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February 16, 2017
TO: ICI MembersInvestment Company Directors
ICI Global Members
Operations Committee
SEC Rules Committee
Small Funds Committee
Variable Insurance Products Advisory Committee SUBJECTS: Disclosure
Distribution
Fees and Expenses RE: SEC Publishes FAQs on Guidance Update and Section 22(d) Interpretive Letter
This week, the SEC’s Division of Investment Management issued frequently asked questions relating to the staff’s Guidance Update from December on disclosure issues related to implementation of the DOL fiduciary rule, and the staff’s recent interpretive letter under Section 22(d) of the Investment Company Act of 1940.[1]
The first four questions relate to the Guidance Update and address issues regarding the disclosure and filing process for funds that offer variations in fund sales loads and new fund share classes. These FAQs clarify issues associated with disclosing variations in sales loads as well as the process for requesting template filing relief.
The last two questions concern the staff’s interpretive letter under Section 22(d) with respect to distribution of fund shares. These FAQs address a disclosure issue related to the class of “Clean Shares” described in the letter, and the filing process for those shares.
Dorothy M. Donohue
Deputy General Counsel - Securities Regulation
Sarah A. Bessin
Associate General Counsel
Linda French
Counsel
endnotes
[1] See Frequently Asked Questions on IM Guidance Update 2016-06 (Mutual Fund Fee Structures), SEC Division of Investment Management, available at https://www.sec.gov/divisions/investment/guidance/frequently-asked-questions-mutual-fund-fee-structures.htm.