Statement Summary
The Securities and Exchange Commission (SEC) has issued a notice regarding an application from The Advisors’ Inner Circle Fund III and FS Fund Advisor, LLC. The applicants are seeking an exemption under the Investment Company Act of 1940, specifically to bypass the in-person meeting requirement for the approval of new and amended sub-advisory agreements as mandated in Section 15(c). This exemption would facilitate the board of trustees in executing these approvals without having to hold in-person meetings. The application was filed on May 2, 2025, and interested parties have until June 6, 2025 to request a hearing on this matter. For those wishing to stay informed or for further inquiries, contact information for the SEC and the applicants is provided.
Original Statement
SECURITIES AND EXCHANGE COMMISSION
Investment Company Act Release No. 35581; 812-15777
The Advisors’ Inner Circle Fund III and FS Fund Advisor, LLC
May 12, 2025.
AGENCY: Securities and Exchange Commission (“Commission” or “SEC”).
ACTION: Notice.
Notice of an application under Section 6(c) of the Investment Company Act of 1940 (“Act”) for an exemption from Section 15(c) of the Act.
Summary of Application: The requested exemption would permit a Trust’s board of trustees to approve new sub-advisory agreements and material amendments to existing sub-advisory agreements without complying with the in-person meeting requirement of Section 15(c) of the Act.
Applicants: The Advisors’ Inner Circle Fund III and FS Fund Advisor, LLC
Filing Date: The application was filed on May 2, 2025.
Hearing or Notification of Hearing: An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by e-mailing the SEC’s Secretary at Secretarys-Office and serving the Applicants with a copy of the request by e-mail, if an e-mail address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing requests should be received by the Commission by 5:30 p.m. on June 6, 2025, and should be accompanied by proof of service on the Applicants, in the form of an affidavit, or, for lawyers, a certificate of service. Pursuant to rule 0-5 under the Act, hearing requests should state the nature of the writer’s interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission’s Secretary.
Addresses
The Commission: Secretarys-Office
Applicants: David W. Freese, Esq., Morgan, Lewis & Bockius LLP, 2222 Market Street, Philadelphia, Pennsylvania 19103,
with copies to Michael Beattie, c/o SEI Investments, One Freedom Valley Drive, Oaks, Pennsylvania 19456, and Michael C. Forman, FS Fund Advisor, LLC, 201 Rouse Boulevard, Philadelphia, PA 19112.
Further Information
FOR FURTHER INFORMATION CONTACT: Trace W. Rakestraw, Senior Special Counsel, at (202) 551-6825 (Division of Investment Management, Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: For Applicants’ representations, legal analysis, and conditions, please refer to Applicants’ application, dated May 2, 2025, which may be obtained via the Commission’s website by searching for the file number at the top of this document, or for an Applicant using the Company name search field on the SEC’s EDGAR system. The SEC’s EDGAR system may be searched at [insert URL]. You may also call the SEC’s Office of Investor Education and Advocacy at (202) 551-8090.
For the Commission, by the Division of Investment Management, under delegated authority.
Sherry R. Haywood,
Assistant Secretary.
