SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant <checked-box>
Filed by a party other than the Registrant <square>
Check the appropriate box:
<square> Preliminary Proxy Statement
<checked-box> Definitive Proxy Statement
<square> Definitive Additional Materials
<square> Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
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Paribas Trust For Institutions
(Name of Registrant as Specified in Its Charter)
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Paribas Trust For Institutions
(Name of Person(s) Filing Proxy Statement)
Payment of filing fee (Check the appropriate box):
<checked-box> $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or
14a-6(j)(2) or Item 22(a)(2) of Schedule 14A.
<square> $500 per each party to the controversy pursuant to Exchange Act
Rule 14a-6(i)(3).
<square> 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:
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(2) Aggregate number of securities to which transactions applies:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:{1}
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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<checked-box> Fee paid previously with preliminary materials.
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<square> 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:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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**FOOTNOTES**
{1}Set forth the amount on which the filing fee is calculated and state how it
was determined.
<PAGE>
NOTICE OF MEETING
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS OF
QUANTUS EQUITY MANAGED PORTFOLIO
Dear Shareholder:
A Special Meeting of Shareholders of Quantus Equity Managed Portfolio
(the "Portfolio"), a series of Paribas Trust For Institutions, a
Massachusetts business trust (the "Trust"), will be held at 787 Seventh
Avenue, 27th Floor, New York, New York 10019, on Thursday, August 29, 1996
at 10:00 a.m., New York time, for the following purposes:
1. To consider and vote upon approval of liquidation of the Quantus
Equity Managed Portfolio, which liquidation is to occur as soon as
practicable following shareholder approval; and
2. To consider and act upon any other matters which may properly come
before the meeting or any adjournments thereof.
On June 20, 1996, the Board of Trustees voted to recommend to
shareholders that they approve liquidation of the Portfolio. Section 11.2
of the Trust's Declaration of Trust, as amended, requires approval of not
less than two-thirds of the outstanding shares of beneficial interest (the
"Shares") of the Trust to approve liquidation. The Board of Trustees has
directed officers of the Trust to take the steps necessary to obtain
shareholder approval.
At the close of business on July 10, 1996, the Portfolio had 69
shareholders.
We hope you will be represented at the meeting. The vote of every
shareholder is important. If you have questions or comments, please
contact the undersigned at any time at (617) 248-3492.
Gail Hanson
Assistant Secretary of the Trust
Dated: July 22, 1996
<PAGE>
PROXY STATEMENT
PARIBAS TRUST FOR INSTITUTIONS
787 Seventh Avenue
New York, New York 10019
PROXY STATEMENT FOR SPECIAL MEETING OF SHAREHOLDERS OF
QUANTUS EQUITY MANAGED PORTFOLIO
INTRODUCTION
This Proxy Statement is furnished to shareholders of Quantus Equity
Managed Portfolio (the "Portfolio"), a series of Paribas Trust For
Institutions, a Massachusetts business trust (the "Trust"), in connection
with the solicitation of proxies by and on behalf of the Board of Trustees
of the Trust to be used at the Special Meeting of Shareholders to be held
at 787 Seventh Avenue, 27th Floor, New York, New York 10019, on Thursday,
August 29, 1996 at 10:00 a.m., or at any adjournments thereof (the
"Meeting").
This Proxy Statement and the accompanying proxy were mailed to
shareholders on or about July 26, 1996. Shareholders of record at the
close of business on July 10, 1996 shall be entitled to notice of and to
vote at the Meeting or any adjournment thereof.
The Trust is presently composed of two separate portfolios: the Quantus
Equity Managed Portfolio and Quantus II. As of July 10, 1996, all of the
shares of beneficial interest of Quantus II have been redeemed, and there
presently are no shares of Quantus II issued or outstanding.
At July 10, 1996 there were 295,895.215 shares of beneficial interest
("Shares") of the Portfolio outstanding. Each full Share of the Portfolio
outstanding at the close of business on July 10, 1996 is entitled to one
full vote and each fractional Share outstanding on that date is entitled to
a proportionate share of one vote.
The purpose of the Meeting is: (1) to consider and vote upon approval of
liquidation of the Quantus Equity Managed Portfolio as approved by the
Board of Trustees on June 20, 1996, which liquidation is to occur as soon
as practicable following shareholder approval; and (2) to consider and act
upon any other matters which may properly come before the Meeting or any
adjournments thereof.
All Shares represented at the Meeting by properly executed proxies will
be voted in accordance with the instructions thereon, if any, and if no
instructions are given, the proxy will be voted for approval of Portfolio
liquidation (Proposal One). The Board of Trustees does not know of any
action to be considered at the Meeting other than Proposal One.
The proxy may be revoked at any time before it is exercised by the
subsequent execution and submission of a revised proxy, by written notice
of revocation to the Secretary of the Trust, or by voting in person at the
Meeting.
In addition to the solicitation of proxies by mail, officers and
employees of the Trust and Paribas Asset Management, Inc., the investment
adviser of the Trust (the "Investment Adviser"), without additional
compensation, may solicit proxies in person or by telephone or other means
of communication.
The cost of the solicitation of proxies by the Board of Trustees of the
Trust for the Meeting of shareholders will be borne by the Portfolio and
will include any reimbursement paid to fiduciaries, brokerage firms,
nominees and custodians for their expenses in forwarding solicitation
material regarding the Meeting to beneficial owners.
PRINCIPAL SHAREHOLDERS OF THE PORTFOLIO
At July 10, 1996, the officers and Trustees of the Trust owned less than
1% of the outstanding Shares of the Portfolio. As of July 10, 1996, the
following individuals or entities beneficially owned more than 5% of the
outstanding Shares of the Portfolio:
A.G. Mauro Company (5%)
Profit Sharing Plan
c/o Richard C. Miles, Trustee
310 Alpha Drive
Pittsburgh, PA 15238
R. Kirk Smitherman (5%)
Rte 2, Box 466
Zeulon, NC 27597
F C P Cortal Monde (30%)
34, avenue de l'Opera
75002 Paris
France
John B. Stafford Trust (9%)
John B. Stafford and Linda Stafford,
Trustees
410 South Street
Greenville, MI 48838
THE INVESTMENT ADVISER
The Investment Adviser is a Delaware corporation with its principal
executive offices located at 787 Seventh Avenue, New York, New York 10019.
The Investment Adviser's relationship to the Portfolio is discussed in the
Portfolio's current Prospectus and Statement of Additional Information.
PROPOSAL ONE
LIQUIDATION OF THE PORTFOLIO
IT IS RECOMMENDED THAT SHAREHOLDERS APPROVE LIQUIDATION OF THE
PORTFOLIO.
The Portfolio commenced operations on April 14, 1986. The Portfolio,
which as of July 10, 1996 had total net assets of approximately $2,896,329,
has failed to attract shareholder following over the past several years and
over that period has steadily lost assets. Moreover, the Investment Adviser
believes that there is no reasonable prospect for increased investor
interest in the foreseeable future. The Portfolio's small asset base
results in a high per share expense ratio for the Portfolio, which
adversely affects the Portfolio's performance. For this reason, the
Investment Adviser determined that the continued operation of the Portfolio
would not be in the best interests of shareholders and, at a meeting of the
Board of Trustees held on June 20, 1996, the Investment Adviser recommended
that the Trustees consider the advisability of liquidating the Portfolio.
On June 20, 1996, the Trustees considered such information as they deemed
reasonably necessary to evaluate the Investment Adviser's recommendation.
Based upon this information, the Trustees determined that it would be in
the best interests of shareholders to liquidate the Portfolio and voted
unanimously to recommend that shareholders approve a proposal to liquidate
the Portfolio.
Section 11.2 of the Trust's Declaration of Trust, as amended (the
"Declaration") requires approval of liquidation by not less than two-thirds
of the Shares of the Trust, at any meeting of shareholders. In addition,
Section 11.2 of the Declaration also provides that such approval may be
obtained without a shareholder's meeting by having a written consent signed
by a majority of the Trustees and by not less than two-thirds of
shareholders of the Trust entitled to vote. Notwithstanding this provision
of the Declaration, in order to give all shareholders an opportunity to be
heard, a meeting is being called.
If the liquidation is approved by shareholders, Portfolio assets will be
sold in an orderly manner and, after payment of expenses, the remaining
cash and other assets, if any, will be distributed to shareholders as soon
as practicable. Each Share of the Portfolio will entitle the holder to
receive cash or other assets equal to the per share net asset value of the
Portfolio at the time of liquidation. For tax purposes, a shareholder will
recognize gain or loss on the liquidating distribution equal to the
difference between (i) the amount of the liquidating distribution and (ii)
the shareholder's adjusted tax basis in Shares of the Portfolio. Such gain
or loss will be treated as a long-term or short-term capital gain or loss
depending on the period of time the Shares were held prior to the
liquidation. Distributions on Shares held for more than one year will
result in a long-term capital gain or loss and distributions on Shares held
for one year or less will result in a short-term capital gain or loss.
Liquidating distributions received by an IRA or Keogh Plan will ordinarily
not be subject to taxation. All shareholders are urged to seek independent
advice regarding the possible federal income tax consequences of the
proposed liquidation, as applied to the shareholder's own special
circumstances.
ACTION ON THE PROPOSAL
The Board of Trustees of the Trust considered such information as it
deemed reasonably necessary to enable the Trustees to evaluate the
desirability of liquidating the Portfolio at its meeting on June 20, 1996.
THE BOARD OF TRUSTEES OF THE TRUST UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS
OF THE PORTFOLIO VOTE FOR APPROVAL OF PROPOSAL ONE.
In the event shareholders of the Portfolio do not approve Proposal One,
the Portfolio will continue operating under its current objectives and
policies, and the Board of Trustees will consider courses of action with
respect to the Portfolio which may include resubmitting the proposal to
shareholders at a future date.
REQUIRED VOTE
Approval of the liquidation of the Portfolio requires the affirmative
vote of the holders of not less than two-thirds of the outstanding voting
securities of the Trust. Abstentions and proxies with respect to Shares
held by a broker or other nominee that are not voted or are abstained from
voting because the nominee lacks discretionary authority to vote the Shares
will be treated as a vote against the proposal.
OTHER MATTERS
No business other than the matters set forth in this Proxy Statement is
expected to come before the Meeting, but should any other matters requiring
a vote of shareholders arise, including a question of adjourning the
Meeting, the persons named in the accompanying proxy will vote thereon
according to their best judgment in the interests of the Portfolio.
The foregoing Notice and Proxy Statement and the enclosed proxy are sent
by order of the Board of Trustees.
Gail Hanson
Assistant Secretary of the Trust
Dated: July 22, 1996
<PAGE>
FORM OF PROXY
PROXY
PARIBAS TRUST FOR INSTITUTIONS --
QUANTUS MANAGED EQUITY PORTFOLIO
787 SEVENTH AVENUE, 27th FLOOR
NEW YORK, NEW YORK 10019
THIS PROXY IS SOLICITED BY ORDER OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Gail Hanson and Deborah Morowitz and each of
them, proxies with full power of substitution to act for and vote on behalf of
the undersigned all shares of beneficial interest (the "Shares") of Quantus
Equity Managed Portfolio (the "Portfolio") of the Paribas Trust For
Institutions which the undersigned would be entitled to vote if personally
present at the Special Meeting of the Shareholders of the Portfolio to be held
on August 29, 1996 (the "Meeting").
The undersigned hereby acknowledges receipt of the Notice of Special Meeting
of Shareholders and Proxy Statement furnished in connection with the Meeting
and hereby instructs said proxies to vote said Shares as indicated hereon.
Both of the proxies present and acting at the Meeting in person or by
substitute (or, if only one shall be so present, then that one) shall have and
may exercise all of the power and authority of said proxies hereunder. The
undersigned hereby revokes any proxy previously given.
IF A CHOICE IS SPECIFIED, THIS PROXY WILL BE VOTED AS INDICATED. IF NO
CHOICE IS SPECIFIED, THIS PROXY WILL BE VOTED FOR PROPOSAL ONE. In their
discretion, the proxies are authorized to vote upon such business as may
properly come before the Meeting. The Board of Trustees recommends a vote FOR
Proposal One.
This proxy may be revoked at any time prior to the exercise of the powers
conferred by the proxy.
PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY BY NOT LATER THAN AUGUST 19,
1996 USING THE ENCLOSED ENVELOPE.
PROXY -- QUANTUS MANAGED EQUITY PORTFOLIO
FOR AGAINST ABSTAIN
1. PROPOSAL ONE: Approve liquidation of / / / / / /
the Quantus Equity Managed Portfolio.
2. Transact such other business as may
properly come before the Meeting or
any adjournment thereof.
DATED: , 1996
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(Signature)
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(Signature, if Held Jointly)
Please sign exactly as your name appears on this proxy card. When signing as
attorney, executor, administrator, trustee or guardian, please give full title
as such. If a corporation, please sign in the full corporate name by president
or other authorized officer. If a partnership, please sign in partnership name
by authorized person.
