<PAGE>
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]
Check the appropriate box:
[_] Preliminary Proxy Statement
[X] Definitive Proxy Statement
[_] Definitive Additional Materials
[_] Soliciting Material Pursuant to (S)240.14a-11(c) or (S)240.14a-12
SEI DAILY INCOME TRUST
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(Name of Registrant as Specified In Its Charter)
same
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[_] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
[_] $500 per each party to the controversy pursuant to Exchange Act Rule 14a-
6(i)(3).
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
N/A
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(2) Aggregate number of securities to which transaction applies:
N/A
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11
N/A
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(4) Proposed maximum aggregate value of transaction:
N/A
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[X] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
$125
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(2) Form, Schedule or Registration Statement No.:
Schedule 14A
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(3) Filing Party:
SEI Daily Income Trust
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(4) Date Filed:
June 6, 1995
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<PAGE>
PRELIMINARY
SEI DAILY INCOME TRUST
2 OLIVER STREET
BOSTON, MA 02109
----------------
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
JULY 28, 1995
----------------
Notice is hereby given that a Special Meeting of Shareholders of the Money
Market and Prime Obligation Portfolios (each a "Portfolio" and, collectively,
the "Portfolios") of SEI Daily Income Trust (the "Trust"), will be held at the
offices of SEI Financial Management Corporation, 680 East Swedesford Road,
Wayne, Pennsylvania 19087-1658, on Friday, July 28, 1995, at 10:00 a.m. to
consider and act on the following matters:
I. Proposal to approve the elimination of the fundamental policy
requiring each Portfolio to invest its assets solely in the securities
listed as appropriate investments for that Portfolio.
II. Proposal to approve the elimination of the fundamental policy
requiring each Portfolio to invest in securities maturing in one year or
less and to maintain an average weighted maturity of 120 days.
III. Proposal to approve the elimination of the fundamental policy
requiring the Money Market Portfolio to concentrate its investments in
obligations issued by the banking industry, consisting of U.S. dollar
denominated obligations of domestic banks and U.S. branches of foreign
banks.
IV. Such other business as may properly come before the meeting or any
adjourned session thereof.
All Shareholders are cordially invited to attend the meeting. However, if you
are unable to be present at the meeting, you are requested to mark, sign and
date the enclosed Proxy and return it promptly in the enclosed envelope so that
the Meeting may be held and a maximum number of shares may be voted.
Shareholders of record at the close of business on June 8, 1995 are entitled
to notice of and to vote at the meeting or any adjournment thereof.
By Order of the Board of Trustees
Richard W. Grant
Secretary
June 23, 1995
<PAGE>
SEI DAILY INCOME TRUST
2 OLIVER STREET
BOSTON, MA 02109
----------------
PROXY STATEMENT
----------------
This proxy statement is furnished in connection with the solicitation of
proxies by the Board of Trustees of SEI Daily Income Trust (the "Trust") on
behalf of the Money Market and Prime Obligation Portfolios (the "Portfolios")
for use at the Special Meeting of Shareholders to be held on July 28, 1995 at
10:00 a.m. at the offices of SEI Financial Management Corporation, 680 East
Swedesford Road, Wayne, Pennsylvania 19087-1658, and at any adjourned session
thereof (such meeting and any adjournment thereof are hereinafter referred to
as the "Meeting"). Shareholders of the Portfolios of record at the close of
business on June 8, 1995 (the "Shareholders") are entitled to vote at the
Meeting. As of June 8, 1995, the approximate number of units of beneficial
interest ("shares") issued and outstanding for the Money Market and Prime
Obligation Portfolios were 219,305,212.71, and 2,410,862,266.53, respectively.
Each share is entitled to one vote and each fractional share is entitled to a
proportionate fractional vote on each matter to be acted upon at the Meeting.
In addition to the solicitation of proxies by mail, Trustees and officers of
the Trust and officers and employees of SEI Financial Management Corporation,
the Manager and Shareholder Servicing Agent for the Trust (the "Manager"), may
solicit proxies in person or by telephone. Persons holding shares as nominees
will, upon request, be reimbursed for their reasonable expenses incurred in
sending soliciting materials to their principals. The cost of solicitation will
be borne by the Trust. The proxy and this Proxy Statement are being mailed to
Shareholders on or about June 23, 1995.
Shares represented by duly executed proxies will be voted in accordance with
the instructions given. Proxies may be revoked at any time before they are
exercised by a written revocation received by the President of the Trust at 680
East Swedesford Road, Wayne, Pennsylvania 19087-1658, by properly executing a
later-dated proxy, or by attending the Meeting and voting in person.
The following table illustrates which Proposals relate to each Portfolio:
<TABLE>
<CAPTION>
PORTFOLIO PROPOSAL 1 PROPOSAL 2 PROPOSAL 3
--------- ---------- ---------- ----------
<S> <C> <C> <C>
Money Market Portfolio................... Y Y Y
Prime Obligation Portfolio............... Y Y N
</TABLE>
I. PROPOSAL TO APPROVE THE ELIMINATION OF THE FUNDAMENTAL POLICY
REQUIRING EACH PORTFOLIO TO INVEST ITS ASSETS SOLELY IN
THE SECURITIES LISTED AS APPROPRIATE INVESTMENTS.
Currently, the investment objective and investment limitations of each
Portfolio are considered fundamental policies of the Portfolios. In addition,
it is a fundamental policy for each Portfolio to invest its assets solely in
the securities listed as appropriate investments for that Portfolio.
Fundamental policies may not be changed without shareholder approval.
<PAGE>
The Board of Trustees is recommending that Shareholders of each Portfolio
approve the elimination of the fundamental policy of each Portfolio that
requires it to invest solely in the securities listed in the prospectus as
appropriate investments. The removal of this fundamental policy will permit
each Portfolio to invest its assets in all lawful and appropriate investments
and will provide each Portfolio with the ability to modify its universe of
permitted investments to meet future regulatory and market changes without
calling a shareholder's meeting. All changes to permitted investments are
considered by the Board of Trustees and each Portfolio will continue to
identify in the prospectus those securities in which it will invest.
This Proposal does not permit the Portfolios to change their investment
objectives or other fundamental policies. Any change to the investment
objectives or other fundamental policies of a Portfolio would continue to
require shareholder approval. Neither Portfolio has a present intention of
changing its respective investment objective. However, while it is anticipated
that certain changes in the list of permitted investments will be made if
Shareholders approve this proposal, it is not anticipated that approval will
cause either Portfolio to liquidate a substantial portion of its investment
portfolio in order to invest in instruments that previously were not listed as
permissible investments.
THE TRUSTEES RECOMMEND THAT THE SHAREHOLDERS VOTE FOR PROPOSAL I.
II. PROPOSAL TO APPROVE THE ELIMINATION OF THE FUNDAMENTAL POLICY
REQUIRING EACH PORTFOLIO TO INVEST IN SECURITIES MATURING IN
ONE YEAR OR LESS AND TO MAINTAIN AN AVERAGE WEIGHTED
MATURITY OF 120 DAYS.
The Board of Trustees is recommending that Shareholders of each Portfolio
approve the removal of the current fundamental policy of each of the Portfolios
that requires investment in securities maturing in one year or less and that
each Portfolio maintain an average weighted maturity of 120 days or less.
Presently, each Portfolio has investment policies that limit it to investing
in those securities that have a maturity of one year or less, and that require
it to maintain an average weighted maturity of 120 days or less. These
restrictions parallelled limitations previously established by Rule 2a-7 under
the Investment Company Act of 1940, as amended (the "1940 Act"). Recent changes
to Rule 2a-7 established different maturity restrictions for money market
mutual funds. These amendments allow money market funds to purchase securities
with a remaining maturity of up to 397 days, and require that they maintain an
average weighted remaining maturity of 90 days or less. This Proposal seeks to
eliminate the current, outmoded limitations, and will if approved allow each
Portfolio to adopt non-fundamental policies respecting the maturity of
securities purchased that conform to current law. Moreover, the policies will
ensure that the Portfolios are not barred from adjusting their individual
maturities in the future without shareholder approval.
THE TRUSTEES RECOMMENDED THAT SHAREHOLDERS VOTE FOR PROPOSAL II.
III. PROPOSAL TO APPROVE THE ELIMINATION OF THE FUNDAMENTAL POLICY
REQUIRING THE MONEY MARKET PORTFOLIO TO CONCENTRATE
ITS INVESTMENTS IN OBLIGATIONS ISSUED BY THE BANKING
INDUSTRY, CONSISTING OF U.S. DOLLAR DENOMINATED
OBLIGATIONS OF DOMESTIC BANKS AND
U.S. BRANCHES OF FOREIGN BANKS.
The Board of Trustees is recommending that Shareholders of the Money Market
Portfolio approve the removal of the fundamental policy requiring the Portfolio
to concentrate its investments in obligations issued
2
<PAGE>
by the banking industry, consisting of U.S. dollar denominated obligations of
domestic banks and U.S. branches of foreign banks. Concentration in this
context means the investment of more than 25% of the Portfolio's assets in such
obligations. This current concentration policy requires the Money Market
Portfolio to maintain at least one quarter of its assets in bank-issued
investments at all times, irrespective of the attractiveness of such
investments. If this Proposal is approved, the Portfolio will nonetheless adopt
a policy reserving the freedom to invest more than 25% of its assets in
obligations issued by the banking industry. To the extent that the Portfolio's
assets are so invested, it will be exposed to developments affecting the
banking industry to the same extent that it is now.
The removal of the concentration policy will provide Wellington Management
Company, the Portfolio's investment adviser, with greater freedom to purchase
non-bank industry securities and allow it greater flexibility to respond to
market conditions.
THE TRUSTEES RECOMMEND THAT THE SHAREHOLDERS VOTE FOR PROPOSAL III.
GENERAL INFORMATION ABOUT THE PORTFOLIOS AND OTHER MATTERS
THE ADVISER
Wellington Management Company acts as the investment adviser for the
Portfolios under an advisory agreement (the "Advisory Agreement") with the
Trust. The Adviser is a professional investment counseling firm which provides
investment services to investment companies, employee benefit plans,
endowments, foundations and other institutions and individuals. Under the
Advisory Agreement, the Adviser is responsible for the investment decisions for
the Portfolios and continuously reviews, supervises and administers each
Portfolio's investment program.
DISTRIBUTION
SEI Financial Services Company ("SFS"), a wholly owned subsidiary of SEI
Corporation, 680 East Swedesford Road, Wayne, Pennsylvania 19087 ("SEI"),
serves as each Portfolio's distributor pursuant to a Distribution Agreement
between the Trust and SFS. Alfred P. West, Jr. serves as Chairman of the Board
and Chief Executive Officer of SFS and SEI, and Henry H. Greer serves as
Director, President and Chief Operating Officer of SFS and SEI. William M.
Doran, a trustee of the Trust, is a Director and Secretary of SEI.
5% SHAREHOLDERS
As of June 1, 1995, the following persons were the only persons who were
record owners or, to the knowledge of the Trust, beneficial owners of 5% or
more of shares of a Portfolio. The Trust believes that most of the shares
referred to above were held by the below persons in accounts for their
fiduciary, agency or custodial customers.
3
<PAGE>
<TABLE>
<CAPTION>
NAME AND ADDRESS OF NUMBER OF PERCENTAGE OF
PORTFOLIO BENEFICIAL OWNER SHARES PORTFOLIO'S SHARES
--------- --------------------------- -------------- ------------------
<S> <C> <C> <C>
Money Market Portfolio.. Calhoun & Co. 53,950,275.56 24.07
c/o Comerica Bank
Attn: Dennis Miriani
P.O. Box 1319, 17th Floor
Detroit, MI 48231
Nazareth National Bank 11,523,534.30 5.14
& Trust Company
Attn: Sally Jablonski
76 South Main Street
Nazareth, PA 18064
Keystone Financial Inc. 96,055,125.76 42.85
Attn: ACM Desk
P.O. Box 2450
Altoona, PA 16603-2450
Prime Obligation Portfo-
lio.................... Calhoun & Co. 387,468,868.35 16.12
c/o Comerica Bank
Attn: Dennis Miriani
P.O. Box 1319, 17th Floor
Detroit, MI 48231
West One Bank, Idaho, N.A. 124,372,133.12 5.18
Attn: Tom Coleman
Trust Department Securities
Clearance
P.O. Box 7928
Boise, ID 83707
Corestates Bank, N.A. 195,357,537.37 8.12
Attn: Jim Quinlan
Penn Mutual Insurance
Building
Philadelphia, PA 19106
Texas Commerce Bank 122,139,332.00 5.08
Attn: Kathy Lorie
Trust Securities Clearance
16 HCB 09
P.O. Box 2558
Houston, TX 77252-2558
The New Hillman Company 618,431,336.76 25.73
c/o Amalgamated Bank of
New York
Attn: David Guitano
11-15 Union Square
New York, NY 10003
</TABLE>
The Trust and its Trustees and officers do not own beneficially more than 1%
of the outstanding shares of either Portfolio.
4
<PAGE>
ADJOURNMENT
In the event that sufficient votes in favor of the Proposals set forth in the
Notice of the Special Meeting are not received by the time scheduled for the
Meeting, the persons named as proxies may propose one or more adjournments of
the Meeting for a period or periods of not more than 60 days in the aggregate
to permit further solicitation of proxies with respect to any of such
Proposals. Any such adjournment will require the affirmative vote of a majority
of the votes cast on the question in person or by proxy at the session of the
Meeting to be adjourned. The persons named as proxies will vote in favor of
such adjournment those proxies which they are entitled to vote in favor of such
Proposals. They will vote against any such adjournment those proxies required
to be voted against any such Proposals. The costs of any such additional
solicitation and of any adjourned session will be borne by the Trust.
REQUIRED VOTE
Approval of each Proposal requires the affirmative vote of a majority of the
outstanding shares of the affected Portfolio. As defined in the 1940 Act,
"majority of the outstanding shares" means the vote of (i) 67% or more of the
Portfolio's outstanding shares present at a meeting, if the holders of more
than 50% of the outstanding shares of the Portfolio are present or represented
by proxy, or (ii) more than 50% of the Portfolio's outstanding shares,
whichever is less.
Abstentions and "broker non-votes" will not be counted for or against any
Proposal to which they relate, but will be counted for purposes of determining
whether a quorum is present. Abstentions will be counted as votes present for
purposes of determining a "majority of the outstanding voting securities"
present at the Meeting, and will therefore have the effect of counting against
the Proposal to which they relate.
SHAREHOLDER PROPOSALS
The Trust does not hold annual shareholder meetings. Shareholders wishing to
submit proposals for inclusion in a proxy statement for a subsequent meeting
should send their written proposals to the Secretary of the Trust c/o SEI
Corporation, Legal Department, 680 East Swedesford Road, Wayne, Pennsylvania
19087-1658.
REPORTS TO SHAREHOLDERS
The Trust will furnish, without charge, a copy of the most recent Annual
Report to Shareholders of the Trust and the most recent Semi-Annual Report
succeeding such Annual Report, if any, on request. Request should be directed
to the Trust at 680 East Swedesford Road, Wayne, Pennsylvania 19087-1658, or by
calling 1-800-342-5734.
OTHER MATTERS
The Trustees know of no other business to be brought before the meeting.
However, if any other matters properly come before the Meeting, it is their
intention that proxies which do not contain specific restrictions to the
contrary will be voted on such matters in accordance with the judgment of the
persons named in the enclosed form of proxy.
SHAREHOLDERS ARE URGED TO COMPLETE, SIGN AND DATE
THE ENCLOSED PROXY AND RETURN IT PROMPTLY.
5
<PAGE>
SEI DAILY INCOME TRUST
Money Market Portfolio
Special Meeting of the Shareholders
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES
AND WILL BE VOTED "FOR" THE PROPOSALS
UNLESS OTHERWISE INDICATED
The undersigned revoking previous proxies with respect to the Shares defined
below, hereby appoint David G. Lee and Robert B. Carroll, as proxies and each of
them, each with full power of substitution, to vote at the Special Meeting of
Shareholders of the Money Market Portfolio (the "Portfolio") of SEI Daily Income
Trust (the "Trust") to be held on July 28, 1995 and any adjournments or
postponements thereof (the "Meeting") all shares of the Portfolio that the
undersigned would be entitled to vote if personally present at the Meeting as
specified on the ballot below on the proposals set forth below, and in
accordance with their own discretion, on any other matters properly brought
before the Meeting.
THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" THE
APPROVAL OF THE FOLLOWING PROPOSAL:
I. Proposal to approve the elimination of the fundamental policy requiring
each Portfolio to invest its assets solely in the securities listed as
appropriate investments for that Portfolio.
___ For ___ Against ___ Abstain
II. Proposal to approve the elimination of the fundamental policy requiring
each Portfolio to invest in securities maturing in one year or less and to
maintain an average weighted maturity of 120 days.
___ For ___ Against ___ Abstain
III. Proposal to approve the elimination of the fundamental policy requiring
the Money Market Portfolio to concentrate its investments in obligations
issued by the banking industry, consisting of U.S. dollar denominated
obligations of domestic banks and U.S. branches of foreign banks.
___ For ___ Against ___ Abstain
This proxy, when properly executed, will be voted in the manner directed herein
by the undersigned Shareholder. If no contrary direction is given when the
duly executed proxy is returned, this proxy will be voted FOR each proposal and
will be voted in the appointed proxies' discretion upon such other business as
may properly come before the meeting.
The undersigned acknowledges receipt with this proxy of a copy of the Notice of
Special Meeting of Shareholders and the Proxy Statement of the Board of
Trustees.
<PAGE>
Your signature(s) on this proxy should be exactly as your name(s) appear on this
proxy. If the shares are held jointly, each holder should sign this proxy.
Attorneys in fact, executors, administrators, trustees or guardians should
indicate the full title and capacity in which they are signing.
Dated:___________, 1995 ______________________________
Signature of Shareholder
______________________________
Signature (Joint owners)
PLEASE COMPLETE, SIGN, DATE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED
ENVELOPE.
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<PAGE>
SEI DAILY INCOME TRUST
Prime Obligation Portfolio
Special Meeting of the Shareholders
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES
AND WILL BE VOTED "FOR" THE PROPOSALS
UNLESS OTHERWISE INDICATED
The undersigned, revoking previous proxies with respect to the Shares defined
below, hereby appoint David G. Lee and Robert B. Carroll, as proxies and each of
them, each with full power of substitution, to vote at the Special Meeting of
Shareholders of the Prime Obligation Portfolio (the "Portfolio") of SEI Daily
Income Trust (the "Trust") to be held on July 28, 1995 and any adjournments or
postponements thereof (the "Meeting") all shares of the Portfolio that the
undersigned would be entitled to vote if personally present at the Meeting as
specified on the ballot below on the proposals set forth below, and in
accordance with their own discretion, on any other matters properly brought
before the Meeting.
THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" THE
APPROVAL OF THE FOLLOWING PROPOSAL:
I. Proposal to approve the elimination of the fundamental policy requiring
each Portfolio to invest its assets solely in the securities listed as
appropriate investments for that Portfolio.
___ For ___ Against ___ Abstain
II. Proposal to approve the elimination of the fundamental policy requiring
each Portfolio to invest in securities maturing in one year or less and to
maintain an average weighted maturity of 120 days.
___ For ___ Against ___ Abstain
This proxy, when properly executed, will be voted in the manner directed herein
by the undersigned Shareholder. If no contrary direction is given when the duly
executed proxy is returned, this proxy will be voted FOR each proposal, and will
be voted in the appointed proxies' discretion upon such other business as may
properly come before the meeting.
The undersigned acknowledges receipt with this proxy of a copy of the Notice of
Special Meeting of Shareholders and the Proxy Statement of the Board of
Trustees.
<PAGE>
Your signature(s) on this proxy should be exactly as your name(s) appear on this
proxy. If the shares are held jointly, each holder should sign this proxy.
Attorneys in fact, executors, administrators, trustees or guardians should
indicate the full title and capacity in which they are signing.
Dated:____________, 1995 __________________________________
Signature of Shareholder
__________________________________
Signature (Joint owners)
PLEASE COMPLETE, SIGN, DATE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED
ENVELOPE.
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