|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
Document/Exhibit Description Pages Size
1: 485BPOS 1290 Funds HTML 7.44M
2: EX-99.(D)(2)(I) 1290 Funds Amendment No. 1 to Axa Im HTML 28K
Agreement
3: EX-99.(H)(1) 1290 Mutual Fund Services Agreement August 1, HTML 126K
2021
12: EX-99.(H)(10)(I) Invesco Etf Fund of Funds Investment HTML 42K
Agreement Dated January 19, 2022
13: EX-99.(H)(11)(I) Jp Morgan Etf Fund of Funds Investment HTML 52K
Agreement Dated January 19, 2022
14: EX-99.(H)(12)(I) Proshares Fund of Funds Investment Agreement HTML 50K
Dated January 19, 2022
15: EX-99.(H)(13)(I) Select Sector Spdr Fund of Funds Investment HTML 48K
Agreement Dated January 19, 2022
16: EX-99.(H)(14)(I) Spdr Trusts Fund of Funds Investment HTML 45K
Agreement Dated January 19, 2022
17: EX-99.(H)(15)(I) Spdr Etf Fund of Funds Investment Agreement HTML 41K
Dated January 19, 2022
18: EX-99.(H)(16)(I) Vanguard Fund of Funds Investment Agreement HTML 50K
Dated January 19, 2022
19: EX-99.(H)(17)(I) Wisdomtree Trust Fund of Funds Investment HTML 57K
Agreement Dated January 19, 2022
4: EX-99.(H)(2) Amended and Restated Expense Limitation HTML 41K
Agreement Dated August 1, 2021
5: EX-99.(H)(2)(I) Amendment No. 1 Expense Limitation Agreement HTML 31K
Effective Oct 1, 2021
6: EX-99.(H)(5)(I) 1290 SEC Lending Agreement Jp Morgan HTML 30K
7: EX-99.(H)(5)(II) Amendment No. 1 to Securities Lending HTML 20K
Agreement
8: EX-99.(H)(6)(I) Ab Fund of Funds Investment Agreement Dated HTML 39K
January 19, 2022
9: EX-99.(H)(7)(I) Blackrock Fund of Funds Investment Agreement HTML 54K
Dated January 19, 2022
10: EX-99.(H)(8)(I) Bny Mellon Fund of Funds Investment Mgmt HTML 39K
Agreement Dated January 19, 2022
11: EX-99.(H)(9)(I) Indexiq Fund of Funds Investment Agreement HTML 48K
Dated January 19, 2022
20: EX-99.(I)(1) Opinion and Consent of K&L Gates LLP HTML 23K
21: EX-99.(J)(1) Consent of Independent Registered Public HTML 16K
Accounting Firm
22: EX-99.(N)(1) 1290 Funds Third Amended and Restated Plan HTML 30K
Pursuant to Rule 18F-3
23: EX-99.(P)(1) Revised Code of Ethics for 1290 Funds and Eim HTML 156K
Effective September 2021
24: EX-99.(P)(6) Code of Ethics Doubleline HTML 213K
25: EX-99.(P)(7) Code of Ethics Brandywine HTML 231K
31: R1 Document and Entity Information HTML 174K
32: R2 Risk/Return Detail Data- 1290 Diversified Bond HTML 289K
Fund
33: R3 Risk/Return Detail Data- 1290 DoubleLine Dynamic HTML 312K
Allocation Fund
34: R4 Risk/Return Detail Data- 1290 GAMCO Small-Mid Cap HTML 248K
Value Fund
35: R5 Risk/Return Detail Data- 1290 High Yield Bond Fund HTML 268K
36: R6 Risk/Return Detail Data- 1290 Multi-Alternative HTML 292K
Strategies Fund
37: R7 Risk/Return Detail Data- 1290 SmartBeta Equity HTML 255K
Fund
38: R8 Risk/Return Detail Data- 1290 Retirement 2020 Fund HTML 269K
39: R9 Risk/Return Detail Data- 1290 Retirement 2025 Fund HTML 269K
40: R10 Risk/Return Detail Data- 1290 Retirement 2030 Fund HTML 269K
41: R11 Risk/Return Detail Data- 1290 Retirement 2035 Fund HTML 269K
42: R12 Risk/Return Detail Data- 1290 Retirement 2040 Fund HTML 266K
43: R13 Risk/Return Detail Data- 1290 Retirement 2045 Fund HTML 266K
44: R14 Risk/Return Detail Data- 1290 Retirement 2050 Fund HTML 266K
45: R15 Risk/Return Detail Data- 1290 Retirement 2055 Fund HTML 266K
46: R16 Risk/Return Detail Data- 1290 Retirement 2060 Fund HTML 266K
47: R17 Risk/Return Detail Data HTML 22K
50: XML IDEA XML File -- Filing Summary XML 69K
48: XML XBRL Instance -- d247061d485bpos_htm XML 2.17M
49: EXCEL IDEA Workbook of Financial Reports XLSX 5K
27: EX-101.CAL XBRL Calculations -- eqat-20220224_cal XML 27K
28: EX-101.DEF XBRL Definitions -- eqat-20220224_def XML 3.23M
29: EX-101.LAB XBRL Labels -- eqat-20220224_lab XML 702K
30: EX-101.PRE XBRL Presentations -- eqat-20220224_pre XML 3.01M
26: EX-101.SCH XBRL Schema -- eqat-20220224 XSD 95K
51: JSON XBRL Instance as JSON Data -- MetaLinks 203± 524K
52: ZIP XBRL Zipped Folder -- 0001193125-22-052395-xbrl Zip 7.00M
| BNY Mellon Fund of Funds Investment Mgmt Agreement dated January 19, 2022 |
Exhibit (h)(8)(i)
RULE 12d1-4
FUND OF FUNDS INVESTMENT AGREEMENT
THIS FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (“Effective Date”), is made among EQ ADVISORS TRUST and 1290 FUNDS, on behalf of each of their series listed in Schedule A (each, an “Acquiring Fund”) and The Bank of New York Mellon, solely in its capacity as Trustee and on behalf of the MidCap SPDR Trust, Series 1 (the “Acquired Fund” and together with the Acquiring Funds, the “Funds”).
WHEREAS, each Fund is registered with the U.S. Securities and Exchange Commission (“SEC”) as an investment company under the Investment Company Act of 1940, as amended, (the “1940 Act”); and
WHEREAS, Section 12(d)(1)(A) of the 1940 Act limits the extent to which a registered investment company may invest in shares of other registered investment companies and Section 12(d)(1)(B) limits the extent to which a registered open-end investment company, its principal underwriter (“Distributor”) or any brokers or dealers registered under the Securities Exchange Act of 1934 (“Brokers”) may knowingly sell shares of such registered investment company to other investment companies; and
WHEREAS, Rule 12d1-4 under the 1940 Act (the “Rule”) permits (i) registered investment companies, such as the Acquiring Funds, to invest in shares of other registered investment companies, such as the Acquired Fund, in excess of the limits of Section 12(d)(1)(A) of the 1940 Act, and (ii) registered open-end investment companies, such as the Acquired Fund, as well as the Distributor and Brokers, knowingly to sell shares of the Acquired Fund to the Acquiring Funds in excess of the limits of Section 12(d)(1)(B) of the 1940 Act, subject to compliance with the conditions of, and in reliance on, the Rule; and
WHEREAS, an Acquiring Fund may, from time to time, invest in shares of the Acquired Fund in excess of the limitations of Section 12(d)(1)(A), in reliance on the Rule; and
WHEREAS, an Acquired Fund, Distributor, or Broker, from time to time, may knowingly sell Shares of the Acquired Fund to an Acquiring Fund in excess of the limitations of Section 12(d)(1)(B) in reliance on the Rule; and
WHEREAS, to date such investments have been governed by a Purchasing Fund Agreement made in reliance on SEC exemptive relief that will be rescinded on the Effective Date;
NOW THEREFORE, in accordance with the Rule, the Acquiring Funds and the Acquired Fund desire to set forth the following terms pursuant to which the Acquiring Funds may invest in the Acquired Fund in reliance on the Rule and the Acquired Fund, Distributor, or Broker may sell shares of the Acquired Fund to the Acquiring Funds in reliance on the Rule.
| 1. | Terms of Investment |
(a) The Funds note that each Acquired Fund operates as an exchange-traded fund and is designed to accommodate large investments and redemptions, whether from Acquiring Funds or other investors. Creation and redemption orders for shares of the Acquired Fund can only be submitted by Brokers or other participants of a registered clearing agency (collectively, “Authorized Participants”) that have entered into an agreement (“Participation Agreement”) with the Acquired Fund’s distributor to transact in shares of the Acquired Fund. The Acquired Fund also has policies and procedures (the “Basket Policies”) that govern creations and redemptions of the Acquired Fund’s shares. Any creation or redemption order submitted by an Acquiring Fund through an Authorized Participant will be satisfied pursuant to the Basket Policies and the relevant Participation Agreement. The Basket Policies include provisions that govern in-kind creations and redemptions, as well as cash transactions. In any event, the Funds generally expect that the Acquiring Funds will transact in shares in the Acquired Fund on the secondary market rather than through direct creation and redemption transactions with the Acquired Fund. The Funds believe that these material terms regarding an Acquiring Fund’s investment in shares of an Acquired Fund should assist the Acquired Fund’s investment adviser with making the required findings under the Rule.
(b) In order to assist the Acquiring Fund’s investment adviser with evaluating the complexity of the structure and fees and expenses associated with an investment in an Acquired Fund, each Acquired Fund shall provide each Acquiring Fund with information on the fees and expenses of the Acquired Fund reasonably requested by the Acquiring Fund with reference to the Rule.
| 2. | Representations of the Acquired Fund. |
In connection with any investment by an Acquiring Fund in an Acquired Fund in excess of the limitations in Section 12(d)(1)(A) or knowing sale of shares by an Acquired Fund, Distributor, or Broker to an Acquiring Fund in excess of the limitations in Section 12(d)(1)(B), the Acquired Fund agrees to: (i) comply with all conditions of the Rule, as interpreted or modified by the SEC or its staff from time to time, applicable to Acquired Fund; (ii) comply with its obligations under this Agreement; and (iii) promptly notify the Acquiring Fund if such Acquired Fund fails to comply with the Rule with respect to an investment by the Acquiring Fund, as interpreted or modified by the SEC or its staff from time to time, or this Agreement.
| 3. | Representations and Warranties of the Acquiring Funds. |
In connection with any investment by an Acquiring Fund in an Acquired Fund in excess of the limitations in Section 12(d)(1)(A) or knowing sale of Shares by an Acquired Fund, Distributor, or Broker to an Acquiring Fund in excess of the limitations in Section 12(d)(1)(B), the Acquiring Fund agrees to: (i) comply with all conditions of the Rule, as interpreted or modified by the SEC or its staff from time to time, applicable to Acquiring Funds; (ii) comply with its obligations under this Agreement; and (iii) promptly notify the Acquired Fund if such Acquiring Fund fails to comply with the Rule with respect to its investment in such Acquired Fund, as interpreted or modified by the SEC or its staff from time to time, or this Agreement.
Any of the provisions of this Agreement notwithstanding, the Acquiring Fund represents and warrants to the Acquired Fund that it operates, and will continue to operate, in compliance with the 1940 Act, and the SEC’s rules and regulations thereunder. The Acquiring Fund agrees that the Acquired Fund is entitled to rely on the representations contained in this Agreement and that the Acquired Fund has no independent duty to monitor the Acquiring Fund’s or its investment adviser’s or, if applicable, its subadviser’s compliance with this Agreement, the 1940 Act, or the SEC’s rules and regulations thereunder. The Acquiring Fund shall provide the Acquired Fund with information regarding the amount of the Acquiring Fund’s investments in the Acquired Fund upon the Acquired Fund’s reasonable request.
| 4. | Termination of Purchasing Fund Agreement. |
The parties hereby mutually agree to terminate the Purchasing Fund Agreement as of the Effective Date of this Fund of Funds Investment Agreement and waive any notice requirement for termination as may be set forth in such Purchasing Fund Agreement.
| 5. | Notices. |
All notices, including all information that either party is required to provide under the terms of this Agreement and the Rule, shall be in writing and shall be delivered by registered overnight mail, facsimile, or electronic mail to the address for each party specified below.
| If to the Acquiring Fund: | If to the Acquired Fund: | |
| EQ Advisors Trust and 1290 Funds | MidCap SPDR Trust, Series 1 | |
| c/o Equitable Investment Management | 240 Greenwich Street – 8th Floor | |
| 1290 Avenue of the Americas, 16th FL | New York, NY 10286 | |
| New York, NY 10104 | Attn: Patrick Griffin | |
| Email: FMG-Compliance@equitable.com | Email: Patrick.griffin@bnymellon.com | |
| 6. | Term and Termination; Assignment; Amendment |
(a) This Agreement shall be effective for the duration of the Acquired Fund’s and the Acquiring Funds’ reliance on the Rule, as interpreted or modified by the SEC or its staff from time to time. While the terms of the Agreement shall only be applicable to investments in Funds made in reliance on the Rule, as interpreted or modified by the SEC or its staff from time to time, the Agreement shall continue in effect until terminated pursuant to Section 6(b).
(b) This Agreement shall continue until terminated in writing by either party upon 60 days’ notice to the other party. Upon termination of this Agreement, the Acquiring Fund may not purchase additional shares of the Acquired Fund beyond the Section 12(d)(1)(A) limits in reliance on the Rule.
(c) This Agreement may not be assigned by either party without the prior written consent of the other.
(d) This Agreement may be amended, including the addition of Acquiring Funds to Schedule A, only in writing that is signed by each affected party.
(e) In any action involving the Acquiring Funds under this Agreement, the Acquired Fund agrees to look solely to the individual Acquiring Fund(s) that are involved in the matter in controversy and not to any other series of the Acquiring Funds.
| 7. | Miscellaneous |
(a) Entire Agreement. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior written or oral and all contemporaneous oral agreements, understandings, and negotiations.
(b) Counterparts. This Agreement may be executed in two or more counterparts, each of which is deemed an original but all of which together constitute one and the same instrument.
(c) Severability. If any provision of this Agreement is determined to be invalid, illegal, in conflict with any law or otherwise unenforceable, the remaining provisions hereof will be considered severable and will not be affected thereby, and every remaining provision hereof will remain in full force and effect and will remain enforceable to the fullest extent permitted by applicable law.
(d) In no event and under no circumstances will any party to this Agreement be liable to any person, including without limitation any other party to this Agreement or any third-party beneficiary, for any special, indirect or consequential loss or damages resulting from any act or failure to act in accordance with the provision of this Agreement, even if such party had been advised of the possibility of such loss or damages.
Signatures appear on the following page.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
EQ ADVISORS TRUST
1290 FUNDS
| Kenneth Kozlowski | Kenneth Kozlowski | |||
|
|
|
|||
| Name of Authorized Signer | Signature | |||
| Title: Senior Vice President and | ||||
| Chief Investment Officer |
MidCap SPDR Trust, Series 1
| By: | The Bank of New York Mellon, |
solely in its capacity as Trustee
for the MidCap SPDR Trust, Series 1
|
|
||||
| Name of Authorized Signer | Signature | |||
| Title: Managing Director, Exchange-Traded Funds | ||||
SCHEDULE A
Applicable Funds
Acquiring Funds
EQ ADVISORS TRUST
1290 VT Convertible Securities Portfolio
1290 VT DoubleLine Dynamic Allocation Portfolio
1290 VT DoubleLine Opportunistic Bond Portfolio
1290 VT Equity Income Portfolio
1290 VT GAMCO Mergers & Acquisitions Portfolio
1290 VT GAMCO Small Company Value Portfolio
1290 VT High Yield Bond Portfolio
1290 VT Low Volatility Global Equity Portfolio
1290 VT Micro Cap Portfolio
1290 VT Moderate Growth Allocation Portfolio
1290 VT Multi-Alternative Strategies Portfolio
1290 VT Natural Resources Portfolio
1290 VT Real Estate Portfolio
1290 VT Small Cap Value Portfolio
1290 VT SmartBeta Equity Portfolio
1290 VT Socially Responsible Portfolio
ATM International Managed Volatility Portfolio
ATM Large Cap Managed Volatility Portfolio
ATM Mid Cap Managed Volatility Portfolio
ATM Small Cap Managed Volatility Portfolio
EQ/2000 Managed Volatility Portfolio
EQ/400 Managed Volatility Portfolio
EQ/500 Managed Volatility Portfolio
EQ/AB Dynamic Aggressive Growth Portfolio
EQ/AB Dynamic Growth Portfolio
EQ/AB Dynamic Moderate Growth Portfolio
EQ/AB Short Duration Government Bond Portfolio
EQ/AB Small Cap Growth Portfolio
EQ/AB Sustainable U.S. Thematic Portfolio
EQ/Aggressive Growth Strategy Portfolio
EQ/All Asset Growth Allocation Portfolio
EQ/American Century Mid Cap Value Portfolio
EQ/American Century Moderate Growth Allocation Portfolio
EQ/AXA Investment Managers Moderate Allocation Portfolio
EQ/Balanced Strategy Portfolio
EQ/Capital Group Research Portfolio
EQ/ClearBridge Large Cap Growth Portfolio
EQ/ClearBridge Select Equity Managed Volatility Portfolio
EQ/Common Stock Index Portfolio
EQ/Conservative Growth Strategy Portfolio
EQ/Conservative Strategy Portfolio
EQ/Core Bond Index Portfolio
EQ/Emerging Markets Equity PLUS Portfolio
EQ/Equity 500 Index Portfolio
EQ/Fidelity Institutional AM® Large Cap Portfolio
EQ/First Trust Moderate Growth Allocation Portfolio
EQ/Franklin Growth Allocation Portfolio
EQ/Franklin Moderate Allocation Portfolio
EQ/Franklin Rising Dividends Portfolio
EQ/Franklin Small Cap Value Managed Volatility Portfolio
EQ/Franklin Strategic Income Portfolio
EQ/Global Equity Managed Volatility Portfolio
EQ/Goldman Sachs Growth Allocation Portfolio
EQ/Goldman Sachs Mid Cap Value Portfolio
EQ/Goldman Sachs Moderate Growth Allocation Portfolio
EQ/Growth Strategy Portfolio
EQ/Intermediate Government Bond Portfolio
EQ/International Core Managed Volatility Portfolio
EQ/International Equity Index Portfolio
EQ/International Managed Volatility Portfolio
EQ/International Value Managed Volatility Portfolio
EQ/Invesco Comstock Portfolio
EQ/Invesco Global Portfolio
EQ/Invesco Global Real Assets Portfolio
EQ/Invesco International Growth Portfolio
EQ/Invesco Moderate Allocation Portfolio
EQ/Invesco Moderate Growth Allocation Portfolio
EQ/Janus Enterprise Portfolio
EQ/JPMorgan Growth Allocation Portfolio
EQ/JPMorgan Value Opportunities Portfolio
EQ/Large Cap Core Managed Volatility Portfolio
EQ/Large Cap Growth Index Portfolio
EQ/Large Cap Growth Managed Volatility Portfolio
EQ/Large Cap Value Index Portfolio
EQ/Large Cap Value Managed Volatility Portfolio
EQ/Lazard Emerging Markets Equity Portfolio
EQ/Long-Term Bond Portfolio
EQ/Loomis Sayles Growth Portfolio
EQ/MFS International Growth Portfolio
EQ/MFS International Intrinsic Value Portfolio
EQ/MFS Mid Cap Focused Growth Portfolio
EQ/MFS Technology Portfolio
EQ/MFS Utilities Series Portfolio
EQ/Mid Cap Index Portfolio
EQ/Mid Cap Value Managed Volatility Portfolio
EQ/Moderate Growth Strategy Portfolio
EQ/Money Market Portfolio
EQ/Morgan Stanley Small Cap Growth Portfolio
EQ/PIMCO Global Real Return Portfolio
EQ/PIMCO Real Return Portfolio
EQ/PIMCO Total Return Portfolio
EQ/PIMCO Ultra Short Bond Portfolio
EQ/Quality Bond PLUS Portfolio
EQ/Small Company Index Portfolio
EQ/T. Rowe Price Growth Stock Portfolio
EQ/T. Rowe Price Health Sciences Portfolio
EQ/Ultra Conservative Strategy Portfolio
EQ/Value Equity Portfolio
EQ/Wellington Energy Portfolio
Equitable Growth MF/ETF Portfolio
Equitable Moderate Growth MF/ETF Portfolio
Multimanager Aggressive Equity Portfolio
Multimanager Core Bond Portfolio
Multimanager Technology Portfolio
1290 FUNDS
1290 Diversified Bond Fund
1290 DoubleLine Dynamic Allocation Fund
1290 GAMCO Small/Mid Cap Value Fund
1290 High Yield Bond Fund
1290 Multi-Alternative Strategies Fund
1290 SmartBeta Equity Fund
1290 Retirement 2020 Fund
1290 Retirement 2025 Fund
1290 Retirement 2030 Fund
1290 Retirement 2035 Fund
1290 Retirement 2040 Fund
1290 Retirement 2045 Fund
1290 Retirement 2050 Fund
1290 Retirement 2055 Fund
1290 Retirement 2060 Fund
| This ‘485BPOS’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Effective on: | 3/1/22 | 497, 497J, 497K | ||
| Filed on: | 2/24/22 | |||
| 1/19/22 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/22/24 1290 Funds 485BPOS 3/01/24 48:93M Donnelley … Solutions/FA 2/07/24 1290 Funds 485BXT 2:416K Donnelley … Solutions/FA 12/11/23 1290 Funds 485APOS 53:44M Donnelley … Solutions/FA 2/23/23 1290 Funds 485BPOS 3/01/23 58:95M Donnelley … Solutions/FA 2/01/23 1290 Funds 485BXT 1:270K Donnelley … Solutions/FA 12/12/22 1290 Funds 485APOS 15:14M Donnelley … Solutions/FA 7/08/22 1290 Funds 485BPOS 7/11/22 27:22M Donnelley … Solutions/FA 4/25/22 1290 Funds 485APOS 6:13M Donnelley … Solutions/FA |