AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON April 28, 1997
File Nos. 2-87910
811-3910
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No.
Post-Effective Amendment No. 28
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 28
(Check appropriate box or boxes.)
VOYAGEUR TAX FREE FUNDS, INC.
(Exact Name of Registrant as Specified in Charter)
90 SOUTH SEVENTH STREET, SUITE 4400, MINNEAPOLIS, MINNESOTA 55402
(Address of Principal Executive Offices) (Zip Code)
(612) 376-7000
(Registrant's Telephone Number, including Area Code)
THOMAS J. ABOOD
90 SOUTH SEVENTH STREET, SUITE 4400, MINNEAPOLIS, MINNESOTA 55402
(Name and Address of Agent for Service)
Copy to:
Michael J. Radmer, Esq.
Dorsey & Whitney LLP
220 South Sixth Street
Minneapolis, Minnesota 55402
It is proposed that this filing will become effective (check appropriate box):
___ immediately upon filing pursuant to paragraph (b) of Rule 485
_X_ on April 28, 1997 pursuant to paragraph (b) of Rule 485
___ 60 days after filing pursuant to paragraph (a)(1) of Rule 485
___ on (specify date) pursuant to paragraph (a)(1) of Rule 485
___ 75 days after filing pursuant to paragraph (a)(2) of Rule 485
___ on (specify date) pursuant to paragraph (a)(2) of Rule 485
The Registrant has registered an indefinite number of shares of common stock
under the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment
Company Act of 1940. A Rule 24f-2 Notice was filed by the Registrant on or about
February 28, 1997.
CROSS REFERENCE SHEET FOR ITEMS REQUIRED BY FORM N-1A
Item No.
of Form N-1A Caption in Prospectus
- ------------ ---------------------
1 Cover Page
2 Fees and Expenses
3 Financial Highlights
4 The Funds; Investment Objectives and Policies; Investment
Restrictions; General Information
5 Management; General Information
6 Distributions to Shareholders and Taxes; General Information
7 How to Purchase Shares; Management; Determination of Net Asset
Value; Exchange Privilege
8 How to Sell Shares; Reinstatement Privilege
9 Not Applicable
Caption in Statement of Additional Information
----------------------------------------------
10 Cover Page
11 Table of Contents
12 Not Applicable
13 Investment Policies and Restrictions; Special Factors Affecting
the Funds
14 Board Members and Executive Officers of the Funds
15 Board Members and Executive Officers of the Funds; Additional
Information
16 Board Members and Executive Officers of the Funds; The Investment
Adviser and Underwriter
17 The Investment Adviser and Underwriter
18 Not Applicable
19 Special Purchase Plans; Monthly Cash Withdrawal Plan; Net Asset
Value and Public Offering Price
20 Taxes
21 The Investment Adviser and Underwriter
22 Calculation of Performance Data
23 Additional Information
Incorporation by Reference
and
Explanatory Note
Part A (Prospectus), Part B (Statement of Additional Information) and
Part C (Other Information) of this Registration Statement are hereby
incorporated by reference from Post-Effective Amendment No. 17 to the
Registration Statement of Voyageur Mutual Funds, Inc. (File Nos. 33-63238 and
811-7742) filed on April 28, 1997. Such Part A and Part B and Part C combines
seven Registrants (each of which offers its shares in one or more series): two
series of Voyageur Tax Free Funds, Inc., five series of Voyageur Intermediate
Tax Free Funds, Inc., four series of Voyageur Insured Funds, Inc., nine series
of Voyageur Investment Trust, one series of Voyageur Investment Trust II, seven
series of Voyageur Mutual Funds, Inc. and one series of Voyageur Mutual Funds
II, Inc.
A separate Registration Statement, each of which contains or
incorporates by reference the aforementioned combined Part A and Part B and
includes its own Part C, is being filed for each Registrant.
PART C
OTHER INFORMATION
VOYAGEUR TAX FREE FUNDS, INC.
(VOYAGEUR MINNESOTA TAX FREE FUND AND
VOYAGEUR NORTH DAKOTA TAX-FREE FUND)
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS:
Included in Part A:
1. Fees and Expenses
2. Financial Highlights
Included in Part B: None
(b) EXHIBITS
1.1 Certificate of Amendment to the Articles of Incorporation of
Voyageur Tax Free Funds, Inc., dated November 22, 1993,
incorporated by reference to Post-Effective Amendment No. 27
to the Registrant's Registration Statement on Form N-1A.
1.2 Certificate of Designation of Class B Common Shares of Series
A and Class C Common Shares of Series B, dated February 27,
1995, incorporated by reference to Post-Effective Amendment
No. 27 to the Registrant's Registration Statement on Form
N-1A.
1.3 Articles of Correction of Voyageur Tax Free Funds, Inc. Dated
April 29, 1994, incorporated by reference to Post-Effective
Amendment No. 27 to the Registrant's Registration Statement on
Form N-1A.
2. Bylaws of Voyageur Tax Free Funds, Inc. as amended by the
Board of Directors on November 29, 1993, incorporated by
reference to Post-Effective Amendment No. 27 to the
Registrant's Registration Statement on Form N-1A.
3. Not Applicable
4. Specimen Security for company incorporated under the Laws of
the State of Minnesota, incorporated by reference to
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A.
5. Investment Advisory Agreement dated November 1, 1993,
incorporated by reference to Post- Effective Amendment No. 27
to the Registrant's Registration Statement on Form N-1A.
6.1 Distribution Agreement dated March 1, 1995, incorporated by
reference to Post-Effective Amendment No. 27 to the
Registrant's Registration Statement on Form N-1A.
6.2 Form of Dealer Sales Agreement, incorporated by reference to
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A.
6.3 Form of Bank Agreement, incorporated by reference to
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A.
7. Not Applicable.
8. Custodian Agreement, dated April 20, 1992, incorporated by
reference to Post-Effective Amendment No. 27 to the
Registrant's Registration Statement on Form N-1A.
9. Administrative Services Agreement dated October 27, 1994,
incorporated by reference to Post-Effective Amendment No. 27
to the Registrant's Registration Statement on Form N-1A.
10. Opinion and Consent of Dorsey & Whitney, filed as an Exhibit
to Pre-Effective Amendment No. 1 to Form N-1A of Double Exempt
Flex Fund, Inc. on January 31, 1984 , File No. 2- 87910, and
incorporated herein by reference.
11. Consent of KPMG Peat Marwick LLP, dated April 28, 1997, filed
as an Exhibit to Post- Effective Amendment No. 17 of Voyageur
Mutual Funds, Inc. (File Nos. 33-63238 and 811- 7742) filed on
April 28, 1997, and incorporated herein by reference.
12. Financial Statements contained in the Annual Report to
Shareholders for fiscal year end December 31, 1996, filed
pursuant to Rule 30d-1 of the Investment Company Act of 1940,
incorporated herein by reference.
13. Letter of Investment Intent, filed as an Exhibit to Form N-1
of Double Exempt Flex Fund, Inc. on November 14, 1983, File
No. 2-87910 and incorporated herein by reference.
14. Not Applicable.
15. Plan pursuant to Rule 12b-1 under the Investment Company Act
of 1940, incorporated by reference to Post-Effective Amendment
No. 27 to the Registrant's Registration Statement on Form
N-1A.
16. Schedule for Computation of Performance Data, incorporated by
reference to Post-Effective Amendment No. 27 to the
Registrant's Registration Statement on Form N-1A.
17 Power of Attorney, dated January 24, 1995, incorporated by
reference to Post-Effective Amendment No. 27 to the
Registrant's Registration Statement on Form N-1A.
18. Plan pursuant to Rule 18f-3 under the Investment Company Act
of 1940, incorporated by reference to Post-Effective Amendment
No. 27 to the Registrant's Registration Statement on Form
N-1A.
Item 25. Persons Controlled by or Under Common Control with Registrant
Voyageur serves as investment manager to the following closed-end and
open-end management investment companies:
CLOSED-END INVESTMENT COMPANIES
Voyageur Arizona Municipal Income Fund, Inc.
Voyageur Colorado Insured Municipal Income Fund, Inc.
Voyageur Florida Insured Municipal Income Fund
Voyageur Minnesota Municipal Income Fund, Inc.
Voyageur Minnesota Municipal Income Fund II, Inc.
Voyageur Minnesota Municipal Income Fund III, Inc.
OPEN-END INVESTMENT COMPANIES AND SERIES THEREOF
Voyageur Funds, Inc.
Voyageur U.S. Government Securities Fund
Voyageur Financial Institutions Short Duration Portfolio
Voyageur Financial Institutions Intermediate Duration Portfolio
Voyageur Financial Institutions Core Portfolio
Voyageur Insured Funds, Inc.
Voyageur Minnesota Insured Fund
Voyageur Arizona Insured Tax Free Fund
Voyageur National Insured Tax Free Fund
Voyageur Colorado Insured Tax Free Fund
Voyageur Intermediate Tax Free Funds, Inc.
Voyageur Minnesota Limited Term Tax Free Fund
Voyageur National Limited Term Tax Free Fund
Voyageur Arizona Limited Term Tax Free Fund
Voyageur Colorado Limited Term Tax Free Fund
Voyageur California Limited Term Tax Free Fund
Voyageur Investment Trust
Voyageur California Insured Tax Free Fund
Voyageur Florida Insured Tax Free Fund
Voyageur Kansas Tax Free Fund
Voyageur Missouri Insured Tax Free Fund
Voyageur New Mexico Tax Free Fund
Voyageur Oregon Insured Tax Free Fund
Voyageur Utah Tax Free Fund
Voyageur Washington Insured Tax Free Fund
Voyageur Florida Tax Free Fund
Voyageur Investment Trust II
Voyageur Florida Limited Term Tax Free Fund
Voyageur Tax Free Funds, Inc.
Voyageur Minnesota Tax Free Fund
Voyageur North Dakota Tax Free Fund
Voyageur Mutual Funds, Inc.
Voyageur Iowa Tax Free Fund
Voyageur Wisconsin Tax Free Fund
Voyageur Idaho Tax Free Fund
Voyageur Arizona Tax Free Fund
Voyageur California Tax Free Fund
Voyageur National Tax Free Fund
Voyageur Mutual Funds II, Inc.
Voyageur Colorado Tax Free Fund
Voyageur Mutual Funds III , Inc.
Voyageur Growth Stock Fund
Voyageur International Equity Fund
Voyageur Aggressive Growth Fund
Voyageur Growth and Income Fund
Voyaguer Tax Efficient Equity Fund
VAM Institutional Funds, Inc.
Short Government Agency Fund
Intermediate Government Agency Fund
Government Mortgage Fund
Short Duration Total Return Fund
Intermediate Duration Total Return Fund
Intermediate Municipal Fund
Item 26. Number of Holders of Securities
The following sets forth the number of holders of shares of each class
and series (then in existence) of each Registrant as of March 31, 1997.
<TABLE>
<CAPTION>
Class A Class B Class C
Common Common Common
Name of Fund Shares Shares Shares
------------ ------ ------ ------
<S> <C> <C> <C>
Voyageur Minnesota Tax Free Fund 9,897 210 147
Voyageur North Dakota Tax Free Fund 950 42 3
</TABLE>
Item 27. Indemnification
The Articles of Incorporation and Bylaws of the Registrant provide that
the Registrant shall indemnify such persons, for such expenses and liabilities,
in such manner, under such circumstances, and to the full extent permitted by
Section 302A.521 of the Minnesota Statutes, as now enacted or hereafter amended,
provided that no such indemnification may be made if it would be in violation of
Section 17(h) of the Investment Company Act of 1940, as now enacted or hereafter
amended. Section 302A.521 of the Minnesota Statutes, as now enacted, provides
that a corporation shall indemnify a person made or threatened to be made a
party to a proceeding against judgments, penalties, fines, settlements and
reasonable expenses, including attorneys' fees and disbursements, incurred by
the person in connection with the proceeding, if, with respect to the acts or
omissions of the person complained of in the proceeding, the person: (i) has not
been indemnified by another organization for the same judgments, penalties,
fines, settlements and reasonable expenses incurred by the person in connection
with the proceeding with respect to the same acts or omissions; (ii) acted in
good faith; (iii) received no improper personal benefit; (iv) complied with the
Minnesota Statute dealing with directors' conflicts of interest, if applicable;
(v) in the case of a criminal proceeding, had no reasonable cause to believe the
conduct was unlawful; and (vi) reasonably believed that the conduct was in the
best interests of the corporation or, in certain circumstances, reasonably
believed that the conduct was not opposed to the best interests of the
corporation.
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers, and controlling persons of
the Registrant pursuant to the foregoing provisions (or otherwise), the
Registrant has been advised that, in the opinion of the Securities and Exchange
Commission, such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of a Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
No indemnification will be made in violation of the 1940 Act and the
rules, regulations and releases thereunder.
Item 28. Business and Other Connections of Investment Adviser
The name and principal occupations(s) during the past two fiscal years
of each director and officer of the Adviser are set forth below. The business
address of each is 90 South Seventh Street, Suite 4400, Minneapolis, Minnesota
55402.
NAME AND ADDRESS POSITION WITH ADVISER PRINCIPAL OCCUPATION(S)
- ---------------- --------------------- -----------------------
Michael E. Dougherty Chairman Chairman of the Board, President
and Chief Executive Officer of
Dougherty Financial Group, Inc.
("DFG") and Chairman of Voyageur
and the Underwriter.
John G. Taft Director and See biographical information in
President Part B of the Registration
Statement.
Jane M. Wyatt Director and See biographical information in
Chief Investment Part B of the Registration
Officer Statement.
Edward J. Kohler Director and Director and Executive Vice
Executive Vice President of the Voyageur and
President Director of the Underwriter since
1995; previously, President and
Director of Piper Capital
Management Incorporated from 1985
to 1995.
Kenneth R. Larsen Treasurer See biographical information in
Part B of the Registration
Statement.
Thomas J. Abood General Counsel See biographical information in
and Senior Vice Part B of the Registration
President Statement.
Steven P. Eldredge Senior Vice See biographical information in
President Part B of the Registration
Statement.
Information on the business of Registrant's Adviser is contained in the
section of the Prospectus entitled "Management" and in the section of the
Statement of Additional Information entitled "The Investment Adviser and
Underwriter" filed as part of this Registration Statement.
Item 29. Principal Underwriters
(a) Voyageur Fund Distributors, Inc., the underwriter of the
Registrant's shares, is principal underwriter for the shares of Voyageur Tax
Free Funds, Inc., Voyageur Insured Funds, Inc., Voyageur Intermediate Tax Free
Funds, Inc., Voyageur Investment Trust, Voyageur Investment Trust II, Voyageur
Mutual Funds, Inc., Voyageur Mutual Funds II, Inc., Voyageur Mutual Funds III,
Inc. and VAM Institutional Funds, Inc., affiliated open-end management
investment companies.
(b) The directors of the Underwriter are the same as the directors of
the Adviser as set forth above in Item 28. The executive officers of the
Underwriter (who are not also directors of the Underwriter) and the positions of
these individuals with respect to the Registrant are:
POSITIONS AND OFFICES POSITIONS AND OFFICES
NAME WITH UNDERWRITER WITH REGISTRANTS
- ---- ---------------- ----------------
Michael E. Dougherty Chairman None
Steven B. Johansen Secretary None
Kenneth R. Larsen Treasurer Treasurer
Thomas J. Abood General Counsel Secretary
The address of each of the executive officers is 90 South Seventh Street, Suite
4400, Minneapolis, Minnesota 55402.
(c) Not applicable.
Item 30. Location of Accounts and Records
The custodian for the Registrant is Norwest Bank Minnesota, N.A., Sixth
Street & Marquette Avenue, Minneapolis, Minnesota 55402. The dividend
disbursing, administrative and accounting services agent of the Registrant is
Voyageur Fund Managers, Inc. The address of Voyageur Fund Managers, Inc. and the
Registrant is 90 South Seventh Street, Suite 4400, Minneapolis, Minnesota 55402.
Item 31. Management Services
Not applicable.
Item 32. Undertakings
(a) Not applicable.
(b) Not applicable.
(c) Each recipient of a prospectus of any series of any Registrant may
request the latest Annual Report of such series, and such Annual Report will be
furnished without charge.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Registration Statement pursuant to
Rule 485(b) under the Securities Act of 1933 and has duly caused this
Registration Statement on Form N-1A to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Minneapolis and State of
Minnesota on the 28th day of April 1997.
VOYAGEUR TAX FREE FUNDS, INC.
By /s/ John G. Taft
John G. Taft, President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:
Signature Title Date
- --------- ----- ----
/s/ John G. Taft President (Principal April 28, 1997
John G. Taft Executive Officer)
/s/ Kenneth R. Larsen Treasurer (Principal April 28, 1997
Kenneth R. Larsen Financial and Accounting
Officer)
James W. Nelson* Director
Clarence G. Frame* Director
Robert J. Odegard* Director
Richard F. McNamara* Director
Thomas F. Madison * Director
*/s/ Thomas J. Abood Attorney-in-Fact April 28, 1997
Thomas J. Abood
