SEC Notice: Megacorn Fund and Forge Global Advisors LLC Application

FR: Securities and Exchange Commission

Published March 19th, 2026

Detected March 19th, 2026

Summary

The SEC has published a notice regarding an application from Megacorn Fund and Forge Global Advisors LLC. The applicants seek an exemption to allow certain registered closed-end investment companies to issue multiple classes of shares and impose asset-based fees and early withdrawal charges.

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What changed

The Securities and Exchange Commission (SEC) has issued a notice concerning an application filed by Megacorn Fund and Forge Global Advisors LLC. The applicants are seeking exemptions under the Investment Company Act of 1940, specifically from sections related to capital structure (18(a)(2), 18(c), 18(i)), rule 23c-3 concerning closed-end company repurchases, and section 17(d) regarding affiliated transactions. The core request is to permit registered closed-end investment companies to issue multiple classes of shares and to impose asset-based distribution/service fees and early withdrawal charges.

This notice signifies a potential shift in how closed-end funds can structure their share classes and fee arrangements. Regulated entities, particularly fund managers and legal professionals involved with investment companies, should review the application details. Interested parties have until April 13, 2026, to request a hearing by submitting a request to the SEC Secretary's Office, ensuring proof of service on the applicants. Failure to request a hearing may result in the SEC granting the requested relief without further notice.

What to do next

Review the application details for Megacorn Fund and Forge Global Advisors LLC.
Submit hearing requests to the SEC Secretary's Office by April 13, 2026, if applicable.
Ensure proof of service accompanies any hearing request.

Source document (simplified)

Notice

Megacorn Fund and Forge Global Advisors LLC

A Notice by the Securities and Exchange Commission on 03/19/2026

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Public Inspection Published Document: 2026-05433 (91 FR 13392) Document Headings ###### Securities and Exchange Commission

[Investment Company Act Release No. 36020; 812-15982] March 17, 2026. # 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 (the “Act”) for an exemption from sections 18(a)(2), 18(c) and 18(i) of the Act, under sections 6(c) and 23(c) of the Act for an exemption from rule 23c-3 under the Act, and for an order pursuant to section 17(d) of the Act and rule 17d-1 under the Act.

Summary of Application:

Applicants request an order to permit certain registered closed-end investment companies to issue multiple classes of shares and to impose asset-based distribution and/or service fees and early withdrawal charges.

Applicants:

Megacorn Fund and Forge Global Advisors LLC.

Filing Date:

The application was filed on February 2, 2026.

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 emailing the SEC's Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. The email should include the file number referenced above. Hearing requests should be received by the Commission by 5:30 p.m., Eastern time on April 13, 2026, 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@sec.gov. Applicants: Joshua B. Deringer, Esq. and David L. Williams, Esq., Faegre Drinker Biddle & Reath LLP, joshua.deringer@faegredrinker.com and david.williams@faegredrinker.com with copies to Monica Simon, Forge Global Advisors LLC, monica.simon@forgeglobal.com, and Gretchen Roin, WilmerHale LLP, gretchen.roin@wilmerhale.com.

FOR FURTHER INFORMATION CONTACT:

Rachel Loko, 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 February 2, 2026, 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 https://www.sec.gov/search-filings. 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.

[FR Doc. 2026-05433 Filed 3-18-26; 8:45 am]

BILLING CODE 8011-01-P

Published Document: 2026-05433 (91 FR 13392)