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Vanguard Montgomery Funds

Filed: 12 Jul 17, 8:00pm

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
Form N-1A
 
REGISTRATION STATEMENT (NO. 333-145624) UNDER
THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 25
and
 
REGISTRATION STATEMENT (811-22114) UNDER THE INVESTMENT COMPANY
ACT OF 1940
Amendment No. 29
 
 
VANGUARD MONTGOMERY FUNDS
(Exact Name of Registrant as Specified in Declaration of Trust)
 
P.O. Box 2600, Valley Forge, PA 19482
(Address of Principal Executive Office)
 
Registrant’s Telephone Number (610) 669-1000
 
Anne E. Robinson, Esquire
P.O. Box 876
Valley Forge, PA 19482
 
It is proposed that this filing will become effective immediately upon filing pursuant to Rule 462(d).
Explanatory Note
This Post-Effective Amendment consists of the following:
1. Facing Sheet of the Registration Statement
2. Part C to the Registration Statement (including Signatures page)
3. Exhibit (a) to Item 28 to the Registration Statement
This Post-Effective Amendment is being filed solely to file Amended and Restated Agreement and
Declaration of Trust as Exhibit (a) to Item 28 to this Registration Statement on Form N-1A (the
“Registration Statement”).
Parts A and B of Post-Effective Amendment No. 23 to the Registration Statement, dated April 28,
2017, and filed pursuant to Rule 485(b) under the Securities Act of 1933, are incorporated by
reference.

 


 

PART C

VANGUARD MONTGOMERY FUNDS

OTHER INFORMATION

Item 28. Exhibits

(a)     Articles of Incorporation, Amended and Restated Agreement and Declaration of Trust,filed
 with     Post-Effective Amendment No. 23 dated April 28, 2017, is hereby incorporated by
 reference..     
(b)     By-Laws, Amended and Restated By-Laws,are filed herewith.
(c)     Instruments Defining Rights of Security Holders, reference is made to Articles III and V of
 the     Registrant’s Amended and Restated Agreement and Declaration of Trust, refer to Exhibit
 (a)     above.
(d)     Investment Advisory Contract, The Vanguard Group, Inc., provides investment advisory
 services     to the Funds at cost pursuant to the Fifth Amended and Restated Funds’ Service
 Agreement,     refer to Exhibit (h) below.
(e)     Underwriting Contracts, not applicable.
(f)     Bonus or Profit Sharing Contracts, reference is made to the section entitled “Management of
 the     Funds” in Part B of this Registration Statement.
(g)     Custodian Agreements, for State Street Bank and Trust Company,filed with Post-Effective
 Amendment     No. 23 dated April 28, 2017, is hereby incorporated by reference.
(h)     Other Material Contracts, Fifth Amended and Restated Funds’ Service Agreement, filed with
 Post-Effective     Amendment No. 75 dated February 24, 2012, and Form of Authorized
 Participant     Agreement, filed with Post-Effective Amendment No. 73 dated February 28, 2011,
 are     hereby incorporated by reference.
(i)     Legal Opinion, not applicable.
(j)     Other Opinions, Consent of Independent Registered Public Accounting Firm, not applicable.
(k)     Omitted Financial Statements, not applicable.
(l)     Initial Capital Agreements, not applicable.
(m)     Rule 12b-1 Plan, not applicable.
(n)     Rule 18f-3 Plan,filed with Post-Effective Amendment No. 23 dated April 28, 2017, is hereby
 incorporated     by reference.
(o)     Reserved.
(p)     Codes of Ethics, for The Vanguard Group, Inc., filed with Post-Effective Amendment No. 82
 dated     February 24, 2015, is hereby incorporated by reference.

Item 29. Persons Controlled by or under Common Control with Registrant

Registrant is not controlled by or under common control with any person.

Item 30. Indemnification

The Registrant’s organizational documents contain provisions indemnifying Trustees and officers against liability incurred in their official capacities. Article VII, Section 2 of the Amended and Restated Agreement and Declaration of Trust provides that the Registrant may indemnify and hold harmless each and every Trustee and officer from and against any and all claims, demands, costs, losses, expenses, and damages whatsoever arising out of or related to the performance of his or her duties as a Trustee or officer. Article VI of the By-Laws generally provides that the Registrant shall indemnify its Trustees and officers from any liability arising out of their past or present service in that capacity. Among other things, this provision excludes any liability arising by reason of willful misfeasance, bad faith, gross negligence, or the reckless disregard of the duties involved in the conduct of the Trustee’s or officer’s office with the Registrant.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the Securities Act) may be permitted for directors, officers, or persons controlling the Registrant pursuant to the foregoing provisions,

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the Registrant has been informed that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.

Item 31. Business and Other Connections of Investment Adviser

The Vanguard Group, Inc. (Vanguard), is an investment adviser registered under the Investment Advisers Act of 1940, as amended (the Advisers Act). The list required by this Item 31 of officers and directors of Vanguard, together with any information as to any business profession, vocation, or employment of a substantial nature engaged in by such officers and directors during the past two years, is incorporated herein by reference from Form ADV filed by Vanguard pursuant to the Advisers Act (SEC File No. 801-11953).

Item 32. Principal Underwriters

(a)     Vanguard Marketing Corporation, a wholly owned subsidiary of The Vanguard Group, Inc., is the principal underwriter of each fund within the Vanguard group of investment companies, a family of more than 190 mutual funds.
(b)     The principal business address of each named director and officer of Vanguard Marketing Corporation is 100 Vanguard Boulevard, Malvern, PA 19355.

NamePositions and Office with UnderwriterPositions and Office with Funds
F. William McNabb IIIDirector and ChairmanChairman and Chief Executive Officer
Glenn W. ReedDirectorNone
Mortimer J. BuckleyDirector and Senior Vice PresidentNone
Martha G. KingDirector and Senior Vice PresidentNone
Chris D. McIsaacDirector and Senior Vice PresidentNone
Anne E. RobinsonDirector and Senior Vice PresidentSecretary
Karin RisiDirector and Managing DirectorNone
Thomas RampullaDirector and Senior Vice PresidentNone
Michael RollingsDirectorNone
Natalie BejChief Compliance OfficerChief Compliance Officer
Matthew BenchenerPrincipalNone
Jack BrodPrincipalNone
James M. Delaplane Jr.PrincipalNone
Kathleen A. Graham-KellyPrincipalNone
Phillip KorenmanPrincipalNone
Mike LucciPrincipalNone
Alba E. MartinezPrincipalNone
Brian McCarthyPrincipalNone
Frank SatterthwaitePrincipalNone
Christopher SiciliaPrincipalNone
Tammy VirnigPrincipalNone
Salvatore L. PantaloneFinancial and Operations Principal and TreasurerNone
Amy M. LaursenFinancial and Operations PrincipalNone
Timothy P. HolmesAnnuity and Insurance OfficerNone

 

C-2


 

Name Positions and Office with UnderwriterPositions and Office with Funds
Jeff SeglemAnnuity and Insurance OfficerNone
Michael L. KimmelAssistant SecretaryNone
Marc P. LindsayAssistant SecretaryNone
Caroline CosbySecretaryNone
 
(c)Not applicable. 

 

Item 33. Location of Accounts and Records

The books, accounts, and other documents required to be maintained by Section 31 (a) of the Investment Company Act of 1940, as amended, and the rules promulgated thereunder will be maintained at the offices of the Registrant, 100 Vanguard Boulevard, Malvern, PA 19355; the Registrant’s Transfer Agent, The Vanguard Group, Inc., 100 Vanguard Boulevard, Malvern, PA 19355; the Registrant’s Custodian, State Street Bank and Trust Company, One Lincoln Street, Boston, MA 02111; and the Registrant’s investment advisor at the location identified in Part B of this Registration Statement.

Item 34. Management Services

Other than as set forth in the section entitled “Management of the Funds” in Part B of this Registration Statement, the Registrant is not a party to any management-related service contract.

Item 35. Undertakings

Not applicable.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant hereby certifies that it has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Town of Valley Forge and the Commonwealth of Pennsylvania, on the 13th day of July, 2017.

VANGUARD MUNICIPAL BOND FUNDS
BY:___________/s/ F. William Mc Nabb III*_________

F. William McNabb III
Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated:

SignatureTitleDate
/S/ F. WILLIAMMCNABBIII*Chairman and Chief ExecutiveJuly 13, 2017
 Officer 
F. William McNabb III  
/S/ EMERSONU. FULLWOOD*TrusteeJuly 13, 2017
Emerson U. Fullwood  
/S/ RAJIVL. GUPTA*TrusteeJuly 13, 2017
RAJIVL. GUPTA  
/S/ AMYGUTMANN*TrusteeJuly 13, 2017
Amy Gutmann  
/S/ JOANNHEFFERNANHEISEN*TrusteeJuly 13, 2017
JoAnn Heffernan Heisen  
/S/ F. JOSEPHLOUGHREY*TrusteeJuly 13, 2017
F. Joseph Loughrey  
/s/ Mark Loughridge*TrusteeJuly 13, 2017
Mark Loughridge  
/s/ Scott C. Malpass*TrusteeJuly 13, 2017
Scott C. Malpass  
/S/ ANDRÉF. PEROLD*TrusteeJuly 13, 2017
André F. Perold  
/S/ PETERF. VOLANAKIS*TrusteeJuly 13, 2017
Peter F. Volanakis  
/S/ THOMASJ. HIGGINS*Chief Financial OfficerJuly 13, 2017
Thomas J. Higgins  

 

 

*By: /s/ Anne E. Robinson

Anne E. Robinson, pursuant to a Power of Attorney filed on October 4, 2016, see file Number 33-32548, Incorporated by Reference.


 

INDEX TO EXHIBITS

By-Laws, Amended and Restated By-Laws. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Ex-99.B