<PAGE> 1
PROSPECTUS
---------------
HOLLAND BALANCED FUND
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
---------------
JANUARY 28, 2000
AS REVISED ON OCTOBER 2, 2000
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TABLE OF CONTENTS
<TABLE>
<S> <C>
A SUMMARY OF THE FUND................................. 3
Strategies and Risks............................. 3
Bar Chart (Performance History).................. 5
Performance Comparison Table..................... 6
Fee Table........................................ 6
Cost Example..................................... 7
MORE ABOUT THE FUND--INVESTMENT DETAILS............... 8
Investment Objective............................. 8
Principal Investment Strategies.................. 8
Principal Investments............................ 8
Portfolio Manager................................ 9
Portfolio Turnover Rates......................... 9
MORE INFORMATION ABOUT RISKS.......................... 10
YOUR ACCOUNT.......................................... 12
Types of Accounts................................ 12
Shareholder Services............................. 12
Purchasing Shares................................ 13
Redeeming Shares................................. 16
How to Reach the Fund............................ 19
PRICING OF FUND SHARES................................ 19
DISTRIBUTIONS......................................... 20
FEDERAL TAX CONSIDERATIONS............................ 21
Taxes on Distributions........................... 21
Taxes on Sales................................... 21
Taxes on Dividends............................... 22
Tax Withholding.................................. 22
MANAGEMENT............................................ 22
Investment Adviser............................... 22
Other Service Providers.......................... 24
FINANCIAL HIGHLIGHTS.................................. 25
</TABLE>
<PAGE> 3
A SUMMARY OF THE FUND--
STRATEGIES AND RISKS
This section briefly describes the Holland Balanced Fund's goals, principal
investment strategies, risks, expenses and performance. For further information
on how this Fund is managed, please read the section entitled "Fund Details."
INVESTMENT OBJECTIVE
The objective of the Holland Balanced Fund is to provide a high total
investment return. The total investment return is a combination of, among other
things, 1) income from interest on securities owned by the Fund, and 2) capital
gains and losses on securities owned by the Fund. In seeking this objective, the
Fund's investment adviser gives consideration to risk and volatility.
PRINCIPAL INVESTMENT STRATEGIES
The Fund seeks to achieve its objective through a combined portfolio of
equities such as corporate common stocks, and investment grade fixed-income
securities such as U.S. Government securities and corporate bonds. Under
ordinary market conditions, the Fund will invest at least 50% of its total
assets in equity securities and at least 25% of its total assets in investment
grade fixed-income securities, and may invest up to 25% of its total assets in
high quality money market securities. However, Holland & Company L.L.C., the
Fund's investment adviser (the "Adviser"), has discretion to determine the
proportion of the Fund's portfolio that will be invested in equities and
fixed-income securities at any given time depending on the Adviser's perception
of existing and anticipated market and economic conditions. The Adviser seeks to
identify securities that it believes have been fundamentally mispriced by the
market and which have minimal inherent investment risk.
PRINCIPAL RISKS
WHEN YOU REDEEM YOUR SHARES OF THE FUND, THEY COULD BE WORTH MORE OR LESS THAN
WHAT YOU PAID FOR THEM.
The Fund is subject to the following principal risks:
- STOCK MARKET VOLATILITY: The value of equity securities fluctuates in
response to issuer, political, market and economic developments. Equity
prices can fluctuate dramatically in response to these developments.
Political or economic developments can affect a single issuer, issuers
within an industry or economic sector or geographic region, or the market as
a whole.
3
<PAGE> 4
- RISKS OF INVESTING IN FIXED-INCOME SECURITIES: Investments in fixed-income
securities are subject to several significant risks. These include:
- Interest rate risk. Fixed-income securities have varying levels of
sensitivity to changes in interest rates. In general, the price of a
fixed-income security may fall when interest rates rise and may rise when
interest rates fall. Securities with longer maturities may be more
sensitive to interest rate changes.
- Income risk. There is a chance that falling interest rates will cause
the Fund's income to decline. Income risk is generally higher for
short-term bonds and lower for long-term bonds.
- Credit risk. There is a chance that a bond issuer will fail to pay
interest and principal in a timely manner, thereby reducing the Fund's
return. Credit risk should be low for the Fund, since it invests in
investment grade fixed-income securities, including U.S. Government
bonds.
4
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BAR CHART (PERFORMANCE HISTORY)
PERFORMANCE AND VOLATILITY
The bar chart below shows the performance of the Holland Balanced Fund during
the last several years. The chart provides some indication of the risks of
investing in the Fund by showing changes in the Fund's performance from year to
year. Please keep in mind that past performance does not necessarily indicate
how the Fund will perform in the future.
The returns in the chart reflect the effect of voluntary fee waivers and
expense reimbursements by the Adviser. If fee waivers and expense reimbursements
had not been in effect, returns would have been lower than those shown.
[BAR GRAPH]
During the period shown in the bar chart, the highest return for a quarter was
10.56% (quarter ended 12/31/98) and the lowest return for a quarter was (3.31)%
(quarter ended 9/30/98).
5
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PERFORMANCE COMPARISON TABLE
AVERAGE ANNUAL TOTAL RETURN (FOR THE PERIOD ENDED
DECEMBER 31, 1999)
The information in the following table gives some indication of the risks of
an investment in the Fund by comparing the Fund's performance with a broad
measure of market performance. The returns in the chart reflect the effect of
voluntary fee waivers and expense reimbursements by the Adviser. If fee waivers
and expense reimbursements had not been in effect, returns would have been lower
than those shown.
<TABLE>
<CAPTION>
SINCE THE INCEPTION
DATE OF THE FUND
PAST 1 YEAR (JUNE 21, 1995)
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<S> <C> <C>
Holland Balanced Fund.............. 14.48% 15.43%
Standard & Poor's 500 Index........ 19.53% 24.23%
Salomon 10 Year Government Bond
Index............................ -8.80% 5.95%
90 Day U.S. Treasury Bill.......... 4.83% 5.04%
</TABLE>
FEE TABLE
INVESTOR EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold shares of the Holland Balanced Fund.
<TABLE>
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SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Maximum Sales Charge (Load) Imposed on Purchases..... None
Maximum Deferred Sales Charge (Load)................. None
Maximum Sales Charge (Load) Imposed on Reinvested
Dividends and other Distributions.................. None
Redemption Fee....................................... None
Exchange Fee......................................... None
ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT ARE DEDUCTED
FROM FUND ASSETS)
Management Fees...................................... 0.75
Distribution and/or Service Fees..................... None
Other Expenses....................................... 0.87
Total Annual Operating Expenses**.................... 1.62
</TABLE>
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** The Adviser has voluntarily agreed to cap the total annual operating expenses
of the Fund at 1.50% (on an annualized basis) of the Fund's average daily net
assets. The Adviser may discontinue this cap on total expenses at any time,
at its sole discretion.
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COST EXAMPLE
This example is intended to help you compare the cost of investing in the
Holland Balanced Fund with the cost of investing in other mutual funds. The
example assumes that you invest $10,000 in the Fund for the time periods
indicated and then redeem all of your shares at the end of those periods. The
example also assumes that your investment has a 5% return each year, that you
reinvest all dividends and distributions, and that the Fund's operating expenses
remain the same. Although your actual costs and the return on your investment
may be higher or lower, based on these assumptions your costs would be:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C>
$ 165 $ 511 $ 881 $ 1,922
</TABLE>
7
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MORE ABOUT THE FUND--
INVESTMENT DETAILS
INVESTMENT DETAILS OF THE HOLLAND BALANCED FUND
This Section provides additional information regarding the Fund's principal
investment strategies, investments and risks.
INVESTMENT OBJECTIVE
The Fund seeks to provide a high total investment return. In seeking this
objective, the Fund's investment adviser gives consideration to risk and
volatility.
PRINCIPAL INVESTMENT STRATEGIES
The Fund pursues its investment objective by investing primarily in equity
securities. Under ordinary market conditions, the Fund will invest at least 50%
of its total assets in equity securities, at least 25% of its total assets in
investment grade fixed-income securities, including U.S. Government securities
of any maturity, and may invest up to 25% of its total assets in high quality
money market securities. However, the Adviser has discretion to determine the
proportion of the Fund's portfolio that will be invested in such equity and
fixed-income securities at any given time depending on the Adviser's perception
of existing and anticipated market and economic conditions.
A key component of the Adviser's approach is seeking to identify securities
that the Adviser believes have been fundamentally mispriced by investor
sentiment or other market forces. The Adviser identifies such opportunities as
those in which earnings and profitability outlooks exceed the market's
expectations. Where the Adviser believes such opportunities exist, the Fund's
assets will be positioned in an effort to produce long-term price performance.
The Adviser seeks to make the Fund tax efficient by offsetting portfolio gains
with losses when such action is consistent with the Fund's primary investment
objective.
PRINCIPAL INVESTMENTS
The Fund may invest in equity securities and fixed-income securities. Equity
securities consist of common and preferred stock (including convertible
preferred stock), bonds, notes and debentures convertible into common or
preferred stock, stock purchases, warrants and rights, equity interests in
trusts, partnerships, joint ventures or similar enterprises and American, Global
or other types of depositary receipts. Most of the equity securities purchased
by the Fund are expected to be traded on a domestic or interna-
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<PAGE> 9
tional stock exchange or in an over-the-counter market. Fixed-income securities
in which the Fund may invest consist of U.S. government securities, U.S. and
non-U.S. corporate fixed-income obligations and sovereign fixed-income
obligations issued by governments and governmental entities, including
supranational organizations such as the World Bank. The Adviser will have
discretion to invest in the full range of maturities of fixed-income securities.
The Fund will invest only in instruments which are rated Baa or better by
Moody's Investors Services, Inc. or BBB or better by Standard & Poor's
Corporation, or which are determined by the Fund's Adviser to be of quality
comparable to instruments so rated.
PORTFOLIO MANAGER
Michael Holland is the portfolio manager for the Holland Balanced Fund. Mr.
Holland's money management and entrepreneurial skills have been employed on
behalf of a number of leading asset management and investment banking companies.
At The Blackstone Group from January 1994 through June 1995, he was a General
Partner and Chief Executive Officer of Blackstone Alternative Asset Management,
where he supervised the management of the firm's partnership investment fund.
Prior to that, he served as Vice Chairman at Oppenheimer & Co., from March 1992
through January 1994, where he helped launch and manage a number of closed-end
mutual funds.
From 1989 to 1992 Mr. Holland was Chairman and Chief Executive Officer of
Salomon Brothers Asset Management Inc. Before that he was President and Chief
Executive Officer of First Boston Asset Management Corporation, where client
assets grew to approximately $6 billion under his leadership.
A graduate of Harvard College and Columbia University Graduate School of
Business Administration, Mr. Holland began his career at J.P. Morgan & Co. in
1968.
Mr. Holland makes frequent appearances on television programs such as
Moneyline with Lou Dobbs, CNN, Bloomberg Business News and CNBC, and is perhaps
best known as a regular panelist on Wall $treet Week with Louis Rukeyser.
PORTFOLIO TURNOVER RATES
The portfolio turnover rate for the Fund for fiscal year ending September 30,
1999, was 15.76%. This turnover rate is significantly lower than that of many
comparable mutual funds. Low portfolio turnover results in lower brokerage
expense, and may decrease realized capital gains distributions with favorable
tax consequences for the Fund's shareholders. See "Federal Tax Considerations"
below.
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MORE INFORMATION ABOUT RISKS
Many factors affect the Fund's performance. The Fund's share prices change
daily based on changes in market conditions in response to economic, political
and financial developments. The direction and extent of those price changes will
be affected by the financial condition, industry and economic sector, and
geographic location of the companies in which the Fund invests, and the Fund's
level of investment in the securities of those companies. WHEN YOU REDEEM YOUR
SHARES OF THE FUND, THEY COULD BE WORTH MORE OR LESS THAN WHAT YOU PAID FOR
THEM.
The Fund's Statement of Additional Information includes additional information
regarding the risks associated with the Fund's investments.
The following factors may significantly affect the Fund's performance. The
sections entitled "Stock Market Volatility" and "Risks of Investing in
Fixed-income Securities" describe principal risks of the Fund. The other factors
set forth below are not considered principal risks for the Fund. The following
discussion is intended to supplement the discussion of risk in the section
entitled "A Summary of the Fund--Strategies and Risks":
STOCK MARKET VOLATILITY:
Market Risk. Stock and bond markets are volatile, and there is a risk that the
price of a security will rise or fall due to changing economic, political or
market conditions, as well as company-specific factors (see "Issuer-Specific
Risk" and "Risks of Investing in Fixed-income Securities" below). Consequently,
the value of your investment in the Fund will increase and decrease, which means
that you could lose money.
Issuer-Specific Risk. The price of an individual security or a particular type
of security can be more volatile than the market as a whole and can fluctuate
differently than the market as a whole. An individual issuer's securities can
rise or fall dramatically with little or no warning based upon such things as a
better (or worse) than expected earnings report, news about the development of a
promising product, distribution difficulties or the loss of key management
personnel. There is also a risk that the price of a security may never reach a
level that the Adviser believes is representative of its full value or that it
may go down in price.
RISKS OF INVESTING IN FIXED-INCOME SECURITIES:
Interest Rate Changes. There is a chance that bond prices overall will decline
over short or even long periods due to rising interest rates. In general,
interest rate risk should be lower for shorter-term bonds and higher for
longer-term bonds. High quality corporate and U.S. Government fixed-income
securities are not immune to interest rate risk.
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Income Risk. There is a chance that the Fund's income from fixed-income
securities--and thus its total return--will decline due to falling interest
rates. Income risk is generally higher for short-term bonds and lower for
long-term bonds. In an environment of falling interest rates as bonds mature the
Fund may be forced to reinvest in lower-yielding securities.
Credit Risk. There is a chance that an issuer of a bond will fail to make
timely payments of interest or principal. The Fund attempts to minimize this
risk by investing in securities considered investment grade at the time of
purchase. However, even investment grade securities are subject to some credit
risk. Changes in economic conditions or other circumstances can lead to a
weakened capability to make principal and interest payments. If an issuer of a
bond fails to make timely payments, it could affect the Fund's performance and
the Fund might not achieve its investment objective.
DEFENSIVE STRATEGIES: In response to market, economic, political or other
conditions, the Adviser may temporarily use a different investment strategy for
the Fund for defensive purposes. Such a strategy could include investing up to
100% of the Fund's assets in cash or high-quality money market securities. If
the Adviser does so, it could affect the Fund's performance and the Fund might
not achieve its investment objective.
LOWER-QUALITY FIXED-INCOME SECURITIES: The Fund may invest in fixed-income
securities rated Baa or better by Moody's Investors Service, Inc. or BBB or
better by Standard & Poor's Corporation, or which are determined by the Adviser
to be of comparable quality. Bonds rated Aa or below, or AA or below are
generally considered to be more speculative than the highest rated bonds and
involve greater risk of loss or price changes due to changes in the issuer's
capacity to pay.
RISKS OF FOREIGN SECURITIES: Although the Adviser currently does not intend
to emphasize foreign securities in the Fund, it reserves the right to invest as
much as one-third of the Fund's total assets in foreign securities. Foreign
securities may be riskier than U.S. investments because of factors such as
unstable international political and economic conditions, currency fluctuations,
foreign controls on investment and currency exchange, withholding taxes, a lack
of adequate company information, less liquid and more volatile markets, and a
lack of governmental regulation.
DEPENDENCE ON CERTAIN INDIVIDUAL: Michael Holland is primarily responsible
for the day-to-day management of the Fund's portfolio. The loss of Michael
Holland's services (due to termination of employment, death, disability or
otherwise) could adversely affect the conduct of the Fund's business and its
prospects for the future. There can be no assurance that a suitable replacement
for Michael Holland could be found.
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YOUR ACCOUNT
This section describes the services that are available to shareholders.
TYPES OF ACCOUNTS
If you are making an initial investment in the Fund, you will need to open an
account. You may establish the following types of accounts:
- INDIVIDUAL OR JOINT OWNERSHIP. One person owns an individual account while
two or more people own a joint account. We will treat each individual owner
of a joint account as authorized to give instructions on purchases, sales
and exchanges of shares without notice to the other owners. However, we will
require each owner's signature guarantee for any transaction requiring a
signature guarantee.
- GIFT OR TRANSFER TO MINORS. A Custodian maintains a Uniform Gifts to Minors
Act (UGMA) or Uniform Transfers to Minors Act (UTMA) account for the benefit
of a minor. To open an UGMA or UTMA account, you must include the minor's
social security number on the application.
- TRUST. A trust can open an account. You must include the name of each
trustee, the name of the trust and the date of the trust agreement on the
application.
- CORPORATIONS, PARTNERSHIPS AND OTHER LEGAL ENTITIES. Corporations,
partnerships and other legal entities may also open an account. A general
partner of the partnership or an authorized officer of the corporation or
other legal entity must sign the application and resolution form.
- RETIREMENT. If you are eligible, you may set up your account under a
tax-sheltered retirement plan, such as an Individual Retirement Account.
Your financial consultant can help you determine if you are eligible.
SHAREHOLDER SERVICES
The Fund offers a number of shareholder services designed to facilitate
investment in its shares. Full details as to each of such services, copies of
the various plans described below and instructions as to how to participate in
various services or plans, or how to change options with respect thereto, can be
obtained from the Fund or ALPS Mutual Funds Services, Inc., the Fund's
"Distributor" and "Transfer Agent".
- AUTOMATIC INVESTMENT PLAN. An investor who opens an account and wants to
make subsequent, periodic investments in the Fund by electronic funds
transfer from a bank account may establish an Automatic Investment Plan on
the account. The investor specifies the frequency
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(monthly, quarterly or yearly) and the automatic investment amount ($50 or
more).
- AUTOMATIC CLEARING HOUSE ("ACH") PURCHASES. An investor may, at his or her
request, make additional investments in the Fund by giving the Fund a voided
check with pre-arranged instructions to withdraw funds from his or her bank
account and deposit such funds into his or her Holland Balanced Fund
account.
- AUTOMATIC REINVESTMENT OF DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS. All
dividends and capital gains distributions are reinvested automatically in
full and fractional shares of the Fund, without sales charge, at the net
asset value per share next determined on the ex-dividend date of such
distribution. A shareholder may at any time, by written notification to
Unified Advisers, Inc., the Fund's "Transfer Agent", elect to have
subsequent dividends or both dividends and capital gains paid in cash rather
than reinvested, in which event payment will be mailed on the payment date.
- IRAS. A prototype IRA is available generally for all working individuals
who receive compensation (which for self-employed individuals includes
earned income) for services rendered and for all individuals who receive
alimony or separate maintenance payments pursuant to a divorce or separation
instrument. Contributions to an IRA made available by the Fund may be
invested in shares of the Fund. Shareholders should consult with a financial
adviser regarding an IRA.
Shareholders may inquire about their Fund accounts by calling the Transfer
Agent at 1-800-30-HOLLAND. Also, shareholders can receive the net asset value
per share of the Fund by calling the toll-free number.
PURCHASING SHARES
Shares of the Fund are available to investors making a minimum initial
investment of $1,000. The minimum for subsequent investments is $500.
The Fund or the Adviser may waive or lower these minimums in certain cases.
YOU MUST COMPLETE AND SIGN AN APPLICATION FOR EACH ACCOUNT YOU OPEN WITH THE
FUND.
The price for Fund shares is the Fund's net asset value per share (NAV). We
determine the NAV as of the close of regular trading on the New York Stock
Exchange (normally 4:00 p.m. Eastern time) every day that the Exchange is open.
We will price your order at the next NAV calculated after the Fund accepts your
order. For more information on how we price shares, see "Pricing of Fund Shares"
below.
The Fund and the Distributor each reserve the right to reject any purchase for
any reason and to cancel any purchase due to non-payment.
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You must make all purchases in U.S. dollars and draw all checks on
U.S. banks. We will not accept cash or third-party checks for the purchase of
shares.
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METHOD OF
PURCHASE PURCHASE PROCEDURES
<S> <C> <C> <C>
THROUGH A Contact your financial consultant.
FINANCIAL
PROFESSIONAL
[GRAPHIC]
THROUGH ALPS Mutual Fund Services, Inc.
SELLING GROUP authorizes certain securities dealers,
MEMBERS banks or other financial service firms
(collectively, "Selling Group Mem-
[GRAPHIC] bers") to purchase your shares. To
receive that day's share price:
- you must place your order with the
Selling Group Member before the close
of regular trading on the New York
Stock Exchange (normally 4:00 p.m.
Eastern time); and
- the Selling Group Member must
transmit the order to the Fund before
5:00 p.m. Eastern time on that same
day.
BY MAIL To purchase Shares of the Fund, send
your completed application to:
[GRAPHIC]
Holland Balanced Fund
PMB 604
303 16th Street, Suite #016
Denver, Colorado 80202-5657
Include with your application your
check, payable to "Holland Balanced
Fund".
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</TABLE>
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<TABLE>
<CAPTION>
<S> <C> <C> <C>
BY WIRE - INITIAL PURCHASE: You will need to
[GRAPHIC] instruct a Federal Reserve System
member bank to wire funds to:
State Street Bank & Trust Co.
225 Franklin Street
Boston, Massachusetts 02171
ABA #: 011000028
DDA #: 32951014
Attn.: Holland Balanced Fund
Shareholder Acct. #
Shareholder Name
------------------------------------------------------------------------
- SUBSEQUENT PURCHASE: Wire funds to
the designated bank account for the
Fund, listed above.
You may wire funds between 8:00 a.m.
and 4:00 p.m. Eastern time. To make a
same-day wire investment, please call
the Transfer Agent at 1-800-30-HOLLAND
to notify us of your intention to wire
funds, and make sure your wire ar-
rives by 4:00 p.m. Eastern time. Please
note that your bank may charge a fee
for the wire.
SUBSEQUENT The minimum subsequent purchase is
PURCHASES $500.
[GRAPHIC]
IMPORTANT You can redeem shares that you
NOTE purchased by check. However, while we
will process your redemption request at
the next-determined net asset value
after we receive it, your redemption
proceeds will not be available until
your check clears. This could take up
to ten calendar days.
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REDEEMING SHARES
You have the right to sell ("redeem") all or any part of your shares subject
to certain restrictions. Selling your shares in the Fund is referred to as a
"redemption" because the Fund buys back its shares. We will redeem your shares
at the net asset value next computed following receipt of your redemption
request in good order. See "Redemption Procedures--Request in 'Good Order"'
below.
We will mail your redemption proceeds to your current address or transmit them
electronically to your designated bank account. Under normal circumstances, we
will send your redemption to you within seven days after we receive your
redemption request.
WE WILL NOT PROCESS YOUR REDEMPTION REQUEST IF IT IS NOT IN PROPER FORM (SEE
CHART BELOW). WE WILL NOTIFY YOU IF YOUR REDEMPTION REQUEST IS NOT IN PROPER
FORM.
If, as a result of your redemption, your account value drops below $500, we
may redeem the remaining shares in your account. We will notify you in writing
of our intent to redeem your shares. We will allow at least thirty days
thereafter for you to make an additional investment to avoid liquidation of the
account.
SIGNATURE GUARANTEES
Your redemption request must be accompanied by a "signature guarantee" by a
national bank or other bank that is a member of the Federal Reserve System (not
a savings bank) or by a member firm of any national or regional securities
exchange or other eligible guarantor institution. Notarized signatures are not
sufficient.
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<TABLE>
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METHOD OF
REDEMPTION REDEMPTION PROCEDURES
<S> <C> <C> <C>
BY TELEPHONE You may authorize redemption of some or
all shares in your account by
[GRAPHIC] telephoning the Transfer Agent at
1-800-30-HOLLAND (or selected dealers
at their respective numbers) between
9:00 a.m. and 4:00 p.m. Eastern time on
any day the Fund is open.
For our mutual protection, all
redemption requests must include the
information listed in "Request in 'Good
Order"', below.
You will not be eligible to use the
telephone redemption service if you
have declined or canceled your
telephone investment privilege.
BY MAIL You may send your redemption request
to:
[GRAPHIC]
Holland Balanced Fund
PMB 604
303 16th Street, Suite #016
Denver, Colorado 80202-5657
For our mutual protection, all
redemption requests must include the
information listed in "Request in 'Good
Order"', below.
BY WIRE You may request your redemption
proceeds be wired directly to the bank
[GRAPHIC] account designated on your application.
Your bank may impose a fee for the
incoming wire.
For our mutual protection, all
redemption requests must include the
information listed in "Request in 'Good
Order"', below.
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</TABLE>
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<TABLE>
<CAPTION>
<S> <C> <C> <C>
REQUEST IN For our mutual protection, all
"GOOD ORDER" redemption requests must include:
- your account number
- the amount of the transaction
- for mail request, signatures of all
owners exactly as registered on the
account
- signature guarantees (Signature
guarantees can be obtained at most
banks, credit unions, and licensed
brokers)
- any supporting legal documentation
that may be required.
YOUR REDEMPTION REQUEST WILL BE
PROCESSED AT THE NEXT-DETERMINED SHARE
PRICE AFTER WE HAVE RECEIVED ALL
REQUIRED INFORMATION.
IMPORTANT Once we have processed your redemption
NOTE request, and a confirmation number has
been given, the transaction CANNOT be
revoked.
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</TABLE>
OPTIONS FOR REDEMPTION PROCEEDS
You may receive your redemption proceeds by check or by wire.
Check Redemptions. Normally we will mail your check within two business days
of a redemption.
ACH/Wire Redemptions. Before you can receive redemption proceeds by ACH or
wire, you must establish this option by completing a special form or the
appropriate section of your account application.
Payment will ordinarily be made by ACH/wire on the next Business Day, but, in
any case, within no more than seven Business Days from the date of receipt of
your request.
Telephone Redemptions. Telephone redemption is made available to shareholders
of the Fund on the Account Application Form. Telephone redemptions are easy and
convenient, but this account option involves a risk of loss from unauthorized or
fraudulent transactions. We will take reasonable precautions to protect your
account from fraud. You should do the same by keeping your account information
private and by reviewing immediately any account statements and confirmations
that you receive. Please contact us immediately about any transaction you
believe to be unauthorized.
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<PAGE> 19
The Fund reserves the right to refuse a telephone redemption if it is believed
advisable to do so.
We may also require a personal identification code from the caller.
The Fund and/or the Transfer Agent will not be responsible for any account
losses due to telephone fraud, as long as we have taken reasonable steps to
verify the caller's identity. If you wish to cancel the telephone redemption
feature for your account, please notify us in writing.
HOW TO REACH THE FUND
<TABLE>
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We are available to answer your questions about the Fund or your
account by telephone or by mail Monday through Friday 9:00 a.m.
to 5:00 p.m. Eastern time. Please note, however, that purchase
or redemption requests must be received by 4:00 p.m. Eastern
time on a day the Fund is open for business. Purchase or
redemption requests received after 4:00 p.m. Eastern time will
be executed on the next day that the Fund is open for business.
BY TELEPHONE 1-800-30-HOLLAND [1-800-304-6552]
Call for account or Fund information
[GRAPHIC]
BY REGULAR, Holland Balanced Fund
EXPRESS OR PMB 604
REGISTERED MAIL 303 16th Street
Suite #016
[GRAPHIC] Denver, Colorado 80202-5657
------------------------------------------------------------------------
</TABLE>
PRICING OF FUND SHARES
The Fund's net asset value per share or NAV is calculated on each day that the
New York Stock Exchange is open. The NAV is the value of a single share of a
Fund. The administrator calculates the NAV for the Fund at the close of regular
trading of the New York Stock Exchange, normally 4:00 p.m. Eastern time. The NAV
is determined by subtracting the total of the Fund's liabilities from its total
assets and dividing the remainder by the number of shares outstanding. The value
of the Fund's total assets is generally based on the market value of the
securities that the Fund holds. If market values are not available, we will
determine the fair value of securities using procedures that the Board of
Directors of the Fund has approved. We
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will also determine the fair value of securities whose values are materially
affected by events occurring after the closing of a foreign market. In those
circumstances in which a security's price is not considered to be market
indicative, the security's valuation may differ from an available market
quotation. Foreign securities may be traded in their primary markets on weekends
or other days when the Fund does not price its shares. Therefore, if the Fund
holds foreign securities, the Fund's NAV may change on days when shareholders
will not be able to buy or redeem their Fund shares.
DISTRIBUTIONS
LONG-TERM VS. SHORT-TERM CAPITAL GAINS:
- LONG-TERM CAPITAL GAINS ARE REALIZED ON SECURITIES HELD FOR MORE THAN ONE
YEAR AND ARE PART OF YOUR CAPITAL GAIN DISTRIBUTION.
- SHORT-TERM CAPITAL GAINS ARE REALIZED ON SECURITIES HELD LESS THAN ONE
YEAR AND ARE PART OF YOUR DIVIDEND DISTRIBUTIONS.
As a shareholder, you are entitled to your share of the Fund's net income and
capital gains on its investments. The Fund passes substantially all of its
earnings along to its investors as distributions. When a Fund earns dividends
from stocks and interest from bonds and other fixed-income securities and
distributes these earnings to shareholders, it is called a dividend
distribution. A Fund realizes capital gains when it sells securities for a
higher price than it paid. When net long-term capital gains are distributed to
shareholders, it is called a capital gain distribution. Net short-term capital
gains are considered ordinary income and are included in dividend distributions.
The Fund distributes dividends quarterly and capital gains annually. Capital
gains distributions will typically be declared and paid in December.
You will receive distributions from the Fund in additional shares of the Fund
unless you choose to receive your distributions in cash. If you choose the
reinvestment option, dividend and capital gains distributions will be reinvested
automatically in shares of the Fund, without a sales charge, at the net asset
value per share next determined on the ex-dividend date of such distribution. If
you wish to change the way in which you receive distributions, you should call
1-800-30-HOLLAND for instructions.
If you have elected to receive distributions in cash, and the postal or other
delivery service returns your check to the Funds as undeliverable, you will not
receive interest on amounts represented by the uncashed checks.
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FEDERAL TAX CONSIDERATIONS
Your investment may have tax consequences that you should consider. If your
account is a tax-deferred or tax-exempt account (for example, an IRA or an
employee benefit plan account), the following tax discussion does not apply.
Some of the more common federal tax consequences are described here but you
should consult your tax consultant about your particular situation. ALTHOUGH IT
IS NOT AN INVESTMENT OBJECTIVE, THE FUND'S ADVISER WILL ATTEMPT TO TAKE INTO
ACCOUNT THE TAX CONSEQUENCES OF ITS INVESTMENT DECISIONS. However, there may be
occasions when the Adviser's investment decisions will result in a negative tax
consequence for the Fund's shareholders.
TAXES ON DISTRIBUTIONS
You will generally be subject to federal income tax and possibly state taxes
on all Fund distributions. Your distributions will be taxed in the same manner
whether you receive the distributions in cash or additional shares of the Fund.
Distributions that are derived from the Fund's net investment income are
designated by the Fund as "ordinary income dividends" and generally will be
taxable to you as ordinary income. Distributions that are derived from the
Fund's long-term net capital gains are designated by the Fund as "capital gains
dividends" and generally will be taxable to you as long-term capital gains,
regardless of the length of time you have owned Fund shares. If you receive
distributions in the form of additional shares, you will be treated for federal
income tax purposes as receiving a distribution in an amount equal to the net
asset value of the additional shares on the date of such distribution.
TAXES ON SALES
If you redeem your shares of the Fund, you will be subject to tax on any
taxable gain. Your taxable gain or loss is computed by subtracting your tax
basis in the shares from the redemption proceeds. Because your tax basis depends
on the original purchase price and on the price at which any dividends may have
been reinvested, you should keep your account statements so that you or your tax
preparer will be able to determine whether a sale or exchange will result in a
taxable gain or loss.
Generally, your gain or loss will be a long-term gain or loss if you have held
the shares for more than one year. The maximum tax rate on any long-term capital
gain is 20%. If you sell or otherwise dispose of a share of the Fund before
holding it for more than six months, any loss on the sale or other disposition
of such share shall be treated as a long-term capital loss to
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<PAGE> 22
the extent of any capital gain dividends you received with respect to such
share. A loss realized on a sale or exchange of shares may be disallowed if
other shares are acquired within a 61-day period beginning 30 days before and
ending 30 days after the date that the shares are disposed of.
TAXES ON DIVIDENDS
Dividend and capital gains distributions by the Fund generally are taxable to
you at the time the dividend or distribution is made. However, any dividend that
is declared in October, November or December of any year and is payable to
shareholders of record on a specified date in such months will be deemed to have
been received by shareholders and paid by the Fund on December 31 of such year
in the event such dividends are actually paid during January of the following
year.
Unless your investment is in a tax-deferred account, you may want to avoid
investing in the Fund close to the date of a distribution because you pay the
full pre-distribution price for your shares and then receive part of your
investment back as a taxable distribution.
TAX WITHHOLDING
The Fund may be required to withhold U.S. federal income tax at the rate of
31% ("backup withholding") from dividends and redemption proceeds payable to
non-corporate shareholders who fail to provide the Fund with their correct
taxpayer identification numbers or fail to make required certifications, or who
have been notified by the IRS that they are subject to backup withholding. Any
such withheld amounts may be credited against the shareholder's U.S. federal
income tax liability.
MANAGEMENT
INVESTMENT ADVISER
Holland & Company L.L.C. is the Fund's investment adviser. The Adviser's
address is 375 Park Avenue, New York, NY 10152. The Adviser also offers
portfolio management and portfolio analysis services to individuals and
institutions.
Under the terms of an investment advisory agreement, subject to the direction
of the Board of Directors of the Fund, the Adviser is responsible for making
day-to-day investment decisions and engaging in portfolio transactions. The
Adviser provides office space, facilities, equipment and personnel necessary to
perform its duties under the Investment Advisory Agreement.
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<PAGE> 23
As compensation for its services, the Fund pays the Adviser a fee at the
annual rate of 0.75% of average daily net assets of the Fund. For the fiscal
years ended September 30, 1997, 1998 and 1999, the advisory fee, net of waivers,
was $0, $122,972 and $255,017, respectively.
The Adviser may waive all or part of its fee from time to time in order to
increase the Fund's net income available for distribution to shareholders. The
Fund will not be required to reimburse the Adviser for any advisory fees waived.
In addition, the Adviser has voluntarily agreed to cap total operating expenses
at 1.50% (on an annualized basis) of the Fund's average daily net assets. The
Adviser may discontinue this cap on total expenses at any time, at its sole
discretion.
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<PAGE> 24
OTHER SERVICE PROVIDERS
The Fund relies on other companies to provide necessary services for its
day-to-day operations. Below is a list of these service providers.
ADMINISTRATOR AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110
DISTRIBUTOR AND TRANSFER AGENT
ALPS Mutual Funds Services, Inc.
370 17th Street
Suite 3100
Denver, Colorado 80202
COUNSEL
Simpson Thacher & Bartlett
425 Lexington Avenue
New York, New York 10017
INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, New York 10036
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FINANCIAL HIGHLIGHTS
The Financial Highlights table is intended to help you understand the Fund's
financial performance for the fiscal year ended September 30, 1999. Certain
information reflects financial results for a single Fund share. The total
returns in the table represent the rate that an investor would have earned or
lost on an investment in the Fund (assuming reinvestment of all dividends and
distributions). This information has been audited by PricewaterhouseCoopers LLP,
whose report, along with the Fund's financial statements, are included in the
Fund's annual report, which is available upon request.
<TABLE>
<CAPTION>
PERIOD
FOR THE YEAR ENDED 10/2/95*
FOR A CAPITAL SHARE OUTSTANDING --------------------------- TO
THROUGHOUT THE PERIOD 9/30/99 9/30/98 9/30/97 9/30/96
------------------------------- ------- ------- ------- ----------
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period... $ 13.74 $ 13.70 $ 11.39 $10.00
------- ------- ------- ------
Increase/Decrease from Investment
Operations
Net investment income.................. 0.23 0.28 0.26 0.23
Net realized and unrealized gain on
investment........................... 1.66 0.05 2.30 1.33
------- ------- ------- ------
Total from investment operations....... 1.89 0.33 2.56 1.56
------- ------- ------- ------
LESS DIVIDENDS AND DISTRIBUTIONS
FROM:
Net investment income.................. (0.28) (0.29) (0.25) (0.17)
Net realized gain on investments....... (0.08) -- (0.00)# --
------- ------- ------- ------
Total dividends and distributions...... (0.36) (0.29) (0.25) (0.17)
------- ------- ------- ------
Net asset value, end of period......... $ 15.27 $ 13.74 $ 13.70 $11.39
------- ------- ------- ------
TOTAL RETURN(c)........................ 13.87% 2.43% 22.71% 15.65%(a)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's)...... $45,344 $30,041 $26,788 $7,606
Ratio of expenses to average net assets
after
fee waivers and reimbursement of
other expenses....................... 1.50% 1.50% 1.50% 1.50%(b)
Ratio of expenses to average net assets
before fee waivers and reimbursement
of other expenses.................... 1.62% 1.83% 2.55% 4.81%(b)
Ratio of net investment income to
average net assets after fee waivers
and reimbursement of other
expenses............................. 1.59% 2.05% 2.31% 2.36%(b)
Ratio of net investment income to
average net assets before fee waivers
and reimbursement of other
expenses............................. 1.47% 1.72% 0.31% 0.96%(b)
Portfolio turnover..................... 15.76% 16.49% 5.07% 5.04%
</TABLE>
------------
See Notes to the Financial Statements
(a) Not annualized
(b) Annualized
(c) Total return would have been lower had certain expenses not been waived or
reimbursed.
# Rounds to less than $0.01
* Commencement of Investment Operations
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WHERE TO FIND MORE INFORMATION:
You will find more information about the Holland Balanced Fund in the
following documents:
- ANNUAL AND SEMI-ANNUAL REPORTS: Our annual and semi-annual reports list the
holdings in the Fund, describe the Fund's performance, include financial
statements for the Fund, and discuss the market conditions and strategies
that significantly affected the Fund's performance during the last fiscal
year.
- STATEMENT OF ADDITIONAL INFORMATION ("SAI"): The Statement of Additional
Information contains additional and more detailed information about the
Fund.
The SAI and the financial statements included in the current annual and
semi-annual reports are incorporated by reference into (and are thus a part of)
this Prospectus.
THERE ARE FOUR WAYS TO GET COPIES OF THESE DOCUMENTS:
1. Call or write for one, and a copy will be sent without charge.
HOLLAND BALANCED FUND
PMB 604
303 16TH STREET, SUITE #016
DENVER, COLORADO 80202-5657
1-800-30-HOLLAND (OR 1-800-304-6552)
2. Go to the Fund's website (www.thehollandfund.com) and download a free copy.
3. Call or write the Public Reference Room of the Securities and Exchange
Commission ("SEC") and ask them to mail you a copy. The SEC charges a fee
for this service. You can also go to the Public Reference Room and copy the
documents while you are there. Information about the Public Reference Room
may be obtained by calling the number below.
SECURITIES AND EXCHANGE COMMISSION
PUBLIC REFERENCE SECTION
WASHINGTON, D.C. 20549-0102
1-202-942-8090
EMAIL: [email protected]
4. Go to the SEC's website (www.sec.gov) and download a free text-only version.
IF YOU ARE A CURRENT FUND SHAREHOLDER WHO WOULD LIKE INFORMATION ABOUT YOUR
ACCOUNT, ACCOUNT TRANSACTIONS, OR ACCOUNT STATEMENTS, PLEASE CALL US AT
1-800-30-HOLLAND (OR 1-800-304-6552).
IF YOU PURCHASED YOUR SHARES THROUGH A FINANCIAL INSTITUTION, YOU MAY CONTACT
THAT INSTITUTION FOR MORE INFORMATION.
THE HOLLAND BALANCED FUND'S INVESTMENT COMPANY ACT FILE NUMBER IS 811-9060.
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