(c) and 17(b) of the Act an exemption from Sections 17(a)(1) and 17(a)(2) of the Act, and that
grants pursuant to Section 12(d)(1)(J) of the Act an exemption from Sections 12(d)(1)(A) and 12(d)(1)(B) of the Act that would
allow for the creation and operation of exchange-traded funds that do not publicly display their portfolio holdings on a current
daily basis; and it is further
RESOLVED, that the
officers of the Trust, with the assistance of Trust counsel or others as may be required, are hereby authorized to prepare, execute
and file any and all amendments to such applications as may be necessary or appropriate; and it is further
RESOLVED, that such
applications shall be executed by or on behalf of the Trust by one or more of its officers, and that the proper officers of the
Trust, now or hereafter appointed, are hereby authorized to take any and all further actions that may be necessary or appropriate
to effectuate the foregoing resolutions with respect to the applications and the matters described therein.
Jonathan Zimmerman,
Chief Operating Officer of IndexIQ Advisors LLC is authorized to sign and file this document on behalf of the Adviser pursuant
to the general authority vested in him as Chief Operating Officer. Bradley J. Swenson, Director, President, and Chief Operating
Officer of ALPS Distributors, Inc., is authorized to sign and file this document on behalf of the Distributor pursuant to the general
authority vested in him as Director, President and Chief Operating Officer.
In accordance with
rule 0-5 under the Act, Applicants request that the Commission issue the Order without holding a hearing.
Based on the facts,
analysis and conditions in the application, Applicants respectfully request that the Commission issue the Order under sections
6(c), 17(b) and 12(d)(1)(J) of the Act granting the relief requested by this application.
IndexIQ Active ETF Trust
By: /s/ Kirk C. Lehneis
Name: Kirk C. Lehneis
Title: President and Trustee
IndexIQ Advisors LLC
By: /s/ Jonathan Zimmerman
Name: Jonathan
Zimmerman
Title: Chief
Operating Officer
ALPS Distributors, Inc.
By: /s/ Bradley J. Swenson
Name: Bradley J. Swenson
Title: Director, President and Chief Operating Officer
Verification Rule 0-2(d)
Verification of Application
In accordance with Rule 0-2(d) under the
Act, the undersigned, being duly sworn, deposes and says that he has duly executed the attached application for an order for, and
on behalf of, IndexIQ Active ETF Trust; that he is the President and Trustee of such entity; and that all actions taken by the
trustees or other persons necessary to authorize deponent to execute and file such instrument this 28th day of April, 2019, have
been taken. Deponent further says that he is familiar with such instrument, and the contents thereof, and that the facts therein
set forth are true to the best of his knowledge, information and belief.
By: /s/ Kirk C. Lehneis
Name: Kirk C. Lehneis
Title: President and Trustee
Verification of Application
In accordance with Rule 0-2(d) under the
Act, the undersigned, being duly sworn, deposes and says that he has duly executed the attached application for an order for, and
on behalf of, IndexIQ Advisors LLC; that he is Chief Operating Officer of such company; and that all actions taken by the directors
or other persons necessary to authorize deponent to execute and file such instrument this 28th day of April, 2019, have been taken.
Deponent further says that he is familiar with such instrument, and the contents thereof, and that the facts therein set forth
are true to the best of his knowledge, information and belief.
By: /s/ Jonathan Zimmerman
Name: Jonathan Zimmerman
Title: Chief Operating Officer
Verification Rule 0-2(d)
Verification of Application
In accordance with Rule 0-2(d) under the
Act, the undersigned, being duly sworn, deposes and says that he has duly executed the attached application for an order for, and
on behalf of, ALPS Distributors, Inc.; that he is the Director, President and Chief Operating Officer of such entity; and that
all actions taken by the trustees or other persons necessary to authorize deponent to execute and file such instrument this 28th
day of April 2020, have been taken. Deponent further says that he is familiar with such instrument, and the contents thereof, and
that the facts therein set forth are true to the best of his knowledge, information and belief.
By: /s/ Bradley J. Swenson
Name: Bradley J. Swenson
Title: Director, President and Chief Operating Officer
APPENDIX A
Initial Fund
IQ Large Cap Growth ETF
The IQ Large Cap Growth ETF seeks long-term growth of capital.
NYLI MacKay Securitized ... (AMEX:MMIN)
Gráfica de Acción Histórica
De Ago 2024 a Sep 2024
NYLI MacKay Securitized ... (AMEX:MMIN)
Gráfica de Acción Histórica
De Sep 2023 a Sep 2024