[Federal Register Volume 62, Number 46 (Monday, March 10, 1997)]
[Notices]
[Pages 10886-10887]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-5836]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Rel. No. 22539; 811-5779]
New World Investment Fund; Notice of Application
March 4, 1997.
AGENCY: Securities and Exchange Commission (``SEC'').
ACTION: Notice of application for deregistration under the Investment
Company Act of 1940 (``Act'').
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APPLICANT: New World Investment Fund.
RELEVANT ACT SECTION: Section 8(f).
SUMMARY OF APPLICATION: Applicant seeks an order declaring that it has
ceased to be an investment company.
FILING DATES: The application was filed on October 29, 1996, and
amended on February 7, 1997.
HEARING OR NOTIFICATION OF HEARING: An order granting the application
will be issued unless the SEC orders a hearing. Interested persons may
request a hearing by writing to the SEC's Secretary and serving
applicant with a copy of the request, personally or by mail. Hearing
requests should be received by the SEC by 5:30 p.m. on March 31, 1997,
and should be accompanied by proof of service on applicant, in the form
of an affidavit or, for lawyers, a certificate of service. Hearing
requests should state the nature of the writer's interest, the reason
for the request, and the issues contested. Persons who wish to be
notified of a hearing may request such notification by writing to the
SEC's Secretary.
ADDRESSES: Secretary, SEC 450 Fifth Street, NW., Washington, DC 20549.
Applicant, 11100 Santa Monica Boulevard, Los Angeles, California,
90025.
FOR FURTHER INFORMATION CONTACT: Courtney S. Thornton, Senior Counsel,
at (202) 942-0583, or Mary Kay Frech, Branch Chief, at (202) 942-0564
(Division of Investment Management, Office of Investment Company
Regulation).
SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained for a fee from
the SEC's Public Reference Branch.
Applicant's Representations
1. Applicant, a Massachusetts business trust, is a closed-end
management investment company. Applicant filed a notification of
registration on Form N-8A under section 8(a) of the Act on March 1,
1989, and filed a registration statement on Form N-2 under section 8(b)
of the Act on March 28, 1989.
2. Applicant filed a registration statement on Form N-2 under the
Securities Act of 1933 with respect to 3,458,684 shares of beneficial
interest on September 25, 1992. On March 8, 1993, applicant filed a
pre-effective amendment with respect to an additional 447,543 shares of
beneficial
[[Page 10887]]
interest. The registration statement was declared effective on June 4,
1993, and applicant commenced the initial public offering of its
securities immediately thereafter. On March 15, 1995, applicant filed a
registration statement on Form N-2 with respect to an additional
595,821 shares of beneficial interest, and filed a pre-effective
amendment with respect to 3,167,380 shares of beneficial interest on
September 26, 1995. This registration statement was declared effective
on November 28, 1995.
3. On February 16, 1996, applicant's board of trustees
(``Trustees'') approved by unanimous written consent an agreement and
plan of reorganization (``Plan''), providing for the transfer of all of
applicant's assets in exchange for shares of common stock of Emerging
Markets Growth Fund, Inc. (``Acquiring Fund''), a closed-end investment
company. In approving the Plan, the Trustees considered: (a) The
potential benefits of the Plan to applicant's shareholders, (b) the
compatibility of investment objectives, policies, restrictions and
investment holdings of applicant and the Acquiring Fund, (c) the terms
and conditions of the Plan that might affect the price of applicant's
outstanding shares, and (d) the direct or indirect costs to be incurred
by applicant or its shareholders. The Trustees concluded that
participation in the Plan was in the best interests of applicant and
its shareholders.
4. Applicant and the Acquiring Fund may be deemed affiliated
persons of each other within the meaning of the Act because they have
two common shareholders, each of whom owned more than 5% of the
outstanding shares of applicant and the Acquiring Fund. Because
applicant and Acquiring Fund were unable to rely on the exemption
provided in rule 17a-8,\1\ applicant, the Acquiring Fund, and two
affiliated shareholders of both funds received an order under section
17(b) of the Act granting an exemption from section 17(a), which
permitted the Acquiring Fund to acquire all of applicant's assets.\2\
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\1\ Rule 17a-8 provides relief from the affiliated transaction
prohibition of section 17(a) of the Act for a merger of investment
companies that may be affiliated persons of each other solely by
reason of having a common investment adviser, common directors, and/
or common officers.
\2\ Investment Company Act Release Nos. 21952 (May 10, 1996)
(notice) and 22006 (June 5, 1996) (order).
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5. On May 31, 1996, an information statement/prospectus was mailed
to all shareholders of record as of April 30, 1996. This information
statement contained a consent solicitation requesting the vote of each
shareholder on the approval of the Plan, the distribution of such
shares to applicant's shareholders in liquidation of applicant, and
applicant's subsequent dissolution. A registration statement on Form N-
14 containing the information statement/prospectus was filed with the
Commission on April 24, 1996. Approval of the Plan required the written
consent of a majority of the shares outstanding and entitled to vote;
holders of 12,205,648 shares (100% of the outstanding shares) provided
their written consent to the Plan.
6. As of June 21, 1996, applicant had 12,663,070 shares outstanding
with a net asset value of $22.03 and an aggregate net asset value of
$278,920,093.23. To effect the liquidation of applicant, an open
account was established on the share records of the Acquiring Fund in
the name of each of applicant's shareholders representing the number of
shares of common stock of the Acquiring Fund with a net asset value
equal to the net asset value of applicant's shares owned of record by
the shareholder as of June 21, 1996. The number of Acquiring Fund
shares issued (including fractional shares) in exchange for applicant's
assets was determined by dividing the value of applicant's net assets
by the per share not asset value of the Acquiring Fund on that date.
7. Expenses incurred in connection with the Plan, including fees
for legal and accounting services, amounted to $160,226.77. Under the
Plan, applicant and the Acquiring Fund were each responsible for one
half of the costs incurred.
8. At the time of the application, applicant had no shareholders,
assets, or liabilities, nor was applicant a party to any litigation or
administrative proceeding. Applicant is not engaged, nor does it
propose to engage, in any business activities other than those
necessary for the winding-up of its affairs.
9. Upon issuance of the order requested, applicant will file a
termination of trust with the Massachusetts Secretary of State,
deregistering applicant as a Massachusetts business trust.
For the SEC, by the Division of Investment Management, under
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 97-5836 Filed 3-7-97; 8:45 am]
BILLING CODE 8010-01-M
