As filed with the Securities and Exchange Commission on March 25, 1997.
1933 Act File No. 333-17161
1940 Act File No. 811-07951
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N--1A
REGISTRATION STATEMENT
UNDER
SECURITIES ACT OF 1933 [x]
POST-EFFECTIVE AMENDMENT NO.1 [x]
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 [x]
AMENDMENT NO. 2 [x]
(check appropriate box or boxes)
Catholic Values Investment Trust
-------------------------------------
(Exact Name of Registrant as Specified in Charter)
24 Federal Street, Boston, Massachusetts 02110
-----------------------------------------------------
(Address of Principal Executive Offices)
617-482-8260
------------------------
(Registrant's Telephone Number)
Alan R. Dynner
24 Federal Street, Boston, Massachusetts 02110
-------------------------------------------------
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box):
[x]Immediately upon filing pursuant to paragraph (b)
[] On (date) pursuant to paragraph (b)
[] 60 days after filing pursuant to paragraph (a)(1)
[] On (date) pursuant to paragraph (a)(1)
[] 75 days after filing pursuant to paragraph (a)(2)
[] On (date) pursuant to paragraph (a)(2)of rule 485
If appropriate, check the following box:
[] This post-effective amendment designates a new effective date for a
prwviously filed post-effective amendment.
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the
Registrant has registered an indefinite number of shares of beneficial interest,
no par value, of all series and classes of the Registrant then existing or
thereafter created, and will file a Rule 24f-2 Notice within 60 days after the
close of its fiscal year or as otherwise may be required.
<PAGE>
PART C
=============================================================================
Other Information
Item 24. Financial Statements and Exhibits
(a) Financial Statements - Not Applicable
(b) Exhibits:
(1) (a) Declaration of Trust dated November 25, 1996 filed as
Exhibit No. (1) to the Registration Statement filed on
December 2, 1996 and incorporated herein by reference.
(b) Amendment to Declaration of Trust filed as Exhibit No.(1)(b)
to Pre-Effective Amendment No.1 filed on February 24,1997
and incorporated herein by reference.
(2) By-Laws filed as Exhibit No.(2) to Pre-Effective Amendment No.1
filed on February 24,1997 and incorporated herein by reference.
(3) Not Applicable
(4) Not Applicable
(5) (a) Form of Investment Advisory Contract with Wright Investors'
Service, Inc. filed as Exhibit No.(5)(a) to Pre-Effective
Amendment No.1 filed on February 24,1997 and incorporated
herein by reference.
(b) Form of Administration Agreement with Eaton Vance Management
filed as Exhibit No.(5)(b) to Pre-Effective Amendment No.1
filed on February 24,1997 and incorporated herein by
reference.
(6) Form of Distribution Contract between the Fund and Wright
Investors' Service Distributors,Inc. filed as Exhibit No. (6)
to Pre-Effective Amendment No.1 filed on February 24,1997
and incorporated herein by reference.
(7) Not Applicable
(8) (a) Custodian Agreement with Investors Bank & Trust Company
dated December 19, 1990 filed as Exhibit No. (8)(a)
to Pre-Effective Amendment No.1 filed on February 24,1997
and incorporated herein by reference.
(b) Amendment to Custodian Agreement dated September 20, 1995
filed as Exhibit (8)(b) to Pre-Effective Amendment No.1
filed on February 24,1997 and incorporated herein by
reference.
(c) Form of Custodian Agreement with Investors Bank & Trust
Company filed as Exhibit No.(8)(c) to Pre-Effective Amendment
No.1 filed on February 24,1997 and incorporated herein by
reference.
(9) Not Applicable
(10) Opinion of Counsel filed herewith as Exhibit No. (10).
(11) Consent of the Independent Certified Public Accountants filed
as Exhibit No.(11) to Pre-Effective Amendment No.1 filed on
February 24,1997 and incorporated herein by reference.
(12) Not Applicable
(13) Share Purchase Agreement filed as Exhibit No.(13) to Pre-Effective
Amendment No.1 filed on February 24,1997 and incorporated herein
by reference.
(14) Not Applicable
(15) Form of Distribution Plan pursuant to Rule 12b-1 under the
Investment Company Act of 1940 filed as Exhibit No.(15)
to Pre-Effective Amendment No.1 filed on February 24,1997
and incorporated herein by reference.
(16) Form of Rule 18f-3 Plan filed as Exhibit No.(16) to Pre-Effective
Amendment No.1 filed on February 24,1997 and incorporated herein
by reference.
(17) Power of Attorney filed as Exhibit No.(17) to Pre-Effective
Amendment No.1 filed on February 24,1997 and incorporated herein
by reference.
(18) Service Plan filed as Exhibit No. (18) to Pre-Effective Amendment
No.1 filed on February 24,1997 and incorporated herein by
reference.
<PAGE>
Signatures
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Post-Effective Amendment No.1 to Rule
485(b) under the Securities Act of 1933 and has duly caused this Post-Effective
Amendment No. 1 to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston, and The
Commonwealth of Massachusetts on the__ day of March , 1997.
CATHOLIC VALUES INVESTMENT TRUST
By: /s/ H. Day Brigham, Jr.
------------------------------------
H. Day Brigham, Jr., Vice President
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment No. 1 to the Registration Statement has been signed by the following
persons in the capacities and on the dates indicated.
SIGNATURE TITLE DATE
- ---------- ------------- ------------
/s/ Peter M. Donovan President, Principal March __, 1997
- --------------------- Executive Officer & Trustee
Peter M. Donovan
/s/ James L. O'Connor Treasurer, Principal March __, 1997
- ---------------------- Financial and Accounting Officer
James L. O'Connor
/s/ H. Day Brigham, Jr. Trustee March __, 1997
- -----------------------
H. Day Brigham, Jr.
/s/ A. M. Moody III Trustee March __, 1997
- ----------------------
A. M. Moody III
/s/ Winthrop S. Emmet Trustee March __, 1997
- ----------------------
Winthrop S. Emmet
/s/ Leland Miles Trustee March __, 1997
- --------------------
Leland Miles
/s/ Lloyd F. Pierce Trustee March __, 1997
- --------------------
Lloyd F. Pierce
/s/ Raymond Van Houtte Trustee March __, 1997
- ----------------------
Raymond Van Houtte
<PAGE>
Exhibit Index
The following Exhibits are filed as part of this Post-Effective Amendment
No. 1 to the Registration Statement pursuant to General Instructions E of Form
N-1A.
Page in
Sequential
Numbering
Exhibit No. Description System
- ------------------------------------------------------------------------------
(10) Opinion Of Counsel
HALE AND DORR LLP
Counsellors at Law
60 State Street, Boston, Massachusetts 02109
617-526-6000 o fax 617-526-5000
March 13, 1997
Catholic Values Investment Trust
24 Federal Street
Boston, Massachusetts 02110
Ladies and Gentlemen:
Catholic Values Investment Trust (the "Trust") is a Massachusetts
business trust created under a written Declaration of Trust dated, executed and
delivered in Boston, Massachusetts on November 25, 1996 (the "Declaration of
Trust"). The beneficial interests thereunder are represented by transferable
shares of beneficial interest, without par value.
The Trustees have the powers set forth in the Declaration of Trust,
subject to the terms, provisions and conditions therein provided. Pursuant to
Article V, Section 5.1 of the Declaration of Trust, the number of shares of
beneficial interest authorized to be issued under the Declaration of Trust is
unlimited and the Trustees are authorized to establish and designate one or more
series of shares and one or more classes thereof as they deem necessary,
appropriate or desirable. Pursuant to Article V, Section 5.4 of the Declaration
of Trust, the Trustees are empowered in their discretion to issue shares to such
party or parties and for such amount and type of consideration, including cash
or property, at such time or times and on such terms as the Trustees may deem
appropriate or desirable, all without authorization or approval of the
shareholders.
In and pursuant to Article V, Section 5.5 of the Declaration of Trust,
the Trustees established one series of shares designated Catholic Values
Investment Trust Equity Fund.
<PAGE>
By vote dated November 25, 1996 and ratified on January 22, 1997, the
Trustees of the Trust authorized the President, any Vice President, the
Treasurer or any Assistant Treasurer, and the Secretary or any Assistant
Secretary of the Trust from time to time to determine the appropriate number of
shares to be registered, to take all appropriate action to register with the
Securities and Exchange Commission, and to issue and sell to the public, such
shares.
We have examined the Declaration of Trust, the By-Laws, as amended from
time to time, of the Trust, votes of the Board of Trustees relating to the
authorization and issuance of shares of beneficial interest of the Trust and
such other documents as we have deemed necessary or appropriate for the purposes
of this opinion, including, but not limited to, originals, or copies certified
or otherwise identified to our satisfaction, of such documents, Trust records
and other instruments. In our examination of the above documents, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as originals and the conformity to original documents of all
documents submitted to us as certified of photostatic copies.
For purposes of this opinion letter, we have not made an independent
review of the laws of any state or jurisdiction other than The Commonwealth of
Massachusetts and express no opinion with respect to the laws of any
jurisdiction other than the laws of The Commonwealth of Massachusetts. Further,
we express no opinion as to compliance with any state or federal securities
laws, including the securities laws of The Commonwealth of Massachusetts.
Our opinion below, as it relates to the nonassessability of the shares
of the Trust, is qualified to the extent that under Massachusetts law,
shareholders of a Massachusetts business trust may be held personally liable for
the obligations of the Trust. In this regard, however, please be advised that
the Declaration of Trust disclaims shareholder liability for acts or obligations
of the Trust. Also, the Declaration of Trust provides for indemnification out of
Trust property for all loss and expense of any shareholder held personally
liable for the obligations of the Trust.
We are of the opinion that all necessary Trust action precedent to the
issue of the shares of beneficial interest of the Trust has been duly taken, and
that all such shares may legally and validly be issued for cash, and when sold
will be fully paid and non-assessable by the Trust upon receipt by the Trust or
its agent of consideration therefor in accordance with terms described in the
Trust's Declaration of Trust and registration statement, subject to compliance
with the Securities Act of 1933, as amended, the Investment Company Act of 1940,
as amended, and the applicable state laws regulating the sale of securities.
<PAGE>
We consent to your filing this opinion as an exhibit to the Trust's
registration statement or any amendment thereto on Form N-1A. Except as provided
in this paragraph, this opinion may not be relied upon by, or filed with, any
other parties or for any other purpose.
Very truly yours,
/s/Hale and Dorr LLP
Hale and Dorr LLP
