The following disclosure replaces the front cover of "Statement of Additional
Information".
UPRIGHT GROWTH FUND
STATEMENT OF ADDITIONAL INFORMATION
March 6 , 2000
This Statement of Additional Information is not a prospectus but should be
read in conjunction with the Fund's Prospectus dated March 6, 2000, which may be
obtained by writing the Fund at Upright Growth Fund c/o Mutual Shareholder
Services, 1301 East Ninth St, Suite 1005, Cleveland, OH 44114 or calling the
Fund at 1-216-736-3500. The Fund is a portfolio of Upright Investments Trust.
TABLE OF CONTENTS PAGE
Investment Policies and Limitations 2
Portfolio Transactions 5
Management of the Trust 5
Investment Management and Administration 6
Performance 7
Taxes and Distributions 8
Description of the Trust 9
Investment Adviser and Administrator
Upright Financial Corporation
615 West Mt. Pleasant Avenue
Livingston, NJ 07039
Custodian
Fifth Third Bank Corporation
38 Fountain Square Plaza
Cincinnati, Ohio 45263
Transfer Agent
Mutual Shareholder Services
1301 East Ninth Street, Suite 1005
Cleveland, OH 44114
Independent Accountants
Baird, Kurtz & Dobson
120 West 12th St., Suite 1200
Kansas City, MO 64105-2112
Underwriter
Maxus Securities Corp.,
1301 East Ninth Street, Suite 3600
Cleveland, OH 44114
<PAGE>
The following disclosure replaces the back cover of "Statement of Additional
Information".
price of shares and requires that each agreement entered into or executed by the
Trust or the Trustees include a provision limiting the obligations created
thereby to the Trust and its assets.
Voting Rights. The Fund's capital consists of shares of beneficial interest.
As a shareholder, you receive one vote for each dollar value of net asset value
you own. The shares have no preemptive or conversion rights; the voting and
dividend rights and the right of redemption are described in the Prospectus.
Shares are fully paid and non-assessable, except as set forth under the heading
"Shareholder and Trustee Liability" above. Shareholders representing 10% or
more of the trust or a fund may, as set forth in the Declaration of Trust, call
meetings of the Trust for any purpose related to the Trust including for the
purpose of voting on the removal of one or more Trustees.
Year 2000. The Fund believes that the year 2000 issue will not pose significant
operational problems for the Fund. Also the Fund believes that the year 2000
issue will not have a material adverse effect on the Fund's future financial
condition, liquidity or results of operations during 1999 and in the future.
Auditor. Baird, Kurtz & Dobson, 120 West 12th St., Suite 1200, Kansas City, MO
serves as the Trust's independent accountant. The independent accountant
examines financial statements for the Fund and provides other audit, tax and
related services.
Financial Statements. The Fund's financial statements and independent auditors
report to be included in the Statement of Additional Information are
incorporated herein by reference to the Trust 's Annual report to shareholders
for the fiscal year ended September 30,1999. The Trust will provide the annual
report without charge at written or telephone request.
