SEC Division of Trading and Markets no-action letter: Hartford Funds NextShares Trust

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DIVISION OF
TRADING AND MARKETS
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Michael W. Mundt
Stradley Ronon Stevens &Young, LLP
1250 Connecticut Avenue, N.W., Suite 500
Washington, DC 20036-2652
Re: Request for Exemptive, Interpretive or No-Action Relief regarding Rules 15c1-5 and 15c1-6 promulgated under the Securities Exchange Act of 1934 for Hartford Funds NextShares Trust Dear Mr. Mundt:
In your letter dated December 21, 2017, Stradley Ronon Stevens &Young, LLP requested, on behalf of Hartford Funds NextShares Trust (the "Trust"), exemptive, interpretive or no-action relief from Rules 15c1-5 and 15c1-6 of the Securities and Exchange Act of 1934 (the "Exchange Act") in connection with the creation and redemption of shares of the Initial NextShares Funds, as well as in Shares of any future NextShares Fund that is a series of the Trust or of another registered open-end management investment company advised by Hartford Funds Management Company, LLC or any other investment adviser controlling, controlled by, or under common control with the Hartford Funds Management Company, LLC. This letter responds to your request. We have enclosed a photocopy of your letter. Each defined term in this letter has the same meaning as defined in your letter, unless we note otherwise. In your letter, you represented that each NextShares Fund will issue and redeem Shares in Creation Units. Subject to certain exceptions described in your fetter, Creation Units of each NextShares Fund will be purchased by making a deposit of the instruments specified by the ETMF for making a purchase ("Deposit Instruments"}, and shareholders redeeming Creation Units will receive a transfer of instruments specified by the NextShares Fund for meeting a redemption ("Redemption Instruments"). On any given business day, the names and quantities of the instruments that constitute the Deposit Instruments and the names and quantities of the instruments that constitute the Redemption Instruments are expected to be identical and are referred to herein as the "Basket." Deposit Instruments and Redemption Instruments may include cash, securities and/or other transferable investment assets. To the extent there is a difference between the net asset value ("NAV") of a Creation Unit and the aggregate market