1 See Memorandum to SEC Rules Committee No. 53-98, dated June 4, 1998; Memorandum to SEC Rules Committee No. 81-
98, dated August 13, 1998.
[10554]
December 11, 1998
TO: SEC RULES COMMITTEE No. 126-98
RE: ICI SUBMISSION TO SEC CONCERNING AFFILIATED TRANSACTIONS
______________________________________________________________________________
The Institute has submitted to the SEC’s Division of Investment Management a set of
recommendations for new and amended rules (or interpretive or no-action relief) concerning affiliated
transactions.1 A copy of the final version of the submission is attached.
The recommendations cover the following areas: (1) mergers of certain affiliated investment
companies; (2) transactions involving subadvisory affiliates; (3) in-kind redemptions by affiliated persons;
(4) investments in affiliated money market funds; (5) coincidental transactions; (6) riskless principal
transactions; (7) transactions involving upstream affiliates; and (8) transactions involving affiliated
portfolio companies. Not included in the submission are two proposals we had considered making
concerning (1) joint trading accounts, and (2) lending agreements among affiliated investment
companies. These latter two proposals would have codified existing exemptive relief that relies on
compliance with an extensive list of conditions. Based on the judgment that it may be undesirable to
import such detailed and extensive conditions into rules, we deleted the proposals from the final
submission.
Frances M. Stadler
Deputy Senior Counsel
Attachment