As filed with the Securities and Exchange Commission on or about September 8,
1999
Securities Act Registration No. 33-7603
Investment Company Act Registration No. 811-4770
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 23 [ X ]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ]
Amendment No. 24 [ X ]
(Check appropriate box or boxes)
STRONG MUNICIPAL FUNDS, INC.
(Exact Name of Registrant as Specified in Charter)
100 Heritage Reserve
Menomonee Falls, Wisconsin 53051
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (414) 359-3400
Stephen J. Shenkenberg
Strong Capital Management, Inc.
100 Heritage Reserve
Menomonee Falls, Wisconsin 53051
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate
box):
[ X ] immediately upon filing pursuant to paragraph (b) of Rule 485
[ ] on (date) pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a)(1) of Rule 485
[ ] on (date) pursuant to paragraph (a)(1) of Rule 485
[ ] 75 days after filing pursuant to paragraph (a)(2) of Rule 485
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485
If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective
date for a previously filed post-effective amendment.
This Post-Effective Amendment to the Registration Statement of Strong
Municipal Funds, Inc., which is currently comprised of three Funds, relates to,
and updates the exhibit index of, the Strong Municipal Money Market Fund and
Strong Municipal Advantage Fund.
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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 the
requirements for effectiveness of this Post-Effective Amendment No. 23 to the
Registration Statement pursuant to Rule 485(b) under the Securities Act of
1933, and has duly caused this Post-Effective Amendment No. 23 to the
Registration Statement to be signed on its behalf by the undersigned, thereto
duly authorized, in the Village of Menomonee Falls, and State of Wisconsin on
the 7th day of September, 1999.
STRONG MUNICIPAL FUNDS, INC.
(Registrant)
BY: /S/ STEPHEN J. SHENKENBERG
Stephen J. Shenkenberg, Vice President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 23 to the Registration Statement on Form N-1A has
been signed below by the following persons in the capacities and on the date
indicated.
<TABLE>
<CAPTION>
<S> <C> <C>
NAME TITLE DATE
- ----------------------------- ---------------------------------- -----------------
Chairman of the Board (Principal
/s/ Richard S. Strong Executive Officer) and a Director September 7, 1999
- -----------------------------
Richard S. Strong
Treasurer (Principal Financial and
/s/ John W. Widmer Accounting Officer) September 7, 1999
- -----------------------------
John W. Widmer
Director September 7, 1999
- -----------------------------
Marvin E. Nevins*
Director September 7, 1999
- -----------------------------
Willie D. Davis*
Director September 7, 1999
- -----------------------------
William F. Vogt*
Director September 7, 1999
- -----------------------------
Stanley Kritzik*
</TABLE>
* John S. Weitzer signs this document pursuant to powers of attorney filed
with Post-Effective Amendment No. 19 to the Registration Statement on Form
N-1A.
By: /S/ JOHN S. WEITZER
John S. Weitzer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
<S> <C> <C>
EDGAR
EXHIBIT NO. EXHIBIT EXHIBIT NO.
- ----------- --------------------
(n) Rule 18f-3 Plan EX-99.n
</TABLE>
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RULE 18F-3
MULTIPLE CLASS PLAN
WHEREAS, the corporations listed on Schedule A, as such Schedule A may be
amended from time to time, each a Wisconsin corporation (the "Corporation")
engages in business as an open-end management investment company and is
registered as such under the Investment Company Act of 1940 (the "1940 Act");
WHEREAS, the Corporation is authorized to create separate series, each with its
own separate investment portfolio, and the beneficial interest in each such
series will be represented by a separate series of shares (each series is
hereinafter individually referred to as a "Fund" and collectively, the
"Funds");
WHEREAS, the Corporation, on behalf of the Funds listed on Schedule A, as such
Schedule A may be amended from time to time, desires to adopt a Multiple Class
Plan pursuant to Rule 18f-3 under the 1940 Act ("Plan");
WHEREAS, the Corporation, on behalf of the Funds, employs Strong Capital
Management, Inc. ("SCM") as its investment adviser, administrator, and transfer
agent and Strong Investments, Inc. (the "Distributor") as distributor of the
securities of the Funds; and
WHEREAS, the Board of Directors of the Corporation, including a majority of the
Directors of the Corporation who are not "interested persons", as defined in
the 1940 Act, of the Corporation, SCM, or the Distributors ("Independent
Directors") have found the Plan, as proposed, to be in the best interests of
each class of shares individually, each Fund, and the Corporation as a whole;
NOW, THEREFORE, the Corporation, on behalf of the Funds, hereby adopts the
Plan, in accordance with Rule 18f-3 under the 1940 Act on the following terms
and conditions:
1. FEATURES OF THE CLASSES. Each of the Funds shall offer, at the
discretion of the Board and as indicated on Schedule A, up to three classes of
shares: "Investor Class Shares," "Institutional Class Shares," and "Advisor
Class Shares." Shares of each class of a Fund shall represent an equal pro
rata interest in such Fund and, generally, shall have identical voting,
dividend, distribution, liquidation, and other rights, preferences, powers,
restrictions, limitations, qualifications, and terms and conditions, except
that: (a) each class shall have a different designation; (b) each class of
shares shall bear any Class Expenses, as defined in Section 3 below; (c) each
class shall have exclusive voting rights on any matter submitted to
shareholders that relates solely to its distribution arrangements; and (d) each
class shall have separate voting rights on any matter submitted to shareholders
in which the interests of one class differ from the interests of any other
class. In addition, Investor Class, Institutional Class, and Advisor Class
shares of a Fund shall have the features described in Sections 2, 3, and 4
below.
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2. DISTRIBUTION FEE STRUCTURE.
(a) INVESTOR CLASS SHARES. Investor Class Shares of a Fund shall be
offered at their then current net asset value ("NAV") without the imposition of
an initial sales charge, contingent deferred sales charge, asset-based sales
charge or service fee under a Distribution Plan (as defined below).
(b) INSTITUTIONAL CLASS SHARES. Institutional Class Shares of a Fund shall
be offered at their then current NAV without the imposition of an initial sales
charge, contingent deferred sales charge, asset-based sales or service fee
under a Distribution Plan (as defined below).
(c) ADVISOR CLASS SHARES. Advisor Class Shares of a Fund shall be offered
at their then current NAV without the imposition of an initial sales charge or
contingent deferred sales charge. The Corporation has adopted, on behalf of
the Funds, a distribution plan with respect to the Advisor Class shares of each
Fund, if any, pursuant to Rule 12b-1 under the 1940 Act ("Distribution Plan").
The Distribution Plan authorizes a Fund to make payments for distribution
services and shareholder services at an annual rate of up to 1.00% of a Fund's
average daily net assets attributable to Advisor Class shares.
3. ALLOCATION OF INCOME AND EXPENSES.
(a) The net asset value of all outstanding shares representing interests in
a Fund shall be computed on the same days and at the same time. For purposes
of computing net asset value, the gross investment income of each Fund shall be
allocated to each class on the basis of the relative net assets of each class
at the beginning of the day adjusted for capital share activity for each class
as of the prior day as reported by the Fund's transfer agent. Realized and
unrealized gains and losses for each class will be allocated based on relative
net assets at the beginning of the day, adjusted for capital share activity for
each class of the prior day, as reported by the Fund's transfer agent. To the
extent practicable, certain expenses, (other than Class Expenses as defined
below, which shall be allocated more specifically), shall be allocated to each
class based on the relative net assets of each class at the beginning of the
day, adjusted for capital share activity for each class as of the prior day, as
reported by the Fund's transfer agent. Allocated expenses to each class shall
be subtracted from allocated gross income. These expenses include:
(1) Expenses incurred by the Corporation (for example, fees of Directors,
auditors, insurance costs, and legal counsel) that are not attributable to a
particular Fund or class of shares of such Fund ("Corporation Level Expenses");
and
(2) Expenses incurred by each Fund that are not attributable to any
particular class of the Fund's shares (for example, advisory fees, custodial
fees, banking charges, organizational costs, or other expenses relating to the
management of the Fund's assets) ("Fund Expenses").
(b) CLASS EXPENSES. Expenses attributable to a particular class ("Class
Expenses") shall be limited to: (i) payments made pursuant to a Distribution
Plan; (ii) transfer agent fees attributable to a specific class; (iii) printing
and postage expenses related to preparing and distributing materials such as
shareholder reports, prospectuses and proxies to current
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shareholders of a specific class; (iv) the expense of administrative personnel
and services to support the shareholders of a specific class, including, but
not limited to, fees and expenses under an administrative service agreement;
(v) litigation or other legal expenses relating solely to one class; and (vi)
directors' fees incurred as a result of issues relating to one class. Expenses
in category (i) above must be allocated to the class for which such expenses
are incurred. All other "Class Expenses" listed in categories (ii)-(vi) above
may be allocated to a class but only if an officer of the Corporation has
determined, subject to Board approval or ratification, which of such categories
of expenses will be treated as Class Expenses consistent with applicable legal
principles under the 1940 Act and the Internal Revenue Code of 1986 ("Code").
(c) Therefore, expenses of the Fund shall be apportioned to each class of
shares depending on the nature of the expense item. Corporation Level Expenses
and Fund Expenses shall be allocated among the classes of shares based on their
relative net asset values. Approved Class Expenses shall be allocated to the
particular class to which they are attributable. In addition, certain expenses
may be allocated differently if their method of imposition changes. Thus, if a
Class Expense can no longer be attributed to a class, it shall be charged to
the Fund for allocation among the classes, as determined by the Board of
Directors. Any additional Class Expenses not specifically identified above that
are subsequently identified and determined to be properly allocated to one
class of shares shall not be so allocated until approved by the Board of
Directors of the Corporation in light of the requirements of the 1940 Act and
the Code.
4. EXCHANGE PRIVILEGES. The Investor Class, Institutional Class, and
Advisor Class shares of a Fund may be exchanged at their relative NAVs for:
(i) Investor Class, Institutional Class, or Advisor Class shares of the same
Fund; (ii) Investor Class, Institutional Class, or Advisor Class shares of
another Strong Fund; or (iii) if the Strong Fund does not have multiple classes
of shares, the existing shares of another Strong fund. Purchases of Fund shares
by exchange are subject to the same minimum investment requirements and other
criteria imposed for purchases made in any other manner.
5. CONVERSION FEATURES. There shall be no conversion features associated
with the Investor Class, Institutional Class, or Advisor Class shares of a
Fund.
6. QUARTERLY AND ANNUAL REPORT. The Directors shall receive quarterly and
annual written reports concerning all allocated Class Expenses and expenditures
under the Distribution Plan complying with paragraph (b)(3)(ii) of Rule 12b-1.
The reports, including the allocations upon which they are based, shall be
subject to the review and approval of the Independent Directors in the exercise
of their fiduciary duties.
7. WAIVER OR REIMBURSEMENT OF EXPENSE. Expenses may be waived or
reimbursed by SCM or any other provider of services to the Funds without the
prior approval of the Corporation's Board of Directors.
8. EFFECTIVENESS OF PLAN. The Plan shall not take effect until it has been
approved by votes of a majority of both (a) the Directors of the Corporation
and (b) those Directors of the Corporation who are not "interested persons" of
the Corporation, SCM, or the Distributor (as defined in the 1940 Act) and who
have no direct or indirect financial interest in the operation of this Plan,
cast in person at a meeting (or meetings) called for the purpose of voting on
this Plan.
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9. MATERIAL MODIFICATIONS. This Plan may not be amended to materially
modify its terms unless such amendment is approved in the manner provided for
initial approval in Paragraph 8 hereof.
10. LIMITATION OF LIABILITY. The Directors and the shareholders of the
Funds shall not be liable for any obligations of the Funds under this Plan, and
any person in asserting any rights or claims under this Plan shall look only to
the assets and property of the Funds in settlement of such right or claim and
not to such Directors or shareholders.
IN WITNESS WHEREOF, the Corporation, on behalf of the Funds, has adopted this
Multiple Class Plan effective as of the 23rd day of July, 1999.
Each Corporation Listed on Schedule A.
By:
John S. Weitzer, Vice President
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SCHEDULE A
The Funds of the Corporation currently subject to this Multiple Class Plan are
as follows:
<TABLE>
<CAPTION>
<S> <C>
Date of Addition
CORPORATION/FUND/CLASS TO THIS MULTIPLE CLASS PLAN
- ---------------------------------------------------
Strong Advantage Fund, Inc. August 30, 1999
-Strong Advantage Fund
* Investor Class
* Advisor Class
* Institutional Class
Strong Corporate Bond Fund, Inc. August 30, 1999
-Strong Corporate Bond Fund
* Investor Class
* Advisor Class
* Institutional Class
Strong Government Securities Fund, Inc. August 30, 1999
-Strong Government Securities Fund
* Investor Class
* Advisor Class
* Institutional Class
Strong Heritage Reserve Series, Inc. August 30, 1999
-Strong Heritage Money Fund
-Strong Investors Money Fund
Strong Income Funds, Inc. August 30, 1999
-Strong High-Yield Bond Fund
-Strong Short-Term High Yield Bond Fund
Strong Income Funds II, Inc. August 30, 1999
-Strong Bond Fund
* Investor Class
* Advisor Class
* Institutional Class
Strong Money Market Fund, Inc. August 30, 1999
</TABLE>
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<TABLE>
<CAPTION>
<S> <C>
Strong Municipal Funds, Inc. August 30, 1999
-Strong Municipal Advantage Fund
-Strong Municipal Money Market Fund
Strong Short-Term Bond Fund, Inc. August 30, 1999
-Strong Short-Term Bond Fund
* Investor Class
* Advisor Class
* Institutional Class
</TABLE>
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