December 12, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
RE: IOWA PUBLIC AGENCY INVESTMENT TRUST
40 Act Reg. No. 811-7696
Ladies and Gentlemen:
Pursuant to comments received from the Commission and on behalf of the above
referenced registrant, we herewith submit, a redlined copy of Post-Effective
Amendment No. 5 to Form N-1A to replace the November 21, 1996 filing which
inadvertently did not contain a facing page or financial schedules.
In the event you have any questions or comments concerning this filing, please
direct them to our counsel, John Miles, at Cline, Williams, Wright, Johnson &
Oldfather (telephone # 402-474-6900) at your earliest convenience.
Respectully submitted,
Ruth Prochaska
Controller/Compliance Officer
<PAGE>
As filed with the Securities and Exchange Commission
on October 25, 1996
Registration No. 811-7696
Pursuant to Rule 8b-16 promulgated under Section 8(b) of the
Investment Company Act of 1940
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER
THE INVESTMENT COMPANY ACT OF 1940 |_|
Amendment No. 5 |X|
(Check appropriate box or boxes.)
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IOWA PUBLIC AGENCY INVESTMENT TRUST
(Exact Name of Registrant as Specified in Charter)
2203 Grand Avenue
Des Moines, Iowa 50312-5338
(Address of Principal Executive Offices)(Zip code)
Registrant's Telephone Number, Including Area Code: (515) 244-5426
Edgar H. Bittle, Esq.
Ahlers, Cooney, Dorweiler, Haynie,
Smith & Allbee, P.C.
100 Court Avenue, Des Moines, Iowa 50309
(Name and Address of Agent for Service)
-----------------------------------------------------------
Copies of all communications to:
JOHN C. MILES, ESQ.
Cline, Williams, Wright,
Johnson & Oldfather
1900 FirsTier Bank Building
Lincoln, Nebraska 68508
EDGAR H. BITTLE, ESQ.
Ahlers, Cooney, Dorweiler, Haynie,
Smith & Allbee, P.C.
100 Court Avenue
Des Moines, Iowa 50309
<PAGE>
IOWA PUBLIC AGENCY
INVESTMENT TRUST
(IPAIT)
A comprehensive cash management service for
Iowa Cities, Counties and City Utilities
INFORMATION STATEMENT
October 25, 1996
This booklet provides detailed information about the
Iowa Public Agency Investment Trust.
Please read it carefully and retain it for future reference.
Sponsored by the
Iowa Association of Municipal Utilities
Iowa State Association of Counties
Iowa League of Cities
<PAGE>
CONTENTS
Section Page
The Iowa Public Agency Investment Trust (IPAIT).........................3
Cash Management Alternatives
Diversified Portfolio...............................................3
Direct Government Obligation Portfolio..............................3
Authorized Investments
Maximum Current Income..............................................4
Risk and Management of Risk
Management Policies and Procedures..................................4
Maturity of IPAIT Investments.......................................5
Maintenance of Liquidity............................................5
Investing in IPAIT Portfolio Units
Portfolio Investments...............................................5
Investments by Bank Funds Transfer..................................5
Income Distributions................................................5
Redeeming IPAIT Portfolio Units
Portfolio Withdrawals...............................................6
Valuing IPAIT Portfolio Trust Units
Portfolio Transactions..............................................6
Calculating Yield...................................................7
Expenses of IPAIT...................................................7
Trustees and Officers...................................................7
The Administrator-Advisor...............................................8
The Custodian...........................................................8
Bank Trust Services.....................................................9
Administrative and Distribution Related Services........................9
Taxes...................................................................9
Reports to Participants.................................................9
Declaration of Trust
Description of Trust Units..........................................9
Participant Liability...............................................9
Termination of the Declaration of Trust.............................9
Amendment of the Declaration of Trust...............................9
Withdrawal.........................................................10
Definitions........................................................10
Legal Counsel and Independent Auditors.................................10
Document Copies........................................................10
INSTRUCTIONS AND APPLICATION FORM......................................11
INSTRUCTIONS FOR MAKING PLACEMENTS.....................................18
INSTRUCTIONS FOR MAKING REDEMPTIONS....................................18
No person or entity has been authorized to give any information or to make any
representations other than those contained in this Information Statement, and,
if given or made, such information or representations must not be relied upon as
having been authorized by IPAIT, its Trustees, the Administrator-Advisor, the
Custodian, or any agent of IPAIT or the Trustees.
<PAGE>
IOWA PUBLIC AGENCY INVESTMENT TRUST (IPAIT)
The Iowa Public Agency Investment Trust ("IPAIT") is a professionally managed
common law trust organized and operated as a diversified open-end management
investment company created with the objective of providing Iowa cities,
counties, city utilities, and other eligible participants (the "Participants")
with a convenient method for investing their funds in a manner that will
maximize current income consistent with safety of principal and the required
degree of liquidity.
IPAIT has been established under Iowa law pursuant to Iowa Code Chapter 28E and
Sections 331.555 and 384.21, which authorize Iowa cities, counties, city
utilities, and other eligible participants to jointly invest moneys pursuant to
a joint investment agreement. IPAIT was established by adoption of a Joint
Powers Agreement and Declaration of Trust establishing the Iowa Public Agency
Investment Trust as of October 1, 1987 and amended as of August 1, 1988, and May
1, 1993 (the "Declaration"). Iowa Code permits judicial districts and rural
water districts to participate in a joint investment agreement, and such
entities are authorized to participate in IPAIT upon the approval of the Board
of Trustees. A city, city utility, or county which is, respectively, a member of
the Iowa League of Cities, the Iowa Association of Municipal Utilities, or the
Iowa State Association of Counties (the "Sponsoring Associations") or other
eligible participants can become a Participant in IPAIT by submitting an
application and a certified copy of the form of authorizing resolution contained
therein to Iowa Public Agency Investment Trust, P.O. Box 837, Des Moines, Iowa,
50304-0837. (See "Instructions and Application Form").
In the opinion of legal counsel, the interests of beneficial ownership in IPAIT
("Trust Units") are exempt from registration under the Securities Act of 1933
and the Iowa Uniform Securities Act. IPAIT is, however, registered as an
investment company under the Investment Company Act of 1940 ("1940 Act")
pursuant to the requirements of Iowa Code ss. 12B.10.
This Information Statement provides detailed information about IPAIT and its
investment and operating policies. Please read it carefully and retain it for
future reference. Additional information, a copy of the Declaration of Trust,
and further assistance regarding becoming a Participant in IPAIT may be obtained
by calling the IPAIT toll free number, (800) 872-4024, or by contacting Iowa
Public Agency Investment Trust, P.O. Box 837, Des Moines, Iowa 50304-0837. This
Information Statement is qualified in its entirety by reference to the text of
the Declaration of Trust.
CASH MANAGEMENT ALTERNATIVES
IPAIT issues two separate series of Trust Units in which Participants may
invest, referred to as the Diversified Portfolio and the Direct Government
Obligation Portfolio (a "Portfolio" or the "Portfolios").
There are no minimum or maximum investments or limitations on redemptions for
either Portfolio. Participants may invest any funds in their custody in either
Portfolio. The Portfolios are operated according to investment and accounting
standards which conform to the requirements of Rule 2a-7 under the 1940 Act for
"money market" funds. Only funds of Participants may be invested in IPAIT.
DIVERSIFIED PORTFOLIO - The Diversified Portfolio is a professionally managed
portfolio of U.S. government and federal agency securities, collateralized
certificates of deposit of Iowa financial institutions and collateralized
perfected repurchase agreements as more fully described below. All such
securities have final maturities of no greater than 365 days and the Portfolio
maintains a maximum average dollar weighted maturity of 90 days or less.
DIRECT GOVERNMENT OBLIGATION PORTFOLIO - The Direct Government Obligation
Portfolio is identical in every respect to the Diversified Portfolio except that
it is invested exclusively in direct U.S. government obligations and repurchase
agreements collateralized by direct U.S. government obligations as more fully
described below. All such securities have final maturities no greater than 365
days from the date of purchase and the Portfolio maintains a maximum average
dollar weighted maturity of 90 days or less. Thus, Participants, which may be
required or wish to confine their short-term investments to these types of
instruments, may do so by investing in Direct Government Obligation Units.
AUTHORIZED INVESTMENTS
The objective of IPAIT, in offering the Diversified and Direct Government
Obligation Portfolios, is to provide Participants with daily liquidity and the
highest possible investment yield consistent with safety of principal and the
maintenance of liquidity.
Subject to the specific investment restrictions of the Portfolios described
herein, assets of IPAIT will only be invested in securities specifically
permitted for Participants under Iowa law, as it now or in the future may exist,
including the following types of securities and instruments ("Permitted
Investments").
(1) Securities issued or guaranteed as to payment of principal and interest by
the U.S. Government. These include, for example, Treasury bills, bonds and
notes which are direct obligations of the U.S. Government ("U.S. Government
Securities").
(2) Obligations issued or guaranteed as to payment of principal and interest by
agencies or instrumentalities of the U.S. Government ("Federal Agency
Securities"). Such agencies and instrumentalities include, for example,
Federal Intermediate Credit Banks, Federal Home Loan Banks, the Federal
National Mortgage Association, and the Farmers Home Administration. Such
securities will include those supported by the full faith and credit of the
United States Treasury or the right of the agency or instrumentality to
borrow from the Treasury, as well as those supported only by the credit of
the issuing agency or instrumentality.
(3) Collateralized perfected repurchase agreements secured by securities in the
immediately foregoing categories. A repurchase agreement involves the sale
of such securities to IPAIT with the concurrent agreement of the seller to
repurchase them at a specified time and price to yield an agreed upon rate
of interest. The securities collateralizing the agreement are held in
custody and are regularly verified by the IPAIT Custodian for the benefit
of IPAIT and are maintained daily in an amount equal to at least 102
percent of the value of principal and accrued interest of the repurchase
agreement.
(4) Collateralized certificates of deposit ("CDs") in Iowa financial
institutions. Each collateralized CD that IPAIT places with an Iowa
institution on behalf of the Participants in IPAIT is insured by the FDIC
for the first $100,000 of value. All amounts in excess of $100,000 in any
Iowa institution are protected and collateralized as required by Iowa law,
including the security provided by the State of Iowa's sinking Fund for
public deposits.
Every Permitted Investment shall be purchased on a delivery versus payment
("DVP") basis. No other settlement procedure is allowed.
MAXIMUM CURRENT INCOME - Because of the participation of many Iowa
municipalities, counties, city utilities and other Iowa governmental entities in
IPAIT and the large pool of funds resulting therefrom, IPAIT can purchase
securities in larger denominations, thereby improving yields and reducing
transaction costs. IPAIT's size and experience will also permit the selection of
securities maturing at various times which can enhance average portfolio yields.
These strategies, implemented by a full-time professional portfolio manager,
will maximize the current returns earned by IPAIT.
Generally, the yields on direct and guaranteed U.S. government obligations are
less than those on Federal Agency securities and other Permitted Investments.
Thus, the returns earned by Participants that elect to invest in the Direct
Government Obligation Portfolio may also be lower.
RISK AND MANAGEMENT OF RISK
While investments by IPAIT will be confined to the highest quality securities
and instruments with varying maturities, the complete elimination of risk is not
possible. It is possible that large redemptions of Trust Units in the Portfolios
could necessitate the sale of some Portfolio investments prior to maturity at
current market prices. If market values have declined, a reduction in Unit value
could result at the time of redemption.
MANAGEMENT POLICIES AND PROCEDURES
Following are the fundamental management policies and procedures for IPAIT. All
investments are maintained in separate IPAIT custodial accounts at Norwest Bank
Iowa, N.A., segregated by Portfolio on behalf of IPAIT Participants.
1. IPAIT investment procedures require that each purchase or sale of a
security be handled on a DVP basis. Funds for the purchase of an investment
shall not be released to the seller until the security is delivered to the
IPAIT Custodian. Conversely a sold security shall not be released to the
buyer until funds for the purchase price of the security have been received
by the IPAIT Custodian.
2. IPAIT investment procedures prohibit "free delivery" transactions. The
Custodian shall never release assets from the IPAIT custodial accounts
until the funds for the investment are delivered. Prohibiting "free
delivery" settlements precludes movement of IPAIT program investments or
funds to a third party anywhere.
3. Any material deviation (greater than 0.5 percent) from the amortized cost
of investments shall be promptly reported by the Advisor to the Board of
Trustees. If such deviation exceeds 0.5 percent, the Advisor will consider
what action, if any, should be initiated to reasonably eliminate or reduce
material dilution or other unfair results to Participants. Such action may
include redemption of Trust Units in kind, selling portfolio securities
prior to maturity, withholding distributions or utilizing a net asset value
per Trust Unit based upon available market quotations.
4. The frequent trading of securities, including day trading for the purpose
of realizing short-term gains, the purchase and sale of futures and options
to buy or sell authorized investments, reverse repurchase agreements and
other similar speculative or derivative transactions are expressly
prohibited.
5. IPAIT may not make any investment other than Permitted Investments
authorized by the provisions of the law applicable to the investment of
funds by the Participants, as such laws may be amended from time to time.
6. IPAIT may not purchase any Permitted Investment for the Diversified or
Direct Government Obligation Portfolios which has a maturity date more than
365 days from the date of purchase, unless subject to a perfected
repurchase agreement, which such maturity shall be determined in accordance
with Rule 2a-7 under the 1940 Act as it presently exists or as it may be
amended in the future.
7. IPAIT may not purchase any Permitted Investment if the effect of such
purchase by IPAIT would be to make the average dollar weighted maturity of
either the Diversified or Direct Obligation Portfolio greater than ninety
(90) days; provided, however, that in making such determination, the
maturity of a Permitted Investment shall be determined as set forth under 6
above.
8. IPAIT may not borrow money or incur indebtedness whether or not the
proceeds thereof are intended to be used to purchase Permitted Investments;
9. IPAIT may not make loans, provided that IPAIT may make Permitted
Investments;
10. IPAIT may not purchase securities or shares of investment companies or any
entities similar to IPAIT.
The restrictions set forth above are fundamental to the operation and activities
of IPAIT and may not be changed without the affirmative approval, in writing, of
a majority of the Participants entitled to vote, except that such restrictions
may be changed by the Trustees so as to make them more restrictive when
necessary to conform the investment program and activities of IPAIT to the laws
of the State of Iowa and the United States of America as they may from time to
time be amended.
In addition to the fundamental restrictions and procedures set forth above, as a
condition of providing services to IPAIT, IPAIT presently requires that the
IPAIT Custodian, Bank Trust Services Provider, Administrator, and Investment
Advisor maintain fidelity and errors and omissions insurance coverage for
IPAIT's benefit for all services provided to IPAIT.
MATURITY OF IPAIT INVESTMENTS
Each of the Portfolios strictly adheres to Iowa law and Rule 2a-7 under the 1940
Act for money market mutual funds, developed to minimize risk that the value of
investments in a portfolio might vary. IPAIT's investment policy as set forth
herein presently limits portfolio investments to the following:
1. The remaining maturity of any individual investment may not exceed more
than 365 days from the date of purchase, which such maturity shall be
determined in accordance with Rule 2a-7 under the 1940 Act as it
presently exists or as it may be amended in the future.
2. The maximum dollar weighted average maturity of all IPAIT investments
may not exceed 90 days;
3. Investments are monitored daily by its Iowa based investment advisor to
assure that the value of each IPAIT investment does not materially
deviate in value from its amortized cost.
MAINTENANCE OF LIQUIDITY
IPAIT's investments in the Diversified and Direct Government Obligation
Portfolios will generally be confined to securities maturing at various times
within 365 days from the date of purchase as previously described. Because of
their relatively short maturities, high quality, and minimal price fluctuations,
ready markets will exist for liquidating all securities in which IPAIT will
invest.
As a general policy, the Portfolios will hold investments until they mature.
However, in an effort to increase yields, IPAIT may sell securities and realize
capital gains when there are perceived disparities between maturities for
various categories of investments. Summaries of all securities trades are
regularly provided to the Board of Trustees by the Administrator-Advisor for
review.
INVESTING IN IPAIT PORTFOLIO UNITS
PORTFOLIO INVESTMENTS - To become a Participant in IPAIT, the public body must
adopt the Form A resolution included in the Instructions and Application Form
attached hereto, or otherwise provided by IPAIT. The resolution authorizes the
public body to become a Participant, adopts the Declaration, and designates
officials of the public body authorized to execute transactions with IPAIT.
Following adoption of the resolution, the public body must complete and forward
to the IPAIT Administrator-Advisor, the investment trust application Form B
along with the Form A and Form A Certificate. (See "Instructions and Application
Form".)
Investments may be made in the Diversified or Direct Government Obligation
Portfolio at the net asset value per Unit determined after an investment order
has been accepted. The net asset value of Portfolio Units is determined once
daily at the close of the New York Stock Exchange (currently 3:00 p.m., Des
Moines time).
INVESTMENTS BY BANK FUNDS TRANSFER - A Participant may authorize Norwest Bank
Iowa as IPAIT Trust Services Provider to cause moneys to be transferred, by
means of the Iowa Automated Clearinghouse System ("ACH"), from the Participant's
local bank to IPAIT. The Participant may also have its local bank wire federal
funds directly to Norwest Bank, the IPAIT Custodian, all as indicated herein.
Funds transferred will be invested at the net asset value of a Trust Unit for
the respective Portfolio computed as of 3:00 p.m. on the day the transfer is
authorized and will commence earning interest the following day.
A Participant has the ability to invest in a Portfolio by the following methods:
(1) An authorized official may telephone IPAIT at (800) 872-4024 and furnish
the public body's name, name of person calling, the IPAIT account number
and the amount being invested. A request for the IPAIT investment to be
transferred by ACH, which will be effective the next business day, must be
made by 2:00 p.m.
(2) To make an investment by wire transfer, to be effective the same business
day, an authorized official must notify an IPAIT representative by 10:00
a.m., furnishing the information described above. The Participant must also
instruct its local financial institution to wire funds to the IPAIT
Custodian with the following instructions:
Norwest Bank Iowa, N.A., Des Moines
ABA #073000228
Credit #405200
Iowa Public Agency Investment Trust
(Further credit to Participant Name and IPAIT account number)
(3) A Participant may invest in IPAIT Portfolio Units by mailing a check or
other bank draft to the IPAIT Custodian, Norwest Bank Iowa, N.A., Iowa
Public Agency Investment Trust, P.O. Box 837, Des Moines, Iowa 50304-0837.
Until the check has been converted into federal funds, the investment order
will not be accepted, and no income will be earned on the investment until
that time.
INCOME DISTRIBUTIONS - Net income for each Portfolio of IPAIT, is declared each
business day for Participants of record immediately before 3:00 p.m. Central
Standard time. Income distributions are accrued to Participants' accounts daily
and reinvested in additional Trust Units monthly for compounded interest. Total
distributions for each month are credited to Participants' accounts the first
business day of the following month. Distributions are automatically reinvested
in Portfolio Trust Units unless cash payment has been requested. Cash payments,
if requested, will be made monthly. If a Participant redeems the entire amount
in its account during the month, income distributions accrued to the account
from the beginning of the month through the date of redemption are paid into the
account the first business day of the following month.
REDEEMING IPAIT PORTFOLIO UNITS
PORTFOLIO WITHDRAWALS - IPAIT Portfolio Trust Units may be redeemed on any day
on which the New York Stock Exchange is open for trading, on which the
Administrator-Advisor computes the net asset value of the IPAIT Portfolios and
which is not a federal holiday or a holiday officially observed by commercial
banks in Iowa. IPAIT Portfolio Trust Units will be redeemed at their net asset
value after a withdrawal request in good order is received by the Bank.
Proceeds from the redemption of IPAIT Portfolio Trust Units will be transmitted
to the Participant's local financial institution by means of the ACH system or
by the federal reserve wire system. No charge will be made for the ACH transfer
of the Participant's funds; however, local financial institutions may reserve
the right to charge for an incoming wire transfer. Proceeds can also be paid by
check to the registered Participant and mailed to the Participant's address of
record.
Proceeds from the redemption of IPAIT Portfolio Trust Units, which have been
paid for by check, may not be transmitted to the Participant's financial
institution by wire for up to a maximum of seven days after the Bank has been
informed that the Participant's check has cleared, but in no event for more than
15 days after the Units have been issued and outstanding.
A Participant has the ability to redeem Trust Units from either Portfolio by the
following methods:
(1) An Authorized Official may redeem Trust Units by telephoning (800)
872-4024 and furnishing the public body's name, name of person calling,
the IPAIT account number and the amount to be withdrawn, and the account
number to which the funds are to be transferred. A request for the IPAIT
withdrawal to be transferred by the Automated Clearing House System
(ACH), which will be transferred the next business day, must be made by
2:00 p.m.
(2) To redeem Trust Units by wire transfer to be effective the same day, an
IPAIT representative must be notified by 10:00 a.m. by a Participant's
Authorized Official. The Participant must instruct the IPAIT
representative to wire funds to its local financial institution. The
Participant must provide the wiring instructions including the local
financial institution name, location, account number, and name and
telephone number of a contact person at that financial institution.
(3) A Participant may redeem all or a portion of its Trust Units by
instructing the Bank Trust Services Provider by letter mailed to the
following address: Iowa Public Agency Investment Trust, P.O. Box 837, Des
Moines, Iowa, 50304-0837. This redemption request must be in good order,
indicating the dollar amount or number of Trust Units to be redeemed, the
method of redemption (i.e., ACH, check or wire) and signed by an
Authorized Official of the public body.
VALUING IPAIT PORTFOLIO TRUST UNITS
The net asset value of IPAIT Portfolio Trust Units is determined once each day,
as of the close of the New York Stock Exchange (currently 3:00 p.m. Des Moines
time). Except for federal holidays, such other holidays that are officially
observed by commercial banks in Iowa, and days on which no investments in or
redemption of IPAIT Portfolio Trust Units occur, the Administrator-Advisor will
compute the Portfolios' net asset value on each day the New York Stock Exchange
is open for trading or when there is a sufficient volume of trading which might
materially affect the net asset value of Portfolio securities. The net asset
value of each Trust Unit is computed by adding the value of all securities and
other assets (including income receivable), subtracting liabilities (including
accrued expenses) attributable to each Portfolio and dividing by the number of
Trust Units of each Portfolio outstanding.
The IPAIT Administrator-Advisor will compute the net asset value of Trust Units
for the Portfolios by using the amortized cost method for valuing securities.
Under the amortized cost method, a security is initially valued at cost on the
date of purchase and, thereafter, any discount or premium is amortized on a
straight line basis to maturity, regardless of fluctuating interest rates or the
market value of the security. However, the Administrator-Advisor will establish
procedures to stabilize the net asset value of Trust Units at $l.00 per Trust
Unit. These procedures include a review by the Administrator-Advisor as to the
extent of the deviation of net asset value based upon available market
quotations from the Portfolio's $l.00 amortized cost per Trust Unit. If such
deviation exceeds 0.5 percent, the Administrator-Advisor will consider what
action, if any, should be initiated to reasonably eliminate or reduce material
dilution or other unfair results to Participants. Such action may include
redemption of Trust Units in kind, selling portfolio securities prior to
maturity, withholding distributions or utilizing a net asset value per Trust
Unit based upon available market quotations.
If, and only if, the Trustees, with the advice of the Administrator-Advisor,
shall determine that the amortized cost method of determining the net asset
value of IPAIT Portfolio Units no longer represents a fair method of valuation,
the Trustees may either permit such net asset value to fluctuate or may reflect
the fair value thereof in the number of Trust Units allocated to each
Participant.
PORTFOLIO TRANSACTIONS - Subject to policies set by the Trustees, the
Administrator-Advisor is authorized to determine, consistent with the IPAIT
investment objectives and policies, which securities will be purchased, sold and
held by IPAIT. Most securities will be purchased on a principal basis directly
from the issuer, from banks, underwriters, or market makers and, thus, will not
involve payment of a brokerage commission. Such purchases may include a
discount, concession or mark-up retained by an underwriter or dealer. The
Administrator-Advisor is authorized to select the brokers or dealers that will
execute the purchases and sales of securities and is directed to use its best
efforts to obtain the best available price and most favorable execution on
brokerage transactions. Some of the transactions may be directed to brokers or
dealers who furnish special research and statistical information or services
rendered in the execution of orders.
CALCULATING YIELD - The yield on Trust Units (a 7-calendar-day historical yield)
is calculated by first dividing the average daily net income per Trust Unit for
that 7-day period by the average daily net asset value per Unit for the same
period. This return is then annualized by multiplying the result times 365. The
yield for the 7-day period ended June 30, 1996, for IPAIT and IPAIT DGO was
4.84% and 4.75%, respectively.
EXPENSES OF IPAIT - The Administrator-Advisor is paid an annual fee based upon
average daily net assets for each Portfolio of 0.23 percent for assets up to
$150,000,000, 0.185 percent for assets greater than $150,000,000 and less than
$300,000,000 and 0.14 percent for assets greater than $300,000,000. In addition,
the Administrator-Advisor is paid a program support provider fee of 0.10 percent
for program assets less than $250,000,000 and 0.125 percent for program assets
greater than $250,000,000. This fee, which is paid pursuant to the provisions of
a Rule 12b-1 Plan adopted by the Trustees, is used by the Administrator-Advisor
to pay for various expenses in marketing IPAIT. All fees payable to the
Administrator-Advisor are accrued daily and paid monthly.
The Custodian is paid an annual fee based upon average daily net assets for each
Portfolio of 0.05 percent for assets up to $150,000,000, 0.045 percent for
assets greater than $150,000,000 and less than $300,000,00 and 0.04 percent for
assets greater than $300,000,000. Custodial fees are accrued daily and paid
monthly.
The Bank is paid an annual fee based upon average daily net assets of .075
percent for Bank Trust Services. All Bank Trust Service fees are accrued daily
and paid monthly.
IPAIT also pays the operating expenses incurred directly by IPAIT and its
Trustees in connection with the discharge of their duties. These expenses
include initial and ongoing legal and accounting fees, auditing fees,
out-of-pocket expenses of Trustees and the cost of printing, mailing and other
services performed independently by IPAIT. Payment of all operating expenses are
accrued daily and are estimated at the annual rate of 0.025 percent of average
daily net assets.
Also pursuant to the Trust's Rule 12b-1 Plan, there is an administrative
services fee computed at the annual rate of 0.10 percent of the average daily
net assets of the Portfolios. The administrative services fee is payable to the
Sponsoring Associations based upon Participants attributable to each Sponsoring
Association pro rata share of the IPAIT average daily net assets. This fee is
paid for administrative services provided by the Sponsoring Associations to
IPAIT, including clerical and administrative services in connection with
meetings of the Board of Trustees, evaluation of performance of service
providers, review of compliance with investment policies, providing the Board of
Trustees various reports thereon, maintaining Trust records and providing
marketing services.
Expenses directly attributable to a Portfolio are accrued against the respective
Portfolio. Expenses not attributable to a particular Portfolio ("general
expenses") are allocated to the Portfolios pro rata based upon the relative net
asset value of the Portfolios.
For the fiscal year ending June 30, 1996, total expenses of the Portfolios
amounted to 0.57 percent and 0.58 percent, respectively, of the Diversified and
Direct Government Obligation Portfolios' average daily net assets.
These fees and operating expenses are subject to adjustment and renegotiation as
determined by the Board of Trustees and the terms of the contracts with the
service providers.
TRUSTEES AND OFFICERS
The Board of Trustees has full and complete control over the business and assets
of IPAIT, subject to the rights of IPAIT Participants as provided in the
Declaration of Trust.
There are nine voting members of the Board of Trustees. In addition, the
Executive Directors of the Iowa Association of Municipal Utilities, the Iowa
League of Cities, and the Iowa State Association of Counties serve as ex officio
nonvoting members of the Board of Trustees and, pursuant to the Bylaws, may from
time to time serve as secretary and treasurer for the Board. The names,
affiliations and positions of the Board members are set forth below:
NAME AFFILIATION POSITION
Ken Alberts General Manager, Chair and Trustee
Cedar Falls Utilities
Robert Hagey Treasurer, Vice Chair and
Sioux County Trustee
Tom Hanafan Mayor, Council Bluffs Second Vice Chair and Trustee
Robert Rasmussen Mayor, Fairfield Trustee
Jim Ahrenholtz Office Manager, Trustee
Denison Municipal Utility
Floyd Magnusson Supervisor, Trustee
Webster County
Norman Kehrberg Treasurer, Trustee
Plymouth County
Paul Oldham Office Manager, Trustee
Algona Municipal Utility
Jody E. Smith Director of Adminis- Trustee
trative Services,
West Des Moines
Robert Haug Executive Director, Ex Officio
Iowa Association of Trustee
Municipal Utilities Secretary
Thomas Bredeweg Executive Director, Ex Officio
Iowa League of Trustee
Cities Treasurer
William Peterson Executive Director, Ex Officio
Iowa State Association Trustee,
of Counties Asst. Secretary
Ex Officio Trustees have no voting power in connection with any actions that the
Trustees may take on behalf of IPAIT. The Trustees have legal title to the
assets of IPAIT for the benefit of the Participants. In their capacity as
Trustees, the Trustees function on behalf of the Participants, as the agents and
fiduciaries of the Participants, to implement and administer the Declaration, as
an agreement among the Participants. The Chairman, Vice Chairman, Second Vice
Chairman, Secretary, Assistant Secretary, and Treasurer serve on an Executive
Committee. The Executive Committee may exercise all of the authority of the
Board of Trustees except that the Executive Committee cannot create a new
Portfolio or a series of units or change investment policies.
The Iowa State Association of Counties, the Iowa League of Cities and the Iowa
Association of Municipal Utilities have each appointed three Trustees to 3-year
staggered terms.
If, at any time after election to the Board of Trustees, a Trustee is associated
with a city utility, county or city which ceases to be a Participant, such
Trustee must resign.
No Trustee (whether voting or nonvoting) of IPAIT will receive any compensation
from IPAIT, the Administrator, Advisor or Custodian for his or her services.
IPAIT will reimburse the Trustees for their reasonable expenses incurred on
behalf of IPAIT.
IPAIT refers to the Trustees in their capacity collectively as Trustees and not
individually or personally. All persons dealing with IPAIT must look solely to
IPAIT assets for the enforcement of claims against IPAIT. The Trustees, officers
and Participants do not assume any liability for obligations entered into on
behalf of IPAIT.
The Joint Powers Agreement and Declaration of Trust shall not create any right,
title, privilege or entitlement in any person, corporation or other legal entity
except a Participant and a Person that has a direct and written contract with
IPAIT. The terms and conditions of the Declaration of Trust are not intended to
and shall not be construed to create any cause of action, legal or equitable, in
any Person against the Participants, Trustees, officers, employees, Sponsoring
Associations or agents of IPAIT, except as is provided by specific language in
the Declaration or by specific language in written agreements or contracts
entered into by the Trustees in implementing IPAIT. It is not intended and the
terms of the Declaration shall not be construed so that any breach thereof by
Participants, Trustees, officers, employees or agents of IPAIT creates an action
at common law, tort, contract or otherwise.
A Trustee is not personally liable for a claim based upon an act or omission of
the Trustee performed in the discharge of the Trustee's duties, except for acts
or omissions which involve intentional misconduct or knowing violation of the
law or for a transaction from which the Trustee derives an improper personal
benefit.
The Trustees are responsible for the management of IPAIT, the conduct of its
affairs, and the management and distribution of IPAIT assets. However, the
Trustees are not required personally to conduct all of the affairs of IPAIT.
Consistent with their responsibility, the Trustees have appointed an
Administrator-Advisor, Bank Trust Services Provider and Custodian and have
assigned to them such duties as the Trustees have deemed appropriate with regard
to the investment, administration, record keeping and custody of moneys and
investments of IPAIT.
THE ADMINISTRATOR-ADVISOR
Investors Management Group ("IMG"), 2203 Grand Avenue, Des Moines, Iowa
50312-5338, an investment advisor registered under the Investment Company Act of
1940, serves as the IPAIT Administrator-Advisor, pursuant to an
Administrator-Advisor Agreement. Since IMG was founded in 1982, its principal
business has been providing continuous investment management to pension and
profit-sharing plans, insurance companies, public agencies, banks, endowments
and charitable institutions, mutual funds, individuals and others. As of June
30, 1996, IMG had approximately $1.4 billion in equity, fixed income and money
market assets under management. David W. Miles, Mark A. McClurg, and James W.
Paulsen are principal shareholders of IMG. The Trust is managed by Kathryn D.
Beyer, CFA, Managing Director. Ms. Beyer is a fixed income strategist and is a
member of IMGs Investment Policy Committee. Her experience includes serving as a
securities analyst and director of mortgage-backed securities for Central Life
Assurance Company. She received her Master of Business Administration from Drake
University and her Bachelor of Science degree in agricultural engineering from
Iowa State University. The Administrator-Advisor furnishes IPAIT with advice
with respect to IPAIT operations and the investment of its assets subject to and
in conformity with the Declaration of Trust and the policies adopted by the
Board of Trustees; provides daily account services to Participants; determines
and allocates income of IPAIT; provides all participant transaction
confirmations and monthly account summaries; provides administrative personnel,
equipment and office space to IPAIT; determines the net asset value of IPAIT on
a daily basis; and performs all related administrative services for IPAIT. The
IPAIT agreement with the Administrator-Advisor is approved annually, is not
assignable, and is cancelable on 60 days notice by either party without penalty.
It will remain in effect until December 31, 1997, and thereafter as approved by
the Trustees. For the fiscal year ended June 30, 1996, fees paid by IPAIT and
IPAIT DGO to IMG for investment advisory services amounted to $278,236 and
$72,160, respectively, or approximately 0.14 percent and 0.15 percent,
respectively, of the Fund's average net assets.
THE CUSTODIAN
Norwest Bank Iowa, N.A., 666 Walnut, P.O. Box 837, Des Moines, Iowa 50304-0837,
acts as Custodian for IPAIT pursuant to a Custodian Agreement. The Custodian
will hold in a separate account all investment instruments and moneys, including
cash received for each Portfolio. Subject to the terms and conditions of the
Custodian Agreement, the Custodian may register or transfer assets of IPAIT into
the Custodian's name or the name of a nominee or nominees provided that the
books and records of the Custodian at all times show that such accounts are a
part of IPAIT. All IPAIT security transactions are handled on the basis of
delivery versus payment of the custodian or its nominee or nominees. IPAITs
agreement with the Custodian is approved annually, is not assignable, and is
cancelable on 60 days notice by either party without penalty. It will remain in
effect until December 31, 1997, and thereafter as approved by the Trustees.
BANK TRUST SERVICES
Norwest Bank Iowa, N.A., 666 Walnut Street, P.O. Box 837, Des Moines, Iowa
50304-0837 (the Bank), provides all Bank Trust Services for IPAIT pursuant to a
Bank Trust Services Agreement. Bank Trust Services provided shall include
facilitating and processing all movement of monies between IPAIT and the
Participant's accounts at the Participant's local financial institutions, verify
that each transaction is initiated by an authorized representative of the
Participant and, utilizing banking and trust procedures, follow procedures that
assure that all IPAIT or Participant funds be moved only within a "closed
system" between the Participant's preauthorized local account and the
Participant's IPAIT account and assure that all monies received from or on
behalf of Participants are fully collected and available. The IPAIT Trust
Services Agreement with the Bank is approved annually, is not assignable, and is
cancelable on 60 days notice by either party without penalty. It will remain in
effect until December 31, 1997, and thereafter as approved by the Trustees.
ADMINISTRATIVE AND DISTRIBUTION RELATED SERVICES
The Trust has adopted a Rule 12b-1 Plan ("Plan") which permits the Trust to pay
certain distribution related expenses. Under the Plan, the Trust pays the
Sponsoring Associations a fee at the annual rate of .10 percent of average
annual net assets for providing to the Trust various administrative services,
including clerical and administrative services in connection with meetings of
the Board of Trustees, evaluation of performance of service providers, review of
compliance with investment policies, providing the Board of Trustees various
reports thereon, providing marketing assistance and maintaining Trust records.
The Sponsoring Associations were instrumental in the establishment of the Trust
which was and is intended to assist Iowa public agencies in cash management
thereby lessening the burdens of government. The Executive Directors of the
Sponsoring Associations serve as officers and members of the Executive Committee
of IPAIT. The Plan is approved annually by the Trustees only after careful
consideration of whether there is a reasonable likelihood that the Plan will
benefit the Trust and the Participants.
TAXES
Counsel for IPAIT is of the opinion that IPAIT is not subject to Federal or Iowa
income tax and that distributions received by Participants are not taxable to
them.
REPORTS TO PARTICIPANTS
Participants receive an "advice of activity" confirming all transactions
processed. Participants will receive a monthly statement summarizing all
activity on each account opened with IPAIT. This statement will include a list
of all investments currently held by IPAIT for the Participant. In addition,
Participants will be provided monthly performance information illustrating
historical investment performance and yield. IPAIT will issue unaudited
semi-annual reports which will include a list of securities owned by IPAIT and
complete financial statements. It will also issue an annual report containing a
financial report audited by the IPAIT independent auditors, KPMG Peat Marwick
LLP.
DECLARATION OF TRUST
IPAIT was established as of October 1, 1987, as a common law trust under the
laws of the State of Iowa by the adoption and execution of a Joint Powers
Agreement and Declaration of Trust by the Maquoketa Municipal Electric Utility,
Buchanan County, and the City of Fairfield. Additional Iowa cities, counties,
city utilities and the other eligible participants (including 28E organizations)
may become Participants in the manner described in this Information Statement.
The Joint Powers Agreement and Declaration of Trust was amended on August 1,
1988 and May 1, 1993, and restated as of May 1, 1993.
Each potential Participant is given a copy of the Declaration before it becomes
a Participant. The summary of the Declaration given herein is qualified in its
entirety by reference to the full text of the Declaration.
DESCRIPTION OF TRUST UNITS - The Declaration authorizes an unlimited number of
full and fractional Trust Units which may be issued in series. All Trust Units
of each series participate equally in the allocation of distributions and have
equal liquidation and other rights pertaining to that series. The Trust Units
have no conversion, exchange or preemptive rights.
For all matters requiring a vote of Participants, each Participant is entitled
to one vote with respect to each matter. It is not necessary for a Participant
to hold any minimum number of Units to be entitled to vote. Participants are not
entitled to cumulative voting.
No Trust Units may be transferred to any transferee other than IPAIT itself at
the time of redemption.
PARTICIPANT LIABILITY - The Declaration provides that Participants will not be
subject to any liability whatsoever in tort, contract or otherwise to any other
person or persons in connection with IPAIT property or the affairs of IPAIT. Any
Participant made a party to any suit or proceedings to assert or enforce any
such liability shall not on account thereof be held to any personal liability.
TERMINATION OF THE DECLARATION OF TRUST - IPAIT may be terminated by the
affirmative vote of a majority of Participants entitled to vote at any meeting
of Participants or by an instrument in writing, without a meeting, signed by a
majority of the Trustees and consented to by not less than a majority of the
Participants entitled to vote.
AMENDMENT OF THE DECLARATION OF TRUST. The Declaration may be amended at any
meeting of Participants or by an instrument or instruments in writing, by the
affirmative vote or signed approval of a majority of the Participants. The
Trustees, from time to time, by a two-thirds vote of the Trustees and after 15
days prior written notice to the Participants, may amend the Declaration without
the vote or consent of the Participants, to the extent they deem necessary to
conform the Declaration to the requirements of applicable laws or regulations,
or any interpretation thereof by a court or other governmental agency; but the
Trustees shall not be liable for failing to do so.
WITHDRAWAL - A Participant may withdraw from IPAIT at any time by notifying the
Trustees as specified in the Declaration.
DEFINITIONS - Unless otherwise expressly defined herein, words that are
capitalized in this Information Statement have the meaning defined in the Joint
Powers Agreement and Declaration of Trust.
LEGAL COUNSEL AND INDEPENDENT AUDITORS
Ahlers, Cooney, Dorweiler, Haynie, Smith & Allbee, P.C., 100 Court Avenue, Des
Moines, Iowa 50309, serves as general counsel to IPAIT.
KPMG Peat Marwick LLP, 2500 Ruan Center, Des Moines, Iowa 50309, serves as the
IPAIT independent auditors.
DOCUMENT COPIES
Copies of the Joint Powers Agreement and Declaration of Trust, the
Administrator-Advisor Agreement and the Custodian Agreement can be obtained from
the Iowa Public Agency Investment Trust, P.O. Box 837, Des Moines, Iowa
50304-0837.
<PAGE>
INSTRUCTIONS AND APPLICATION FORM
HOW TO OPEN ACCOUNTS WITH IOWA PUBLIC AGENCY INVESTMENT TRUST (IPAIT)
Any city, county, or city utility which is, respectively, a member of the Iowa
League of Cities, the Iowa State Association of Counties or the Iowa Association
of Municipal Utilities and other eligible participants including 28E
organizations may join IPAIT as a "Participant" and take full advantage of its
investment programs.
A CITY, COUNTY OR CITY UTILITY (OR 28E ORGANIZATION) THAT WISHES TO OPEN AN
ACCOUNT WITH IPAIT AND BECOME A PARTICIPANT SHOULD COMPLETE FORMS A AND B.
FORM A (Model Resolution)
The City Council, County Board of Supervisors, or Utility Board of Trustees (or
governing body of other eligible participants including 28E organizations) must
adopt a resolution in the form as provided by the model resolution. The adopted
resolution must be certified using the certificate provided. The resolution
authorizes the city, county, municipal utility or other eligible participant to
become a Participant of IPAIT and adopts the Joint Powers Agreement and
Declaration of Trust. It also designates the officials of the Participant
authorized to effect transactions with IPAIT. Form A must be completed with the
Participant, the names and titles of Authorized Officials, the signatures of the
presiding officer and clerk/secretary and a certification signed and notarized
by the clerk/secretary. Form A and the certificate are to be sent with Form B to
the IPAIT Administrator-Advisor at the address given herein. The Participant
must include a copy of the Resolution along with a copy of the Joint Powers
Agreement and Declaration of Trust in the minutes of the meeting at which the
Resolution is approved.
FORM B (Application Form)
This form must be completed by an Authorized Official. Form B provides all
applicable information about the Participant and the local depository bank.
After an application is received by the IPAIT Administrator-Advisor an account
and an account number will be assigned. Once the account is open, the
Participant may make its initial investment, according to the "Instructions for
Investment and Withdrawals," given at the back of this publication. Supplemental
Form B should be used for opening additional accounts.
For more information regarding the opening of an account or the use of automated
clearinghouse transfer (ACH), please call the IPAIT toll-free number
(800)872-4024 or 245-3245 in Des Moines.
NOTE: All completed forms should be mailed to IPAIT at the following address:
Iowa Public Agency Investment Trust
P.O. Box 837
Des Moines, Iowa 50304-0837
<PAGE>
IOWA PUBLIC AGENCY INVESTMENT TRUST (IPAIT)
RESOLUTION
FORM A Date __________________
A RESOLUTION AUTHORIZING THE APPROVAL OF AND PARTICIPATION IN A JOINT POWERS
AGREEMENT AND DECLARATION OF TRUST FOR THE IOWA PUBLIC AGENCY INVESTMENT TRUST,
AUTHORIZING INVESTMENTS THROUGH THE FIXED TERM AUTOMATED INVESTMENT PROGRAM OF
IPAIT AND AUTHORIZING IPAIT TO DESIGNATE AND NAME DEPOSITORIES.
WHEREAS, Iowa Code section 28E.1 permits political subdivisions to make
efficient use of their powers by enabling them to provide joint services with
other Public Agencies and to cooperate in other ways of mutual advantage, and to
exercise and enjoy jointly any powers, privileges or authority exercised or
capable of being exercised by one Public Agency of this state or private
agencies for the joint or cooperative action; and
WHEREAS, Iowa Code sections 331.555 and 384.21 empowers Cities, City
Utilities, and Counties to invest their moneys pursuant to a joint investment
agreement; and
WHEREAS, the City of Fairfield, the Maquoketa Municipal Utility, and
Buchanan County are political subdivisions organized and existing under and by
virtue of the laws and Constitution of the State of Iowa and have approved the
Joint Powers Agreement and Declaration of Trust and thereby they have
established the Iowa Public Agency Investment Trust as of October 1, 1987, and
amended as of May 1, 1993; and
WHEREAS, this Governing Body desires to adopt and enter into the Joint
Powers Agreement and Declaration of Trust, and it is in the best interest of
this Governing Body to participate in the Iowa Public Agency Investment Trust
for the purpose of joint investment of moneys with other cities, city utilities
and counties to enhance investment earnings to each; and
WHEREAS, this Governing Body deems it to be advisable for this Public
Agency to make use, from time to time, of the Fixed Term Automated Investment
Program available to Participants of IPAIT;
NOW, THEREFORE, BE IT RESOLVED:
Section 1. The Joint Powers Agreement and Declaration of Trust is
approved and adopted. This Public Agency joins with the other public agencies in
accordance with the Joint Powers Agreement and Declaration of Trust, as amended,
(the "Declaration of Trust") which is incorporated herein by reference with the
same effect as if it had been set out in this resolution by becoming a
Participant of IPAIT. The Joint Powers Agreement and Declaration of Trust is
filed in the minutes of the meeting at which this Resolution is adopted. The
authorized officials of this Public Agency are directed and authorized to take
such actions and execute documents as may be deemed necessary and appropriate to
effect the entry of this Public Agency into the Declaration of Trust and
adoption thereof by this Public Agency and to carry out the intent and purpose
of this Resolution.
Section 2. This Public Agency is authorized to invest its available
moneys from time to time and to withdraw such moneys from time to time in
accordance with the provisions of the Declaration of Trust and the Fixed Term
Automated Investment Program of IPAIT.
Payment for any investments made within the Fixed Term Automated Investment
Program is authorized from the Public Agency's specified IPAIT Account. Interest
and principal payments must be credited to the Public Agency's designated Trust
Account. The Custodian will hold investments in the name of IPAIT for the
account of the Public Agency.
The following officers and officials of this Public Agency and their respective
successors in office each are designated as "Authorized Officials" with full
power and authority to effectuate the investment and withdrawal of moneys with
this Public Agency from time to time in accordance with the Joint Powers
Agreement and Declaration of Trust.
__________________________________ __________________________________
Printed Name Title
__________________________________ __________________________________
Printed Name Title
__________________________________ __________________________________
Printed Name Title
IPAIT must be advised of any changes in Authorized Officials in accordance with
procedures established by IPAIT.
Section 3. The Trustees of IPAIT are designated as having official
custody of this Public Agency's moneys which are invested in accordance with the
Joint Powers Agreement and Declaration of Trust and any moneys invested in
accordance with the Trust's Fixed Term Automated Investment Program.
Section 4. IPAIT is authorized to designate and name depositories and
to file form CPE-31019, to execute documents, and to take actions as may be
necessary to purchase and make payment, sell, secure, or take payment of
principal and interest. Certificates of deposit must be purchased only from
financial institutions designated by IPAIT which are approved depositories as
prescribed by Iowa Code chapter 573.
Section 5. Authorization is given for members and officials of this
Public Agency to serve as Trustees of IPAIT from time to time if selected as
such pursuant to the provisions of the Declaration of Trust.
Section 6. Unless otherwise expressly defined, words that are
capitalized in the Resolution have meanings defined in the Joint Powers
Agreement and Declaration of Trust.
Passed and approved this ___________________ day of
_______________________________,19_________.
__________________________________ __________________________________
Name of Public Agency Signature of Presiding Officer
ATTEST:
__________________________________
Clerk/Secretary
NOTE: Please mail one original copy of this form and the certification and a
completed application Form B to the following address:
IOWA PUBLIC AGENCY INVESTMENT TRUST
P.O. Box 837
Des Moines, Iowa 50304-0837
This form may be photocopied.
<PAGE>
IOWA PUBLIC AGENCY INVESTMENT TRUST
FORM A CERTIFICATE
STATE OF IOWA )
)SS:
COUNTY OF )
I, the undersigned of _________________________________, State of Iowa,
do certify that attached is a complete copy of the portion of the records of the
Governing Body of the named Public Agency, and the same is a complete copy of
the action taken by the Governing Body of the Public Agency with respect to this
matter at the meeting held on this date; these proceedings remain in full force
and effect and have not been amended or rescinded in any way; that this meeting
and all action was publicly held in accordance with notice of public meeting and
tentative agenda, a copy of which was timely served on each member of the
Governing Body of the Public Agency and posted on a bulletin board or other
prominent place easily accessible to the public clearly designated for that
purpose, at the principal office of the Governing Body and in accordance with
the provisions of Iowa Code chapter 21, with at least 24 hours advance notice to
the public and media as required by law and with members of the public present
in attendance.
I further certify that the individuals named therein were on this date
lawfully possessed of their respective offices as indicated, that no vacancy
existed except as may be stated in proceedings, and that no controversy or
litigation is pending, prayed or threatened involving the incorporation,
organization, existence or boundaries of the Public Agency or the right of the
individuals named herein as officers to their respective positions.
WITNESS my hand hereto affixed this ____________ day of _______________, 19___.
By _____________________________________
(Clerk/Secretary for Public Agency)
Subscribed and sworn to before me on this __________ day of ___________, 19___.
_____________________________________
(Notary Public)
<PAGE>
IOWA PUBLIC AGENCY INVESTMENT TRUST
APPLICATION FORM
FORM B
I. BASIC INFORMATION
Name of Public Agency: _______________________________________________________
(Check one) |_| City |_| City Utility |_| County
|_| 28E Organization |_| Other:
(Check all appropriate box(es) Member of: ILC |_| IAMU |_| ISAC |_|
Federal Identification Number ________________________________________________
Contact Person and Title _____________________________________________________
Address ______________________________________________________________________
Telephone Number ( )__________________________________________________
IF INITIAL INVESTMENT IS ENCLOSED, PLEASE INDICATE AMOUNT $ __________________
(Payable to Norwest Bank Iowa, N.A.)
II. NEW ACCOUNT INFORMATION
Authorization is hereby given to Investors Management Group, as IPAIT
Administrator-Advisor, to open the following Iowa Public Agency Investment Trust
Account(s).
Name to appear on IPAIT Account (e.g. General Fund, etc.)* ___________________
Name and Address of Local Depository for funds transfer ______________________
______________________________________________________________________________
______________________________________________________________________________
Local Depository Account Number ______________________________________________
checking |_| savings |_|
(For your protection, only one depository account may be accessed
per IPAIT account)
Depository's ABA Routing Number ______________________________________________
(This number can be obtained from bottom of blank check or by
calling your depository)
III. DEPOSIT/WITHDRAWAL INFORMATION AND AUTHORIZATION
Authorization is given to Investors Management Group, as the IPAIT
Administrator-Advisor, to honor any request believed to be authentic for
investment to or withdrawal from IPAIT. Moneys will be transferred only upon
telephone, written or personal notice from an Authorized Official of the Public
Agency. Upon notification, the Administrator-Advisor will initiate debit and
credit entries to the local depository account(s) indicated and the local
depository(ies) are authorized to debit and credit the same to such account(s).
Transfer must be made by Automated Clearinghouse Transfer (ACH), if available,
unless otherwise directed by the Public Agency. There is no direct charge for
ACH transfers.
IV. INFORMATION STATEMENT AND DECLARATION OF TRUST
It is hereby certified that the Public Agency has received a copy of the
Information Statement of IPAIT and a copy of the Joint Powers Agreement and
Declaration of Trust and agrees to be bound by the terms of such documents.
V. EFFECTIVENESS OF APPLICATION FORM
The information, certifications and authorizations set forth on this application
shall remain in full force and effect until the IPAIT Administrator receives
written notification of a change.
VI. AUTHORIZED SIGNATURES
The following are Authorized Officials (as designated in Resolution - Form A) of
this Public Agency to effectuate the investment and withdrawal of moneys of this
Public Agency from time to time in accordance with the Joint Powers Agreement
and Declaration of Trust.
__________________________________
NAME OF PUBLIC AGENCY
_________________________ _______________ ______________________ __________
PRINT OR TYPE NAME TITLE SIGNATURE DATE
OF AUTHORIZED OFFICIAL (AUTHORIZED OFFICIAL)
_________________________ _______________ ______________________ __________
PRINT OR TYPE NAME TITLE SIGNATURE DATE
OF AUTHORIZED OFFICIAL (AUTHORIZED OFFICIAL)
_________________________ _______________ ______________________ __________
PRINT OR TYPE NAME TITLE SIGNATURE DATE
OF AUTHORIZED OFFICIAL (AUTHORIZED OFFICIAL)
VII. APPLICATION SIGNATURE
Application is hereby made this ______ day of ______________________ , 19____.
Name: _________________________________ Title:____________________________
Signature ____________________________________________________________________
This application form must be signed by an official authorized by Resolution to
Transact business with IPAIT. (See Resolution Form A for Authorized Officials)
Mail this form along with FORM A to:
IOWA PUBLIC AGENCY INVESTMENT TRUST
P.O. Box 837
Des Moines, Iowa 50304-0837
This form may be photocopied
* FOR ADDITIONAL IPAIT ACCOUNTS, USE SPACE PROVIDED ON SUPPLEMENTAL FORM B.
<PAGE>
ADDITIONAL IPAIT ACCOUNTS
COMPLETE THE FOLLOWING INFORMATION FOR EACH ADDITIONAL
IPAIT ACCOUNT TO BE OPENED
SUPPLEMENTAL FORM B
Name of Public Agency ________________________________________________________
Name to appear on IPAIT Account (e.g. General Fund, etc.)_____________________
Name and Address of Local Depository for funds transfer ______________________
______________________________________________________________________________
______________________________________________________________________________
Local Depository Account Number ________________ checking |_| savings |_|
(For your protection, only one depository account may be
accessed per IPAIT account)
Depository's ABA Routing Number _________________
(This number can be obtained from bottom of blank check
or by calling depository)
Name to appear on IPAIT Account (e.g. General Fund, etc.) ____________________
Name and Address of Local Depository for funds transfer ______________________
______________________________________________________________________________
______________________________________________________________________________
Local Depository Account Number ________________ checking |_| savings |_|
(For your protection, only one depository account may be
accessed per IPAIT account)
Depository's ABA Routing Number ________________
(This number can be obtained from bottom of blank check
or by calling depository)
Name to appear on IPAIT Account (e.g. General Fund, etc.) ____________________
Name and Address of Local Depository for funds transfer ______________________
______________________________________________________________________________
______________________________________________________________________________
Local Depository Account Number ________________ checking |_| savings |_|
(For your protection, only one depository account may be
accessed per IPAIT account)
Depository's ABA Routing Number ________________
(This number can be obtained from bottom of blank check
or by calling depository)
_______________________________________
Signature of Authorized Official
This form may be photocopied.
<PAGE>
INSTRUCTIONS FOR
MAKING PLACEMENTS
A. To make a Placement by Automated Clearinghouse TRANSFER (ACH) DEBIT:
(Interest always begins the following business day)
l. Call 1-800-872-4024 prior to 2:00 p.m. and an IPAIT representative will
answer - "Iowa Public Agency Trust."
2. Say: "This is (city, city utility, county) of _____ (name) _____,
IPAIT Participant No. _____, with an ACH Placement, in the amount of
$_____. My local financial institution is _____, and the local
checking/savings account number is _____."
3. The IPAIT representative will repeat the information given and
acknowledge that the placement is accepted.
NOTE: Notice must be received prior to 2:00 p.m. to begin earning interest the
next business day.
B. TO MAKE A PLACEMENT BY WIRING MONEYS: (Interest begins same day)
l. Call 1-800-872-4024 prior to 10:00 a.m. and an IPAIT representative
will answer - "Iowa Public Agency Trust."
2. Say: "This is (city, city utility, county) of _____ (name)_____,
IPAIT Participant No _____, with a wire investment in the amount of
_____. This will be coming from _____(Financial Institution name and
account number) _____."
3. The IPAIT representative will repeat the information given and
acknowledge the placement.
4. Instruct your local Financial Institution to wire the moneys to:
Norwest Bank Iowa, N.A., Des Moines, ABA #073000228, credit #405200,
Iowa Public Agency Investment Trust, further credit to (Public Agency
name and IPAIT Participant number).
NOTE: To be credited the same day, THE PARTICIPANT MUST CALL BEFORE 10:00
a.m. and THE LOCAL FINANCIAL INSTITUTION MUST DEPOSIT MONEYS WITH the
federal reserve wire system no later than 10:00 a.m.
C. TO MAKE A PLACEMENT BY CHECK OR BANK DRAFT:
(Interest begins usually one business day following receipt)
1. Mail or deliver checks endorsed for deposit or made payable to Norwest
Bank Iowa, N.A. along with placement instructions, giving name of the
Public Agency, IPAIT Participant number, and placement amount. Mail or
deliver to:
IOWA PUBLIC AGENCY INVESTMENT TRUST
c/o Norwest Bank Iowa, N.A.
666 Walnut, P.O. Box 837
Des Moines, Iowa 50304-0837
INSTRUCTIONS FOR
MAKING REDEMPTIONS
A. To make a REDEMPTION by Automated Clearinghouse TRANSFER (ACH) CREDIT:
(Moneys transferred next business day after request)
l. Call 1-800-872-4024 prior to 2:00 p.m. and an IPAIT representative will
answer - "Iowa Public Agency Trust."
2. Say: "This is (city, city utility, county) of _____ (name) _____,
IPAIT Participant No. _____,with an ACH redemption request, in the
amount of $_____. My local financial institution is _____, and the
local checking/savings account number is _____."
3. The IPAIT representative will repeat the information given and
acknowledge the redemption.
NOTE: Notice must be received prior to 2:00 p.m. for moneys to be on deposit
in your local FINANCIAL INSTITUTION the next business day.
B. TO MAKE REDEMPTIONS BY WIRING MONEYS: (Moneys transferred same day)
1. Call 1-800-872-4024 prior to 10:00 a.m. and an IPAIT representative
will answer - "Iowa Public Agency Trust."
2. Say: "This is (city, city utility, county) of _____ (name) _____,
IPAIT Participant No. _____, with a wire redemption request, in the
amount of $_____."
3. Provide instructions for wiring, including local financial institution,
location, account number, and name and telephone number of a contact
person at that financial institution.
4. The IPAIT representative will repeat the information given and
acknowledge the redemption.
NOTE: Notice must be received prior to 10:00 a.m. for transfers to be made
the same day.
C. To receive a check by mail: (This option is available but not recommended
since the IPAIT Account is debited the same day check is written)
Call 1-800-872-4024 and an IPAIT representative will assist you.
<PAGE>
IOWA PUBLIC AGENCY INVESTMENT TRUST
STATEMENT OF ADDITIONAL INFORMATION
October 25, 1996
Table of Contents
Page
Investment Objectives, Policies and Restrictions....................... 2
Trustees and Executive Officers........................................ 5
Compensation Table..................................................... 6
Investment Advisory and Other Services................................. 7
Distribution Plan...................................................... 9
Portfolio Transactions and Brokerage Allocations....................... 10
Trust Units and Control................................................ 11
Net Asset Value and Public Offering Price.............................. 12
Purchase and Redemption................................................ 13
Financial Statements................................................... 13
Independent Auditors................................................... 13
This Statement of Additional Information is not a prospectus. This Statement of
Additional Information relates to the Information Statement dated October 25,
1996, and should be read in conjunction therewith. A copy of the Information
Statement may be obtained from the Iowa Public Agency Investment Trust, Norwest
Bank Iowa, N.A., 666 Walnut, P.O. Box 837, Des Moines, Iowa 50304-0837.
<PAGE>
INVESTMENT OBJECTIVES, POLICIES AND RESTRICTIONS
The interests of beneficial interest ("Trust Units") in Iowa Public Agency
Investment Trust ("IPAIT" or the "Trust") are offered in series. This Statement
of Additional Information only relates to the two series designated Diversified
Portfolio and Direct Government Obligations Portfolio (sometimes referred to
herein as a "Portfolio" or, collectively, as the "Portfolios"). The investment
objectives and policies of the Portfolios are set forth in the Information
Statement. Certain additional investment information is set forth below.
INVESTMENT RESTRICTIONS.
The Trust's Portfolios are available for investment only by Iowa public agencies
pursuant to Iowa Code chapter 28E and sections12B.10, 331.555 and 384.21. As a
result, the Trust is only permitted to invest in securities which such public
agencies are permitted to invest in under Iowa law as it presently exists or as
it may be amended in the future.
In addition to the investment objectives and policies set forth in the
Information Statement, each of the Portfolios is subject to certain investment
restrictions, as set forth below, which may not be changed without the vote of a
majority of the Participants in a Portfolio. "Majority," as used in the
Information Statement and in this Statement of Additional Information, means the
lesser of (a) 67 percent of the Trust's or a Portfolio's outstanding Trust Units
voting at a meeting of Participants at which more than 50 percent of the
outstanding Trust Units are represented in person or by proxy or (b) a majority
of the Trust's or a Portfolio's outstanding Trust Units.
Unless otherwise specified below, none of the Portfolios will:
1. Invest more than 5 percent of the value of their total assets in the
securities of any one federally insured Iowa depository institution
(other than securities of the U.S. government or its agencies or
instrumentalities).
2. Invest 25 percent or more of the value of their total assets in the
securities of issuers conducting their principal business activities in
any one industry, including financial institutions. This restriction
does not apply to securities of the U.S. government or its agencies and
instrumentalities and repurchase agreements relating thereto.
3. Issue any senior securities (as defined in the Investment Company Act
of 1940, as amended).
4. Mortgage, pledge or hypothecate their assets.
5. Make short sales of securities or maintain a short position.
6. Purchase any securities on margin.
7. Write, purchase or sell puts, calls or combinations thereof.
8. Purchase or sell real estate or real estate mortgage loans.
9. Purchase or sell commodity contracts, including futures contracts.
10. Borrow or make loans, provided that IPAIT may make Permited
Investments.
11. Invest in restricted securities or invest more than 10 percent of the
Portfolio's net assets in repurchase agreements with a maturity of more
than seven days, and other liquid assets, such as securities with no
readily available market quotation.
12. Underwrite the securities of other issuers.
13. Invest in any securities in contravention of the provisions of Rule
2a-7 of the Investment Company Act of 1940 as it presently exists or as
it may hereafter be amended.
The Trust may invest Portfolio assets pursuant to the maximum extent possible by
Iowa law governing investments by public agencies and Rule 2a-7 and any change
in the restrictions of Iowa law governing investments by public agencies and
Rule 2a-7 shall be deemed to be adopted by the Trust, and such change shall not
require the approval of Participants.
Any investment restriction or limitation referred to above or in the Information
Statement which involves a maximum percentage of securities or assets shall not
be considered to be violated unless an excess over the percentage occurs
immediately after an acquisition of securities or utilization of assets and
results therefrom.
OTHER POLICIES -- NONFUNDAMENTAL
In addition to the above investment restrictions and those fundamental policies
set forth in the Information Statement, the Board of Trustees has adopted other
policies set forth below which are nonfundamental and can be changed without
Participant approval.
The Fundamental and Nonfundamental Investment Policies of the Trust shall apply
to all funds invested on behalf of Participants accounted for in the Trust's
financial statements. Each investment made pursuant to this Investment Policy
must be authorized by applicable law and this written Investment Policy. These
policies are intended to comply with Iowa Code Chapter 452.
Upon passage and upon future amendment, if any, copies of this Investment Policy
shall be delivered to all of the following:
1. The IPAIT Board of Trustees.
2. All IPAIT depository institutions or fiduciaries.
3. The auditor engaged to audit any fund of IPAIT.
DELEGATION OF AUTHORITY
The responsibility for conducting IPAIT investment transactions resides with the
IPAIT Board of Trustees. Certain responsibilities have been delegated to the
Executive Committee, the Administrator-Advisor, the Custodian and the Bank Trust
Services Provider (the "Service Providers") pursuant to the
Administrator-Advisor Agreement, the Custodian Agreement, the Bank Trust
Services Agreement with amendments as may be adopted from time to time and the
current Information Statement (the "Documents").
Each Service Provider shall individually notify the IPAIT Board of Trustees in
writing within thirty days of receipt of all communication from the auditor of
any Service Provider or any regulatory authority of the existence of a material
weakness in internal control structure of the Service Provider or regulatory
orders or sanctions regarding the type of services being provided to IPAIT by
the Service Provider.
The records of investment transactions made by or on behalf of IPAIT are public
records and are the property of IPAIT whether in the custody of IPAIT or in the
custody of a fiduciary or other third party.
OBJECTIVES OF INVESTMENT POLICY
The primary objectives, in order of priority, of all investment activities
involving the financial assets of IPAIT shall be the following:
1. Safety: Safety and preservation of principal in the overall portfolio
is the foremost investment objective.
2. Liquidity: Maintaining the necessary liquidity to match expected
liabilities is the second investment objective.
3. Return: Obtaining a reasonable return is the third investment
objective.
PRUDENCE
The Board of Trustees, when providing for the investment or deposits of public
funds in the IPAIT program, shall exercise the care, skill, prudence and
diligence under the circumstances then prevailing that a person acting in a like
capacity and familiar with such matters would use to attain the investment
objectives.
OTHER PROHIBITED INVESTMENT PRACTICES
At no time will IPAIT invest pursuant to a contract providing for the
compensation of an agent or fiduciary based upon the performance of the invested
assets. Furthermore, if a fiduciary or other third party with custody of public
investment transaction records of IPAIT fails to produce records when requested
by IPAIT or its agent within a reasonable time, IPAIT shall make no new
investment with or through the fiduciary or third party and shall not renew
maturing investments with or through the fiduciary or third party.
SAFEKEEPING AND CUSTODY
All invested assets of Participants in the Portfolios, or in the Fixed Term
Program, shall be held in accordance with the Custodian Agreement.
All invested assets eligible for physical delivery shall be secured by having
them held at a third party custodian. All purchased investments shall be held
pursuant to a written third party custodial agreement requiring delivery versus
payment. No assets may be delivered out of the IPAIT account without full
payment (no "free deliveries" shall be permitted).
REPORTING
The Service Providers shall submit all reports required in the Documents.
TRUSTEES AND EXECUTIVE OFFICERS
The operations of the Trust are governed by a Board of Trustees ("Board of
Trustees") and various officers elected from time to time. The names, addresses
and principal occupations during the past five years of the Trustees and
executive officers of the Trust are:
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION
NAME AND ADDRESS AGE POSITION WITH TRUST (LAST FIVE YEARS)
<S> <C> <C> <C>
Kenneth D. Alberts 52 Chair and Trustee Assistant General Manager
P.O. Box 765 Cedar Falls Utilities
Cedar Falls, Iowa 50613
Robert R. Hagey 45 Vice Chair and Trustee County Treasurer
210 Central Avenue, S.W. Sioux County, Iowa
P.O. Box 70
Orange City, Iowa 51041
Thomas Hanafan 49 Second Vice Chair and Mayor
209 Pearl Street Trustee Council Bluffs, Iowa
Council Bluffs, Iowa 51503
Jim Ahrenholtz 57 Trustee Office Manager
P.O. Box 518 Denison Municipal Utilities
Denison, Iowa 51442
Robert Rasmussen 64 Trustee Mayor
City Hall Fairfield, Iowa
118 South Main
Fairfield, Iowa 52556
Floyd Magnusson 71 Trustee Webster County Supervisor
703 Central Avenue
Fort Dodge, Iowa 50501
Norman Kehrberg 61 Trustee Plymouth County Treasurer
Plymouth County Courthouse
215 Fourth Avenue S.E.
LeMars, Iowa 51031
Paul S. Oldham 53 Trustee Office Manager
104 West Call Street Algona Municipal Utilities
Algona, Iowa 51911
Jody E. Smith 43 Trustee Director of Administrative
P.O. Box 65320 Services
West Des Moines, Iowa 50265 City of West Des Moines
Robert Haug 49 Ex Officio Trustee and Executive Director
6900 NE 14th St., Ste. 27 Secretary Iowa Association of
Ankeny, Iowa 50021-8997 Municipal Utilities
William R. Peterson 46 Ex Officio Trustee and Executive Director
701 East Court Avenue Assistant Secretary Iowa State Association of
Des Moines, Iowa 50309 Counties
Thomas Bredeweg 49 Ex Officio Trustee and Executive Director
317 Sixth Avenue Treasurer Iowa League of Cities
Suite 1400
Des Moines, Iowa 50309
</TABLE>
The Board of Trustees does not include any person who is deemed to be an
"interested person" as defined in Section 2(a)(19) of the Investment Company Act
of 1940 ("1940 Act"). Ex Officio Trustees have no voting power in connection
with any actions that the Trustees may take on behalf of IPAIT.
COMPENSATION TABLE
<TABLE>
<CAPTION>
(1) (2) (3) (4) (5)
Aggregate Pension or Retirement Estimated Annual Total Compensation From
Name of Compensation Benefits Accrue As Benefits Upon Registrant and Fund
Person, Position From Registrant Part of Fund Expenses Retirement Complex Paid to Director
<S> <C> <C> <C> <C>
Kenneth D. Alberts, $ 0 $ 0 $ 0 $ 0
Chair & Trustee
Robert R. Hagey 0 0 0 0
Vice Chair & Trustee
Thomas Hanafan 0 0 0 0
Second Vice Chair
& Trustee
Jim Ahrenholtz 0 0 0 0
Trustee
Robert Rasmussen 0 0 0 0
Trustee
Floyd Magnusson 0 0 0 0
Trustee
Norman Kehrberg 0 0 0 0
Trustee
Paul S. Oldham 0 0 0 0
Trustee
Jody E. Smith 0 0 0
Trustee
Robert Haug 0 0 0 0
Ex-Officio Trustee
& Secretary
William R. Peterson 0 0 0
Ex-Officio Trustee
& Assistant Secretary
Thomas Bredeweg 0 0 0
Ex-Officio Trustee
& Treasurer
</TABLE>
INVESTMENT ADVISORY AND OTHER SERVICES
GENERAL
The investment advisor for the Portfolios is Investors Management Group (the
"Advisor" or "IMG").
David W. Miles, Mark A. McClurg, and James W. Paulsen each beneficially own more
than 20 percent of the outstanding common stock of the Advisor and are deemed to
be control persons of the Advisor. Senior Managing Directors of IMG are David W.
Miles, Mark A. McClurg and James W. Paulsen. They intend to devote substantially
all of their time to the operation of the Advisor. The Advisor is an Iowa
corporation established in 1982 which provides investment advisory services to
mutual funds, banks, insurance companies, public agencies and private
individuals and as of June 30, 1996, had approximately $1.4 billion in equity,
fixed income and money market assets under management.
THE ADMINISTRATOR-ADVISOR AGREEMENT
IMG acts as the investment adviser and administrator to the Trust under an
Administrator-Advisor Agreement ("Advisor Agreement"). The Advisor Agreement has
been approved by the Trustees. The Advisor Agreement was first approved by the
Board of Trustees on October 1, 1987, and was last approved as amended as of
August 29, 1996. The Trust is managed by Kathryn D. Beyer, CFA, Managing
Director. Ms. Beyer is a fixed income strategist and is a member of IMG's
Investment Policy Committee. Her experience includes serving as a securities
analyst and director of mortgage-backed securities for Central Life Assurance
Company. She received her Master of Business Administration from Drake
University and her Bachelor of Science degree in agricultural engineering from
Iowa State University.
IMG provides daily account services to Participants; determines and allocates
income of IPAIT; administers all Portfolio Unit transactions and purchases and
sales associated with the Fixed Term Program; provides administrative personnel,
equipment and office space to IPAIT; determines the net asset value of IPAIT on
a daily basis; and performs all related administrative services for IPAIT.
The Advisor Agreement terminates automatically in the event of its assignment.
In addition, the Advisor Agreement is terminable at any time, without penalty,
by the Trustees of the Trust, or by vote of a majority of the Trust's
outstanding voting securities, or by the Advisor, on not more than 60 days
written notice to the Advisor. Unless sooner terminated, the Advisor Agreement
shall continue in effect only so long as such continuance is specifically
approved at least annually by the Board of Trustees. All investment decisions
are subject to review by the Trustees.
THE CUSTODIAN AND BANK TRUST SERVICES PROVIDER
Pursuant to a Custodian Agreement and Bank Trust Services Agreement, Norwest
Bank Iowa, N.A. (the "Bank"), 666 Walnut, P.O. Box 837, Des Moines, Iowa
50304-0837, has been retained as Custodian and Bank Trust Services Provider for
IPAIT. The Bank provides all custodial services and Bank Trust Services pursuant
to the Custodian Agreement and Bank Trust Services Agreement. The Custodian
Agreement and Bank Trust Services Agreement are not assignable and are
cancelable on 60 days notice by either party without penalty. They will remain
in effect until December 31, 1997, and are approved annually by the Trustees. It
is terminable in the event of its assignment and/or either party's 60 day
written notice.
FEES
Under the Advisor Agreement, the Custodian Agreement and the Bank Trust Services
Agreement the Trust pays the following fees accrued daily and paid monthly on
the average annual net assets of the Portfolio as indicated.
DIVERSIFIED PORTFOLIO
AVERAGE DAILY CUSTODIAN BANK TRUST SERVICE ADVISOR
NET ASSET AMOUNT FEE FEE FEE
Less than $150 million .050% .075% .230%
For additional amounts
up to $300 million .045% .075% .185%
For amounts greater than
$300 million .040% .075% .140%
DGO PORTFOLIO
AVERAGE DAILY CUSTODIAN BANK TRUST SERVICE ADVISOR
NET ASSET AMOUNT FEE FEE FEE
Less than $150 million .050% .075% .230%
For additional amounts
up to $300 million .045% .075% .185%
For amounts greater than
$300 million .040% .075% .140%
For the last three fiscal years ending June 30, 1996, the Trust paid the Advisor
the following amounts as advisory fees allocated between the Portfolios as
indicated.
1996 1995 1994
---- ---- ----
Diversified Portfolio $278,236 $248,172 $252,838
DGO Portfolio $72,160 $ 38,115 $ 40,414
The laws of certain states require that if a mutual fund's expenses (including
advisory fees but excluding interest, taxes, brokerage commissions and
extraordinary expenses) exceed certain percentages of average net assets, the
fund must be reimbursed for such excess expenses. There are no such expense
limitations applicable.
DISTRIBUTION PLAN
Rule 12b-1(b) under the Investment Company Act of 1940 provides that any
payments made by the Trust in connection with financing the distribution of
Units may only be made pursuant to a written plan describing all aspects of the
proposed financing of distribution, and also requires that all Agreements with
any person relating to the implementation of the plan must be in writing.
Because some of the payments described below to be made by the Trust are
distribution expenses within the meaning of Rule 12b-1, the Trust adopted a
Distribution Plan in accordance with such Rule.
Rule 12b-1(b)(1) requires that such plan be approved by a majority of a
Portfolio's outstanding securities, and Rule 12b-1(b)(2) requires that such
plan, together with any related agreements, be approved by a vote of the
Trustees who are not interested persons of the Trust and who have no direct or
indirect interest in the operation of the plan, cast in person at a meeting for
the purpose of voting on such plan or agreement. Rule 12(b)-1(b)(3) requires
that the plan or agreement provide, in substance:
(a) that it shall continue in effect for a period of more than one
year from the date of its execution or adoption only so long as
such continuance is specifically approved at least annually in
the manner described in paragraph (b)(2) of Rule 12b-1;
(b) that any person authorized to direct the disposition of moneys
paid or payable by the Trust pursuant to the plan or any related
agreement shall provide to the Trustees, and the Trustees shall
review, at least quarterly, a written report of the amounts so
expended and the purposes for which such expenditures were made;
and
(c) in the case of a plan, that it may be terminated at any time by
a vote of a majority of the Trustees who are not interested
persons of the Trust and who have no direct or indirect
financial interest in the operation of the plan or in any
agreements related to the plan or by a vote of a majority of the
outstanding voting securities of a Portfolio.
Rule 12b-1(b)(4) requires that such a plan may not be amended to increase
materially the amount to be spent for distribution without Participant approval
and that all material amendments to the plan must be approved in the manner
described in paragraph (b)(2) of Rule 12b-1.
Rule 12b-1(c) provides that the Trust may rely upon Rule 12b-1(b) only if the
selection and nomination of the Trust's disinterested Trustees are committed to
the discretion of such disinterested directors. Rule 12b-1(e) provides that the
Trust may implement or continue a plan pursuant to Rule 12b-1(b) only if the
directors who vote to approve such implementation or continuation conclude, in
the exercise of reasonable business judgement and in light of their fiduciary
duties under state law, and under Sections 36(a) and (b) of the Investment
Company Act of 1940, that there is a reasonable likelihood that the plan will
benefit the Trust and the Participants. The Trustees have concluded that there
is a reasonable likelihood that the Distribution Plan will benefit the Trust and
the Participants.
Pursuant to the provisions of the Distribution Plan (and pursuant to an
"Administrative and Distribution Services Agreement") each of the Trust's
Portfolios pays a fee to the Sponsoring Associations computed and paid monthly
at an annual rate of up to .10 percent of such Portfolios' average daily net
assets attributable to Participants who are members of such Sponsoring
Association to compensate them for various administrative services, including
clerical and administrative services in connection with meetings of the Board of
Trustees, evaluation of performance of service providers, review of compliance
with investment policies, providing the Board of Trustees various reports
thereon, providing various marketing services and maintaining Trust records. For
the year ended June 30, 1996, the Trust paid $192,827 and $48,168 in
distribution fees to Sponsoring Associations for the Diversified Portfolio and
Direct Government Obligation Portfolio respectively.
PORTFOLIO TRANSACTIONS AND BROKERAGE ALLOCATIONS
The Advisor is responsible for decisions to buy and sell securities for the
Portfolios, the selection of broker-dealers to effect the transactions and the
negotiation of brokerage commissions, if any. Usually, securities will be
purchased on a principal basis directly from the issuer or from the underwriter
at the initial offering and the brokerage commission will be paid, although
certain portions may receive discounts or concessions out of offering proceeds.
In placing orders for securities transactions, the primary criterion for the
selection of a broker-dealer is the ability of the broker-dealer, in the opinion
of the Advisor, to secure prompt execution of the transactions on favorable
terms, including the reasonableness of the commission (if any) and considering
the state of the market at the time.
When consistent with these objectives, orders may be placed with broker-dealers
who furnish investment research and/or services to the Advisor. Such research or
services include advice, both verbally and in writing, as to the value of
securities; the advisability of investing in, purchasing or selling securities;
and the availability of securities, or purchasers or sellers of securities; as
well as analyses and reports concerning issues, industries, securities, economic
factors and trends, portfolio strategy and the performance of accounts. This
allows the Advisor to supplement its own investment research activities and
enables the Advisor to obtain the views and information of individuals and
research staffs of many different securities firms prior to making investment
decisions for the Portfolios. To the extent portfolio transactions are effected
with broker-dealers who furnish research services to the Advisor, the Advisor
receives a benefit, not capable of evaluation in dollar amounts, without
providing any direct monetary benefit to the Trust from these transactions. The
Advisor believes that most research services obtained by it generally benefit
several or all of the accounts which it manages, as opposed to solely benefiting
one specific managed fund or account. Normally, research services obtained
through managed funds or accounts investing in fixed-income securities would be
of greater benefit to the managed funds or accounts which invest in debt
securities.
The Advisor has not entered into any formal or informal Agreements with any
broker-dealers, nor does it maintain any "formula" which must be followed in
connection with the placement of any Portfolio's transactions in exchange for
research services. However, from time to time, the Advisor may elect to use
certain brokers to execute transactions in order to encourage them to provide it
with research services which it anticipates will be useful to it. The Advisor
will authorize the Trust to pay an amount of commission for effecting a
securities transaction in excess of the amount of commission another
broker-dealer would have charged only if the Advisor determines in good faith
that such amount of commission is reasonable in relation to the value of the
brokerage and research services provided by such broker-dealer, viewed in terms
of either that particular transaction or the Advisor's overall responsibilities
with respect to the accounts as to which it exercises investment discretion.
In certain instances, there may be securities which are suitable for the Trust's
Portfolios as well as for that of one or more of the advisory clients of the
Advisor. Investment decisions for the Trust's Portfolios and for such advisory
clients are made by the Advisor with a view to achieving their respective
investment objectives. It may develop that a particular security is bought or
sold for only one client of the Advisor even though it might be held by, or
bought or sold for, other clients. Likewise, a particular security may be bought
for one or more clients of the Advisor when one or more other clients are
selling that same security. Some simultaneous transactions are inevitable when
several clients receive investment advice from the same investment advisor,
particularly when the same security is suitable for the investment objectives of
more than one client. When two or more clients of the Advisor are simultaneously
engaged in the purchase or sale of the same security, the securities are
allocated among clients in a manner believed by the Advisor to be equitable to
each (and may result, in the case of purchases, in allocation of that security
only to some of those clients and the purchase of another security for other
clients regarded by the Advisor as a satisfactory substitute). It is recognized
that in some cases this system could have a detrimental effect on the price or
volume of the security as far as the Portfolio involved is concerned. At the
same time, however, it is believed that the ability of the Portfolio to
participate in volume transactions will sometimes produce better execution
prices. The Trust does not purchase any securities on an agency basis and,
therefore, does not incur brokerage commissions. The Trust purchases government
securities in principal transactions with unaffiliated broker-dealers. Such
principal transactions include nonnegotiated markups by the broker-dealers.
TRUST UNITS AND CONTROL
A complete description of the rights and characteristics of the Trust's Units is
included in the Information Statement.
As of September 30, 1996, the following Participants owned 5 percent or more of
the value of Trust Units in the Portfolios indicated. There were no "control"
persons of the Trust or the Portfolios.
DIVERSIFIED PORTFOLIO
NAME AMOUNT % OWNERSHIP
IMWCA Group B; 317-6th Ave., Ste. 1400, $13,591,141 6.58%
Des Moines, Iowa
City of West Des Moines; West Des Moines, Iowa 12,834,424 6.21%
City of Council Bluffs; Council Bluffs Iowa 12,986,930 6.29%
City of Cedar Rapids; Cedar Rapids, Iowa 10,352,139 5.01%
DIRECT GOVERNMENT OBLIGATION PORTFOLIO
NAME AMOUNT % OWNERSHIP
City of Cedar Rapids; Cedar Rapids, Iowa $52,110,013 88.52%
West Des Moines Waterworks; West Des Moines, Iowa $6,747,090 11.46%
NET ASSET VALUE AND PUBLIC OFFERING PRICE
The Securities and Exchange Commission adopted Rule 2a-7 under the Investment
Company Act of 1940 which permits the Trust to compute the Portfolios' net asset
value per Trust Unit using the amortized cost method of valuing portfolio
securities. As a condition for using the amortized cost method of valuation, the
Board of Trustees must establish procedures to stabilize the Trust's net asset
value at $1.00 per Trust Unit. These procedures include a review by the Trustees
as to the extent of any deviation of net asset value based on available market
quotations from the $1.00 amortized cost value per Trust Unit. If such deviation
exceeds $.005, the Trustee will consider what action, if any, should be
initiated to reasonably eliminate or reduce material dilution or other unfair
results to shareholders. Such action may include redemption of shares in kind,
selling portfolio securities prior to maturity, withholding dividends or
utilizing a net asset value per share as determined by using available market
quotations. In addition, each Portfolio must maintain a dollar-weighted average
portfolio maturity appropriate to its investment objective, but in any event,
not longer than 90 days, must limit portfolio investments to those instruments
which the Trustees determine present minimum credit risks, and must observe
certain other reporting and recordkeeping procedures.
Under the amortized cost method of valuation, a security is initially valued at
cost on the date of purchase and, thereafter, any discount or premium is
amortized on a straight-line basis to maturity, regardless of the effect of
fluctuating interest rates on the market value of the security. Accordingly,
U.S. government obligations held by the Trust will be valued at their amortized
cost, which normally will be their face amount. Other assets and securities are
valued at a fair value determined, in good faith, by the Trustees.
The amortized cost method of valuation may result in some dilution of a
shareholder's interest in the Portfolio insofar as general market increases and
decreases of interest rates usually have an inverse effect on the value of debt
instruments. However, the significance of the effect of such general market
increases and decreases in interest rates directly corresponds to the maturity
of the debt instruments; that is, the change in the market value of the
underlying debt instruments and the corresponding change in the premium or
discount of such instruments is greater when maturities are larger and less when
maturities are shorter.
The net asset value of each Portfolio's Units is determined on each day on which
the New York Stock Exchange is open, provided that the net asset value need not
be determined on days when no Portfolio shares are tendered for redemption and
no order for Portfolio shares is received. The New York Stock Exchange is not
open for business on the following holidays (or on the nearest Monday or Friday
if the holiday falls on a weekend): New Year's Day, Presidents' Day, Martin
Luther King Day, Good Friday, Memorial Day, July 4th, Labor Day, Thanksgiving
and Christmas.
PURCHASE AND REDEMPTION
Redemption of Trust Units, or payment, may be suspended at times (a) when the
New York Stock Exchange is closed for other than customary weekend or holiday
closings, (b) when trading on the exchange is restricted, (c) when an emergency
exists, as a result of which disposal by the Portfolios of securities owned by
them is not reasonably practicable, or it is not reasonably practicable for the
Portfolios fairly to determine the value of their net assets, or (d) during any
other period when the Securities and Exchange Commission, by order, so permits,
provided that applicable rules and regulations of the Securities and Exchange
Commission shall govern as to whether the conditions prescribed in (b) or (c)
exist.
FINANCIAL STATEMENTS
The Trust hereby incorporates by reference the information under the caption
"Independent Auditors' Report," "Statements of Net Assets, June 30, 1996,"
"Statements of Operations, June 30, 1996," "Statements of Changes in Net Assets
for the Years ended June 30, 1996 and 1995" and the Financial Highlights for the
periods ended June 30, 1996, which are attached hereto and incorporated by
reference herein.
INDEPENDENT AUDITORS
On August 29, 1996, the Board of Trustees unanimously approved the appointment
of KPMG Peat Marwick LLP, 2500 Ruan Center, Des Moines, Iowa, 50309 as the
Trust's auditors.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
Registrant has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized pursuant to a resolution
unanimously adopted by the Board of Trustees on August 29, 1996, in the city of
Des Moines, state of Iowa on the 25th day of October, 1996.
IOWA PUBLIC AGENCY INVESTMENT TRUST
By: /s/ Kenneth D. Alberts
Kenneth D. Alberts, Chair
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(A) Financial Statements
(1) Included in Part A:
Not Applicable
(2) Annual Financial Report dated June 30, 1996
(3) Included in Part C:
Consent of KPMG Peat Marwick LLP
(B) Exhibits
Exhibit Number Description
*1. Amended Joint Powers Agreement and Declaration
of Trust; incorporated by reference to the
Trust's Registration Statement, filed
May 6, 1993
*2. Bylaws, incorporated by reference to the
Trust's Registration Statement, filed
May 6, 1993
*5. Administrator-Advisor Agreement, incorporated
by reference to the Trust's Registration
Statement, filed May 6, 1993
*8. Custodian Agreement, incorporated by reference
to the Trust's Registration Statement,
filed May 6, 1993
*9.(a) Bank Trust Services Agreement, incorporated by
reference to the Trust's Registration
Statement, filed May 6, 1993
*9.(b) License Agreements, incorporated by reference
to the Trust's Registration Statement,
filed May 6, 1993
*15. Rule 12b-1 Plan, incorporated by reference
to the Trust's Registration Statement,
filed May 6, 1993
16. Computation of Yield Quotation
17. Financial Data Schedule
*All previously filed as indicated.
Item 25. Persons Controlled by or under Common Control with Registrant
Not Applicable
Item 26. Number of Holders of Securities
Title of Class Number of Record Holders
Diversified Portfolio Units 329 as of September 30, 1996
Diversified Government Obligation Units 4 as of September 30, 1996
Item 27. Indemnification
Pursuant to Section 2.19 of the amended Joint Powers Agreement
and Declaration of Trust ("Declaration") attached hereto as Exhibit 1, the
trustees are empowered to indemnify or enter into agreements with respect to
indemnification with respect to any person with whom the Trust has dealings, to
the extent permitted by applicable law or the Investment Company Act of 1940
("1940 Act"). Section 17(h) of the 1940 Act prohibits indemnification of any
person, unless the loss results from willful misfeasance, bad faith, gross
negligence or from reckless disregard of duties. Furthermore, pursuant to
Article V of the Declaration and Article VII of the Bylaws (included herewith as
Exhibit 2), the Trust is empowered to indemnify persons in certain circumstances
where they are not involved in intentional misconduct, knowing violation of law
or where they have not derived improper personal benefit or with respect to
criminal actions had no reasonable cause to believe that their actions are
unlawful. For a complete description of such indemnifications and limitations of
liability, see the appropriate provisions of the Declaration and the Bylaws.
Pursuant to the general authority of Section 2.19 of the
Declaration, the Trust has entered into agreements with the Advisor and
Custodian which specifically reference Section 5 of the Declaration and
furthermore, with respect to the Custodian, limit the liability of the Custodian
to the extent that the Custodian acts in good faith in the exercise of
reasonable care. See Article IV of the Administrator-Advisor Agreement included
herewith as Exhibit 5; Article VIII of the Custodian Agreement included herewith
as Exhibit 8; and Article IV of the Bank Trust Services Agreement included
herewith as Exhibit 9(a).
Insofar as indemnification for liabilities 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 by the Registrant is against public policy as
expressed in the Act and, therefore, may be unenforceable. In the event that a
claim for such indemnification (except insofar as it provides for the payment by
the Registrant of expenses incurred or paid by a director, officer or
controlling person in the successful defense of any action, suit or proceeding)
is asserted against the Registrant by such director, officer or controlling
person and the Securities and Exchange Commission is still of the same opinion,
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 of whether or not such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
Item 28. Business and Other Connections of Investment Advisor
Not Applicable
Item 29. Principal Underwriters
(A) Not Applicable
(B) Not Applicable
(C) Not Applicable
Item 30. Location of Accounts and Records
All required accounts, books and records are maintained by
Investors Management Group, 2203 Grand Avenue, Des Moines, Iowa 50312-5338
Item 31. Management Services
Not Applicable
Item 32. Undertakings
Not Applicable
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
To the Unitholders and Board of Trustees
Iowa Public Agency Investment Trust:
We consent to the use of our report included herein by reference and to the
reference to our Firm under the headings "REPORTS TO PARTICIPANTS" and "LEGAL
COUNSEL AND INDEPENDENT AUDITORS" in the Information Statement and "INDEPENDENT
AUDITORS" in the Statement of Additional Information.
KPMG Peat Marwick LLP
Des Moines, Iowa
October 23, 1996
EXHIBIT 16
SCHEDULE OF CALCULATIONS OF YIELD QUOTATIONS
<PAGE>
COMPUTATION OF YIELD
IOWA PUBLIC AGENCY INVESTMENT TRUST
DIVERSIFIED PORTFOLIO
EARNINGS
SHARES PER
EARNINGS OUTSTANDING SHARE
23-Jun-96 $26,846.26 204,150,598.83
24-Jun-96 $26,872.20 203,435,366.91 0.0001320921
25-Jun-96 $26,688.97 203,531,925.08 0.0001311292
26-Jun-96 $25,834.09 196,021,823.89 0.0001317919
27-Jun-96 $25,882.05 195,786,037.93 0.0001321956
28-Jun-96 $25,697.63 192,451,582.06 0.0001335277
29-Jun-96 $25,697.63 192,451,582.06 0.0001335277
30-Jun-96 $25,697.63 192,451,582.06 0.0001335277
INCOME FOR ONE SHARE FOR THE SEVEN DAYS ENDED JUNE 30 0.0009277920
BASE PERIOD RETURN = 0.000927792
(CHANGE/BEGINNING ACCOUNT VALUE)
CURRENT YIELD = 4.84%
BASE PERIOD RETURN * (365/7) 0.048377724
- --------------------------------------------------------------------------------
COMPUTATION OF YIELD
IOWA PUBLIC AGENCY INVESTMENT TRUST
DGO PORTFOLIO
EARNINGS
SHARES PER
EARNINGS OUTSTANDING SHARE
23-Jun-96 $8,380.34 64,749,816.02
24-Jun-96 $8,482.41 65,340,416.02 0.0001298187
25-Jun-96 $8,362.41 65,340,416.02 0.0001279822
26-Jun-96 $8,363.26 65,340,416.02 0.0001279952
27-Jun-96 $8,383.02 65,317,884.71 0.0001283419
28-Jun-96 $8,628.08 65,317,884.71 0.0001320937
29-Jun-96 $8,628.08 65,317,884.71 0.0001320937
30-Jun-96 $8,628.08 65,317,884.71 0.0001320937
INCOME FOR ONE SHARE FOR THE SEVEN DAYS ENDED JUNE 30 0.0009104191
BASE PERIOD RETURN = 0.000910419
(CHANGE/BEGINNING ACCOUNT VALUE)
CURRENT YIELD = 4.75%
BASE PERIOD RETURN * (365/7) 0.047471851
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S ANNUAL REPORT FOR THE PERIOD JULY 1, 1995 TO JUNE 30, 1996 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH REPORT PREVIOUSLY FILED WITH THE
COMMISSION ON OR ABOUT AUGUST 26, 1996 PURSUANT TO RULE 30b2-1.
</LEGEND>
<S> <C>
<PERIOD-TYPE> Year
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> JUN-30-1996
<INVESTMENTS-AT-COST> 256,013,089
<INVESTMENTS-AT-VALUE> 256,013,089
<RECEIVABLES> 2,929,634
<ASSETS-OTHER> 5,858
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 258,948,581
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,179,114
<TOTAL-LIABILITIES> 1,179,114
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 257,769,467
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 13,616,509
<OTHER-INCOME> 0
<EXPENSES-NET> 1,376,657
<NET-INVESTMENT-INCOME> 12,239,852
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 12,239,852
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 824,380,221
<NUMBER-OF-SHARES-REDEEMED> 819,298,413
<SHARES-REINVESTED> 12,239,852
<NET-CHANGE-IN-ASSETS> 17,321,660
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 776,290
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 241,194,980
<PER-SHARE-NAV-BEGIN> 1.000
<PER-SHARE-NII> 0.051
<PER-SHARE-GAIN-APPREC> 0.000
<PER-SHARE-DIVIDEND> 0.051
<PER-SHARE-DISTRIBUTIONS> 0.000
<RETURNS-OF-CAPITAL> 0.000
<PER-SHARE-NAV-END> 1.000
<EXPENSE-RATIO> 0.006
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
