[Federal Register Volume 60, Number 177 (Wednesday, September 13, 1995)]
[Notices]
[Pages 47631-47632]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-22653]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 21336; 811-2496]
Lindner Dividend Fund, Inc.; Notice of Application for
Deregistration
September 6, 1995.
AGENCY: Securities and Exchange Commission (``SEC'').
ACTION: Notice of application for deregistration under the Investment
Company Act of 1940 (the ``Act'').
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APPLICANT: Lindner Dividend Fund, Inc.
RELEVANT ACT SECTION: Section 8(f).
SUMMARY OF APPLICATION: Applicant requests an order declaring that it
has ceased to be an investment company.
FILING DATE: The application was filed on August 3, 1995, and amended
on August 24, 1995.
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 October 2, 1995,
and should be accompanied by proof of service on the 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 may request
notification of a hearing by writing to the SEC's Secretary.
ADDRESS: Secretary, SEC, 450 5th Street NW., Washington, D.C. 20549.
Applicant, 7711 Carondelet, St. Louis, Missouri 63105.
FOR FURTHER INFORMATION CONTACT:
Sarah A. Buescher, Staff Attorney, at (202) 942-0573, or Alison E.
Baur, 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 is an open-end management investment company organized
as a Missouri corporation. On July 3, 1974, applicant filed a notice of
registration pursuant to section 8(a) of the Act on Form N-8A. On July
31, 1974 applicant filed a registration statement
[[Page 47632]]
to register its shares. The registration statement became effective on
June 22, 1976, and the initial public offering commenced on or about
July 31, 1974.
2. On April 6, 1995, applicant's board of directors adopted an
Agreement and Plan of Reorganization (the ``Plan''). The Plan provided
that applicant would transfer its assets to a separate series of
Lindner Investments, Inc. (the ``Successor Fund''), in exchange for the
assumption by the Successor Fund of applicant's liabilities and the
issuance of shares of the Successor Fund.
3. Applicant and the Successor Fund may be deemed to be affiliated
persons of each other by reason of having a common investment adviser,
common directors, and common officers. In order to comply with rule
17a-8, which governs mergers of certain affiliated investment
companies, applicant's directors determined that the reorganization was
in the best interests of applicant and applicant's shareholders.\1\
This determination was based, among other things, on: (a) The expense
savings which result from the elimination of regular annual meetings;
(b) the economies of scale realized in a fund family; and (c) the
ability to provide investors an opportunity to switch between funds
within a fund group. Applicants also determined, in compliance with
rule 17a-8, that the interests of existing shareholders would not be
diluted as a result of the reorganization.
\1\ Although purchases and sales between affiliated persons
generally are prohibited by section 17(a) of the Act, rule 17a-8
provides an exemption for certain purchases and sales among
investment companies that are affiliated persons of each other
solely by reason of having a common investment adviser, common
directors, and/or common officers.
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4. The proxy statement was filed with the SEC and distributed to
applicant's shareholders on or about May 2, 1995. Applicant's
shareholders approved the Plan on June 29, 1995.
5. On June 30, 1995, the reorganization was consummated. Applicant
transferred its assets to Successor Fund in exchange for the assumption
by Successor Fund of applicant's liabilities and the issuance of a
number of shares of Successor Fund equal to the number of outstanding
shares of applicant on that date. Following the exchange, applicant
liquidated and distributed the Successor Fund shares to each of its
shareholders on the basis of one Successor Fund share for one
outstanding share of applicant. Upon completion of the reorganization,
each shareholder of applicant became an owner of Successor Fund shares
equal in number and aggregate net asset value to his or her shares of
applicant held immediately prior to the reorganization.
6. The expenses applicable to the reorganization are estimated to
be approximately $66,444. Applicant and Successor Fund each paid its
own expenses related to the reorganization. Applicant's share of the
expenses was approximately $35,000.
7. At the time of filing the application, applicant had no assets,
and no outstanding debts or liabilities. Applicant has no shareholders
and is not a party to any litigation or administrative proceeding.
Applicant is not presently engaged in, nor does it propose to engage
in, any business activities other than those necessary for the winding-
up of its affairs.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-22653 Filed 9-12-95; 8:45 am]
BILLING CODE 8010-01-M
