Mutual Fund Voting & Disclosures — Q&A
Questions
Q1. How is mutual fund shareholder voting power calculated?
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One vote for each dollar invested in the fund. A “majority of shareholder votes” means majority of voting power, not majority of individual shareholders.
Q2. Who must approve the initial investment adviser contract, and what is its maximum term?
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Shareholders (majority of votes). The initial contract can last no more than two years.
Q3. After the initial advisory contract expires, who can approve renewal?
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Either the BOD or a majority of shareholder votes — only one approval is required, not both. Renewals are annual.
Q4. What percentage of the mutual fund BOD must be independent (non-interested)?
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At least 40% independent; no more than 60% interested. Independence requires no related business with the sponsor, adviser, or affiliates in the past two years.
Q5. On which fund-specific matters can shareholders vote?
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Changes to the fund’s objective, structure, fee schedule (e.g., 12b-1 fees), and diversified status.
Q6. Do shareholders vote on whether dividend or capital gain distributions are made?
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No. The BOD approves distributions. Shareholders have the right to receive distributions on a pro-rata basis but do not vote on whether they are made.
Q7. When must a statutory prospectus be delivered?
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At or before a solicitation (recommendation), or by settlement of the purchase if the purchase is unsolicited.
Q8. How does the SAI differ from the prospectus in delivery requirements?
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The SAI is not automatically delivered but must be available upon request. It provides micro-details on policies, investment decisions, financials, and board backgrounds.
Q9. What is the key difference between the annual SEC report and the semi-annual shareholder report?
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The annual report is filed with the SEC (regulators) and includes market recaps and fund manager comments. The semi-annual report goes to shareholders and overlaps on investment summary, financial statements, and highlights but lacks those extra items.
Sources
| # | Source | Publisher |
|---|---|---|
| 1 | Achievable Series 65 — chapter 1.3.2.2 | Achievable (course text) |