As filed with the Securities and Exchange Commission on April 28 , 1999.
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. 5 [x]
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 [x]
AMENDMENT NO. 6 [x]
Catholic Values Investment Trust
------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
255 State Street, Boston, Massachusetts 02109
-------------------------------------------------
(Address of Principal Executive Offices)
617-482-8260
------------------------------
(Registrant's Telephone Number)
Alan R. Dynner
255 State Street, Boston, Massachusetts 02109
--------------------------------------------------------
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box):
[ ] Immediately upon filing pursuant to paragraph (b)
[ ] On(date) pursuant to paragraph (a)(1)
[x] On April 30, 1999 pursuant to paragraph (b)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] On (date) pursuant to paragraph (a)(2)
If appropriate, check the following box:
[ ] This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
<PAGE>
- ------------------------------------------------------------------------------
Description of art work on cover of prospectus
Catholic Values Investment Trust logo --
Light blue solid circle with letters CVIT printed over it in blue & violet.
- -------------------------------------------------------------------------------
Catholic Values Investment Trust Equity Fund
Individual Shares
Institutional Service Shares
Institutional Shares
PROSPECTUS
April 30, 1999
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or determined whether the information
in this prospectus is accurate or complete. Anyone who tells you otherwise is
committing a crime.
An investment in a mutual fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency.
<PAGE>
Table of Contents
- -------------------------
Page
Catholic Values Investment Trust--
Overview of Principal Strategies and
Information About the Fund.................................. 1
Objective................................................. 2
Principal Investment Strategies........................... 2
Principal Risks........................................... 2
Who May Want to Invest.................................... 2
Past Performance.......................................... 3
Fees and Expenses......................................... 3
Information About Your Account................................. 4
How the Fund Values its Shares............................ 4
Purchasing Shares......................................... 4
Selling Shares............................................ 5
Dividends and Taxes .......................................... 6
Managing the Fund ............................................ 7
Financial Highlights .......................................... 8
- --------------------------------------------------------------------------------
How to Use this Prospectus
Reading this prospectus will help you decide if investing in the fund is
right for you. Please keep this prospectus for future reference. Included
in this prospectus are descriptions telling you about the fund's
(Graphic -- ship's wheel)
OBJECTIVE: what the fund seeks to achieve.
(Graphic -- compass)
PRINCIPAL INVESTMENT STRATEGIES: how the fund intends to achieve its investment
objective and the strategies used by Wright Investors' Service, the fund's
investment adviser.
(Graphic -- life preserver)
PRINCIPAL RISKS: the risks associated with the fund's primary investments.
(Graphic -- assorted nautical flags)
WHO MAY WANT TO INVEST: decide if the fund is a suitable investment for you.
(Graphic -- ship's log)
PAST PERFORMANCE: the total return on your investment, including income from
dividends and interest, and the increase or decrease in price over various time
periods.
(Graphic -- two crossed anchors with a $ in the center)
FEES AND EXPENSES: what overall costs you bear by investing in the fund.
<PAGE>
CATHOLIC VALUES INVESTMENT TRUST - OVERVIEW OF PRINCIPAL STRATEGIES AND
INFORMATION ABOUT THE FUND
- --------------------------------------------------------------------------------
The Catholic Values Investment Trust was created to offer a series of
mutual fund investment opportunities that combine a fundamental security
selection process with a review by a Catholic Advisory Board. This process
is designed to avoid investments in companies that offer products, services
or engage in activities contrary to the core values of the Roman Catholic
Church. Only one series, the Catholic Values Investment Trust Equity Fund,
is currently available.
THE SECURITY SELECTION PROCESS - THE APPROVED WRIGHT INVESTMENT LIST (AWIL)
Using fundamental investment analysis techniques, Wright Investors'
Service, the fund's investment adviser, systematically identifies those
companies in the Worldscope(R) database that meet minimum standards of prudence
and thus are suitable for consideration by fiduciary investors. Wright considers
companies meeting these requirements to be "investment grade." These companies
are then extensively analyzed and evaluated to identify those which meet
Wright's standards of investment quality.
These standards measure the investment acceptance, financial strength,
profitability, stability and growth of a company. Companies meeting or exceeding
these standards are eligible for inclusion on an AWIL.
There are separate AWILs for U.S. companies, non-U.S. companies and small
companies. All the companies on the AWILs are soundly financed "Blue Chips" .
This means that the companies have established records of earnings profitability
and equity growth. All have established investment acceptance and active, liquid
markets.
- ------ SIDE BAR TEXT-------
Fundamental Analysis and
"Bottom-up" Approach
to Investing
Fundamental analysis is the analysis of company financial statements to
forecast future price movements using past records of assets, earnings, sales,
products, management and markets. It differs from technical analysis which
relies on price and volume movements of stocks and does not concern itself with
financial statistics.
Bottom-up investing is the analysis of company information before
considering the impact of industry and economic trends. It differs from the
"top-down" approach which looks first at the economy, then the industry and last
the company.
Blue Chip
Financial dictionaries define Blue Chip as the common stock of a company that
has a long record of profit growth and dividend payment and a reputation for
quality management, products and service. Wright further refines this to include
only securities issued by companies that meet its quanlitative standards.
- ------ END SIDE BAR TEXT ------
THE CATHOLIC ADVISORY BOARD
The fund's proposed portfolio and any subsequent additions are reviewed by
the Catholic Advisory Board ensuring that the companies offer products and
services and undertake activities that are consistent with the core teachings of
the Catholic Church.
The Catholic Advisory Board is comprised of independent lay members
familiar with the basic tenets and core teachings of the Roman Catholic Church.
The Catholic Advisory Board identifies companies whose products, services and/or
activities are substantially consistent with the core Catholic Church teachings,
based on the best publicly available information obtained by Wright and
information received from shareholders and other interested sources. Its members
are guided by the magisterium of the Catholic Church and seek the counsel and
advice of ecclesiastics in determining which companies meet the fund's religious
criteria.
<PAGE>
Catholic Values Investment Trust Equity Fund
- -------------------------------------------------------------------------------
CUSIP: Individual Shares 148916109 Ticker Symbol: CITRY (Unofficial)
Institutional Service Shares 148916307 CITSY (Unofficial)
Institutional Shares 148916208 CITIY (Unofficial)
(Graphic -- ship's wheel)
OBJECTIVE
The fund seeks long-term growth of capital and reasonable current income
from investments consistent with the core values of the Catholic Church.
Reasonable income means the income that can be achieved from an equity
portfolio.
(Graphic -- compass)
PRINCIPAL INVESTMENT STRATEGIES
Under normal circumstances, the fund invests at least 80% of its net assets
in the equity securities of well-established companies. These securities are
included on the quality oriented Approved Wright Investment Lists (AWILs). Up to
30% of the fund's investments may be in foreign securities or American
Depositary Receipts (ADRs). ADRs represent interests in an underlying security.
Using a bottom-up fundamental approach, Wright evaluates a company's recent
valuation and price/earnings momentum to determine whether it presents the best
value in terms of current price, and current and forecasted earnings. The
investment process at Wright is directed and controlled by an investment
committee of experienced analysts. The committee's selection suggestions
are reviewed by the Catholic Advisory Board.
Typically, the fund sells an individual security when it no longer
qualifies for inclusion on the AWILs or meets the Catholic Advisory Board's
religious criteria.
For temporary defensive purposes, the fund may hold cash or invest without
limit in short-term debt securities. Although the fund would do this to reduce
losses, defensive investments may hurt the fund's efforts to achieve its
objective.
The fund's objective may be changed by the trustees without shareholder
approval.
(Graphic -- life preserver)
PRINCIPAL RISKS
The Catholic Advisory Board has sole discretion in determining which
companies meet the fund's religious criteria. When a company violates core
Catholic teachings, the board asks Wright to remove it from the portfolio. This
policy may lead to the sale of a security at a disadvantageous time causing a
loss to the fund or adverse tax consequences.
Because the fund only considers securities that meet its investment and
religious criteria, the fund's return may be lower than if the fund considered
only investment criteria when selecting investments. However, Wright does not
expect this restriction to have a material effect on performance.
In addition to market and management risk, there are risks associated with
investing in foreign countries. These include currency risk (changes in foreign
currency rates reducing the value of the fund's assets), seizure, expropriation
or nationalization of a company's assets, and the impact of political, social or
diplomatic events.If an ADR is not sponsored by the issuer of the underlying
security, there may be reduced access to information about the issuer.
The fund cannot eliminate risk or assure achievement of its objective. If
the risks above are realized you may lose money on your investment in the fund.
- ------ SIDE BAR TEXT------
A Word About Risk
Before you invest in any mutual fund, you should understand the risks involved.
There are two basic risks prevalent in mutual funds investing in common stocks,
such as the fund. They are:
o market risk: When the price of stock falls, the value of the
fund's investments may fall and you could lose money on your
investment.
o management risk: Wright's strategy may not produce the expected
results, causing losses.
- ------ END SIDE BAR TEXT--------
(Graphic -- assorted nautical flags)
WHO MAY WANT TO INVEST
The fund is designed for individuals, dioceses, parishes, other
institutions and organizations seeking a long-term growth fund that does
not invest in companies whose products, services and activities violate the
core values and teachings of the Roman Catholic Church.
(Graphic -- ship's log)
PAST PERFORMANCE
The information on the next page shows the fund's performance of its
Individual Shares for the periods indicated through December 31, 1998.
Total return includes reinvestment of all dividends and capital gain
distributions, and reflects fund expenses. As with all mutual funds,
past performance does not guarantee future results.
<PAGE>
Total Return for the Year Ended December 31, 1998
10%
- ----------------------------------------------------------------------------
0%
- ----------------------------------------------------------------------------
(10)% -1.30%
- ----------------------------------------------------------------------------
Best quarter: 16.98% (4th quarter 1998)
Worst quarter: -20.53%(3rd quarter 1998)
The fund's average annual return is compared with the Standard and Poor's
500 Index (S&P 500). While the fund does not seek to match the returns of the
S&P 500, this unmanaged index is a good indicator of mid-cap stock market
performance. The S&P 500, unlike the fund, does not incur fees or charges.
Average Annual Returns as of December 31, 1998
Life of the Class
1 Year (May 1, 1997)
- -------------------------------------------------------------------------------
Individual Shares -1.30% 10.19%
Institutional Service Shares -0.80% 10.64%
S&P 500 28.52% 31.20%
(Graphic -- two crossed anchors with a $ in the center)
FEES AND EXPENSES
The table escribes the fees and expenses you may pay if you buy and hold
shares of the fund.
Institutional
Individual Service Institutional
Shares Shares Shares(2)
- -------------------------------------------------------------------------------
Shareholder Fees
(paid directly from
your investment)
Maximum deferred sales charge(load) 1.00%(1) None None
(% of redemption proceeds)
Annual Fund Operating Expenses
(deducted directly from
fund assets)
Management fee 0.75% 0.75% 0.75%
Distribution and service (12b-1) fees 1.00% 0.25% None
Other expenses 2.25% 1.64% 0.50%(2)
- -------------------------------------------------------------------------------
Total Operating Expenses 4.00% 2.64% 1.25%
Fee Waiver and Expense
Reimbursement(3)(4) (2.05%) (1.15%) -
- -------------------------------------------------------------------------------
NET OPERATING EXPENSES 1.95% 1.49% 1.25%
(1)Shares redeemed during the first year after purchase are subject to
a fee of 1.00% deducted from redemption proceeds.
(2)Estimated. Shares had not been issued as of December 31, 1998.
(3)Under an expense offset arrangement, custodian fees are reduced by credits
based on the fund's average daily cash balance. Under SEC reporting
requirements, these reductions are not reflected in the expense ratios
above. If reflected, the ratios would be:
NET OPERATING EXPENSES AFTER
CUSTODIAN FEE REDUCTIONS 1.88% 1.42% -
(4)Under a written agreement, Wright waives a portion of its advisory fee
and limits operating expenses at 1.99%, 1.50%, and 1.25%.
- ------ SIDE BAR TEXT ------
Understanding
Expenses
Annual fund operating expenses are paid by the fund. As a result, you pay for
them indirectly because they reduce the fund's return. Fund expenses include
management fees, 12b-1 fees and administrative costs, such as shareholder
recordkeeping and reports, custodian and pricing services, and registration
fees.
- ------END SIDE BAR TEXT ------
The following example allows you to compare the cost of investing in the
fund to the cost of investing in other mutual funds by showing what your
costs may be over time. It uses the same assumptions that other funds use
in their prospectuses: $10,000 initial investment, 5% total return for each
year, fund operating expenses remain the same for each period and
redemption after the end of each period. Your actual costs may be higher or
lower, so use this example for comparison only. Based on these assumptions
your costs at the end of each period would be:
Example Costs
1 Year 3 Years 5 Years 10 Years
------------------------------------------------
- --------------------------------------------------------------------------------
Individual Shares, redemption
at end of period $298 $ 612 $1,052 $2,275
Individual Shares, no
redemption 198 612 1,052 2,275
Institutional Service Shares 152 471 813 1,779
Institutional Shares 127 397 686 1,511
- --------------------------------------------------------------------------------
<PAGE>
INFORMATION ABOUT YOUR ACCOUNT
- -------------------------------------------------------------------------------
HOW THE FUND VALUES ITS SHARES
The price at which you buy or sell fund shares is the net asset value per
share or NAV. The price for each share class is determined by adding the value
of the fund's cash and other assets attributable to that class, deducting
liabilities, and then dividing that amount by the total number of shares
outstanding for that class.
The NAV is calculated for each class at the close of regular trading of the
New York Stock Exchange (normally 4:00 p.m. New York time) each day the Exchange
is open. It is not calculated on days the Exchange is closed. The price for a
purchase or redemption of fund shares is the next NAV calculated after your
order is received in proper form. The NAV for each class can differ.
When the fund calculates its NAV it values its portfolio securities at the
last current sales price on the market where the security is normally traded.
Securities that cannot be valued at these prices will be valued by Wright at
fair value in accordance with procedures adopted by the trustees. For example,
this may happen when an event occurs that affects the value of a security at a
time it is not trading, such as during a weekend, or after the close of the
Exchange, or if the security is illiquid.
Foreign securities may trade during hours and on days that the Exchange is
closed and the fund's NAV is not calculated. Although the fund's NAV may be
affected, you will not be able to purchase or redeem shares on these days.
PURCHASING SHARES
PURCHASING SHARES FOR CASH
Shares of each class may be purchased without a front-end sales charge at
NAV. There are no investment minimums for purchases through bank trust
departments or qualified retirement plans. The fund may reject any purchase
order, or limit or suspend the offering of its shares.
Type of Initial Additional
Account Investment Investment
- -------------------------------------------------------------------------------
Individual Shares $1,000 None
Institutional Service Shares $500,000 None
Institutional Shares $3,000,000 None
Automatic Investments $100 $100
(monthly or quarterly)
Authorized dealers, including investment dealers, banks or other
institutions, may impose investment minimums higher than those imposed by the
fund. They may also charge for their services. There are no transaction charges
if you purchase your shares directly from the fund.
HOW TO BUY SHARES
o If you buy shares directly from the fund, please refer to your
Shareholder Manual for instructions on how to buy fund shares.
o If you buy shares through bank trust departments or other fiduciary
institutions, please consult your trust or investment officer.
o If you buy shares through a broker, please consult your broker for
purchase instructions.
o If you buy shares through an account with a registered investment adviser
or financial planner, please contact your investment adviser or planner.
o If you buy shares through a retirement plan, please consult your plan
documents or speak with your plan administrator.
- -------SIDE BAR TEXT---------
Paying for Shares
You may buy shares by wire, check, Federal Reserve draft, or other
negotiable bank draft, payable in U.S. dollars and drawn on U.S. banks. Third
party checks will not be accepted. A charge is imposed on any returned checks.
- -------END SIDE BAR TEXT--------
<PAGE>
PURCHASING SHARES THROUGH EXCHANGE OF SECURITIES
You may buy shares by delivering to the fund's custodian securities that
meet the fund's investment objective and policies, have easily determined market
prices and are otherwise acceptable. Exchanged securities must have a minimum
aggregate value of $5,000. Securities are valued as of the date they are
received by the fund. If you want to exchange securities for fund shares, you
should furnish a list with a full description of these securities that are
proposed to be delivered. See the Shareholder Manual for detailed instructions.
DISTRIBUTION AND SERVICE PLANS
The fund has adopted a 12b-1 plan permitting it to pay a fee to finance the
distribution of its shares. Wright Investors' Service Distributors, Inc.
(WISDI), the principal underwriter and distributor of the fund's shares,
receives a distribution fee of up to 0.75% of the average daily net assets of
the Individual Share class and up to 0.25% of the Institutional Service Share
class's average daily net assets. Because this fee is paid on an ongoing basis,
it may cost you more than other types of sales charges over time.
The fund has also adopted a service plan. This plan allows WISDI to be
reimbursed for payments to intermediaries for providing account administration
and personal and account maintenance services to fund shareholders. The annual
service fee may not exceed 0.25% of the average daily net assets of each class
of shares.
SELLING SHARES
You may redeem or sell fund shares on any business day. NO REDEMPTION
REQUEST WILL BE PAID UNTIL YOUR SHARES HAVE BEEN PAID FOR IN FULL. IF THE SHARES
TO BE REDEEMED WERE PURCHASED BY CHECK, THE REDEMPTION PAYMENT WILL BE DELAYED
UNTIL THE CHECK HAS BEEN COLLECTED WHICH MAY TAKE UP TO 15 DAYS FROM THE DATE OF
PURCHASE. Telephone, mail and internet redemption procedures are described in
the Shareholder Manual.
In times of drastic economic or market conditions, you may have difficulty
selling shares by telephone or the internet so you should send your request by
mail or overnight delivery. These redemption options may be modified or
terminated without notice to shareholders.
Redemption requests received in "proper form" before 4:00 p.m. New York
time will be processed at that day's NAV."Proper form" means that the fund has
received your request, all shares are paid for, and all documentation along with
any required signature guarantee, are included. The fund normally pays
redemption proceeds by check within one business day to the address of record.
Payment will be by wire if you specified this option on your account
application.
For more information about selling your shares, please refer to your
Shareholder Manual, or consult your trust officer, adviser or plan administrator
for more information.
REDEMPTIONS IN-KIND
Although the fund expects to pay redemption proceeds in cash, it reserves
the right to redeem shares in-kind giving the shareholder readily marketable
portfolio securities instead of cash. This is done to protect the interests of
remaining shareholders. If this occurs, you will incur transaction costs if you
sell the securities.
INVOLUNTARY REDEMPTION
If your account falls below $500 the fund may redeem your shares. You will
receive notice 60 days before this happens. Your account will not be redeemed if
the balance is below the minimum due to investment losses. No redemption fee or
contingent deferred sales charges will be assessed on involuntary redemptions.
- -----SIDE BAR TEXT-----
Deferred Sales Charge
If you redeem individual shares within the first year after purchase, you will
pay a contingent deferred sales charge of 1.0%. This charge may be waived
under certaincircumstances. Please refer to your Shareholder Manual for details
on the contingent deferred sales charge.
- -----END SIDE BAR TEXT----
EXCHANGING SHARES
Share of the fund may be exchanged for shares of the same class of the
other Wright funds. The exchange of shares results in the sale of the fund's
shares and the purchase of another fund's shares. An exchange results in a gain
or loss and is therefore a taxable event for you. For more information on
exchanging shares please see the Shareholder Manual or consult your adviser.
<PAGE>
DIVIDENDS AND TAXES
- -------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS
Unless you tell us that you want to receive your distributions in cash,
they will be reinvested automatically in fund shares. The fund generally
makes two different kinds of distributions:
o CAPITAL GAINS FROM THE SALE OF PORTFOLIO SECURITIES. The fund
distributes any net realized capitalgains annually, normally in
December.
o NET INVESTMENT INCOME FROM INTEREST OR DIVIDENDS RECEIVED.
The fund distributes its investment income at least semi-annually.
Most of the fund's distributions are expected to be from capital gains.
TAX CONSEQUENCES
Buying, selling, holding or exchanging mutual fund shares may result in a
gain or a loss and is a taxable event. Distributions, whether received in
cash or additional fund shares, are subject to federal income tax.
Transaction Tax Status
- -------------------------------------------------------------------------------
Income dividends Ordinary income
Short-term capital gains Ordinary Income
Long-term capital gains Capital gains
The fund may be subject to foreign withholding taxes or other foreign taxes
on some of its foreign investments. This will reduce the yield or total
return on those investments.
Your investment in the fund may have additional tax consequences.
Please consult your tax advisor on state, local or other applicable tax
laws.
- ------- SIDE BAR TEXT -------
Tax Considerations
Unless your investment is in a tax-deferred account you may want to avoid:
o Investing in the fund near the end of its fiscal year. If the fund makes a
capital gains distribution you will receive some of your investment back as a
taxable distribution.
o Selling shares at a loss for tax purposes and then making an identical
investment within 30 days. This results in a "wash sale" and you will not be
allowed to claim a tax loss.
- ------- END SIDE BAR TEXT --------
<PAGE>
MANAGING THE FUND
WrightInvestors' Service is a leading independent international investment
management and advisory firm with more than 35 years experience. Wright manages
about $4.5 billion of assets in portfolios of all sizes and styles as well as a
family of mutual funds. The company developed Worldscope(R), one of the world's
largest and most complete databases of financial information, which currently
includes more than 19,000 corporations in 49 nations.
Wright manages the fund's investments. Wright is located at 1000 Lafayette
Boulevard, Bridgeport, CT 06604. For the fiscal year ended December 31, 1998,
Wright received an advisory fee at the annual rate of 0.001% of the fund's
average daily net assets.Wright's fee may be as much as 0.75% of the fund's
average daily net assets.
INVESTMENT COMMITTEE
An investment committee of senior officers controls the investment
selections, policies and procedures of the fund. These officers are all
experienced analysts with different areas of expertise and over 195 years of
combined service with Wright. The investment committee consists of the following
members:
<TABLE>
<CAPTION>
Committee Member Title Joined Wright in
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Peter M. Donovan, CFA President and Chief Executive Officer 1966
Judith R. Corchard Chairman of the investment committee 1960
Executive Vice President - Investment Management
Jatin J. Mehta, CFA Chief Investment Officer - U.S. Equities 1969
Harivadan K. Kapadia, CFA Senior Vice President - Investment Analysis and Information 1969
Michael F. Flament, CFA Senior Vice President - Investment and Economic Analysis 1972
James P Fields, CFA Senior Vice President - Fixed Income Investments 1982
Amit S. Khandwala Senior Vice President - International Investments 1986
Charles T. Simko, Jr., CFA Senior Vice President - Investment Research 1985
Patricia J. Pierce, CFA Senior Vice President - Equities 1999
</TABLE>
CATHOLIC ADVISORY BOARD
The Catholic Advisory Board reviews the investments selected by Wright.
The members of the Catholic Advisory Board are:
Thomas P. Melady, Chairman, Former U.S. Ambassador to the Holy See,
Uganda and Burundi, President Emeritus of Sacred Heart University
Margaret M. Heckler, Former U.S. Representative from Massachusetts 10th
district, former Secretary of Health and Human Services, former
Ambassador to Ireland
Bowie K. Kuhn, Former Commissioner of Baseball
Timothy J. May, Senior Partner, Patton Boggs, LLP
Thomas S. Monaghan, Former President, CEO and Chairman of Domino's
Pizza, Inc.
William A. Wilson, Former (and first) U.S. Ambassador to the Holy See
Although he is not in any way connected with the fund, His Eminence John
Cardinal O'Connor is the ecclesiastical advisor to the Catholic Advisory Board.
Each member of the board is involved in various Catholic organizations and
activities while in contact with numerous Catholic institutions and clergy.
- ------ SIDE BAR TEXT-----
Administrator
Eaton Vance Management serves as the fund's administrator and is responsible for
managing its daily business affairs. Eaton Vance's services include operating
the fund's order room, recordkeeping, preparing and filing documents required to
comply with federal and state securities laws, supervising the activities of the
fund's custodian and transfer agent, providing assistance in connection with the
trustees' and shareholders' meetings and other necessary administrative
services.
- ------ END SIDE BAR TEXT -------
<PAGE>
YEAR 2000 READINESS
Mutual funds and businesses around the world could be adversely affected if
computers do not properly process date-related information after the year
2000. Wright is addressing this issue and is getting reasonable assurances
from the fund's other major service providers that they too are addressing
these issues to preserve the smooth functioning of the fund's trading,
pricing, shareholder account, custodial and other operations. Wright is
also considering the vulnerability to year 2000 problems of companies in
the fund's portfolio.
Improperly functioning computers may disrupt securities markets or
result in overall economic uncertainty. Individual companies may also
be adversely affected by the cost of fixing their computers, which
could be substantial. There is no guarantee that all problems will be
avoided.
THE EURO
The European countries have adopted the Euro as their common currency.
Existing national currencies of these countries will be sub-currencies of
the Euro until July 1, 2002, when the old currencies will disappear
entirely. The introduction of the Euro presents some possible risks, which
could adversely affect the value of securities held by the fund, as well as
possible adverse tax consequences. There could be unpredictable effects on
trade and commerce, resulting in increased volatility for all financial
markets.
<PAGE>
Financial Highlights
The financial highlights will help you understand each fund's financial
performance since the fund started.Certain information reflects financial
results for a single fund share. Total return shows how much your investment in
the fund increased or decreased during the period, assuming you reinvested all
dividends and distributions. Deloitte & Touche LLP, independent certified public
accountants, audited this information. Their reports, along with the funds'
financial statements, are included in the funds' annual report, which is
available upon request.
<TABLE>
<CAPTION>
Year Ended From May 1, 1997 (start of business) to
December 31, 1998 December 31, 1997
- --------------------------------------------------------------------------------------------------------------------------------
Institutional Individual Institutional Individual
FINANCIAL HIGHLIGHTS Service Shares Shares Service Shares Shares
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net asset value, beginning of period................. $ 11.890 $ 11.870 $ 10.000 $ 10.000
-------- -------- -------- --------
Income from investment operations:
Net investment income (loss)*..................... $ 0.003 $ (0.036) $ (0.000)+ $ (0.024)
Net realized and unrealized gain (loss)........... (0.097) (0.118) 1.930 1.934
-------- -------- -------- --------
Total from investment operations................ $ (0.094) $ (0.154) $ 1.930 $ 1.910
-------- -------- -------- --------
Less distributions:
Dividends from investment income................ - - - -
Distributions from capital gains................ $ (0.004) $ (0.006) $ (0.040) $ (0.040)
Return of capital++............................. (0.002) - - -
-------- -------- -------- --------
Total distributions............................. $ (0.006) $ (0.006) $ (0.040) $ (0.040)
-------- -------- -------- --------
Net asset value, end of period....................... $ 11.790 $ 11.710 $ 11.890 $ 11.870
========= ========= ========= =========
Total Return (1)..................................... (0.80%) (1.30%) 19.31% 19.11%
Ratios/Supplemental Data:
Net assets, end of period (000 omitted)........... $ 9,174 $ 3,970 $ 8,686 $ 1,397
Ratio of total expenses to average net assets*(3). 1.49% 1.95% 1.73% (2) 2.24% (2)
Ratio of net income (loss) to average net assets.. 0.02% (0.42%) (0.01%)(2) (0.44%)(2)
Portfolio turnover rate........................... 50% 50% 14% 14%
<FN>
* During the periods presented, the investment adviser, the administrator
and the distributor waived all or a portion of their fees and the Investment
Adviser was allocated a portion of the operating expenses. Had such actions not
been undertaken, net investment loss per share and the ratios would have been as
follows:
Net investment loss per share........................ $ (0.170) $ (0.212) $ (0.047) $ (0.212)
========= ========= ========= =========
Annualized Ratios (As a percentage of average net assets):
Expenses.......................................... 2.64% 4.00% 4.50% (2) 5.69% (2)
Net investment loss............................... (1.13%) (2.47%) (2.78%)(2) (3.89%)(2)
(1) Total investment return is calculated assuming a purchase at the net asset
value on the first day and a sale at the net asset value on the last day of
each period reported. Dividends and distributions, if any, are assumed to be
reinvested at the net asset value on the reinvestment date.
(2) Annualized.
(3) During the years ended December 31, 1998 and 1997, custodian fees were
reduced by credits resulting from cash balances the fund maintained with the
custodian . The computation of net expenses to average daily net
assets reported above is computed without consideration of such credit. If
these credits were considered, the ratio of net expenses to average daily
net assets would have been as follows:
1998 1997
Inst. Ind. Inst. Ind.
Serv. Shrs Shares Serv. Shrs Shares
Actual ratio of net expenses 1.42% 1.88% 1.48% 1.99%
(+) Amount represents less than ($0.001) per share.
(++)Amount represents a distribution in excess capital gains
</FN>
</TABLE>
(CVIT logo - same as front cover)
For More Information
Additional information about the fund's investments is available in the
fund's semi-annual and annual reports to shareholders. The fund's annual
report contains a discussion of the market conditions and investment
strategies that affected the fund's performance over the past year.
You may want to read the statement of additional information (SAI) for more
information on the fund and the securities it invests in. The
SAI is incorporated into this prospectus by reference, which means
that it is considered to be part of the prospectus.
You can get free copies of the semi-annual and annual reports and the SAI,
request other information or get answers to your questions about the
fund by writing or calling:
Catholic Values Investment Trust
c/o Wright Investors' Service Distributors, Inc.
1000 Lafayette Boulevard
Bridgeport, CT 06604
(888) 974-4486
e-mail: [email protected]
Copies of documents and application forms can be viewed and downloaded from
the fund's website: www.catholicinvestment.com
Text-only versions of fund documents can be viewed online or downloaded
from the SEC's web site at www.sec.gov. You can also obtain copies by visiting
the SEC's Public Reference Room in Washington DC. For information on the
operation of the Public Reference Room, call (800) SEC-0330. Copies of documents
may also be obtained by sending your request and the appropriate fee to the
SEC's Public Reference Section, Washington, DC 20549-6009.
Investment Company Act file number.....................811-07951
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
Individual Shares
Institutional Service Shares
Institutional Shares
April 30, 1999
CATHOLIC VALUES INVESTMENT TRUST
255 State Street
Boston, Massachusetts 02109
------------------------------------------------------------------------
Catholic Values Investment Trust Equity Fund
------------------------------------------------------------------------
TABLE OF CONTENTS
The Fund's Investment Policies.............. 2
Additional Investment Policies and Other
Information ................................ 3
Additional Information about the Trust...... 6
Investment Restriction...................... 7
Trustee, Officers and the
Catholic Advisory Board..................... 8
Control Person and Principal
Holders of Shares........................... 10
Investment Advisory and
Administrative Services..................... 10
Custodian and Transfer Agent................ 12
Independent Certified Public Accountants.... 12
Brokerage Allocation........................ 12
Pricing of Shares........................... 13
Principal Underwriter....................... 13
Service Plan................................ 15
Taxes....................................... 15
Calculation of Performance and Yield
Quotations............................... 16
Financials.................................. 17
Appendix.................................... 18
This Statement of Additional Information is NOT a prospectus and is authorized
for distribution to prospective investors only if preceded or accompanied by the
current Prospectus of the Catholic Values Investment Trust (the "Trust")
offering shares of the Catholic Values Investment Trust Equity Fund (the
"Fund"), dated April 30, 1999, as supplemented from time to time, which is
incorporated herein by reference. This Statement of Additional Information
should be read in conjunction with the Prospectus. A copy of the Prospectus may
be obtained without charge from Wright Investors' Service Distributors, Inc.,
1000 Lafayette Boulevard, Bridgeport, Connecticut 06604 (Telephone:
888-974-4486) or from the Fund's website (http://www.catholicinvestment.com).
THE FUND'S INVESTMENT POLICIES
The fund is a diversified, open-end management investment company. The
Fund's objective is described in the Prospectus.
The Fund will, through continuous supervision by Wright and the Catholic
Advisory Board, pursue its objective by investing in a broadly diversified
portfolio consisting primarily of equity securities of high-quality,
well-established and profitable U.S. and non-U.S. companies that offer products
or services and undertake activities that are consistent with the core teachings
of the Catholic Church.
HOW INVESTMENTS ARE SELECTED
Securities selected for the Fund are drawn from investment lists prepared
by Wright and known as The Approved Wright Investment List (the "AWIL") and The
International Approved Wright Investment List (the "International AWIL").
Securities drawn from these Investment Lists will be reviewed for compliance
with the core teachings of the Catholic Church by the Catholic Advisory Board,
which is appointed by the Board of Trustees of the Trust (the "trustees") and is
made up of prominent lay members of the Catholic Church.
THE APPROVED WRIGHT INVESTMENT LISTS (AWIL AND INTERNATIONAL AWIL). Wright
systematically reviews about 7,000 U.S. companies and about 12,000 non-U.S.
companies in The Worldscope(R) database which it developed. This review first
identifies those companies which, on the basis of at least five years of audited
records, meet the minimum standards of prudence (e.g. the value of the company's
assets and shareholders' equity exceeds certain minimum standards and its
operations have been profitable during the last three years) and thus are
suitable for consideration by fiduciary investors. Companies meeting these
requirements (about 3,800 companies) are considered by Wright to be suitable for
prudent investment. They may be large or small, may have their securities traded
on exchanges or over the counter and may include companies not currently paying
dividends on their shares.
These approximately 3,800 companies are then subjected to extensive
analysis and evaluation in order to identify those which meet Wright's 32
fundamental standards of Investment Quality. Only those companies which meet or
exceed all of these standards (a subset of the 3,800 companies considered
suitable for prudent investment) are eligible for selection by the Wright
Investment Committee for inclusion in the Investment Lists.
All companies on the Investment Lists are, in the opinion of Wright,
soundly financed with established records of earnings profitability and equity
growth. All have established investment acceptance and active liquid markets for
their publicly owned shares. The companies on the Investment Lists will be
referred to herein as "Blue Chips."
THE CATHOLIC ADVISORY BOARD. The Catholic Advisory Board assures that the
Fund's investments are consistent with Catholic values. Each member of the Board
is involved in various Catholic organizations and activities and is in contact
with numerous Catholic institutions and Catholic clergy. Using the best publicly
available information obtainable by Wright, the Catholic Advisory Board will
identify those companies recommended by Wright whose products, services and/or
activities are substantially consistent with core Catholic Church teachings. In
addition, information received from shareholders, secondary materials, and
general input from interested sources is consistently revised and evaluated. The
result is continuous dialogue, continuous information input, continuous review,
and thus continuous evaluation. It is believed that independent thinking and
independent information support a Fund that adheres to Catholic doctrine while
balancing changes in the marketplace, changes in informational input, and
changes in value systems. Thus, the Fund combines Catholic values with
investment values.
The Catholic Advisory Board will have sole discretion to determine which
companies meet the Fund's religious criteria. Wright will be solely responsible
for evaluating the investment merits of the Fund's portfolio holdings. When a
company is found not to be in compliance with core Catholic teachings, Wright is
asked to remove it from the portfolio. This policy may cause the Fund to dispose
of a security at a time when it may be disadvantageous from an investment
viewpoint to do so.
As the Fund will consider for investment only securities which meet the
Fund's investment and religious criteria, the return on securities chosen may be
lower than if the Fund considered only investment criteria when selecting
investments. However, Wright does not expect there will be a material effect on
the performance.
PRIMARY INVESTMENTS. The Fund will, under normal market conditions, invest
at least 80% of its net assets in equity securities of Blue Chip companies,
including common stocks, preferred stocks, warrants and securities convertible
into stock. As a matter of nonfundamental policy, it is expected that the Fund
will normally be fully invested in equity securities. However, the Fund may
invest up to 20% of its net assets in the short-term debt securities described
under "Defensive and Certain Short-Term Investments." In addition, for temporary
defensive purposes the Fund may hold cash or invest without limit in these
short-term debt securities.
ADDITIONAL INVESTMENT POLICIES AND OTHER INFORMATION
U.S. GOVERNMENT, AGENCY AND INSTRUMENTALITY SECURITIES.--U.S. Government
securities in which the Fund may invest are short-term obligations issued by the
Treasury and include bills, certificates of indebtedness, notes, and bonds.
Agencies and instrumentalities of the U.S. Government are established under the
authority of an act of Congress and include, but are not limited to, the
Government National Mortgage Association ("GNMA"), the Tennessee Valley
Authority, the Bank for Cooperatives, the Farmers Home Administration, Federal
Home Loan Banks, Federal Intermediate Credit Banks, Federal Land Banks, and the
Federal National Mortgage Association ("FNMA").
The Fund has no current intention of investing in securities issued by GNMA
or FNMA or in any other mortgage-backed securities.
FOREIGN INVESTMENT. The Fund may invest up to 30% of its total assets in
equity securities of foreign companies that are on the International AWIL and
that are traded on a securities market of the country in which the company is
located or other foreign securities exchanges. In addition, the Fund may
purchase securities in the form of American Depositary Receipts ("ADRs") or
similar securities representing interests in an underlying foreign security.
ADRs are not necessarily denominated in the same currency as the underlying
foreign securities. If an ADR is not sponsored by the issuer of the underlying
foreign security, the institution issuing the ADR may have reduced access to
information about the issuer.
Investments in foreign securities involve risks in addition to those
associated with investments in the securities of U.S. issuers. These risks
include less publicly available financial and other information about foreign
companies; less rigorous securities regulation; the potential imposition of
currency controls, foreign withholding and other taxes; and war, expropriation
or other adverse governmental actions. Foreign equity markets may be less liquid
than United States markets and may be subject to delays in the settlement of
portfolio transactions. Brokerage commissions and other transaction costs in
foreign markets tend to be higher than in the United States. The value of
foreign securities denominated in a foreign currency will vary in accordance
with changes in currency exchange rates, which can be volatile. In addition, the
prices of unsponsored ADRs may be more volatile than if they were sponsored by
the issuers of the underlying securities. These considerations generally are of
greater concern in developing countries.
REPURCHASE AGREEMENTS.--involve purchase of U.S. Government securities. At
the same time the Fund purchases the security, it resells it to the vendor (a
member bank of the Federal Reserve System or recognized securities dealer that
meets Wright credit standards), and is obligated to redeliver the security to
the vendor on an agreed-upon date in the future. The resale price exceeds the
purchase price and reflects an agreed-upon market rate unrelated to the coupon
rate on the purchased security. Such transactions afford an opportunity for the
Fund to earn a return on cash which is only temporarily available. The Fund's
risk is the ability of the vendor to pay an agreed-upon sum upon the delivery
date. The Fund believes this risk is limited to the difference between the
market value of the security and the repurchase price provided for in the
repurchase agreement.
Repurchase agreements must be fully collateralized at all times. In the
event of a default or bankruptcy by a vendor under a repurchase agreement, the
Fund will seek to liquidate such collateral. However, the exercise of the right
to liquidate such collateral could involve certain costs, delays and
restrictions and is not ultimately assured. To the extent that proceeds from any
sale upon a default of the obligations to repurchase are less than the
repurchase price, the Fund could suffer a loss.
In all cases when entering into repurchase agreements with other than
FDIC-insured depository institutions, the Fund will take physical possession of
the underlying collateral security, or will receive written confirmation of the
purchase of the collateral security and a custodial or safekeeping receipt from
a third party under a written bailment for hire contract, or will be the
recorded owner of the collateral security through the Federal Reserve Book-Entry
System.
DEFENSIVE AND CERTAIN SHORT-TERM INVESTMENTS. Under normal market
conditions up to 20% of the Fund's net assets or, during periods of unusual
market conditions, when Wright believes that investing for temporary defensive
purposes in appropriate, all or any portion of the Fund's assets may be held in
cash, money market instruments or other short-term obligations. These include
short-term obligations issued or guaranteed as to interest and principal by the
U.S. Government or any agency or instrumentality thereof (including repurchase
agreements collateralized by such securities).
The Fund may invest in the following U.S. dollar denominated, high quality
short-term obligations to the extent set forth above:
Certificates of Deposit -- are certificates issued against funds deposited
in a bank, are for a definite period of time, earn a specified rate of return,
and are normally negotiable.
Bankers' Acceptances -- are short-term credit instruments used to finance
the import, export, transfer or storage of goods. They are termed "accepted"
when a bank guarantees their payment at maturity.
Commercial Paper -- refers to promissory notes issued by corporations in
order to finance their short-term credit needs. Commercial paper acquired by the
Fund must, at the date of investment, be rated A-1 by Standard & Poor's Ratings
Group ("S&P") or P-1 by Moody's Investors Service, Inc. ("Moody's"), or, if not
rated by such rating organizations, be deemed by the trustees to be of
comparable quality.
Finance Company Paper -- refers to promissory notes issued by finance
companies in order to finance their short-term credit needs. Finance company
paper must have the same ratings as commercial paper at the time of purchase.
See "Commercial Paper" above.
Corporate Obligations -- include bonds and notes issued by corporations and
other entities in order to finance short-term credit needs. Corporate
obligations and other debt instruments in which the Fund may invest must, at the
date of investment, be rated AA or better by S&P or Aa or better by Moody's or,
if not rated by such rating organizations, be deemed by the trustees to be of
comparable quality.
The Fund may invest in instruments and obligations of banks that have other
relationships with the Fund, Wright or Eaton Vance. No preference will be shown
towards investing in banks which have such relationships.
The prices of fixed income securities vary inversely with interest rates.
Therefore, the value of the Fund's investments in convertible securities and
short-term obligations will decline when interest rates are rising. The
investment objective and, unless otherwise indicated, policies of the Fund may
be changed by the Trustees without a vote of the Fund's shareholders. The Fund
is not a complete investment program and there is no assurance that the Fund
will achieve its investment objective. The market price of securities held by
the Fund and the net asset value of the Fund's shares will fluctuate in response
to stock market developments and currency exchange rate fluctuations.
"WHEN ISSUED" SECURITIES -- Securities are frequently offered on a
"when-issued" basis. When so offered, the price, which is generally expressed in
terms of yield to maturity, is fixed at the time the commitment to purchase is
made, but delivery and payment for the when-issued securities may take place at
a later date. Normally, the settlement date occurs 15 to 90 days after the date
of the transaction. The payment obligation and the interest rate that will be
received on the securities are fixed at the time the Fund enters into the
purchase commitment. During the period between purchase and settlement, no
payment is made by the Fund to the issuer and no interest accrues to the Fund.
To the extent that assets of the Fund are held in cash pending the settlement of
a purchase of securities, the Fund would earn no income; however, the Fund
intends to be fully invested to the extent practicable and subject to the
policies stated above. While when-issued securities may be sold prior to the
settlement date, it is intended that such securities will be purchased for the
Fund with the purpose of actually acquiring them unless a sale appears to be
desirable for investment reasons.
At the time a commitment to purchase securities on a when-issued basis is
made for the Fund, the transaction will be recorded and the value of the
security reflected in determining the Fund's net asset value. The Fund will
establish a segregated account with its Custodian in which the Fund will
maintain cash and liquid securities equal in value to commitments for
when-issued securities. If the value of the securities placed in the separate
account declines, additional cash or securities will be placed in the account on
a daily basis so that the value of the account will at least equal the amount of
the Fund's when-issued commitments. Such segregated securities either will
mature or, if necessary, be sold on or before the settlement date.
Securities purchased on a when-issued basis and the securities held by the
Fund are subject to changes in value based upon the public's perception of the
creditworthiness of the issuer and changes in the level of interest rates.
(Thus, both positions will change in value in the same way, i.e., both
experiencing appreciation when interest rates decline and depreciation when
interest rates rise.) Therefore, to the extent that the Fund remains
substantially fully invested at the same time that it has purchased securities
on a when-issued basis, there will be greater fluctuations in the market value
of the Fund's net assets than if only cash were set aside to pay for when-issued
securities.
The Fund has no current intention of investing in when-issued securities.
ILLIQUID AND RESTRICTED SECURITIES. The Fund may purchase securities that
are not registered ("restricted securities") under the Securities Act of 1933
("1933 Act"), including securities offered and sold to "qualified institutional
buyers" under Rule 144A under the 1933 Act and commercial paper sold in reliance
on Section 4(2) of the 1933 Act. However, the Fund will not invest more than 15%
of its net assets in illiquid investments, which include repurchase agreements
maturing in more than seven days, securities that are not readily marketable and
restricted securities. If the value of the Fund's illiquid investments increased
to more than 15% of net assets, Wright would begin reducing these investments in
an orderly manner to the extent necessary to comply with the 15% limit. If the
Board of Trustees determines, based upon a continuing review of the trading
markets for specific Rule 144A securities, that they are liquid, then such
securities may be purchased without regard to the 15% limit. The trustees may
adopt guidelines and delegate to Wright the daily function of monitoring and
determining the liquidity of restricted securities. The trustees, however, will
retain sufficient oversight and be ultimately responsible for the
determinations. The trustees will carefully monitor the Fund's investments in
these securities, focusing on such important factors, among others, as
valuation, liquidity and availability of information.
The Fund may acquire other restricted securities including securities for
which market quotations are not readily available. These securities may be sold
only in privately negotiated transactions or in public offerings with respect to
which a registration statement is in effect under the 1933 Act. Where
registration is required, the Fund may be obligated to pay all or part of the
registration expenses and a considerable period may elapse between the time of
the decision to sell and the time the Fund may be permitted to sell a security
under an effective registration statement. If, during such a period, adverse
market conditions were to develop, the Fund might obtain a less favorable price
than prevailed when it decided to sell. Restricted securities will be priced at
fair market value as determined in good faith by the Trust's trustees.
The Fund does not currently intend to purchase restricted securities.
BORROWING; LENDING PORTFOLIO SECURITIES.
The Fund may borrow for temporary or emergency purposes in an amount up to
one-third of the Fund's total assets. The Fund may lend portfolio securities
with a value up to 30% of its total assets to enhance its income. The Fund may
seek to increase income by lending portfolio securities to broker-dealers or
other institutional borrowers. Under present regulatory policies of the
Securities and Exchange Commission, such loans are required to be secured
continuously by collateral in cash or liquid securities held by the Fund's
custodian and maintained on a current basis at an amount at least equal to the
market value of the securities loaned, which will be marked to market daily.
Cash equivalents include certificates of deposit, commercial paper and other
short-term money market instruments. The Fund would have the right to call a
loan and obtain the securities loaned at any time on up to five business days'
notice. The Fund would not have the right to vote any securities having voting
rights during the existence of a loan, but would call the loan in anticipation
of an important vote to be taken among holders of the securities or the giving
or withholding of their consent on a material matter affecting the investment.
The Fund may pay reasonable fees in connection with securities loans. Wright
will evaluate the creditworthiness of prospective institutional borrowers and
monitor the adequacy of the collateral to reduce the risk of default by
borrowers.
The Fund does not currently intend to engage in securities loans.
WARRANTS AND CONVERTIBLE SECURITIES. The Fund may invest up to 5% of its
net assets in warrants. Warrants acquired by the Fund will entitle it to buy
common stock at a specified price and time. The Fund may invest up to 5% of its
net assets in convertible securities. Convertible debt securities and
convertible preferred stock entitle the Fund to acquire the issuer's stock by
exchange or purchase at a predetermined rate.
Warrants are subject to the same market risks as stocks, but may be more
volatile in price. The Fund's investments in warrants will not entitle it to
receive dividends or exercise voting rights and will become worthless if the
warrants cannot be profitably exercised before their expiration dates.
Convertible securities are subject both to the credit and interest rate risks
associated with debt obligations and to the stock market risk associated with
equity securities. Convertible debt securities in which the Fund may invest
must, at the date of investment, be rated AA or better by S&P or Aa or better by
Moody's or, if not rated by one of these rating organizations, be deemed by the
trustees to be of comparable quality.
INTEREST RATE RISK. The market value of the U.S. Government securities,
short-term investments and convertible securities in which the Fund may invest
varies inversely with changes in the prevailing levels of interest rates. For
example, if interest rates rise after one of the foregoing securities has been
purchased, the value of the security would decline.
SHORT SALES. The Fund may engage in short sales in order to profit from an
anticipated decline in the value of a security. The Fund may also engage in
short sales to attempt to limit its exposure to a possible market decline in the
value of its portfolio securities through short sales of securities which Wright
believes possess volatility characteristics similar to those being hedged. To
effect such a transaction, the Fund must borrow the security sold short to make
delivery to the buyer. The Fund then is obligated to replace the security
borrowed by purchasing it at the market price at the time of replacement. Until
the security is replaced the Fund is required to pay to the lender any accrued
interest or dividends and may be required to pay a premium. The Fund may only
make short sales "against the box," meaning that the Fund either owns the
securities sold short or, by virtue of its ownership of other securities, has
the right to obtain securities equivalent in kind and amount to the securities
sold and, if the right is conditional, the sale is made upon the same
conditions.
The Fund has no current intention of engaging in short sales.
DIVERSIFICATION. The Fund is diversified and therefore may not, with
respect to 75% of its total assets, (1) invest more than 5% of its total assets
in the securities of any one issuers, other than U.S. Government securities, or
(2) acquire more than 10% of the outstanding voting securities of any one
issuer. The Fund will not concentrate (invest 25% or more of its total assets)
in the securities of issuers in any one industry.
FINANCIAL FUTURES CONTRACTS AND RELATED OPTIONS. The Fund does not
currently intend to purchase or sell financial futures contracts or related
options.
ADDITIONAL INFORMATION ABOUT THE TRUST
Unless otherwise defined herein, capitalized terms have the meaning given
them in the Prospectus.
The Trust is an open-end, management investment company organized as a
Massachusetts business trust. The Trust was organized in 1996 and currently has
one series (the Fund). The Fund currently has three classes of shares
outstanding -- Individual Shares, Institutional Shares and Institutional Service
Shares. The Fund is a diversified fund.
The Trust's Declaration of Trust (the "Declaration of Trust") may be
amended with the affirmative vote of a majority of the outstanding shares of the
Trust or, if the interests of a particular class of shares of the Fund are
affected, a majority of the outstanding shares of such class. The trustees are
authorized to make amendments to the Declaration of Trust that do not have a
material adverse effect on the interests of shareholders. The Trust may be
terminated (i) upon the sale of the Trust's assets to another diversified
open-end management investment company, if approved by the holders of two-thirds
of the outstanding shares of the Trust, except that if the trustees recommend
such sale of assets, the approval by the vote of a majority of the Trust's
outstanding shares will be sufficient, or (ii) upon liquidation and distribution
of the assets of the Trust, if approved by a majority of its trustees or by the
vote of a majority of the Trust's outstanding shares. If not so terminated, the
Trust may continue indefinitely.
The Declaration of Trust also provides that the trustees may change the
structure of the Fund from a multiple class fund to a feeder fund in a
master-feeder investment structure without shareholder approval. As a feeder
fund, the Fund would pursue its investment objective by investing all of its
assets in a master fund with an investment objective identical to that of the
Fund. While a master-feeder investment structure may provide opportunities for
growth in the assets of the master fund and economies of scale for the Fund,
duplication of fees may also result. Whenever the Fund as an investor in the
master fund would be requested to vote on matters pertaining to the master fund,
the Fund would hold a meeting of Fund shareholders and vote its interest in the
master fund for or against such matters proportionately to the instructions to
vote for or against such matters received from Fund shareholders. The Fund would
vote shares for which it received no voting instructions in the same proportion
as the shares for which it received voting instructions.
The Declaration of Trust further provides that the trustees will not be
liable for errors of judgment or mistakes of fact or law; however, nothing in
the Declaration of Trust protects a trustee against any liability to which he
would otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence, or reckless disregard of the duties involved in the conduct of his
office.
The Trust is an organization of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders of such a trust may,
under certain circumstances, be held personally liable as partners for the
obligations of the trust. The Declaration of Trust contains an express
disclaimer of shareholder liability in connection with the Trust property or the
acts, obligations or affairs of the Trust. The Declaration of Trust also
provides for indemnification out of the Trust property of any shareholder held
personally liable for the claims and liabilities to which a shareholder may
become subject by reason of being or having been a shareholder. Thus, the risk
of a shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which the Trust itself would be unable to meet its
obligations. The risk of any shareholder incurring any liability for the
obligations of the Trust is extremely remote.
INVESTMENT RESTRICTIONS
The following investment restrictions have been adopted by the Fund and may
be changed only by the vote of a majority of the Fund's outstanding voting
securities, which as used in this Statement of Additional Information means the
lesser of (a) 67% of the shares of the Fund if the holders of more than 50% of
the shares are present or represented at the meeting or (b) more than 50% of the
shares of the Fund. Accordingly, the Fund may not:
(1) With respect to 75% of the total assets of the Fund, purchase the
securities of any issuer if such purchase at the time thereof would
cause more than 5% of its total assets (taken at market value) to be
invested in the securities of such issuer, or purchase securities of
any issuer if such purchase at the time thereof would cause more than
10% of the total voting securities of such issuer to be held by the
Fund, except obligations issued or guaranteed by the U.S. Government,
its agencies or instrumentalities and except securities of other
investment companies;
(2) Borrow money or issue senior securities except as permitted by the
Investment Company Act of 1940. In addition, the Fund may not issue
bonds, debentures or senior equity securities, other than shares of
beneficial interest;
(3) Purchase securities on margin (but the Fund may obtain such short-term
credits as may be necessary for the clearance of purchase and sales of
securities);
(4) Underwrite or participate in the marketing of securities of others;
(5) Make an investment in any one industry if such investment would cause
investments in such industry to equal or exceed 25% of the Fund's total
assets, at market value at the time of such investment (other than
securities issued or guaranteed by the U.S. Government or its agencies
or instrumentalities);
(6) Purchase or sell real estate, although it may purchase and sell
securities which are secured by real estate and securities of companies
which invest or deal in real estate;
(7) Purchase or sell commodities or commodity contracts for the purchase or
sale of physical commodities, except that the Fund may purchase and
sell financial futures contracts, options on financial futures
contracts and all types of currency contracts; or
(8) Make loans to any person except by (a) the acquisition of debt
securities and making portfolio investments (b) entering into
repurchase agreements or (c) lending portfolio securities.
Notwithstanding the investment policies and restrictions of the Fund, the
Fund may invest its assets in an open-end management investment company with
substantially the same investment objective, policies and restrictions as the
Fund.
The Fund has adopted the following investment policies which may be changed
without approval by the Fund's shareholders. As a matter of nonfundamental
policy, the Fund will not (a) sell or contract to sell any security which it
does not own unless by virtue of its ownership of other securities it has at the
time of sale a right to obtain securities equivalent in kind and amount to the
securities sold and provided that if such right is conditional the sale is made
upon the same conditions; or (b) invest more than 15% of net assets in illiquid
investments.
Except for the Fund's investment policy with respect to borrowing money, if
a percentage restriction contained in the Fund's investment policies is adhered
to at the time of investment, a later increase or decrease in the percentage
resulting from a change in the value of portfolio securities or the Fund's net
assets will not be considered a violation of such restriction.
Trustees, Officers and the Catholic Advisory Board
Trustees and Officers
The trustees and officers of the Trust are listed below. Except as
indicated, each individual has held the office shown or other offices in the
same company for the last five years. Those trustees who are "interested
persons" (as defined in the 1940 Act) of the Trust, Wright, The Winthrop
Corporation ("Winthrop"), Eaton Vance, Eaton Vance's wholly owned subsidiary,
Boston Management and Research ("BMR"), Eaton Vance's parent company, Eaton
Vance Corp. ("EVC"), or Eaton Vance's and BMR's trustee, Eaton Vance, Inc.
("EV") by virtue of their affiliation with either the Trust, Wright, Winthrop,
Eaton Vance, BMR, EVC or EV, are indicated by an asterisk (*).
PETER M. DONOVAN (56), President and Trustee*
President, Chief Executive Officer and Director of Wright and Winthrop; Vice
President, Treasurer and a Director of Wright Investors' Service Distributors,
Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
H. DAY BRIGHAM, JR. (72), Vice President, Secretary and Trustee*
Retired, Vice President, Chairman of the Management Committee and Chief Legal
Officer of Eaton Vance, BMR, EVC and EV and Director of EV and EVC; Director of
Wright and Winthrop since February, 1997.
Address: 92 Reservoir Avenue, Chestnut Hill, MA 02167
JUDITH R. CORCHARD (60) , Vice President and Trustee*
Executive Vice President, Investment Management: Senior Investment Officer;
Chairman of the Investment Committee and Director of Wright and Winthrop. Ms.
Corchard was appointed a Trustee of the Trust on December 10, 1997.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
DORCAS R. HARDY (52) , Trustee
President, Dorcas R. Hardy & Associates (a public policy and government
relations firm), Spotsylvania, VA; Director, The Options Clearing Corporation
and First Coast Service Options, Jacksonville, FL (FL Blue Cross Blue Shield
subsidiary); 1996-1998 - Chairman and CEO of Work Recovery, Inc. (an advanced
rehabilitation technology firm), Tucson, AZ; 1986-1989 - U.S. Commissioner of
Social Security. Ms. Hardy was elected a Trustee on December 9. 1998. Address:
11407 Stonewall Jackson Drive, Spotsylvania, VA 22553
LELAND MILES (75), Trustee
President Emeritus, University of Bridgeport (1987-present); President,
University of Bridgeport (1974-1987); Director, United Illuminating Company.
Address: 332 North Cedar Road, Fairfield, CT 06430
A.M. MOODY, III (62), Vice President & Trustee*
Senior Vice President, Wright and Winthrop; President, Wright Investors' Service
Distributors, Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
LLOYD F. PIERCE (80), Trustee
Retired Vice Chairman (prior to 1984 - President), People's Bank, Bridgeport,
CT; Member, Board of Trustees, People's Bank, Bridgeport, CT; Board of
Directors, Southern Connecticut Gas Company; Chairman, Board of Directors,
COSINE.
Address: 140 Snow Goose Court, Daytona Beach, FL 32119
RICHARD E. TABER (50), Trustee
Chairman and Chief Executive Officer of First County Bank, Stamford, CT
(1989-present). Mr. Taber was appointed a Trustee of the Trust on March 18,
1997.
Address: 117 Prospect Street, Stamford, CT 06904
RAYMOND VAN HOUTTE (74), Trustee
President Emeritus and Counselor of The Tompkins County Trust Company,
Ithaca, NY (since January 1989); President and Chief Executive Officer, The
Tompkins County Trust Company (1973-1988); President, New York State Bankers
Association (1987-1988); Director, McGraw Housing Company, Inc., Deanco, Inc.,
Evaporated Metal Products and Ithaco, Inc.
Address: One Strawberry Lane, Ithaca, NY 14850
JAMES L. O'CONNOR (54), Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 255 State Street, Boston, MA 02109
JANET E. SANDERS (63), Assistant Secretary and Assistant Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 255 State Street, Boston, MA 02109
WILLIAM J. AUSTIN, JR. (47), Assistant Treasurer
Assistant Vice President of Eaton Vance, BMR and EV. Officer of various
investment companies managed by Eaton Vance or BMR.
Address: 255 State Street, Boston, MA 02109
A. JOHN MURPHY (36), Assistant Secretary
Assistant Vice President of Eaton Vance, BMR and EV since March 1, 1994;
employee of Eaton Vance since March 1993. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 255 State Street, Boston, MA 02109
ERIC G. WOODBURY (41), Assistant Secretary
Vice President of Eaton Vance, BMR and EV since February 1993. Officer of
various investment companies managed by Eaton Vance or BMR.
Address: 255 State Street, Boston, MA 02109
All of the trustees and officers hold identical positions with The Wright
Managed Equity Trust, The Wright Managed Income Trust, The Wright Managed Blue
Chip Series Trust, The Wright EquiFund Equity Trust, and The Wright Blue Chip
Master Portfolio Trust. Each trustee who is not an employee of Wright, Winthrop,
Eaton Vance, its parents or subsidiaries, including Mr. Brigham, receives annual
compensation from the Trust. The trustees who are employees of Wright receive no
compensation from the Trust. Non-affiliated trustees, including Mr. Brigham,
also receive additional payments from other investment companies for which
Wright provides investment advisory services. The Trust does not have a
retirement plan for the trustees. For estimated trustee compensation for the
current fiscal year, see the "Compensation Table" on the next page.
The Trust's board of trustees has established an Independent Trustees'
Committee consisting of all of the Independent Trustees who are Messrs. Miles,
Pierce (Chairman), Taber and Van Houtteand Ms. Hardy. The responsibilities of
the Independent Trustees' Committee include those of an audit committee of the
financial governance of the Trust, a nominating committee for additional or
replacement trustees of the Trust and a contract review committee for
consideration of renewals or changes in the investment advisory agreements,
distribution agreements and distribution plans and other agreements as
appropriate.
Catholic Advisory Board
The members of the Catholic Advisory Board and their principal occupations
during the past five years are set forth below. Each of the members of the
Catholic Advisory Board may be contacted at the following address: Catholic
Investment Trust, 255 State Street, Boston, Massachusetts 02109.
THOMAS P. MELADY (72), Chairman. Former U.S. Ambassador to Burundi and to the
Holy See, President Emeritus of Sacred Heart University, author of 14 books
and numerous articles.
MARGARET M. HECKLER (67), Eight term Congresswoman from the Massachusetts 10th
District, former Secretary of the Department of Health and Human Services,
former Ambassador to Ireland.
BOWIE K. KUHN (72), former Commissioner of Baseball.
TIMOTHY J. MAY (66), Senior Partner, Patton Boggs, L.L.P.
THOMAS S. MONAGHAN (62), President, CEO and Chairman of the Board of Domino's
Pizza, Inc.
WILLIAM A. WILSON (84), former (and first) U.S. Ambassador to the Holy See.
The members of the Catholic Advisory Board are paid by the Fund. Each
member receives a fee equal to $1,000 per meeting attended plus expenses. The
Trust does not have a retirement plan for the Catholic Advisory Board members.
COMPENSATION TABLE
<TABLE>
<CAPTION>
For the Fund's fiscal year ended December 31, 1998
Aggregate Pension or Estimated Total
Compensation Retirement Annual Benefits Compensation
Trustees from the Fund(1) Benefits Accrued Upon Retirement Paid (1)
- -------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
H. Day Brigham, Jr. $2,125 None None $10,500
Winthrop S. Emmet (2) 2,125 None None $10,500
Dorcas R. Hardy(3) $ 375 None None $ 2,250
Leland Miles $2,125 None None $10,500
Lloyd F. Pierce $2,125 None None $10,500
Richard E. Taber $2,125 None None $10,500
Raymond Van Houtte $1,875 None None $ 9,000
<FN>
(1) Total compensation paid is for the year ended December 31, 1998 and
includes service on the then-existing boards in the Wright fund
complex (24 funds).
(2) Mr. Emmet retired as a Trustee on December 9, 1998.
(3) Ms. Hardy became a Truste on December 9, 1998.
</FN>
</TABLE>
<TABLE>
<CAPTION>
For the Fund's fiscal year ended December 31, 1998.
Catholic Advisory Aggregate Compensation Pension or Retirement Estimated Annual Benefits
Board Member from the Fund Benefits Accrued Upon Retirement
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Thomas P. Melady $2,000 None None
Margaret M. Heckler $2,000 None None
Bowie K. Kuhn $2,000 None None
Timothy J. May $2,000 None None
Thomas S. Monaghan $2,000 None None
William A. Wilson $2,000 None None
</FN>
</TABLE>
Control Persons and Principal Holders of Shares
As of April 1, 1999, the trustees and officers of the Trust, and
members of the Catholic Advisory Board as a group, owned in the aggregate 24.3%
of the outstanding shares of the Fund.
As of April 1, 1999, ESOR & Co. F/B/O Catholic Knights Ins Society, c/o
Associated Bank Green Bay Trust Operations Dept., Green Bay, WI, owned
beneficially and of record 5.8% of the Individual Shares of the Fund; Dingle &
Co., Detroit, MI, owned beneficially and of record 100% of the Institutional
Shares of the Fund; and Thomas S. Monaghan, Ann Arbor, MI, Community Foundation
for Southeastern Michigan, Detroit, MI, Franciscan University of Steubenville,
Steubenville, OH, and Seraphic Mass Assoc. Mission Office, Pittsburg, PA, owned
beneficially and of record 45.2%, 23.9%, 9.5% and 5.5%, respectively, of the
Institutional Service Shares of the Fund.
As of April 1, 1999, to the knowledge of the Trust, no other person
owned of record or beneficially 5% or more of the Fund's outstanding Individual
or Institutional Service Shares as of such date.
Investment Advisory and Administrative Services
The Trust has engaged Wright to act as the Fund's investment adviser
pursuant to an Investment Advisory Contract (the "Investment Advisory
Contract"). Wright, acting under the general supervision of the Trust's
trustees, furnishes the Fund with investment advice and management services, as
described below.
Pursuant to the Investment Advisory Contract, Wright will carry out the
investment and reinvestment of the assets of the Fund, will furnish continuously
an investment program with respect to the Fund, will determine which securities
should be purchased, sold or exchanged in consultation with the Catholic
Advisory Board, and will implement such determinations. Wright will be solely
responsible for evaluating the investment merits of the Fund's portfolio
investments. Wright will furnish to the Fund investment advice and management
services, office space, equipment and clerical personnel, and investment
advisory, statistical and research facilities. In addition, Wright has arranged
for certain members of the Eaton Vance and Wright organizations to serve without
salary as officers or trustees. In return for these services, the Fund is
obligated to pay a monthly advisory fee calculated at the rates set forth in the
Fund's current Prospectus.
The following table sets forth the net assets of the Fund at December 31,
1998 and the advisory fees paid by the Fund during the fiscal years ended
December 31, 1998 and 1997.
Aggregate Net Advisory Fees Paid for the Fiscal
Assets of 12/31/98 Years Ended
December 31
- ------------------- -----------------------------------
1998 1997(2)(3)
$ 13,143,870 $ 83,198(1) $ 20,795
(1) To enhance the net income of the Fund, Wright made a reduction of its
investment adviser fee by $83,092. In addition, $44,300 of expenses
were allocated to the investment adviser.
(2) For the period from May 1, 1997 to December 31, 1997.
(3) To enhance the net income of the Fund, Wright made a reduction of its
advisory fee in the full amount and was allocated a portion of the
expenses related to the operation of the Fund in the amount of $54,873.
Shareholders of the Fund who are also advisory clients of Wright may have
agreed to pay Wright a fee for such advisory services. Wright does not intend to
exclude from the calculation of the investment advisory fees payable to Wright
by such advisory clients the portion of the advisory fee payable by the Fund.
Accordingly, a client may pay an advisory fee to Wright in accordance with
Wright's customary investment advisory fee schedule charged to investment
advisory clients and at the same time, as a shareholder in the Fund, bear its
share of the advisory fee paid by the Fund to Wright as described above.
The Trust has engaged Eaton Vance to act as the Fund's administrator
pursuant to an Administration Agreement. For its services under the
Administration Agreement, Eaton Vance receives monthly administration fees.
For the fiscal year ended December 31, 1998, the effective annual rate was 0.07%
of the Fund's average net assets.
For the fiscal year ended December 31, 1998, the Fund paid an
administration fee of $7,766 to Eaton Vance. For the period from the start of
business, May 1, 1997 to December 31, 1997, the fund would have paid an
administration fee equivalent to $1,937. Eaton Vance waived the full amount of
the administration fee.
Eaton Vance is a business trust organized under Massachusetts law. Eaton
Vance, Inc. ("EV") serves as trustee of Eaton Vance. Eaton Vance and EV are
wholly-owned subsidiaries of Eaton Vance Corporation ("EVC"), a Maryland
corporation and publicly-held holding company. EVC through its subsidiaries and
affiliates engages primarily in investment management, administration and
marketing activities. The Directors of EVC are James B. Hawkes, Benjamin A.
Rowland, Jr., John G.L. Cabot, John M. Nelson, Vincent M. O'Reilly and Ralph Z.
Sorenson. All of the issued and outstanding shares of Eaton Vance are owned by
EVC. All shares of the outstanding Voting Common Stock of EVC are deposited in a
Voting Trust, the Voting Trustees of which are Messrs. Hawkes and Rowland, Alan
R. Dynner, Thomas E. Faust, Jr., Thomas J. Fetter, Duncan W. Richardson, William
M. Steul, and Wharton P. Whitaker. The Voting Trustees have unrestricted voting
rights for the election of Directors of EVC. All of the outstanding voting trust
receipts issued under said Voting Trust are owned by certain of the officers of
Eaton Vance who are also officers, or officers and Directors of EVC and EV.
Messrs. Austin, Murphy, O'Connor and Woodbury and Ms. Sanders are officers of
the Trusts and are also members of the Eaton Vance and EV organizations. Eaton
Vance will receive the fees paid under the Administration Agreements.
The Fund will be responsible for all of its expenses not expressly stated
to be payable by Wright under its Investment Advisory Contract or by Eaton Vance
under its Administration Agreement, including, without limitation, the fees and
expenses of its custodian and transfer agent, including those incurred for
determining the Fund's net asset value and keeping the Fund's books; the cost of
share certificates; membership dues to investment company organizations;
brokerage commissions and fees; fees and expenses of registering its shares;
expenses of reports to shareholders, proxy statements, and other expenses of
shareholders' meetings; insurance premiums; printing and mailing expenses;
interest, taxes and corporate fees; legal and accounting expenses; expenses of
trustees not affiliated with Eaton Vance or Wright; distribution expenses
incurred pursuant to the Fund's distribution plan (if any); and investment
advisory and administration fees. The Fund will also bear expenses incurred in
connection with litigation in which the Fund is a party and the legal obligation
the Fund may have to indemnify the officers and trustees of the Trust with
respect thereto.
The Fund's Investment Advisory Contract and Administration Agreement will
remain in effect until February 28, 2000. The Investment Advisory Contract may
be continued from year to year thereafter so long as such continuance after
February 28, 2000 is approved at least annually (i) by the vote of a majority of
the trustees who are not "interested persons" of the Trust, Eaton Vance or
Wright cast in person at a meeting specifically called for the purpose of voting
on such approval and (ii) by the board of trustees of the Trust or by vote of a
majority of the outstanding shares of the Fund. The Fund's Administration
Agreement may be continued from year to year after February 28, 2000 so long as
such continuance is approved annually by the vote of a majority of the trustees.
Each agreement may be terminated at any time without penalty on sixty (60) days
written notice by the board of trustees or directors of either party, or by vote
of the majority of the outstanding shares of the Fund. Each agreement will
terminate automatically in the event of its assignment. Each agreement provides
that, in the absence of willful misfeasance, bad faith, gross negligence or
reckless disregard of its obligations or duties to the Fund under such agreement
on the part of Eaton Vance or Wright, Eaton Vance or Wright will not be liable
to the Fund for any loss incurred.
Custodian and Transfer Agent
IBT, 200 Clarendon Street, Boston, MA 02116, acts as custodian for the
Fund. IBT has the custody of all cash and securities of the Fund, maintains the
Fund's general ledgers and computes the daily net asset value per share. In such
capacity it attends to details in connection with the sale, exchange,
substitution, transfer or other dealings with the Fund's investments, receives
and disburses all funds and performs various other ministerial duties upon
receipt of proper instructions from the Fund.
First Data Investor Services Group, P.O. Box 5156, Westborough, MA 01581-
9686 is the fund's transfer agent.
Independent Certified Public Accountants
Deloitte & Touche LLP, 125 Summer Street, Boston, MA 02110-1617, is the
Fund's independent certified public accountant, providing audit services, tax
return preparation, and assistance and consultation with respect to the
preparation of filings with the Securities and Exchange Commission.
Brokerage Allocation
Wright places the portfolio security transactions for the Fund, which in
some cases may be effected in block transactions which include other accounts
managed by Wright. Wright provides similar services directly for bank trust
departments and other investment advisory accounts. Wright seeks to execute
portfolio security transactions on the most favorable terms and in the most
effective manner possible. In seeking best execution, Wright will use its best
judgment in evaluating the terms of a transaction, and will give consideration
to various relevant factors, including without limitation the size and type of
the transaction, the nature and character of the markets for the security, the
confidentiality, speed and certainty of effective execution required for the
transaction, the reputation, experience and financial condition of the
broker-dealer and the value and quality of service rendered by the broker-dealer
in other transactions, and the reasonableness of the brokerage commission or
markup, if any.
It is expected that on frequent occasions there will be many broker-dealer
firms which will meet the foregoing criteria for a particular transaction. In
selecting among such firms, the Fund may give consideration to those firms which
supply brokerage and research services, quotations and statistical and other
information to Wright for its use in servicing its advisory accounts. The Fund
may include firms which purchase investment services from Wright. The term
"brokerage and research services" includes advice as to the value of securities,
the advisability of investing in, purchasing or selling securities, and the
availability of securities or purchasers or sellers of securities; furnishing
analyses and reports concerning issuers, industries, securities, economic
factors and trends, portfolio strategy and the performance of accounts; and
effecting securities transactions and performing functions incidental thereto
(such as clearance and settlement). Such services and information may be useful
and of value to Wright in servicing all or less than all of its accounts and the
services and information furnished by a particular firm may not necessarily be
used in connection with the account which paid brokerage commissions to such
firm. The advisory fee paid by the Fund to Wright is not reduced as a
consequence of Wright's receipt of such services and information. While such
services and information are not expected to reduce Wright's normal research
activities and expenses, Wright would, through use of such services and
information, avoid the additional expenses which would be incurred if it should
attempt to develop comparable services and information through its own staff.
From the start of business, May 1, 1997 to December 31, 1997, the Fund paid
aggregate brokerage commissions of $16,144 on portfolio transactions. For the
fiscal year ended December 31, 1998, the Fund paid aggregate brokerage
commissions of $16,054 on portfolio transactions.
Subject to the requirement that Wright shall use its best efforts to seek
to execute the Fund's portfolio security transactions at advantageous prices and
at reasonably competitive commission rates, Wright, as indicated above, is
authorized to consider as a factor in the selection of any broker-dealer firm
with whom the Fund's portfolio orders may be placed the fact that such firm has
sold or is selling shares of the Fund or of other investment companies sponsored
by Wright. This policy is consistent with a rule of the National Association of
Securities Dealers, Inc., which rule provides that no firm which is a member of
the Association shall favor or disfavor the distribution of shares of any
particular investment company or group of investment companies on the basis of
brokerage commissions received or expected by such firm from any source.
Under the Fund's Investment Advisory Contract, Wright has the authority to
pay commissions on portfolio transactions for brokerage and research services
exceeding that which other brokers or dealers might charge provided certain
conditions are met. This authority will not be exercised, however, until the
Prospectus or this Statement of Additional Information has been supplemented or
amended to disclose the conditions under which Wright proposes to do so.
The Investment Advisory Contract expressly recognizes the practices which
are provided for in Section 28(e) of the Securities Exchange Act of 1934 by
authorizing the selection of a broker or dealer which charges the Fund a
commission which is in excess of the amount of commission another broker or
dealer would have charged for effecting that transaction if it is determined in
good faith that such commission was reasonable in relation to the value of the
brokerage and research services which have been provided.
Pricing of Shares
For a description of how the Fund values its shares, see "Information About
Your Account - How the Fund Values its Shares" in the Fund's current Prospectus.
The Fund values securities with a remaining maturity of 60 days or less by the
amortized cost method. The amortized cost method involves initially valuing a
security at its cost (or its fair market value on the sixty-first day prior to
maturity) and thereafter assuming a constant amortization to maturity of any
discount or premium, without regard to unrealized appreciation or depreciation
in the market value of the security.
The Fund will not price its securities on the following national holidays:
New Year's Day; Martin Luther King, Jr. Day; Presidents' Day; Good Friday;
Memorial Day; Independence Day; Labor Day; Thanksgiving Day; and Christmas Day.
Principal Underwriter
The Fund has adopted a Distribution Plan as defined in Rule 12b-1 under the
1940 Act (the "Plan") with respect to its Individual Shares and its
Institutional Service Shares. The Plan specifically authorizes the Fund to pay
direct and indirect expenses incurred by any separate distributor or
distributors under agreement with the Fund in activities primarily intended to
result in the sale of its Individual Shares and Institutional Service Shares.
The expenses of these activities will not exceed 0.75% per annum of the Fund's
average daily net assets attributable to Individual Shares and 0.25% per annum
of the Fund's average daily net assets attributable to Institutional Service
Shares. Payments under the Plan are reflected as an expense in the Fund's
financial statements relating to the applicable class of shares.
The Trust has entered into a distribution contract with the principal
underwriter. This contract provides for WISDI to act as a separate distributor
of the Fund's shares.
The Fund will pay per annum 0.75% of its average daily net assets
attributable to Individual Shares and 0.25% of its average daily net assets
attributable to Institutional Service Shares to WISDI for distribution
activities on behalf of the Fund in connection with the sale of its Individual
Shares and Institutional Service Shares, respectively. WISDI will provide on a
quarterly basis documentation concerning the expenses of such activities.
Documented expenses of the Fund will include compensation paid to and
out-of-pocket disbursements of officers, employees or sales representatives of
WISDI, including telephone costs, the printing of prospectuses and reports for
other than existing shareholders, preparation and distribution of sales
literature, advertising and interest or other financing charges. If the
distribution payments to WISDI exceed its expenses, WISDI may realize a profit
from these arrangements. Peter M. Donovan, President and a trustee of the Trust
and President, Chief Executive Officer and a Director of Wright and Winthrop, is
Vice President, Treasurer and a Director of WISDI. A.M. Moody, III, Vice
President and a trustee of the Trust and Senior Vice President of Wright and
Winthrop, is President and a Director of WISDI.
It is the opinion of the trustees and officers of the Trust that the
following are not expenses primarily intended to result in the sale of
Individual Shares or Institutional Service Shares issued by the Fund: fees and
expenses of registering these shares under federal or state laws regulating the
sale of securities; fees and expenses of registering the Trust as a
broker-dealer or of registering an agent of the Trust under federal or state
laws regulating the sale of securities; and fees and expenses of preparing and
setting in type the Trust's registration statement under the Securities Act of
1933. Should such expenses be deemed by a court or agency having jurisdiction to
be expenses primarily intended to result in the sale of these shares, they will
be considered to be expenses contemplated by and included in the Plan, but not
subject to the 0.75% or 0.25% per annum limitations described above.
Under the Plan, the President or Vice President of the Trust will provide
to the trustees for their review, and the trustees will review at least
quarterly, a written report of the amounts expended under the Plan and the
purposes for which such expenditures were made.
The following table shows the fee payable to WISDI under the Plan and the
amount of such fee actually paid by each class during the fiscal year ended
December 31, 1998.
<TABLE>
<CAPTION>
Distribution Distribution Expenses Distribution Distribution Expenses
Expenses Reduced by the Expenses Paid as a % of Fund's
Class Allowable Principal Underwriter Paid by Fund Average Net Asset Value
- ----- ---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Individual Shares $21,446 $ 12,946 $ 8,500 0.10 %
Institutional Service Shares 20,627 - 20,627 0.75 %
</TABLE>
For the fiscal year ended December 31, 1998, it is estimated that WISDI
spent approximately the following amounts on behalf of the Catholic Values
Investment Trust.
Wright Investors' Service Distributors, Inc.
Financial Summaries for the year ended December 31, 1998
<TABLE>
<CAPTION>
Printing & Mailing Travel & Commissions & Administration
Class Promotional Prospectuses Entertainment Service Fees and Other TOTAL
- ----- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Individual Shares $1,200 $1,800 $ 300 $4,500 $ 700 $ 8,500
Institutional Service Shares 5,364 825 1,238 4,125 9,075 20,627
</TABLE>
The Plan was adopted by the Trustees on January 22, 1997. Under its terms,
the Plan remains in effect from year to year, provided such continuance is
approved annually by a vote of the Trust's trustees, including a majority of the
trustees who are not interested persons of the Trust and who have no direct or
indirect financial interest in the operation of the Plan. The Plan may not be
amended to increase materially the amount to be spent by the Individual Shares
or Institutional Service Shares for the services described therein without
approval of a majority of the outstanding Individual Shares or Institutional
Service Shares, respectively. All material amendments of the Plans must also be
approved by the trustees of the Trust in the manner described above. The Plan
may be terminated as to the Individual Shares or the Institutional Service
Shares at any time without payment of any penalty by vote of a majority of the
trustees of the Trust who are not interested persons of the Trust and who have
no direct or indirect financial interest in the operation of the Plan or by a
vote of a majority of the outstanding Individual Shares or Institutional Service
Shares, respectively. If the Plan is terminated, the Fund would stop paying the
distribution fee and the trustees would consider other methods of financing the
distribution of the Fund's Individual Shares or Institutional Service Shares, as
appropriate.
So long as the Plan is in effect, the selection and nomination of trustees
who are not interested persons of the Trust shall be committed to the discretion
of the trustees who are not such interested persons. The trustees of the Trust
have determined that in their judgment there is a reasonable likelihood that the
Plan will benefit the Fund and the holders of Individual Shares and
Institutional Service Shares.
Service Plan
The Service Plan was adopted by the trustees on January 22, 1997 and will
continue in effect from year to year, provided such continuance is approved
annually by a vote of the Trust's trustees, including a majority of the trustees
who are not interested persons of the Trust and who have no direct or indirect
financial interest in the operation of the Service Plan. The Service Plan may be
terminated at any time without payment of any penalty by vote of a majority of
the trustees of the Trust who are not interested persons of the Trust and who
have no direct or indirect financial interest in the operation of the Service
Plan. The trustees of the Trust have determined that in their judgment there is
a reasonable likelihood that the Service Plan will benefit the Fund and its
shareholders.
For the fiscal year ended December 31, 1998, the Fund paid no service fees.
Taxes
For additional information regarding federal and state taxes see "Taxes" in
the Fund's current Prospectus.
In order to avoid federal excise tax, the Code requires that the Fund
distribute (or be deemed to have distributed) by December 31 of each calendar
year at least 98% of its ordinary income for such year, at least 98% of the
excess of its realized capital gains over its realized capital losses (computed
on the basis of the one-year period ending on October 31 of such year, after
reduction by any available capital loss carryforwards) and 100% of any income
and capital gains from the prior year (as previously computed) that was not paid
out during such year and on which the Fund paid no federal income tax.
The Fund may be subject to foreign withholding or other foreign taxes with
respect to income (possibly including, in some cases, capital gains) derived
from securities of foreign issuers. These taxes may in some cases be reduced or
eliminated under the terms of an applicable U.S. income tax treaty. Certain
foreign exchange gains and losses realized by the Fund may be treated as
ordinary income and losses. Certain uses of foreign currency and related
derivatives and investments by the Fund in the stock of certain "passive foreign
investment companies" may be limited or in the latter case a tax election may be
made, if available, in order to avoid imposition of tax on the Fund.
A portion of the Fund's distributions of net investment income which are
derived from dividends the Fund receives from U.S. corporations may qualify for
the dividends-received deduction for corporations. The dividends-received
deduction is reduced to the extent the shares with respect to which the
dividends are received are treated as debt-financed under the Code and is
eliminated if the shares are deemed to have been held for less than a minimum
period, generally 46 days, which must be satisfied over a prescribed period
immediately before or after the shares become ex-dividend. Receipt of
distributions qualifying for the deduction may result in liability for the
corporate alternative minimum tax and/or, for "extraordinary dividends,"
reduction of the tax basis (possibly requiring current recognition of income to
the extent such basis would otherwise be reduced below zero) of the corporate
shareholder's shares.
As a result of federal tax legislation enacted on August 5, 1997 (H.R.
2014, the Taxpayer Relief Act of 1997 (the "1997 TRA")), gain recognized after
May 6, 1997 from the sale of a capital asset is taxable to individual
(noncorporate) investors at different maximum federal income tax rates,
depending generally upon the tax holding period for the asset, the federal
income tax bracket of the taxpayer, and the dates the asset was acquired and/or
sold. The Treasury Department has issued guidance under the 1997 TRA that
enables the Fund to pass through to its shareholders the benefits of the capital
gains tax rates enacted in the 1997 TRA. The Fund will provide appropriate
information to its shareholders regarding the tax rate(s) applicable to its
distributions from its net capital gain, if any, in accordance with this and any
future guidance. Shareholders should consult their own tax advisers on the
correct application of these new rules in their particular circumstances.
Redemptions (including exchanges) and other dispositions of Fund shares in
transactions that are treated as sales for tax purposes will generally result in
the recognition of taxable gain or loss by shareholders that are subject to tax.
Shareholders should consult their own tax advisers with reference to their
individual circumstances to determine whether any particular redemption,
exchange or other disposition of Fund shares is properly treated as a sale for
tax purposes, as this discussion assumes. Any loss realized upon the redemption,
exchange or other sale of shares of the Fund with a tax holding period of six
months or less will be treated as a long-term capital loss to the extent of any
distributions of long-term capital gains designated as capital gain dividends
with respect to such shares. All or a portion of a loss realized upon the
redemption, exchange or other sale of Fund shares may be disallowed under "wash
sale" rules to the extent shares of the Fund are purchased (including shares
acquired by means of reinvested dividends) within the period beginning 30 days
before and ending 30 days after the date of such redemption, exchange or other
sale.
It should be noted that future Treasury Department regulations or other
pronouncements that may be issued pursuant to regulatory authority contained in
the provisions of the 1997 TRA that affect the taxation of capital gains (as
described above) may prescribe rules that modify some of the provisions
described above.
The Fund may follow the accounting practice known as equalization, which
could affect the amount, timing and character of its distributions to
shareholders.
Distributions made by the Fund will generally be subject to state and
local income taxes. A state income (and possibly local income and/or intangible
property) tax exemption may be available to the extent, if any, the Fund's
distributions are derived from interest on (or, in the case of intangible
property taxes, the value of its assets is attributable to) certain U.S.
Government obligations, provided in some states that certain thresholds for
holdings of such obligations and/or reporting requirements are satisfied. The
Fund does not intend to seek to meet any such thresholds or requirements.
Special tax rules apply to IRA accounts (including penalties on certain
distributions and other transactions) and to other special classes of investors,
such as tax-exempt organizations, banks or insurance companies. Investors should
consult their tax advisers for more information.
Calculation of Performance and Yield Quotations
The average annual total return of the Fund is determined for a particular
period by calculating the actual dollar amount of investment return on a $1,000
investment in the Fund made at the maximum public offering price (i.e. net asset
value) at the beginning of the period, and then calculating the annual
compounded rate of return which would produce that amount. Total return for a
period of one year is equal to the actual return of the Fund during that period.
This calculation assumes that all dividends and distributions are reinvested at
net asset value on the reinvestment dates during the period and that, with
respect to Individual Shares, the CDSC is applied at the end of the period.
Because each class of shares has its own fee structure and the Individual Shares
class has a CDSC, the classes will have different performance results.
The yield of the Fund is computed by dividing its net investment income
per share earned during a recent 30-day period by the maximum offering price
(i.e. net asset value) per share on the last day of the period and annualizing
the resulting figure. Net investment income per share is equal to the Fund's
dividends and interest earned during the period, with the resulting number being
divided by the average daily number of shares outstanding and entitled to
receive dividends during the period.
The Fund's yield is calculated according to the following formula:
6
Yield = 2 [ ( a-b + 1) - 1 ]
---
cd
Where:
a = dividends and interest earned during the period.
b = expenses accrued for the period (after reductions).
c = the average daily number of shares outstanding during the period.
d = the maximum offering price per share on the last day of the period.
Yield and effective yield will be based on historical earnings and are not
intended to indicate future performance. Yield and effective yield will vary
based on changes in market conditions and the level of expenses. The Fund's
yield or total return may be compared to the Consumer Price Index and various
domestic securities indices. The Fund's yield or total return and comparisons
with these indices may be used in advertisements and in information furnished to
present or prospective shareholders.
From time to time, in advertisements, in sales literature, or in reports to
shareholders, the past performance of the Fund may be illustrated and/or
compared with that of other mutual funds with similar investment objectives, and
to stock or other relevant indices. In addition, the performance of the Fund may
be compared to alternative investment or savings vehicles and/or to indexes or
indicators of economic activity, e.g., inflation or interest rates. Performance
rankings and listings reported in newspapers or national business and financial
publications, such as Barron's, Business Week, Consumers Digest, Consumer
Reports, Financial World, Forbes, Fortune, Investors Business Daily, Kiplinger's
Personal Finance Magazine, Money Magazine, New York Times, Smart Money, USA
Today, U.S. News and World Report, The Wall Street Journal and Worth may also be
cited (if the Fund is listed in any such publication) or used for comparison, as
well as performance listings and rankings from various other sources including
Bloomberg Financial Markets, CDA/Wiesenberger, Donoghue's Mutual Fund Almanac,
Investment Company Data, Inc., Johnson's Charts, Kanon Bloch Carre and Co.,
Lipper Analytical Services, Inc., Micropal, Inc., Morningstar, Inc., Schabacker
Investment Management and Towers Data Systems, Inc.
The average annual total return for the Fund for the fiscal year ended
December 31, 1998 was -1.30% for the Individual Share Class and -0.80% for the
Institutional Service Share Class.
In addition, from time to time quotations from articles from financial
publications such as those listed above may be used in advertisements, in sales
literature, or in reports to shareholders of the Fund.
Financial Statements
The audited financial statements of, and the independant auditors' report
for the fund appear in the Fund's most recent annual report to shareholders and
are incorporated by reference into this Statement of Additional Information. A
copy of the annual report is attached to this Statement of Additional
Information.
Registrant incorporates by reference the audited financial information for
the Fund for the fiscal year ended December 31, 1998 as previously filed
electronically with the Securities and Exchange Commission (Accession Number
0000715165-99-000003)
<PAGE>
APPENDIX
- -------------------------------------------------------------------------------
Wright Quality Ratings
Wright Quality Ratings provide the means by which the fundamental criteria
for the measurement of quality of an issuer's securities can be objectively
evaluated.
Each rating is based on 32 individual measures of quality grouped into four
components: (1) Investment Acceptance, (2) Financial Strength, (3) Profitability
and Stability, and (4) Growth. The total rating is three letters and a numeral.
The three letters measure (1) Investment Acceptance, (2) Financial Strength, and
(3) Profitability and Stability. Each letter reflects a composite measurement of
eight individual standards which are summarized as A: Outstanding, B: Excellent,
C: Good, D: Fair, L: Limited, and N: Not Rated. The numeral rating reflects
Growth and is a composite of eight individual standards ranging from 0 to 20.
EQUITY SECURITIES
INVESTMENT ACCEPTANCE reflects the acceptability of a security by and its
marketability among investors, and the adequacy of the floating supply of its
common shares for the investment of substantial funds.
FINANCIAL STRENGTH represents the amount, adequacy and liquidity of the
corporation's resources in relation to current and potential requirements. Its
principal components are aggregate equity and total capital, the ratio of
invested equity capital to debt, the adequacy of net working capital, its fixed
charges coverage ratio and other appropriate criteria.
PROFITABILITY AND STABILITY measures the record of a corporation's
management in terms of (1) the rate and consistency of the net return on
shareholders' equity capital investment at corporate book value, and (2) the
profits or losses of the corporation during generally adverse economic periods,
including its ability to withstand adverse financial developments.
GROWTH per common share of the corporation's equity capital, earnings, and
dividends -- rather than the corporation's overall growth of dollar sales and
income.
These ratings are determined by specific quantitative formulae. A
distinguishing characteristic of these ratings is that The Wright Investment
Committee must review and accept each rating. The Committee may reduce a
computed rating of any company, but may not increase it.
DEBT SECURITIES
Wright ratings for commercial paper, corporate bonds and bank certificates
of deposit consist of the two central positions of the four position
alphanumeric corporate equity rating. The two central positions represent those
factors which are most applicable to fixed income and reserve investments. The
first, Financial Strength, represents the amount, the adequacy and the liquidity
of the corporation's resources in relation to current and potential
requirements. Its principal components are aggregate equity and total capital,
the ratios of (a) invested equity capital, and (b) long-term debt, total of
corporate capital, the adequacy of net working capital, fixed charges coverage
ratio and other appropriate criteria. The second letter represents Profitability
and Stability and measures the record of a corporation's management in terms of:
(a) the rate and consistency of the net return on shareholders' equity capital
investment at corporate book value, and (b) the profits and losses of the
corporation during generally adverse economic periods, and its ability to
withstand adverse financial developments.
The first letter rating of the Wright four-part alphanumeric corporate
rating is not included in the ratings of fixed-income securities since it
primarily reflects the adequacy of the floating supply of the company's common
shares for the investment of substantial funds. The numeric growth rating is not
included because this element is identified only with equity investments.
<PAGE>
A-1 AND P-1 COMMERCIAL PAPER RATINGS
BY S&P AND MOODY'S
An S&P Commercial Paper Rating is a current assessment of the likelihood of
timely payment of debt having an original maturity of no more than 365 days.
`A': Issues assigned this highest rating are regarded as having the
greatest capacity for timely payment. Issues in this category are delineated
with the numbers 1, 2, and 3 to indicate the relative degree of safety. The
`A-1' designation indicates that the degree of safety regarding timely payment
is either overwhelming or very strong. Those issues determined to possess
overwhelming safety characteristics will be denoted with a plus (+) sign
designation.
The commercial paper rating is not a recommendation to purchase or sell a
security. The ratings are based on current information furnished to S&P by the
issuer or obtained from other sources it considers reliable. The ratings may be
changed, suspended or withdrawn as a result of changes in or unavailability of
such information.
Issuers (or related supporting institutions) rated P-1 by Moody's have a
superior capacity for repayment of short-term promissory obligations. P-1
repayment capacity will normally be evidenced by the following characteristics:
-- Leading market positions in well-established industries.
-- High rates of return on funds employed.
-- Conservative capitalization structures with moderate reliance on debt
and ample asset protection.
-- Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
-- Well-established access to a range of financial markets and assured
sources of alternate liquidity.
Bond Ratings
In addition to Wright quality ratings, bonds or bond insurers may be
expected to have credit risk ratings assigned by the two major rating companies,
Moody's and S&P. Moody's uses a nine-symbol system with Aaa being the highest
rating and C the lowest. S&P uses a 10-symbol system that ranges from AAA to D.
Bonds within the top four categories of Moody's (Aaa, Aa, A and Baa) and of S&P
(AAA, AA, A and BBB) are considered to be of investment-grade quality. Bonds in
the lowest investment grade category (BBB) may have speculative characteristics.
Note that both S&P and Moody's currently give their highest rating to issuers
insured by the American Municipal Bond Assurance Corporation (AMBAC) or by the
Municipal Bond Investors Assurance Corporation (MBIA).
Bonds rated A by S&P have a strong capacity to pay principal and interest,
although they are somewhat more susceptible to the adverse effects of change in
circumstances and economic conditions than debt in higher-rated categories. The
rating of AA is accorded to issues where the capacity to pay principal and
interest is very strong and they differ from AAA issues only in small degree.
The AAA rating indicates an extremely strong capacity to pay principal and
interest.
Bonds rated A by Moody's are judged by Moody's to possess many favorable
investment attributes and are considered as upper medium grade obligations.
Bonds rated Aa by Moody's are judged by Moody's to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high-grade bonds. They are rated lower than Aaa bonds because margins of
protection may not be as large or fluctuations of protective elements may be of
greater degree or there may be other elements present which make the long-term
risks appear somewhat larger. Bonds rated Aaa by Moody's are judged to be of the
best quality. Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issuers.
NOTE RATINGS
In addition to Wright quality ratings, municipal notes and other short-term
loans may be assigned ratings by Moody's or S&P.
Moody's ratings for municipal notes and other short-term loans are
designated Moody's Investment Grade (MIG). This distinction is in recognition of
the differences between short-term and long-term credit risk. Loans bearing the
designation MIG 1 are of the best quality, enjoying strong protection by
establishing cash flows of funds for their servicing or by established and
broad-based access to the market for refinancing, or both. Loans bearing the
designation MIG 2 are of high quality, with margins of protection ample although
not so large as in the preceding group.
S&P's top ratings for municipal notes issued after July 29, 1984 are SP-1
and SP-2. the designation SP-1 indicates a very strong capacity to pay principal
and interest. A "+" is added for those issues determined to possess overwhelming
safety characteristics. An "SP-2" designation indicates a satisfactory capacity
to pay principal and interest.
<PAGE>
PART C
===============================================================================
Other Information
Item 23. Exhibits
(a) (1) Declaration of Trust dated November 25, 1996 filed as Exhibit
(1) to the Registration Statement filed on December 2,
1996 and incorporated herein by reference.
(2) Amendment dated February 24, 1997 to the Declaration of Trust
filed as Exhibit (1)(b) to Post-Effective Amendment No. 2
filed on September 10, 1997 and incorporated herein by
reference.
(b) By-Laws filed as Exhibit (2) to Pre-Effective Amendment No. 1
filed on February 24, 1997 and incorporated herein by
reference.
(c) Not Applicable
(d) (1) Investment Advisory Contract with Wright Investors' Service,
Inc.dated September 23, 1998 filed as Exhibit(d)(1) to Post-
Effective Amendment No. 4 on February 24, 1999 and
incorporated herein by reference.
(2) Amended and Restated Administration Agreement with Eaton Vance
Management dated February 1, 1998 filed as Exhibit (5)(b) to
Post-Effective Amendment No. 24 filed April 30, 1998 and
incorporated herein by reference.
(e) Distribution Contract between the Fund and Wright Investors'
Service Distributors, Inc. dated March 10, 1997 filed as Exhibit
(6) to Post-Effective Amendment No. 2 filed on September 10, 1997
and incorporated herein by reference.
(f) Not Applicable
(g) (1) Master Custodian Agreement between Wright Managed
Investment Funds and Investors Bank & Trust Company adopted
March 10, 1997 filed as Exhibit (8) to Post-Effective
Amendment No. 2 filed on September 10, 1997 and incorporated
herein by reference.
(2) Amendment dated September 24, 1997 to Master Custodian
Agreement fild as Exhibit (g)(2) to Post-Effective Amendment
No. 4 on February 24, 1999 and incorporated herein by
reference.
(h) Not Applicable
(i)(1)Opinion of Counsel dated April 7, 1998 filed as Exhibit 10 to
Post-Effective Amendment No. 3 and incorporated herein by
reference.
(2)Consent of Counsel filed herewith.
(j) Consent of Independent Auditors filed herewith.
(k) Not Applicable
(l) Share Purchase Agreement dated January 31, 1997 filed as Exhibit
(13) to Pre-Effective Amendment No.1 filed on February 24, 1997
and incorporated herein by reference.
(m) (1) Distribution Plan pursuant to Rule 12b-1 under the
Investment Company Act of 1940 dated March 10, 1997 filed as
Exhibit (15)(a) to Post-Effective Amendment No. 2 filed on
September 10, 1997 and incorporated herein by reference.
(2) Service Plan dated March 10, 1997 filed as Exhibit (15)(b) to
Post-Effective Amendment No. 2 filed on September 10,
1997 and incorporated herein by reference.
(n) Financial Data Schedule for the fiscal year ended December 31,
1998 for Wright Catholic Values Investment Trust Equity Fund
filed herewith.
(o) Multiple Class Plan pursuant to Rule 18f-3 dated March 10, 1997
filed as Exhibit (18) to Post-Effective Amendment No. 2
filed on September 10, 1997 and incorporated herein by reference.
(p) (1) Power of Attorney dated March 26, 1998 filed as Exhibit 17(a)
to Post-Effective Amendment No. 4 filed April 30, 1998
and incorporated herein by reference.
(2) Power of Attorney dated December 9, 1998 filed as
Exhibit (p)(2) to Post-Effective Amendment No.4 on February
24, 1999 and incorporated herein by reference.
Item 24. Persons Controlled by or under Common Control with Registrant
Not Applicable.
<PAGE>
Item 25. Indemnification
The Registrant's By-Laws filed as Exhibit (2) to Pre-Effective Amendment No. 1
contain provisions limiting the liability, and providing for indemnification, of
the Trustees and officers under certain circumstances.
The Registrant's Trustees and officers are insured under a standard investment
company errors and omissions insurance policy covering loss incurred by reasons
of negligent errors and omissions committed in their capacities as such.
Item 26. Business and Other Connections of Investment Adviser
Reference is made to the information set forth under the captions "Officers and
Trustees" and "Investment Advisory and Administrative Services" in the Statement
of Additional Information, which information is incorporated herein by
reference.
Item 27. Principal Underwriter
(a) Wright Investors' Service Distributors, Inc. (a wholly-owned
subsidiary of The Winthrop Corporation) acts as principal
underwriter for each of the investment companies named below.
Catholic Values Investment Trust
The Wright Managed Blue Chip Series Trust
The Wright EquiFund Equity Trust
The Wright Managed Equity Trust
The Wright Managed Income Trust
The Wright Asset Allocation Trust
<TABLE>
<CAPTION>
(b) (1) (2) (3)
Name and Principal Positions and Officers Positions and Offices
Business Address with Principal Underwriter with Registrant
- ------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
A. M. Moody III* President Vice President and Trustee
Peter M. Donovan* Vice President and Treasurer President and Trustee
Vincent M. Simko* Vice President and Secretary None
- -------------------------------------------------------------------------------------------------------------------------------
* Address is 1000 Lafayette Boulevard, Bridgeport, Connecticut 06604
</TABLE>
(c) Not Applicable.
Item 28. Location of Accounts and Records
All applicable accounts, books and documents required to be maintained by the
Registrant by Section 31(a) of the Investment Company Act of 1940 and the Rules
promulgated thereunder are in the possession and custody of the registrant's
custodian, Investors Bank & Trust Company, 200 Clarendon Street, Boston, MA
02116, and its transfer agent, First Data Investor Services Group, 4400 Computer
Drive, Westborough, MA 01581-5123, with the exception of certain corporate
documents and portfolio trading documents which are either in the possession and
custody of the Registrant's administrator, Eaton Vance Management, 255 State
Street, Boston, MA 02109 or of the investment adviser, Wright Investors'
Service, Inc., 1000 Lafayette Boulevard, Bridgeport, CT 06604. Registrant is
informed that all applicable accounts, books and documents required to be
maintained by registered investment advisers are in the custody and possession
of the Registrant's administrator, Eaton Vance Management, or of the investment
adviser, Wright Investors' Service, Inc.
Item 29. Management Services
Not Applicable.
<PAGE>
Item 30. Undertakings
(a) The Registrant undertakes to furnish to each person to whom a
prospectus is delivered a copy of the latest annual report to
shareholders, upon request and without charge.
(b) The Registrant undertakes to assist shareholders seeking to remove a
trustee(s) of the Registrant in the manner set forth in Section 16(c)
of the Investment Company Act of 1940.
<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 th
requirements for effectiveness of this Amendment to the Registration Statement
pursuant to Rule 485(b) under the Securities Act 0f 1933 andhas duly caused this
Amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Bridgeport, and the State
of Connecticut on the 26th day of April, 1999.
CATHOLIC VALUES INVESTMENT TRUST
By: Peter M. Donovan*
--------------------------------
Peter M. Donovan, Vice President
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment to the Registration Statement has been signed by the following persons
in the capacities and on the 26th day of April, 1999.
SIGNATURE TITLE
- -------------------------------------------------------------------------------
Peter M. Donovan* President, Principal
- ----------------- Executive Officer & Trustee
Peter M. Donovan
James L. O'Connor* Treasurer, Principal
- ------------------- Financial and Accounting Officer
James L. O'Connor
H. Day Brigham, Jr.* Trustee
- --------------------
H. Day Brigham, Jr.
Judith R. Corchard* Trustee
- --------------------
Judith R. Corchard
Dorcas R. Hardy* Trustee
- --------------------
Dorcas R. Hardy
Leland Miles* Trustee
- --------------------
Leland Miles
A. M. Moody III* Trustee
- --------------------
A. M. Moody III
Lloyd F. Pierce* Trustee
- --------------------
Lloyd F. Pierce
Richard E. Taber* Trustee
- --------------------
Richard E. Taber
Raymond Van Houtte* Trustee
- --------------------
Raymond Van Houtte
*By: /s/ A. M. Moody III
- ----------------------------
A. M. Moody III
Attorney-in-Fact
<PAGE>
Exhibit Index
The following Exhibits are filed as part of this Amendment to the
Registration Statement pursuant to Rule 483 of Regulation C.
Exhibit No. Description
- ------------------------------------------------------------------------------
(i)(2) Consent of Counsel
(j) Consent of Independent Certified Public Accountants.
Exhibit (i)(2)
HALE AND DORR LLP
Counsellors at Law
60 State Street, Boston, Massachusetts 02109
617-526-6000 o fax 617-526-5000
April 26, 1999
Securities and Exchange Commission
450 Fifth Street
Washington, D.C. 20549
Re: Post-Effective Amendment No. 4 to the Registration
Statement of Catholic Values Investment Trust (Trust)
File Nos. 333-17161; 811-07951 (PEA no. 4)
Gentlemen:
Hale and Dorr LLP hereby consents to the incorporation by reference into
PEA no. 4 of its opinion, dated April 7, 1998, filed with the Securities and
Exchange Commission on April 30, 1998, as exhibit No. 10 to post-effective
amendment no. 3.
The consent may not be used for any purpose other than as set forth
above without our further consent.
Very truly yours,
/s/Hale and Dorr LLP
Hale and Dorr LLP
EXHIBIT j
Independent Auditors' Consent
We consent to the incorporation by reference in this Post-Effective
Amendment No. 5 to the Registration Statement of Catholic Values Investment
Trust (1993 Act File No. 333-17161)on behalf of Catholic Values Investment Trust
Equity Fund of our report dated January 29,1999, relating to the fund referenced
above, which is included in the Annual Report to Shareholders for the year ended
December 31,1998 , in the Statement of Additional Information which is part of
such Registration Statement.
We also consent to the reference to our firm under the heading "Financial
Highlights" in the Prospectus and under the caption "Independent Certified
Public Accountants' in the Statement of Additional Information.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Boston, Massachusetts
April 28, 1999
[ARTICLE] 6
[SERIES]
[NUMBER] 001
[NAME] CATHOLIC VALUES EQUITY TR. EQUITY FD. - INSTIT. SERVICE
<TABLE>
<S> <C>
[PERIOD-TYPE] 12-MOS
[FISCAL-YEAR-END] DEC-31-1998
[PERIOD-END] DEC-31-1998
[INVESTMENTS-AT-COST] 13,169,875
[INVESTMENTS-AT-VALUE] 13,945,470
[RECEIVABLES] 52,662
[ASSETS-OTHER] 94,171
[OTHER-ITEMS-ASSETS] 92,216
[TOTAL-ASSETS] 14,184,519
[PAYABLE-FOR-SECURITIES] 994,508
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES] 46,141
[TOTAL-LIABILITIES] 1,040,649
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON] 12,665,782
[SHARES-COMMON-STOCK] 777,787
[SHARES-COMMON-PRIOR] 0
[ACCUMULATED-NII-CURRENT] 0
[OVERDISTRIBUTION-NII] 0
[ACCUMULATED-NET-GAINS] (297,507)
[OVERDISTRIBUTION-GAINS] 0
[ACCUM-APPREC-OR-DEPREC] 775,595
[NET-ASSETS] 9,173,741
[DIVIDEND-INCOME] 152,320
[INTEREST-INCOME] 8,294
[OTHER-INCOME] 0
[EXPENSES-NET] 170,742
[NET-INVESTMENT-INCOME] (10,128)
[REALIZED-GAINS-CURRENT] (297,507)
[APPREC-INCREASE-CURRENT] 198,703
[NET-CHANGE-FROM-OPS] (108,932)
[EQUALIZATION] 0
[DISTRIBUTIONS-OF-INCOME] 0
[DISTRIBUTIONS-OF-GAINS] 4,387
[DISTRIBUTIONS-OTHER] 0
[NUMBER-OF-SHARES-SOLD] 228,111
[NUMBER-OF-SHARES-REDEEMED] 180,991
[SHARES-REINVESTED] 271
[NET-CHANGE-IN-ASSETS] 438,034
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR] 0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR] 0
[GROSS-ADVISORY-FEES] 83,198
[INTEREST-EXPENSE] 0
[GROSS-EXPENSE] 311,251
[AVERAGE-NET-ASSETS] 8,233,171
[PER-SHARE-NAV-BEGIN] 11.89
[PER-SHARE-NII] 0.003
[PER-SHARE-GAIN-APPREC] (0.097)
[PER-SHARE-DIVIDEND] 0
[PER-SHARE-DISTRIBUTIONS] (0.006)
[RETURNS-OF-CAPITAL] 0
[PER-SHARE-NAV-END] 11.79
[EXPENSE-RATIO] 1.49
[AVG-DEBT-OUTSTANDING] 0
[AVG-DEBT-PER-SHARE] 0
</TABLE>
[ARTICLE] 6
[SERIES]
[NUMBER] 001
[NAME] CATHOLIC VALUES INVESTMENT TR. EQUITY FD. - INDIVIDUAL SHS.
<TABLE>
<S> <C>
[PERIOD-TYPE] 12-MOS
[FISCAL-YEAR-END] DEC-31-1998
[PERIOD-END] DEC-31-1998
[INVESTMENTS-AT-COST] 13,169,875
[INVESTMENTS-AT-VALUE] 13,945,470
[RECEIVABLES] 52,662
[ASSETS-OTHER] 92,216
[OTHER-ITEMS-ASSETS] 94,171
[TOTAL-ASSETS] 14,184,519
[PAYABLE-FOR-SECURITIES] 994,508
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES] 46,141
[TOTAL-LIABILITIES] 1,040,649
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON] 12,665,782
[SHARES-COMMON-STOCK] 339,103
[SHARES-COMMON-PRIOR] 0
[ACCUMULATED-NII-CURRENT] 0
[OVERDISTRIBUTION-NII] 0
[ACCUMULATED-NET-GAINS] (297,507)
[OVERDISTRIBUTION-GAINS] 0
[ACCUM-APPREC-OR-DEPREC] 775,595
[NET-ASSETS] 3,970,129
[DIVIDEND-INCOME] 152,320
[INTEREST-INCOME] 8,294
[OTHER-INCOME] 0
[EXPENSES-NET] 170,742
[NET-INVESTMENT-INCOME] (10,128)
[REALIZED-GAINS-CURRENT] (297,507)
[APPREC-INCREASE-CURRENT] 198,703
[NET-CHANGE-FROM-OPS] (108,932)
[EQUALIZATION] 0
[DISTRIBUTIONS-OF-INCOME] 0
[DISTRIBUTIONS-OF-GAINS] 941
[DISTRIBUTIONS-OTHER] 0
[NUMBER-OF-SHARES-SOLD] 254,404
[NUMBER-OF-SHARES-REDEEMED] 33,091
[SHARES-REINVESTED] 68
[NET-CHANGE-IN-ASSETS] 2,737,451
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR] 0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR] 0
[GROSS-ADVISORY-FEES] 83,198
[INTEREST-EXPENSE] 0
[GROSS-EXPENSE] 311,251
[AVERAGE-NET-ASSETS] 2,859,521
[PER-SHARE-NAV-BEGIN] 11.87
[PER-SHARE-NII] (0.036)
[PER-SHARE-GAIN-APPREC] (0.118)
[PER-SHARE-DIVIDEND] 0
[PER-SHARE-DISTRIBUTIONS] (0.006)
[RETURNS-OF-CAPITAL] 0
[PER-SHARE-NAV-END] 11.71
[EXPENSE-RATIO] 1.95
[AVG-DEBT-OUTSTANDING] 0
[AVG-DEBT-PER-SHARE] 0
</TABLE>
