SECURITIES AND EXCHANGE COMMISSION | |
Washington, D.C. 20549 | |
Form N-1A | |
REGISTRATION STATEMENT (NO. 33-23444) UNDER | |
THE SECURITIES ACT OF 1933 | [X] |
PRE-EFFECTIVE AMENDMENT NO. | [ ] |
POST-EFFECTIVE AMENDMENT NO. 81 | [X] |
and | |
REGISTRATION STATEMENT (NO. 811-05628) UNDER THE INVESTMENT COMPANY ACT | |
OF 1940 | |
AMENDMENT NO. 83 | [X] |
Vanguard Malvern 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 NoteThis 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 (g) to Item 28 to the Registration Statement | |
This Post-Effective Amendment is being filed solely to file Custodian Agreement for JPMorgan Chase Bank, | |
N.A. as Exhibit (g) to Item 28 to this Registration Statement on Form N-1A (the “Registration Statement”). | |
Parts A and B of Post-Effective Amendment No. 79 to the Registration Statement, dated January 26, 2018, and | |
filed pursuant to Rule 485(b) under the Securities Act of 1933, are incorporated by reference |
PART C
VANGUARD MALVERN FUNDS
OTHER INFORMATION
Item 28. Exhibits
(a) | Articles of Incorporation, Amended and Restated Agreement and Declaration of Trust, filed |
with Post-Effective Amendment No. 66 dated June 16, 2015, is hereby incorporated by | |
reference. | |
(b) | By-Laws,Amended and Restated By-Laws, filed with Post-Effective Amendment No. 79 are |
hereby incorporated by reference. | |
(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 Contracts, for Wellington Management CompanyLLP, filed with Post- |
Effective Amendment No. 54 dated January 28, 2013. 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 Brown Brothers Harriman & Co., for The Bank of New York |
Mellon, and for State Street Bank and Trust Company, filed with Post-Effective Amendment | |
No. 79 are hereby incorporated by reference. The Custodian Agreement For JP Morgan Chase | |
Bank, is filed herewith. | |
(h) | Other Material Contracts, Fifth Amended and Restated Funds’ Service Agreement,filed with |
Post-Effective Amendment No. 79 are hereby incorporated by reference. | |
(i) | Legal Opinion, not applicable. |
(j) | Other Opinions, Consent of Independent Registered Public Accounting Firm,filed with Post- |
Effective Amendment No. 79 is hereby incorporated by reference. | |
(k) | Omitted Financial Statements, for VFTC Short-Term Bond Trust and VFTC Intermediate-Term |
Bond Trust for fiscal years ended September 30, 2013 and September 30, 2014, filed with Post- | |
Effective Amendment No. 65 dated April 2, 2015, are hereby incorporated by reference. | |
(l) | Initial Capital Agreements, not applicable. |
(m) | Rule 12b-1 Plan, not applicable. |
(n) | Rule 18f-3 Plan,filed with Post-Effective Amendment No. 79 is hereby incorporated by |
reference. | |
(o) | Reserved. |
(p) | Codes of Ethics, for The Vanguard Group, Inc., and for Wellington Management CompanyLLP, |
filed with Post-Effective Amendment No. 79 are hereby incorporated by reference. |
Item 29. Persons Controlled by or under Common Control with Registrant
The Registrant does not control and is not 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
C-1
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, 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 Advisers
Wellington Management CompanyLLP, is an investment adviser registered under the Advisers Act of 1940, as amended (the Advisers Act). The list required by this Item 31 of officers and partners of Wellington Management, together with any information as to any business, profession, vocation, or employment of a substantial nature engaged in by such officers and partners during the past two years, is incorporated herein by reference from Form ADV filed by Wellington Management pursuant to the Advisers Act (SEC File No. 801-15908).
The Vanguard Group, Inc. (Vanguard), is an investment adviser registered under 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 investment companies with over 200 funds.
(b) The principal business address of each named director and officer of Vanguard Marketing Corporation is 100 Vanguard Boulevard, Malvern, PA 19355.
Name | Positions and Office with Underwriter | Positions and Office with Funds |
KarinA.Risi | Director and Chairman and Principal and Chief Executive | None |
Officer Designee | ||
Scott A. Conking | Director and Principal | None |
Kevin Justice | Director and Principal | None |
ChristopherD. McIsaac | Director andPrincipal | None |
ThomasM.Rampulla | Director andPrincipal | None |
Michael Rollings | Directorand Principal | Finance Director |
John E. Schadl | Director and Principal and General Counsel | None |
Mortimer J. Buckley | President | Chief Executive Officer, President and |
Trustee | ||
Brian Dvorak | Assistant Vice President | None |
Caroline Cosby | Secretary | None |
Beth Morales Singh | Assistant Secretary | None |
Aisling Murphy | Chief Compliance Officer | None |
John T. Marcante | Chief Information Officer | None |
Ellen Rinaldi | Chief Information Security Officer | None |
Salvatore L. Pantalone | Financial and Operations Principal and Treasurer | None |
C-2
Name | Positions and Office with Underwriter | Positions and Office with Funds | |
Amy M. Laursen | Financial and Operations Principal | None | |
Danielle Corey | Annuity and Insurance Officer | None | |
Jeff Seglem | Annuity and Insurance Officer | None | |
Matthew Benchener | Principal | None | |
John Bendl | Principal | None | |
Saundra K. Cusumano | Principal | None | |
James M. Delaplane Jr. | Principal | None | |
Kathleen A. Graham-Kelly | Principal | None | |
Andrew Kadjeski | Principal | None | |
Martha G. King | Principal | None | |
Phillip Korenman | Principal | None | |
Mike Lucci | Principal | None | |
Alba E. Martinez | Principal | None | |
Brian McCarthy | Principal | None | |
James M. Norris | Principal | None | |
David Petty | Principal | None | |
Frank Satterthwaite | Principal | None | |
(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 Custodians, Brown Brothers Harriman & Co., 50 Post Office Square, Boston, MA 02110-1548, JP Morgan Chase Bank, 383 Madison Avenue, New York, NY 10179,State Street Bank and Trust Company, One Lincoln Street, Boston, MA 02111, and The Bank of New York Mellon, 225 Liberty Street, New York, NY 10286and the Registrant’s investment advisors at their respective locations 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.
C-3
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 23th day of February, 2018.
VANGUARD MALVERN FUNDS
BY:___________/s/ Mortimer J. Buckley*____
Mortimer J. Buckley
Chief Executive Officer, President, and
Trustee
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:
Signature | Title | Date |
/s/ F. William McNabb III* | Chairman | February 23, 2018 |
F. William McNabb III | ||
/s/ Mortimer J. Buckley* | Chief Executive Officer and | February 23, 2018 |
President | ||
Mortimer J. Buckley | ||
/s/ Emerson U. Fullwood* | Trustee | February 23, 2018 |
Emerson U. Fullwood | ||
/s/ Amy Gutmann* | Trustee | February 23, 2018 |
Amy Gutmann | ||
/s/ JoAnn Heffernan Heisen* | Trustee | February 23, 2018 |
JoAnn Heffernan Heisen | ||
/s/ F. Joseph Loughrey* | Trustee | February 23, 2018 |
F. Joseph Loughrey | ||
/s/ Mark Loughridge* | Trustee | February 23, 2018 |
Mark Loughridge | ||
/s/ Scott C. Malpass* | Trustee | February 23, 2018 |
Scott C. Malpass | ||
/s/ Deanna Mulligan* | Trustee | February 23, 2018 |
Deanna Mulligan | ||
/s/ André F. Perold* | Trustee | February 23, 2018 |
André F. Perold | ||
Sarah Bloom Raskin* | Trustee | February 23, 2018 |
Sarah Bloom Raskin | ||
/s/ Peter F. Volanakis* | Trustee | February 23, 2018 |
Peter F. Volanakis | ||
/s/ Thomas J. Higgins* | Chief Financial Officer | February 23, 2018 |
Thomas J. Higgins |
*By:/s/ Anne E. Robinson
Anne E. Robinson, pursuant to a Power of Attorney filed onJanuary 18, 2018,see File Number 33-32216, Incorporated by Reference.
C-4
INDEX TO EXHIBITS
Custodian Agreement, JPMorgan Chase Bank, N.A
EX-99.G
C-5