07/05/2024 | Press release | Distributed by Public on 07/05/2024 14:33
Securities Act File No. 333-151672
Investment Company Act File No. 811-22208
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | ☒ |
Pre-Effective Amendment No. ___ | ☐ |
Post-Effective Amendment No. 399 | ☒ |
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | ☒ |
Amendment No. 400 | ☒ |
VALUED ADVISERS TRUST
(Exact Name of Registrant as Specified in Charter)
225 Pictoria Dr., Suite 450, Cincinnati, Ohio 45246
(Address of Principal Executive Offices, Zip Code)
Registrant's Telephone Number, including Area Code: (513) 587-3400
Capitol Services, Inc.
108 Lakeland Ave., Dover, Delaware 19901
(Name and Address of Agent for Service)
With Copies to:
Terry Davis
DLA Piper LLP
One Atlantic Center
1201 West Peachtree Street, Suite 2900
Atlanta, GA 30309
It is proposed that this filing will become effective:
☐ immediately upon filing pursuant to paragraph (b);
☒ on July 12, 2024 pursuant to paragraph (b);
☐ 60 days after filing pursuant to paragraph (a)(1);
☐ on (date) pursuant to paragraph (a)(1);
☐ 75 days after filing pursuant to paragraph (a)(2); or
☐ on (date) pursuant to paragraph (a)(2) of rule 485.
If appropriate, check the following box:
☒ This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
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EXPLANATORY NOTE
This Post-Effective Amendment No. 399 to the registration statement on Form N-1A for Valued Advisers Trust (the "Registrant") is being filed under Rule 485(b) under the Securities Act of 1933, as amended, for the purpose of extending the effective date of Post-Effective Amendment No. 394 from July 8th, 2024 to July 12, 2024 for the Registrant's series known as Sound Mind Investing Fund, SMI Multi-Strategy Fund, and SMI Dynamic Allocation Fund. This amendment incorporates by reference the Prospectus and Statement of Additional Information contained in Post-Effective Amendment No. 394 that was filed with the Securities and Exchange Commission on May 9th, 2024.
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PART C
FORM N-1A
OTHER INFORMATION
ITEM 28. | Exhibits. |
ITEM 29. | Persons Controlled by or Under Common Control with the Registrant. |
No person is controlled by or under common control with the Registrant.
ITEM 30. | Indemnification. |
Reference is made to the Registrant's Declaration of Trust, which is filed herewith. The following is a summary of certain indemnification provisions therein.
A person who is or was a Trustee, officer, employee or agent of the Registrant, or is or was serving at the request of the Trustees as a director, trustee, partner, officer, employee or agent of a corporation, trust, partnership, joint venture or other enterprise shall be indemnified by the Trust to the fullest extent permitted by the Delaware Statutory Trust Act, as such may be amended from time
to time, the Registrant's Bylaws and other applicable law. In case any shareholder or former shareholder of the Registrant shall be held to be personally liable solely by reason of his being or having been a shareholder of the Registrant or any series or class of the Registrant and not because of his acts or omissions or for some other reason, the shareholder or former shareholder (or his heirs, executors, administrators or other legal representatives, or, in the case of a corporation or other entity, its corporate or general successor) shall be entitled, out of the assets belonging to the applicable series (or allocable to the applicable class), to be held harmless from and indemnified against all loss and expense arising from such liability in accordance with the Registrant's Bylaws and applicable law.
Insofar as indemnification for liability arising under the Securities Act of 1933 (the "1933 Act") 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 SEC such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defenses of any action, suite or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of counsel the matter has been settled by controlling precedent, submit to court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.
ITEM 31. | Business and Other Connections of the Investment Adviser. |
See the Trust's various prospectuses and the statements of additional information for the activities and affiliations of the officers and directors of the investment advisers of the Registrant (the "Advisers"). Except as so provided, to the knowledge of Registrant, none of the directors or executive officers of the Advisers is or has been at any time during the past two fiscal years engaged in any other business, profession, vocation or employment of a substantial nature. The Advisers currently serve as investment advisers to other institutional and individual clients.
ITEM 32. | Principal Underwriters. |
1. | Ultimus Fund Distributors, LLC |
(a) | Ultimus Fund Distributors, LLC is the principal underwriter for some series of the Trust. Ultimus Fund Distributors also serves as a principal underwriter for the following investment companies: Axxes Private Markets Fund, Beacon Pointe Multi-Alternative Fund, Bruce Fund, Inc., CM Advisors Family of Funds, Caldwell & Orkin Funds, Inc., Cantor Fitzgerald Infrastructure Fund, Cantor Select Portfolios Trust, Capitol Series Trust, Centaur Mutual Funds Trust, Chesapeake Investment Trust, Commonwealth International Series Trust, Conestoga Funds, Connors Funds, Cross Shore Discovery Fund, Dynamic Alternatives Fund, Eubel Brady & Suttman Mutual Fund Trust, Fairway Private Equity & Venture Capital Opportunities Fund, Flat Rock Enhanced Income Fund, HC Capital Trust, Hussman Investment Trust, James Advantage Funds, James Alpha Funds Trust, Lind Capital Partners Municipal Credit Income Fund, Manager Directed Portfolios, MidBridge Private Markets Fund, MSS Series Trust, North Square Investments Trust, Oak Associates Funds, ONEFUND Trust, Papp Investment Trust, Peachtree Alternative Strategies Fund, Rocky Mountain Opportunity Trust, Schwartz Investment Trust, Segall Bryant & Hamill Trust, The Cutler Trust, The Investment House Funds, Ultimus Managers Trust, Unified Series Trust, VELA Funds, Volumetric Fund, Waycross Independent Trust, Williamsburg Investment Trust, XD Fund Trust, and Yorktown Funds. |
(b) | The officers of Ultimus Fund Distributors, LLC are as follows: |
Name* | Title | Position with Trust | ||
Kevin M. Guerette* | President | None | ||
Stephen L. Preston* |
Vice President, Chief Compliance Officer, and Anti-Money Laundering Compliance Officer |
None |
||
Melvin Van Cleave* | Chief Information Security Officer | None | ||
Douglas K. Jones* | Vice President | None | ||
Gregory A. Evans* | Financial Operations Principal | None |
* | The principal business address of these individuals is 225 Pictoria Dr., Suite 450, Cincinnati, OH 45246 |
(c) | Not Applicable. |
2. | Northern Lights Distributors, LLC |
(a) | Northern Lights Distributors, LLC is the principal underwriter for some series of the Trust. Northern Lights Distributors also serves as a principal underwriter for the following investment companies registered under the Investment Company Act of 1940, as amended: Atlas U.S. Tactical Income Fund, Boyar Value Fund Inc., Capitol Series Trust, CIM Real Assets & Credit Fund, Copeland Trust, DGI Investment Trust, Humankind Benefit Corporation, Miller Investment Trust, Mutual Fund and Variable Insurance Trust, Mutual Fund Series Trust, North Country Funds, Northern Lights Fund Trust, Northern Lights Fund Trust II, Northern Lights Fund Trust III, Northern Lights Fund Trust IV, Northern Lights Variable Trust, OCM Mutual Fund, PREDEX, Princeton Everest Fund, The Saratoga Advantage Trust, Segal Bryant & Hamill Trust. Texas Capital Funds Trust, THOR Financial Technologies Trust, Tributary Funds, Inc., Two Roads Shared Trust, Ultimus Manager's Trust, Unified Series Trust, and Zacks Trust |
(b) | The officers of Northern Lights Distributors, LLC are as follows: |
Name* | Title | Position with Trust | ||
Kevin M. Guerette* | President | None | ||
Bill Strait* | Secretary, General Counsel, and Manager | None | ||
Stephen L. Preston* | Treasurer, Chief Compliance Officer, and Anti-Money Laundering Compliance Officer | None | ||
David James* | Manager | None | ||
Melvin Van Cleave* | Chief Information Security Officer | None | ||
Gregory A. Evans* | Financial Operations Principal | None |
* | The principal business address of these individuals is 4221 North 203rd Street, Suite 100, Elkhorn, NE 68022-3474. |
(c) | Not Applicable. |
ITEM 33. | Location Of Accounts And Records. |
The accounts, books or other documents of the Registrant required to be maintained by Section 31(a) of the Investment Company Act of 1940, as amended, and the rules promulgated thereunder are kept in several locations:
(a) | Huntington National Bank, 41 South High Street, Columbus, Ohio 43215 (records relating to its functions as custodian for Summitry Equity Fund, Foundry Partners Fundamental Small Cap Value Fund, BFS Equity Fund, Dana Large Cap Equity Fund, Dana Epiphany ESG Small Cap Equity Fund, Dana Epiphany ESG Equity Fund, Sound Mind Investing Fund, SMI Dynamic Allocation Fund, and SMI Multi-Strategy Fund). |
(b) | US Bank, N.A., 1555 N. Rivercenter Drive, Milwaukee, WI 53212 (records relating to its functions as custodian for LS Opportunity Fund, Channing Intrinsic Value Small-Cap Fund, and MDP Low Volatility Fund). |
(c) | Summitry LLC, 919 Hillsdale Blvd, Suite 150, Foster City, CA 94404 (records relating to its function as the investment adviser to Summitry Equity Fund). |
(d) | Long Short Advisors, LLC, 3330 Fairchild Gardens Avenue, Suite 30428, Palm Beach Gardens, FL 33410 (records relating to its function as the investment adviser to LS Opportunity Fund). |
(e) | Ultimus Fund Solutions, LLC, 225 Pictoria Dr., Suite 450, Cincinnati, Ohio 45246 (records relating to its function as transfer agent, fund accountant, and administrator for the Trust). |
(f) | Kovitz Investment Group Partners, LLC, 71 S. Wacker Dr., Suite 1860, Chicago, IL 60606 (records relating to its function as investment adviser to the Kovitz Core Equity ETF). |
(g) | Foundry Partners, LLC, 510 First Avenue North, Suite 601, Minneapolis, MN 55401 (records relating to its function as investment adviser to Foundry Partners Fundamental Small Cap Value Fund). |
(h) | SMI Advisory Services, LLC, 4400 Ray Boll Blvd. Columbus, IN 47203 (records relating to its function as investment adviser to the Sound Mind Funds). |
(i) | Bradley, Foster & Sargent, Inc., 185 Asylum St., City Place II, Hartford, Connecticut 06103 (records relating to its function as investment adviser to the BFS Equity Fund). |
(j) | Dana Investment Advisors, Inc., 20700 Swenson Drive, Suite 400, Waukesha, Wisconsin 53186 (records relating to its function as investment adviser to the Dana Funds). |
(k) | Prospector Partners, LLC, 370 Church Street, Guilford, Connecticut 06437 (records relating to its function as subadviser to the LS Opportunity Fund). |
(l) | Belmont Capital, LLC d/b/a Belmont Capital Group, 1875 Century Park E., Suite 1780, Los Angeles, California 90067 (records relating to its function as investment adviser to the Belmont Theta Income Fund). |
(m) | Ultimus Fund Distributors, LLC, 225 Pictoria Dr., Suite 450, Cincinnati, Ohio 45246 (records relating to its function as distributor to certain series of the Trust). |
(n) | Channing Capital Management, LLC, 10 S. LaSalle Street, Suite 2401, Chicago, IL 60603 (records relating to its function as investment adviser to the Channing Intrinsic Value Small-Cap Fund). |
(o) | Millbank Dartmoor Portsmouth LLC, 22 Pack Square, Suite 401, Asheville, NC, 28801 (records relating to its function as investment adviser to the MDP Low Volatility Fund). |
(p) | Northern Lights Distributors, LLC, 4221 North 203rd Street, Suite 100, Elkhorn, NE 68022-3474 (records relating to its function as distributor to certain series of the Trust). |
(q) | Brown Brothers Harriman & Co, 50 Post Office Square, Boston, MA 02110 (records relating to its function as custodian for Kovitz Core Equity ETF and Regan Floating Rate MBS ETF). |
(r) | Regan Capital, LLC, 300 Crescent Court, Suite 1760, Dallas, TX 75201 (records relating to its function as investment adviser to the Regan Floating Rate MBS ETF). |
ITEM 34. | Management Services. |
Not Applicable.
ITEM 35. | Undertakings. |
Not Applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 ("Securities Act") and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act and has duly caused this Post-Effective Amendment No. 399 to the Registrant's Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Cincinnati, and State of Ohio on this 5th day of July 2024.
VALUED ADVISERS TRUST | ||
By: | * | |
Matthew J. Miller, President |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
* | July 5, 2024 | ||
Andrea N. Mullins, Trustee | Date | ||
* | July 5, 2024 | ||
Ira Cohen, Trustee | Date | ||
/s/ Martin A. Burns | July 5, 2024 | ||
Martin A. Burns, Trustee | Date | ||
/s/ Susan J. Templeton | July 5, 2024 | ||
Susan J. Templeton, Trustee | Date | ||
* | July 5, 2024 | ||
Zachary P. Richmond, Treasurer and Principal | Date | ||
Financial Officer | |||
* By: |
/s/ Carol J. Highsmith |
July 5, 2024 |
|
Carol J. Highsmith, Vice President, Attorney in Fact | Date |