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but would have the investment objective of offering a higher <br />rate of return with slightly less liquidity than the Liquid <br />Portfolio. Other types of Portfolios may also be created. The <br />Trustees would determine if and when additional Portfolio <br />options would be made available to Participants. A Participant <br />could participate in as few or as many Portfolios as it might <br />choose. The Board of Trustees would continue to determine the <br />overall policy of the Fund and each of its component Portfolios. <br />Several other changes are also recommended which will give <br />the 4M Fund slightly greater investment flexibility. The <br />rationale for the changes are discussed below. Our current Trust <br />Document restricts all investments in the 4M Fund to a maturity <br />date of not more than one year. Over the past year or two, a <br />number of floating rate government agency securities with <br />maturities of three years or less and a coupon reset within 397 <br />days have been created. These are very attractive money market <br />securities which the Fund's investment advisors would like to be <br />able to purchase for the fund. These changes would, in no <br />material way, alter the investment objectives of the fund, nor <br />change the credit quality or character of the fund. Indeed, all <br />of the changes, which are legal under Minnesota statute, are <br />also consistent with regulation 2a -7 of the Investment Company <br />Act of 1940, which governs securities and exchange commission <br />registered money market funds. The 4M Fund is not registered, <br />but it continues to be operated as if it were a registered fund, <br />which had the highest rating from Standard & Poor's. Therefore, <br />the first proposed change to the Trust Document would amend <br />section 4.2, paragraph 2, which currently restricts investments <br />to a maturity date of not more than one year. This change <br />should allow the 4M Fund to deliver better performance and to <br />continue to remain competitive with other permissible money <br />market funds currently offered to Minnesota municipalities. <br />The second change is also an amendment to section 4.2. The <br />change would give the portfolio manager authority to use reverse <br />repurchase agreements in the fund for up to 25% of total assets. <br />The reverse repurchase agreement is a well- recognized and <br />conservative strategy utilized by money market funds to <br />accommodate the fluctuating liquidity needs of the fund without <br />necessarily selling securities at an inopportune moment. <br />Vote Required for Amendment of Declaration of Trust <br />The affirmative vote of a majority of the Participants <br />entitled to vote at the meeting is required for the adoption and <br />approval of the amendment. If such an affirmative vote is cast <br />by a majority of the Participants entitled to vote at the <br />meeting, the amendment of the Declaration will have been <br />approved and will come into effect immediately. However, <br />further action of the 4M Fund's Board of Trustees will be <br />necessary in order to implement the changes. <br />Page 66 <br />