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As Of Filer Filing For·On·As Docs:Size Issuer Agent 9/17/14 Northern Institutional Funds POS AMI 3:431K RR Donnelley/FA → Liquid Assets Portfolio |
Document/Exhibit Description Pages Size 1: POS AMI Northern Institutional Funds HTML 247K 3: EX-99.(D)(15) Expense Reimbursement Agreement Dated October HTML 12K 1, 2014 2: EX-99.(D)(3) Management Agreement Dated June 30, 2014 HTML 59K
Northern Institutional Funds |
As filed with the Securities and Exchange Commission on September 17, 2014
Investment Company Act of 1940
Registration No. 811-03605
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 92 | x |
(Check appropriate box or boxes)
NORTHERN INSTITUTIONAL FUNDS
(Exact Name of Registrant as Specified in Charter)
50 South LaSalle Street
(Address of Principal Executive Offices)
800-637-1380
(Registrant’s Telephone Number, including Area Code)
Name and Address of Agent for Service: | with a copy to: | |
Diana E. McCarthy Drinker Biddle & Reath LLP One Logan Square, Suite 2000 |
Craig R. Carberry, Secretary The Northern Trust Company 50 South LaSalle Street, MB-09 |
This Amendment No. 92 to the Registration Statement on Form N-1A has been filed by the Registrant pursuant to Section 8(b) of the Investment Company Act of 1940, as amended (the “1940 Act”), with respect to shares of beneficial interest in its Liquid Assets Portfolio. Shares of beneficial interest in this Portfolio are not registered under the Securities Act of 1933 (the “1933 Act”), in accordance with Regulation D under the 1933 Act, as amended.
Explanatory Note
This Amendment No. 92 incorporates by reference the information contained in Parts A and B of Amendment No. 88 to the Registrant’s Registration Statement filed on March 21, 2014 (Accession No. 0001193125-14-110245) (“Amendment No. 88”) and is being filed to amend and supplement the information contained in Parts A and B of Amendment No. 88.
The unaudited financial statements of Liquid Assets Portfolio for the six-month period ended May 31, 2014 contained in the semiannual report to the Portfolio’s shareholders are incorporated herein by reference. No other parts of the Portfolio’s semiannual report are incorporated herein by reference.
LIQUID ASSETS PORTFOLIO
PROSPECTUS SUPPLEMENT
NORTHERN INSTITUTIONAL FUNDS
LIQUID ASSETS PORTFOLIO
SUPPLEMENT DATED SEPTEMBER 17, 2014 TO
PROSPECTUS DATED APRIL 1, 2014
THE PORTFOLIO IS A SERIES OF NORTHERN INSTITUTIONAL FUNDS WHICH IS REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED. THE SHARES OF THE LIQUID ASSETS PORTFOLIO WHICH ARE DESCRIBED IN THIS PROSPECTUS SUPPLEMENT HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“1933 ACT”), OR THE SECURITIES LAWS OF ANY OF THE STATES OF THE UNITED STATES. THE OFFERINGS CONTEMPLATED BY THE PROSPECTUS WILL BE MADE IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT FOR OFFERS AND SALES OF SECURITIES WHICH DO NOT INVOLVE ANY PUBLIC OFFERING, AND ANALOGOUS EXEMPTIONS UNDER STATE SECURITIES LAWS.
THE PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF SHARES OF THE LIQUID ASSETS PORTFOLIO IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE IS NOT AUTHORIZED OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER, SOLICITATION OR SALE. NO PERSON HAS BEEN AUTHORIZED TO MAKE ANY REPRESENTATIONS CONCERNING THE LIQUID ASSETS PORTFOLIO THAT ARE INCONSISTENT WITH THOSE CONTAINED IN THE PROSPECTUS, AS SUPPLEMENTED.
PROSPECTIVE INVESTORS SHOULD NOT RELY ON ANY INFORMATION NOT CONTAINED IN THE PROSPECTUS, AS SUPPLEMENTED . THIS PROSPECTUS SUPPLEMENT IS INTENDED SOLELY FOR THE USE OF THE PERSON TO WHOM IT HAS BEEN DELIVERED FOR THE PURPOSE OF EVALUATING A POSSIBLE INVESTMENT BY THE RECIPIENT IN THE SHARES OF THE LIQUID ASSETS PORTFOLIO DESCRIBED HEREIN, AND IS NOT TO BE REPRODUCED OR DISTRIBUTED TO ANY OTHER PERSONS (OTHER THAN PROFESSIONAL ADVISERS OF THE PROSPECTIVE INVESTOR RECEIVING THIS DOCUMENT).
1. | At a shareholder meeting on May 19, 2014, shareholders of the Portfolio approved a new management agreement between the Portfolio and its investment adviser to provide the Portfolio with investment advisory and administration services under a single agreement and fee structure, changing the management fees payable by the Portfolio as of June 30, 2014. Separately, the contractual operating expense limitation agreement between the Portfolio and its investment adviser was changed as of October 1, 2014. As a result, effective October 1, 2014, the information under the section entitled “PORTFOLIO SUMMARY — Liquid Assets Portfolio — Fees and Expenses of the Portfolio” on page 3 of the Prospectus is amended and restated as follows to reflect new total annual portfolio operating expenses: |
This table describes the fees and expenses that you may pay if you buy and hold shares of the Portfolio.
Shareholder Fees (fees paid directly from your investment) | ||||
None |
||||
Annual Portfolio Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)(1) |
||||
Management Fees |
0.10% | |||
Other Expenses |
0.02% | |||
Transfer Agent Fees |
0.02% | |||
Service Agent Fees |
None | |||
Other Operating Expenses |
0.00% | |||
Total Annual Portfolio Operating Expenses |
0.12% | |||
Expense Reimbursement(2) |
(0.09)% | |||
Total Annual Portfolio Operating Expenses After Expense Reimbursement |
0.03% |
(1) | The expense information in the table has been restated to reflect current fees. |
(2) | Northern Trust Investments, Inc. has contractually agreed to reimburse a portion of the operating expenses of the Portfolio to the extent the “Total Annual Portfolio Operating Expenses” exceed 0.03%. This contractual limitation may not be terminated before April 1, 2016 without the approval of the Board of Trustees. Northern Trust Investments, Inc. serves as the investment adviser and administrator to the Portfolio. The Northern Trust Company, an affiliate of Northern Trust Investments, Inc., serves as transfer agent, custodian and subadministrator to the Portfolio. |
2. | The information under “Advisory Fees” on page 6 of the Prospectus is supplemented as follows to reflect new contractual management fees: |
Effective June 30, 2014, as compensation for advisory and administration services and the assumption of related expenses, NTI is entitled to a management fee, computed daily and payable monthly, at annual rates set forth in the table below (expressed as a percentage of the Portfolio’s respective average daily net assets).
NTI has contractually agreed to reimburse a portion of the operating expenses of the Portfolio (other than acquired fund fees
NORTHERN INSTITUTIONAL FUNDS PROSPECTUS |
LIQUID ASSETS PORTFOLIO
PROSPECTUS SUPPLEMENT
and expenses, a portion of the compensation paid to each Trustee who is not an officer, director or employee of Northern Trust Corporation or its subsidiaries, expenses related to third-party consultants engaged by the Board of Trustees of the Trust, membership dues paid to the Investment Company Institute and Mutual Fund Directors Forum, and extraordinary expenses and interest, if any) so that “Total Annual Portfolio Operating Expenses After Expense Reimbursement” do not exceed the amounts shown in the table under the caption “Fees and Expenses of the Portfolio” in the Portfolio’s Portfolio Summary. The contractual expense reimbursement arrangement is expected to continue until at least April 1, 2016. The expense reimbursement arrangement will continue automatically for periods of one year (each such one year period, a “Renewal Year”). The arrangement may be terminated, as to any succeeding Renewal Year, by NTI or the Portfolio upon 60 days’ written notice prior to the end of the current Renewal Year. The Board of Trustees may terminate the arrangement at any time with respect to the Portfolio if it determines that it is in the best interests of the Portfolio and its shareholders.
In order to avoid a negative yield, NTI may reimburse additional expenses or waive management fees of the Portfolio. Any such additional expense reimbursement or waiver would be voluntary and could be implemented, increased or decreased, or discontinued at any time. There is no guarantee that the Portfolio will be able to avoid a negative yield.
A discussion regarding the Board of Trustees’ basis for its approval of the Portfolio’s Management Agreement is available in the Portfolio’s semiannual report to shareholders for the six-month period ended May 31, 2014.
Portfolio | Contractual Management Fee |
|||
LIQUID ASSETS PORTFOLIO |
0.10 | % |
Please retain this Supplement with your Prospectus for future reference.
50 South LaSalle Street P.O. Box 75986 800-637-1380 northernfunds.com/institutional |
NIF SPT LAP (9/14) |
NORTHERN INSTITUTIONAL FUNDS PROSPECTUS |
STATEMENT OF ADDITIONAL INFORMATION SUPPLEMENT
NORTHERN INSTITUTIONAL FUNDS
LIQUID ASSETS PORTFOLIO
SUPPLEMENT DATED SEPTEMBER 17, 2014 TO
STATEMENT OF ADDITIONAL INFORMATION (“SAI”) DATED APRIL 1, 2014
The Portfolio is a series of Northern Institutional Funds which is registered as an investment company under the Investment Company Act of 1940, as amended. The shares of the Portfolio which are described in this supplement to the SAI have not been and will not be registered under the Securities Act of 1933, as amended (the “1933 Act”), or the securities laws of any of the states of the United States. The offerings contemplated by the SAI will be made in reliance upon an exemption from the registration requirements of the 1933 Act for offers and sales of securities which do not involve any public offering, and analogous exemptions under state securities laws.
The SAI shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of shares of the Portfolio in any jurisdiction in which such offer, solicitation or sale is not authorized or to any person to whom it is unlawful to make such offer, solicitation or sale. No person has been authorized to make any representations concerning the Portfolio that are inconsistent with those contained in the SAI, as supplemented hereby. Prospective investors should not rely on any information not contained in the SAI, as supplemented hereby.
This supplement to the SAI is intended solely for the use of the person to whom it has been delivered for the purpose of evaluating a possible investment by the recipient in the shares of the Portfolio described herein, and is not to be reproduced or distributed to any other persons (other than professional advisers of the prospective investor receiving this document).
1. | At a meeting of shareholders on May 19, 2014 (the “Shareholder Meeting”), shareholders of the Northern Institutional Funds (the “Trust”) elected Cynthia Plouché as a non-interested trustee of the Trust. The following information is added to the table in the section “TRUSTEES AND OFFICERS – Non-Interested Trustees” beginning on page 24 of the SAI: |
NAME, ADDRESS(1), AGE, |
PRINCIPAL OCCUPATIONS |
OTHER DIRECTORSHIPS | ||
Cynthia Plouché Age: 56 Trustee since May 2014 |
• Senior Portfolio Manager and member of Investment Policy Committee, Williams Capital Management, LLC from 2006 to 2012; • Managing Director and Chief Investment Officer of Blaylock-Abacus Asset Management, Inc. from June 2003 to 2006; • Founder, Chief Investment Officer and Managing Director of Abacus Financial Group from May 1991 to 2003, a manager of fixed income portfolios for institutional clients; • Assessor, Moraine Township, Illinois since January 2014. |
• AXA Premier VIP Trust (registered investment company – 36 portfolios). |
(1) | Each Trustee may be contacted by writing to the Trustee, c/o Diana E. McCarthy, Drinker Biddle & Reath LLP, One Logan Square, Suite 2000, Philadelphia, PA 19103-6996. |
(2) | Each Trustee will hold office for an indefinite term until the earliest of: (i) the next meeting of shareholders, if any, called for the purpose of considering the election or re-election of such Trustee and until the election and qualification of his or her successor, if any, elected at such meeting; (ii) the date a Trustee resigns or retires, or a Trustee is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Agreement and Declaration of Trust; or (iii) in accordance with the current resolutions of the Board of Trustees (which may be changed without shareholder vote) on the last day of the calendar year in which he or she attains the age of seventy-five years. |
(3) | This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (i.e., public companies) or other investment companies registered under the 1940 Act. |
2. | At the Shareholder Meeting, shareholders of the Liquid Assets Portfolio approved a new management agreement for their Portfolio. Accordingly, the following supplements the information in the sections “INVESTMENT ADVISER, TRANSFER AGENT AND CUSTODIAN” and “ADMINISTRATOR AND PLACEMENT AGENT” beginning on pages 36 and 43, respectively, of the SAI: |
Effective June 30, 3014, a new management agreement (the “Management Agreement”) to provide the Portfolio with investment advisory and administration services under a single agreement and fee structure replaced the prior investment advisory and ancillary services agreement and administration agreement (the “Prior Agreements”) between the Portfolio and the Investment Adviser. The terms, including the services provided thereunder, of the Management Agreement and the Prior Agreements are substantially similar, other than with respect to the compensation payable to the Investment Adviser.
Under the Management Agreement, beginning June 30, 2014, as compensation for advisory and administration services and the assumption of related expenses, the Investment Adviser is entitled to a management fee, computed daily and payable monthly, at the annual rate set forth in the table below (expressed as a percentage of the Portfolio’s average daily net assets).
CONTRACTUAL MANAGEMENT FEE RATE EFFECTIVE JUNE 30, 2014 |
||||
Liquid Assets Portfolio |
0.10 | % |
Beginning June 30, 2014, the Portfolio also entered into a new transfer agency agreement (“Transfer Agency Agreement”) with the Portfolio’s current Transfer Agent that is substantially similar to the prior transfer agency agreement, other than with respect to the compensation payable thereunder. Under the Transfer Agency Agreement, the transfer agency fee rate for the Portfolio is 0.015% of the average daily net assets of the Portfolio.
Unless sooner terminated, the Portfolio’s Management Agreement and Transfer Agency Agreement will continue in effect with respect to the Portfolio until June 30, 2015. Thereafter, each of the foregoing Agreements will continue in effect for successive 12-month periods, provided that the continuance is approved at least annually (i) by the vote of a majority of the Trustees who are not parties to the applicable Agreement or “interested persons” (as such term is defined in the 1940 Act) of any party thereto, cast in person at a meeting called for the purpose of voting on such approval and (ii) by the Trustees or by the vote of a majority of the outstanding shares of the Portfolio (as defined under “Description of Shares” section of the SAI). Each Agreement is terminable at any time without penalty by the Trust (by specified Trustee or shareholder action) or by the Investment Adviser or Transfer Agent, as the case may be, on 60 days’ written notice.
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PART C: OTHER INFORMATION
ITEM 28. | EXHIBITS |
The following exhibits are incorporated herein by reference to:
Post-Effective Amendment No. 31 to Registrant’s Registration Statement on Form N-1A (the “Registration Statement”) filed on March 29, 1996 (Accession No. 0000950130-96-001086) (“PEA No. 31”),
Post-Effective Amendment No. 34 to such Registration Statement filed on May 16, 1997 (Accession No. 0000950130-97-002471) (“PEA No. 34”),
Post-Effective Amendment No. 35 to such Registration Statement filed on September 29, 1997 (Accession No. 0000950131-97-005862) (“PEA No. 35”),
Post-Effective Amendment No. 36 to such Registration Statement filed on January 16, 1998 (Accession No. 0000950131-98-000216) (“PEA No. 36”),
Post-Effective Amendment No. 38 to such Registration Statement filed on March 27, 1998 (Accession No. 0000950131-98-002030) (“PEA No. 38”),
Post-Effective Amendment No. 39 to such Registration Statement filed on February 1, 1999 (Accession No. 0000950131-99-000461) (“PEA No. 39”),
Post-Effective Amendment No. 41 to such Registration Statement filed on October 14, 1999 (Accession No. 0000927405-99-000333) (“PEA No. 41”),
Post-Effective Amendment No. 43 to such Registration Statement filed on January 28, 2000 (Accession No. 0000927405-00-000027) (“PEA No. 43”),
Post-Effective Amendment No. 44 to such Registration Statement filed on March 29, 2000 (Accession No. 0000950131-00-002147) (“PEA No. 44”),
Post-Effective Amendment No. 46 to such Registration Statement filed on January 17, 2001 (Accession No. 0000950131-01-000262) (“PEA No. 46”),
Post-Effective Amendment No. 48 to such Registration Statement filed on March 30, 2001 (Accession No. 0000950131-01-001670) (“PEA No. 48”),
Post-Effective Amendment No. 49 to such Registration Statement filed on January 29, 2002 (Accession No. 0000940180-02-000170) (“PEA No. 49”),
Post-Effective Amendment No. 53 to such Registration Statement filed on March 29, 2004 (Accession No. 0001193125-04-052241) (“PEA No. 53”),
Post-Effective Amendment No. 54 to such Registration Statement filed on January 28, 2005 (Accession No. 0001193125-05-014394) (“PEA No. 54”),
Post-Effective Amendment No. 56 to such Registration Statement filed on March 30, 2006 (Accession No. 0001193125-06-068444) (“PEA No. 56”),
Post-Effective Amendment No. 57 to such Registration Statement filed on March 30, 2007 (Accession No. 0001193125-07-070533) (“PEA No. 57”),
Post-Effective Amendment No. 59 to such Registration Statement filed on March 14, 2008 (Accession No. 0001193125-08-057595) (“PEA No. 59”),
Post-Effective Amendment No. 61 to such Registration Statement filed on August 20, 2008 (Accession No. 0001193125-08-181539) (“PEA No. 61”),
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Post-Effective Amendment No. 62 to such Registration Statement filed on March 30, 2009 (Accession No. 0001193125-09-066299) (“PEA No. 62”),
Post-Effective Amendment No. 63 to such Registration Statement filed on January 28, 2010 (Accession No. 0001193125-10-015597) (“PEA No. 63”),
Post-Effective Amendment No. 64 to such Registration Statement filed on March 29, 2010 (Accession No. 0001193125-10-070130) (“PEA No. 64”),
Post-Effective Amendment No. 65 to such Registration Statement filed on June 15, 2010 (Accession No. 0001193125-10-139567) (“PEA No. 65”),
Post-Effective Amendment No. 66 to such Registration Statement filed on March 2, 2011 (Accession No. 0001193125-11-053509) (“PEA No. 66”),
Post-Effective Amendment No. 69 to such Registration Statement filed on March 21, 2012 (Accession No. 0001193125-12-125345) (“PEA No. 69”),
Post-Effective Amendment No. 71 to such Registration Statement filed on March 22, 2013 (Accession No. 0001193125-13-121455) (“PEA No. 71”),
Post-Effective Amendment No. 73 to such Registration Statement filed on March 21, 2014 (Accession No. 0001193125-14-110158) (“PEA No. 73”),
Post-Effective Amendment No. 75 to such Registration Statement filed on July 7, 2014 (Accession No. 0001193125-14-262083) (“PEA No. 75”),
Post-Effective Amendment No. 76 to such Registration Statement filed on September 5, 2014 (Accession No. 0001193125-14-333801) (“PEA No. 76”), and
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Amendment No. 49 under the Investment Company Act of 1940 to the Registration Statement filed on July 31, 2001 (Accession No. 0000950131-01-502545) (“Amendment No. 49”):
(a) | (1) | Agreement and Declaration of Trust dated July 1, 1997 filed as Exhibit 1 to PEA No. 36. | ||
(2) | Amendment No. 1 dated February 25, 1998 to the Agreement and Declaration of Trust filed as Exhibit (a)(2) to PEA No. 39. | |||
(3) | Amendment No. 2 dated May 15, 1998 to the Agreement and Declaration of Trust filed as Exhibit (a)(3) to PEA No. 39. | |||
(4) | Amendment No. 3 dated October 5, 1999 to the Agreement and Declaration of Trust filed as Exhibit (a)(4) to PEA No. 41. | |||
(5) | Amendment No. 4 dated January 24, 2000 to the Agreement and Declaration of Trust filed as Exhibit (a)(5) to PEA No. 43. | |||
(6) | Amendment No. 5 dated May 2, 2000 to the Agreement and Declaration of Trust filed as Exhibit (a)(6) to PEA No. 46. | |||
(7) | Amendment No. 6 dated November 1, 2000 to the Agreement and Declaration of Trust filed as Exhibit (a)(7) to PEA No. 46. | |||
(8) | Amendment No. 7 dated July 26, 2001 to the Agreement and Declaration of Trust filed as Exhibit (a)(8) to Amendment No. 49. | |||
(9) | Amendment No. 8 dated April 29, 2003 to the Agreement and Declaration of Trust filed as Exhibit (a)(9) to PEA No. 53. | |||
(10) | Amendment No. 9 dated May 6, 2005 to the Agreement and Declaration of Trust filed as Exhibit (a)(10) to PEA No. 56. | |||
(11) | Amendment No. 10 dated November 3, 2006 to the Agreement and Declaration of Trust filed as Exhibit (a)(11) to PEA No. 57. | |||
(12) | Amendment No. 11 dated May 9, 2008 to the Agreement and Declaration of Trust filed as Exhibit (a)(12) to PEA No. 61. | |||
(13) | Amendment No. 12 dated September 24, 2008 to the Agreement and Declaration of Trust filed as Exhibit (a)(13) to PEA No. 62. | |||
(14) | Amendment No. 13 dated February 17, 2010 to the Agreement and Declaration of Trust filed as Exhibit (a)(14) to PEA No. 65. | |||
(15) | Amendment No. 14 dated July 31, 2010 to the Agreement and Declaration of Trust filed as Exhibit (a)(15) to PEA No. 66. | |||
(16) | Amendment No. 15 dated February 18, 2011 to the Agreement and Declaration of Trust filed as Exhibit (a)(16) to PEA No. 66. | |||
(17) | Amendment No. 16 dated February 18, 2011 to the Agreement and Declaration of Trust filed as Exhibit (a)(17) to PEA No. 69. | |||
(18) | Amendment No. 17 dated February 18, 2011 to the Agreement and Declaration of Trust filed as Exhibit (a)(18) to PEA No. 69. | |||
(19) | Amendment No. 18 dated November 4, 2011 to the Agreement and Declaration of Trust filed as Exhibit (a)(19) to PEA No. 69. | |||
(20) | Amendment No. 19 dated April 1, 2012 to the Agreement and Declaration of Trust filed as Exhibit (a)(20) to PEA No. 69. | |||
(21) | Amendment No. 20 dated November 16, 2012 to the Agreement and Declaration of Trust filed as Exhibit (a)(21) to PEA No. 71. | |||
(22) | Amendment No. 21 dated February 15, 2013 to the Agreement and Declaration of Trust filed as Exhibit (a)(22) to PEA No. 71. | |||
(23) | Amendment No. 22 dated May 22, 2014 to the Agreement and Declaration of Trust filed as Exhibit (a)(23) to PEA No. 75. | |||
(b) | (1) | Amended and Restated By-Laws adopted August 2, 2000 filed as Exhibit (b)(2) to PEA No. 46. | ||
(2) | Amendment No. 1 adopted July 29, 2003 to the Amended and Restated By-Laws filed as Exhibit (b)(2) to PEA No. 53. | |||
(3) | Amendment No. 2 adopted April 27, 2004 to the Amended and Restated By-Laws filed as Exhibit (b)(3) to PEA No. 54. | |||
(4) | Amendment No. 3 adopted July 27, 2004 to the Amended and Restated By-Laws filed as Exhibit (b)(4) to PEA No. 54. |
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(5) | Amendment No. 4 adopted February 14, 2008 to the Amended and Restated By-Laws filed as Exhibit (b)(5) to PEA No. 59. | |||
(6) | Amendment No. 5 adopted November 5, 2010 to the Amended and Restated By-Laws filed as Exhibit (b)(6) to PEA No. 66. | |||
(c) | Articles IV, V, VI, VII and IX of the Agreement and Declaration of Trust dated July 1, 1997 filed as Exhibit 1 to PEA No. 36. | |||
(d) | (1) | Management Agreement between the Registrant and Northern Trust Investments, Inc. dated June 30, 2014 filed as Exhibit (d)(1) to PEA No. 76. | ||
(2) | Management Agreement between the Registrant and Northern Trust Investments, Inc. dated July 31, 2014 filed as Exhibit (d)(2) to PEA No. 76. | |||
(3) | Management Agreement dated June 30, 2014 between the Registrant and Northern Trust Investments, Inc. on behalf of the Liquid Assets Portfolio is filed herewith. | |||
(4) | Amended and Restated Investment Advisory Agreement dated January 29, 2008 between the Registrant and Northern Trust Global Investments Ltd. and Northern Trust Investments, N.A. filed as Exhibit (d)(12) to PEA No. 59. | |||
(5) | Amendment No. 1 dated May 9, 2008 to the Amended and Restated Investment Advisory Agreement between the Registrant and Northern Trust Global Investments Ltd. and Northern Trust Investments, N.A. on behalf of the Large Cap Index Portfolio filed as Exhibit (d)(13) to PEA No. 61. | |||
(6) | Amended and Restated Amendment No. 2 dated September 24, 2008 to the Amended and Restated Investment Advisory Agreement between the Registrant and Northern Trust Global Investments Ltd. and Northern Trust Investments, N.A. on behalf of the Treasury Portfolio filed as Exhibit (d)(3) to PEA No. 71. | |||
(7) | Assumption Agreement dated December 30, 2010 between Northern Trust Investments, N.A. and Northern Trust Investments, Inc. filed as Exhibit (d)(27) to PEA No. 66. | |||
(8) | Advisory Fee Waiver Agreement dated April 1, 2010 by and among the Registrant, Northern Trust Investments, N.A. and Northern Trust Global Investments Limited filed as Exhibit (d)(24) to PEA No. 64. | |||
(9) | Amendment No. 1 to the Advisory Fee Waiver Agreement dated August 5, 2010 between the Registrant and Northern Trust Investments, N.A. filed as Exhibit (d)(26) to PEA No. 66. | |||
(10) | Amendment No. 2 to the Advisory Fee Waiver Agreement dated January 1, 2012 between the Registrant and Northern Trust Investments, Inc. filed as Exhibit (d)(27) to PEA No. 69. | |||
(11) | Amendment No. 3 to the Advisory Fee Waiver Agreement dated February 24, 2012 between the Registrant and Northern Trust Investments, Inc. filed as Exhibit (d)(28) to PEA No. 69. | |||
(12) | Expense Reimbursement Agreement between the Registrant and Northern Trust Investments, Inc. dated June 30, 2014 filed as Exhibit (d)(11) to PEA No. 76. | |||
(13) | Expense Reimbursement Agreement between the Registrant and Northern Trust Investments, Inc. dated July 31, 2014 filed as Exhibit (d)(12) to PEA No. 76. | |||
(14) | Expense Reimbursement Agreement between the Registrant and Northern Trust Investments, Inc. dated September 5, 2014 filed as Exhibit (d)(13) to PEA No. 76. | |||
(15) | Expense Reimbursement Agreement dated October 1, 2014 between the Registrant and Northern Trust Investments, Inc. on behalf of the Liquid Assets Portfolio is filed herewith. | |||
(e) | Not Required. | |||
(f) | Not Applicable | |||
(g) | (1) | Custody Agreement between the Registrant and The Northern Trust Company dated June 30, 2014 filed as Exhibit (g)(1) to PEA No. 76. | ||
(2) | Custodian Agreement dated June 8, 1992 between the Registrant and The Northern Trust Company filed as Exhibit 8 to PEA No. 38. | |||
(3) | Addendum No. 2 dated July 1, 1993 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit 8(b) to PEA No. 31. |
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(4) | Addendum No. 3 dated October 8, 1996 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit 8(c) to PEA No. 34. | |||
(5) | Addendum No. 4 dated April 22, 1997 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit 8(d) to PEA No. 35. | |||
(6) | Addendum No. 5 dated December 1, 1997 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit 8(e) to PEA No. 38. | |||
(7) | Addendum No. 6 dated January 27, 1998 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit 8(f) to PEA No. 38. | |||
(8) | Addendum No. 7 dated March 31, 1998 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(8) to PEA No. 39. | |||
(9) | Addendum No. 8 dated October 5, 1999 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(14) to PEA No. 44. | |||
(10) | Addendum No. 9 dated March 1, 2001 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(15) to PEA No. 48. | |||
(11) | Addendum No. 10 dated July 31, 2001 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(11) to PEA No. 49. | |||
(12) | Addendum No. 11 dated October 30, 2001 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(12) to PEA No. 49. | |||
(13) | Addendum No. 12 dated April 29, 2003 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(19) to PEA No. 53. | |||
(14) | Addendum No. 13 dated July 29, 2003 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(20) to PEA No. 53. | |||
(15) | Addendum No. 14 dated May 9, 2008 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(15) to PEA No. 61. | |||
(16) | Addendum No. 15 dated September 24, 2008 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(16) to PEA No. 62. | |||
(17) | Addendum No. 16 dated February 18, 2011 to the Custodian Agreement between the Registrant and The Northern Trust Company filed as Exhibit (g)(17) to PEA No. 69. | |||
(h) | (1) | Transfer Agency and Service Agreement between the Registrant and The Northern Trust Company dated June 30, 2014 filed as Exhibit (h)(1) to PEA No. 76. | ||
(2) | Appendix A dated July 31, 2014 to the Transfer Agency and Service Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(2) to PEA No. 76. | |||
(3) | Appendix B to the Transfer Agency and Service Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(3) to PEA No. 76. | |||
(4) | Revised and Restated Transfer Agency Agreement dated January 8, 1993 between the Registrant and The Northern Trust Company filed as Exhibit 9(a) to PEA No. 38. | |||
(5) | Addendum No. 1 dated July 1, 1993 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit 9(b) to PEA No. 31. | |||
(6) | Addendum No. 2 dated March 25, 1994 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit 9(c) to PEA No. 31. | |||
(7) | Addendum No. 3 dated January 22, 1997 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit 9(d) to PEA No. 34. | |||
(8) | Addendum No. 4 dated April 22, 1997 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit 9(e) to PEA No. 35. | |||
(9) | Addendum No. 5 dated January 27, 1998 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit 9(f) to PEA No. 38. | |||
(10) | Addendum No. 6 dated March 31, 1998 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(8) to PEA No. 39. | |||
(11) | Addendum No. 7 dated October 5, 1999 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(12) to PEA No. 44. |
C-5
(12) | Addendum No. 8 dated March 1, 2001 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(13) to PEA No. 48. | |||
(13) | Addendum No. 9 dated July 31, 2001 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(12) to Amendment No. 49. | |||
(14) | Addendum No. 10 dated October 30, 2001 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(11) to PEA No. 49. | |||
(15) | Addendum No. 11 dated August 20, 2003 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(12) to PEA No. 53. | |||
(16) | Addendum No. 12 dated February 17, 2006 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(13) to PEA No. 56. | |||
(17) | Addendum No. 13 dated May 9, 2008 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(14) to PEA No. 61. | |||
(18) | Addendum No. 14 dated September 24, 2008 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(15) to PEA No. 62. | |||
(19) | Addendum No. 15 dated February 18, 2011 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(16) to PEA No. 69. | |||
(20) | Addendum No. 16 dated February 18, 2011 to the Revised and Restated Transfer Agency Agreement between the Registrant and The Northern Trust Company filed as Exhibit (h)(17) to PEA No. 69. | |||
(21) | Service Plan for the Service and Premier Classes of Shares dated January 27, 1998, as amended on February 2, 2001 and filed as Exhibit (h)(10) to PEA No. 48 and Related Forms of Servicing Agreement as amended on February 13, 2004 filed as Exhibit (h)(14) to PEA No. 53. | |||
(22) | Administration Agreement dated January 1, 2009 between the Registrant and Northern Trust Investments, N.A. filed as Exhibit (h)(18) to PEA No. 62. | |||
(23) | Amendment No. 1 dated November 4, 2011 to the Administration Agreement between the Registrant and Northern Trust Investments, Inc. filed as Exhibit (h)(20) to PEA No. 69. | |||
(24) | Amended and Restated Expense Reimbursement Agreement dated November 4, 2011 between the Registrant and Northern Trust Investments, Inc. filed as Exhibit (h)(21) to PEA No. 69. | |||
(25) | Amendment No. 1 to the Amended and Restated Expense Reimbursement Agreement dated February 24, 2012 between the Registrant and Northern Trust Investments, Inc. filed as Exhibit (h)(22) to PEA No. 69. | |||
(i) | Not Required. | |||
(j) | Not Required. | |||
(k) | Not Applicable. | |||
(l) | (1) | Subscription Agreement dated December 8, 1982 with Goldman, Sachs & Co. filed as Exhibit 13 to PEA No. 38. | ||
(2) | Amendment No. 1 dated May 16, 1983 to Subscription Agreement with Goldman, Sachs & Co. filed as Exhibit 13(a) to PEA No. 38. | |||
(3) | Amendment No. 2 dated May 19, 1983 to Subscription Agreement with Goldman, Sachs & Co. filed as Exhibit 13(b) to PEA No. 38. | |||
(4) | Amendment No. 3 dated October 25, 1985 to Subscription Agreement with Goldman, Sachs & Co. filed as Exhibit 13(c) to PEA No. 38. | |||
(5) | Purchase Agreement dated September 24, 2008 between the Registrant and Eric K. Schweitzer for shares of the Treasury Portfolio filed as Exhibit (l)(6) to PEA No. 62. | |||
(m) | Not Applicable | |||
(n) | Amended and Restated Plan pursuant to Rule 18f-3 for Operation of a Multi-Class System dated May 22, 2014 filed as Exhibit (n) to PEA No.75. | |||
(o) | Reserved |
C-6
(p) | (1) | Amended Code of Ethics of the Trust adopted August 2, 2000, as revised February 19, 2009 filed as Exhibit (p)(1) to PEA No. 63. | ||
(2) | Amended Code of Ethics of Northern Trust Investments, Inc. adopted February 1, 2005, as amended January 1, 2014, filed as Exhibit (p)(2) to PEA No 73. | |||
(q) | Power of Attorney dated May 21, 2014 filed as Exhibit (q) to PEA No. 75. |
ITEM 29. | PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE REGISTRANT |
Registrant is controlled by its Board of Trustees.
ITEM 30. | INDEMNIFICATION |
Section 3 of Article IV of the Registrant’s Agreement and Declaration of Trust dated July 1, 1997, as amended, provides for indemnification of the Registrant’s Trustees and officers under certain circumstances. A copy of such Agreement and Declaration of Trust was filed as Exhibit 1 to Post-Effective Amendment No. 36 to Registrant’s Registration Statement on Form N-1A and is incorporated herein by reference.
Section 11 of the Northern Institutional Funds’ Management Agreement dated June 30, 2014 (with respect to the Liquid Assets Portfolio), between the Registrant and the investment adviser (the “Adviser”), provides for indemnification of the Adviser or, in lieu thereof, contribution by Registrant, in connection with certain claims and liabilities relating to advisory and administration services to which the Adviser may be subject. A copy of the Management Agreement with respect to the Liquid Assets Portfolio is filed herewith as Exhibit (d)(3).
Paragraph 3 of the Distribution Agreement dated March 31, 2009 between the Registrant and Northern Funds Distributors, LLC (“NFD”) provides that the Registrant will indemnify NFD against certain liabilities relating to untrue statements or omissions of material fact except those resulting from the reliance on information furnished to the Registrant by NFD, or those resulting from the willful misfeasance, bad faith or negligence of NFD, or NFD’s breach of confidentiality. Paragraph 3 of the Distribution Agreement also provides that NFD will indemnify the Trustees and officers of the Registrant against certain liabilities relating to untrue statements or omissions of material fact resulting from the reliance on information furnished to the Registrant by NFD, and those liabilities resulting from NFD’s willful misfeasance, bad faith, negligence or reckless disregard of its duties and obligations under the Distribution Agreement, or NFD’s breach of its confidentiality obligations under the Distribution Agreement. A copy of the Distribution Agreement was filed as Exhibit (e)(1) to Post-Effective Amendment No. 64 to Registrant’s Registration Statement on Form N-1A and is incorporated herein by reference.
A mutual fund trustee and officer liability policy purchased by the Registrant insures the Registrant and its Trustees and officers, subject to the policy’s coverage limits and exclusions and varying deductibles, against loss resulting from claims by reason of any act, error, omission, misstatement, misleading statement, neglect or breach of duty.
ITEM 31. | BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISER |
Northern Trust Investments, Inc. (“NTI”), an indirect subsidiary of Northern Trust Corporation, serves as investment adviser of each of the Portfolios. NTI is referred to as the “Investment Adviser.” NTI is located at 50 South LaSalle Street, Chicago, Illinois 60603. NTI is an Illinois state bank and an investment adviser registered under the Investment Advisers Act of 1940, as amended. It primarily manages assets for institutional and individual separately managed accounts, investment companies and bank common and collective funds. Northern Trust Corporation is regulated by the Board of Governors of the Federal Reserve System as a financial holding company under the U.S. Bank Holding Company Act of 1956, as amended. Set forth below is a list of officers and directors of NTI, together with information as to any other business, profession, vocation or employment of a substantial nature engaged in by such officers and directors during the past two years. Most officers and directors of NTI hold comparable positions with The Northern Trust Company (other than as director) and certain other officers of NTI hold comparable positions with Northern Trust Bank, N.A., a wholly-owned subsidiary of Northern Trust Corporation.
C-7
Name and Position with |
Name of Other Company |
Position with Other | ||
Abdul Karim, Walid T. Vice President |
||||
Aitcheson, James A. Senior Vice President |
||||
Alongi, David M. Senior Vice President |
||||
Amaya, Luis Vice President |
||||
Anast, Angela H. Vice President |
||||
Anderson, Timothy Vice President |
||||
Anstine, Robert Dale Vice President |
||||
Antonacci, Jeffrey M. Senior Vice President |
||||
Arroyo, Edwin Josue Vice President |
||||
Ayres, Scott R. Senior Vice President |
||||
Azar, Frederick A. Vice President |
||||
Baig, Mustafa Vice President |
||||
Bailey, Johnny Vice President |
||||
Baldwin, Florette L. Vice President |
C-8
Name and Position with |
Name of Other Company |
Position with Other | ||
Bandura, Daniel T. Vice President |
||||
Baras, Ellen G. Vice President |
||||
Barron, David R. Vice President |
||||
Bartczyszyn, Michael S. Vice President |
||||
Bartholomew, Richard Senior Vice President, Assistant Trust Officer |
The Northern Trust Company | Senior Vice President | ||
Beckman, Carl P. Senior Vice President & Treasurer |
||||
Behar, Gregory S. Senior Vice President |
||||
Berard, Paul C. Vice President |
||||
Bergson, Robert H. Senior Vice President |
||||
Bernstein, Russ M. Vice President |
||||
Bieber, Christopher Vice President |
||||
Blair, Timothy P. Vice President |
||||
Blank, Justin W. Vice President |
||||
Bleecker, Ali K. Senior Vice President |
||||
Boeckmann, Eric Vonn Senior Vice President |
||||
Boeckmann, Lizabeth Rose Senior Vice President |
C-9
Name and Position with |
Name of Other Company |
Position with Other | ||
Bohlin, Andrew P. Vice President |
||||
Borel, Ainsley J. Senior Vice President |
||||
Bracks, Carolyn Senior Vice President |
||||
Browne, Kieran Senior Vice President |
||||
Browne, Robert P. Executive Vice President, Director, Chief Investment Officer and Senior Trust Officer |
The Northern Trust Company | Executive Vice President | ||
Buckley, Melissa A. Senior Vice President |
||||
Buerckholtz, Elizabeth J. Senior Vice President |
||||
Bugajski, James Edmund Vice President |
||||
Bukoll, Martin B. Senior Vice President |
||||
Burgul, Cevdet Sertan Vice President |
||||
Bursua, Brian M. Senior Vice President |
||||
Camden, Bradley T. Vice President |
||||
Campbell, Richard C. Senior Vice President |
||||
Carberry, Craig R. Secretary |
||||
Carlson, Christopher W. Senior Vice President, Director, Chief Operating Officer and Cashier |
C-10
Name and Position with |
Name of Other Company |
Position with Other | ||
Carlson, Mark D. Senior Vice President |
||||
Carroll, Keith D. Vice President |
||||
Caruso, Keith A. Vice President |
||||
Chappell, Darlene Vice President and AML Compliance Officer |
The Northern Trust Company | Vice President | ||
Chiaverini, Anthony Vice President |
||||
Chico, Michael R. Vice President |
||||
Clark, Richard L. Senior Vice President |
||||
Colangelo, Rossana A. Senior Vice President |
||||
Connor, Benjamin A. Vice President |
||||
Connor, Kevin P. Vice President |
||||
Costello, Joseph H. Vice President |
||||
Cousins, Stephen J. Senior Vice President |
||||
Cubeles, Alain Senior Vice President |
||||
Czochara, Susan C. Senior Vice President |
||||
D’Arienzo, Louis R. Vice President |
||||
Danaher, James Senior Vice President |
C-11
Name and Position with |
Name of Other Company |
Position with Other | ||
Dawson, Jason E. Vice President |
||||
Dehnert, Melissa Ann Vice President |
||||
Dekhayser, Jordan D. Vice President |
||||
Delaney, Michael J. Vice President |
||||
Dering, Michael C. Vice President |
||||
DeSouza, Leonor Vice President |
||||
Detroy, Timothy J. Vice President |
||||
Deverall, Michael C. Vice President |
||||
Diacou, Jennifer Ann Vice President |
||||
DiCarlo, Robert D. Senior Vice President |
||||
Diez, Luis F. Senior Vice President |
||||
Doell, John C. Senior Vice President |
||||
Donaldson, Julian O. Vice President |
||||
Dorchinez, Bradley M. Senior Vice President |
||||
Dorsey, Jennifer Ann Vice President |
||||
Doyle, Michael T. Vice President |
C-12
Name and Position with |
Name of Other Company |
Position with Other | ||
Driscoll, Peter John Vice President |
||||
Duhn, Brian S. Vice President |
||||
Duvall, Margret E. Senior Vice President |
||||
Dwyer, Patrick E. Vice President |
||||
Dzanis, Marie E. Senior Vice President |
||||
Ebel, Christopher John Vice President |
||||
Egizio, Michael P. Vice President |
||||
Eidson, Shannon L. Senior Vice President |
||||
Elson, Michelle Vice President |
||||
Escalante, Patrick D. Vice President |
||||
Everett, Steven R. Senior Vice President |
||||
Ewing, Peter K. Senior Vice President |
||||
Ferguson, Denise S. Vice President |
||||
Ferguson, Jr., John Allen Vice President |
||||
Finegan, Kelly Swiatek Vice President |
||||
Finegan, Sean A. Vice President |
C-13
Name and Position with |
Name of Other Company |
Position with Other | ||
Fletcher, Christina Lee Vice President |
||||
Flood, Peter J. Senior Vice President |
||||
Flowers, Joseph L. Vice President |
||||
Franklin, Carolyn D. Vice President |
||||
Fraser, Allison K. Senior Vice President |
||||
Freda, Adam R. Vice President |
||||
Freitag, Lee R. Senior Vice President |
||||
Friedman, Sarah Meggan Vice President |
||||
Fronk, Christopher A. Senior Vice President |
||||
Furnari, Robert Senior Vice President |
||||
Gallegos, Shawn M. Senior Vice President |
||||
Galvan, Imelda Vice President |
||||
Gaskin, Patrick J. Vice President |
||||
Gautham, Ravi A. Senior Vice President |
||||
Gayle III, Robert Harold Vice President |
||||
Geisler, Maria Vice President |
C-14
Name and Position with |
Name of Other Company |
Position with Other | ||
Geraghty, Kim Marie Vice President |
||||
Ginsberg, Lynne Noel Vice President |
||||
Gleeman, Michael J. Vice President |
||||
Graber, Adam D. Vice President |
||||
Grant Williams, Allison Senior Vice President |
||||
Gregg, Laura Jean Vice President |
||||
Griffin, Michelle D. Senior Vice President |
||||
Groenendijk, Patrick A. Senior Vice President |
||||
Gyorgy, Robert Vice President |
||||
Haas, Joseph R. Vice President |
||||
Haggerty, James L. Senior Vice President |
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Halter, Ann M. Senior Vice President |
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Hankins, Terry A. Vice President |
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Harrell, Alec Vice President |
||||
Harris, Nora J. Vice President |
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Hart, Jessica Kaplan Senior Vice President |
C-15
Name and Position with |
Name of Other Company |
Position with Other | ||
Hart III, James R. Vice President |
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Hausken, Philip D. Senior Vice President |
||||
Hawkins, Sheri Barker Senior Vice President, Director, Chief Financial Officer & Treasurer |
||||
Hayes, James G. Senior Vice President |
||||
Hecimovich, Sandra M. Senior Vice President |
||||
Hensel, James J. Senior Vice President |
||||
Hest, Stefanie Jaron Senior Vice President |
||||
Hill, Susan Senior Vice President |
||||
Hogan, James F. Senior Vice President |
||||
Hogan, Jason P. Vice President |
||||
Hsueh, Eric C. Vice President |
||||
Huemmer, Christopher G. Vice President |
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Hunniford, Michael Vice President |
||||
Hunstad, Michael Ryan Senior Vice President |
||||
Hurley, William F. Vice President |
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Hyatt, William E. Vice President |
C-16
Name and Position with |
Name of Other Company |
Position with Other | ||
Inzunza, Richard J. Vice President |
||||
Jacobs, Peter M. Senior Vice President |
||||
Jaeger, Christopher J. Vice President |
||||
Jaffe, Harry Y. Vice President |
||||
Jenkins, John Scott Vice President |
||||
Jenks, Christopher C. Vice President |
||||
Jesel, Delilah Vice President |
||||
Johnston, Lucia A. Vice President |
||||
Jones, Brian D. Vice President |
||||
Jones, Greg Vice President |
||||
Jordan, John R. Vice President |
||||
Joves, Evangeline Mendoza Vice President |
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Kalter, Kristin M. Vice President |
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Kancharla, Sridhar Vice President |
||||
Kane, James P. Senior Vice President |
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Karr, Alena A. Vice President |
C-17
Name and Position with |
Name of Other Company |
Position with Other | ||
Katz, Evan S. Vice President |
||||
Katz, Naomi E. Vice President |
||||
Kazaz, Tayfun Vice President |
||||
Kelley, Michelle M. Vice President |
||||
Kenagy, Scott A. Senior Vice President |
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Kennedy, Michael Vice President |
||||
Keshner, John O. Senior Vice President |
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Kimsey, Darren G. Senior Vice President |
||||
King III, Archibald E. Senior Vice President |
||||
Kinney, Lorrie Ann Vice President |
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Kirby, Shawn D. Vice President |
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Klein, Stephanie K. Senior Vice President |
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Koch, Deborah L. Senior Vice President |
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Konstantos, John A. Senior Vice President |
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Korytowski, Donald H. Vice President |
C-18
Name and Position with |
Name of Other Company |
Position with Other | ||
Kovacs, Michael R. Senior Vice President |
||||
Kresnicka, Kevin R. Vice President |
||||
LaBelle, John C. Senior Vice President |
||||
Leahey, Jodie Terese Senior Vice President |
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Ledford, Diana L. Senior Vice President |
||||
Lee, Ryan J. Vice President |
||||
Lehnherr, Robert E. Vice President |
||||
Letts, Heather M. Vice President |
||||
Lewandowski, Michael R. Vice President |
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Lico, Dennis Vice President |
||||
Lissuzzo, Anthony Senior Vice President |
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Loftus, Julie M. Vice President |
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Ludwig, Jeanne M. Senior Vice President |
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Lukic, Mary Vice President |
||||
Lupi, Lisa Ann Vice President |
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Lynch, Brian S. Vice President |
C-19
Name and Position with |
Name of Other Company |
Position with Other | ||
Lyons, William A. Vice President |
||||
Magyar, Adam J. Vice President |
||||
Maly, Mark R. Senior Vice President |
||||
Mastuantuono, Deborah A. Senior Vice President |
||||
Matthews, Kimberlene, N. Vice President |
||||
Maveety, Wendy L. Vice President |
||||
McCareins, John M. Senior Vice President |
||||
McCart, Mary Jane Senior Vice President |
||||
McClintic, Corinne Senior Vice President |
||||
McDonald, James D. Executive Vice President |
||||
McEldowney, Douglas J. Senior Vice President |
||||
McGregor, Timothy T. Senior Vice President |
||||
McInerney, Joseph W. Senior Vice President and Director |
||||
Mecca, Melinda S. Senior Vice President |
||||
Meehan, Michael G. Vice President |
||||
Mehta, Ashish R. Vice President |
C-20
Name and Position with |
Name of Other Company |
Position with Other | ||
Mehta, Manan Ghanshyam Vice President |
||||
Meikel, Brian W. Vice President |
||||
Meisel, Mark A. Senior Vice President |
||||
Melze, Laura J. Vice President |
||||
Memon, Bilal K. Vice President |
||||
Michaels, Peter M. Senior Vice President |
||||
Miller, Nathan D. Vice President |
||||
Miller, Steven A. Senior Vice President |
||||
Morgan, Robert P. Senior Vice President |
||||
Muench, Scott O. Senior Vice President |
||||
Nass, Curtis A. Vice President |
||||
Natale, Jr., Paul M. Vice President |
||||
Nellans, Charles J. Vice President |
||||
Nelson, Daniel J. Vice President |
||||
Nelson, Victoria L. Vice President |
||||
Newman, Greg Senior Vice President |
C-21
Name and Position with |
Name of Other Company |
Position with Other | ||
Nickey III, William M. Vice President |
||||
Nolan, Patrick M. Vice President |
||||
Northfell, Catherine J. Senior Vice President |
||||
Nykiel, Tracy Donovan Senior Vice President |
||||
O’Brien, Jacqueline A. Senior Vice President |
||||
O’Brien, Thomas E. Vice President |
||||
O’Connor, Eileen M. Vice President |
||||
O’Connor, Michael P. Vice President |
||||
O’Hara, Brian G. Vice President |
||||
Opartan, Calin Vice President |
||||
O’Rourke, Kevin P. Vice President |
||||
Ortega, Leigh Ann Vice President |
||||
O’Shaughnessy, Kevin J. Vice President |
||||
Padilla, Francis R. G. Vice President |
||||
Parrish, Jr., Oscar J. Vice President |
||||
Partington, Paul W. Senior Vice President |
C-22
Name and Position with |
Name of Other Company |
Position with Other | ||
Pasquinelli, Jason D. Vice President |
||||
Pecora, Jr., Anthony P. Senior Vice President and Chief Compliance Officer |
||||
Pedersen, Brad T. Vice President |
||||
Peron, Matthew Senior Vice President |
||||
Personette, Daniel J. Vice President |
||||
Peters, Michael J. Vice President |
||||
Peterson, Eric J. Senior Vice President |
||||
Phillips, Daniel J. Vice President |
||||
Pickert, Richard J. Vice President |
||||
Pincus, Jonathan S. Senior Vice President |
||||
Pollak, Donald R. Senior Vice President |
||||
Ponton, Mark S. Vice President |
||||
Potter, Ofelia M. Senior Vice President |
||||
Potter, Stephen N. Chairman, President and Chief Executive Officer |
The Northern Trust Company | Executive Vice President | ||
Pounders, Ryan E. Vice President |
||||
Provo, Brian Allen Vice President |
C-23
Name and Position with |
Name of Other Company |
Position with Other | ||
Quinn, Patrick D. Vice President |
||||
Rakowski, Andrew F. Senior Vice President |
||||
Ramstrom, Kerstin E. Vice President |
||||
Reeder, Brent D. Senior Vice President |
||||
Rein, Randall Senior Vice President |
The Northern Trust Company FlexShares Trust | Senior Vice President Treasurer, Principal Financial Officer & Principal Accounting Officer | ||
Reller, Jacqueline R. Vice President |
||||
Renaud, Donna Lee Senior Vice President |
||||
Rivas, Marcos E. Vice President |
||||
Robertson, Colin A. Executive Vice President |
The Northern Trust Company | Executive Vice President | ||
Rocha, Heather Parkes Vice President |
||||
Rodriquez, Alan Vice President |
||||
Roncoroni, Jaime Lauren Vice President |
||||
Root, Paul G. Vice President |
||||
Rosenberg, Edward A. Senior Vice President |
||||
Rosenblum, Jeffrey E. Vice President |
||||
Rutley, Todd A. Senior Vice President |
C-24
Name and Position with |
Name of Other Company |
Position with Other | ||
Ruxton, Jule Klindworth Senior Vice President |
||||
Ryer, Alexander D. Vice President |
||||
Sampson, Jeffrey David Vice President |
||||
Santiccioli, Steven J. Vice President |
||||
Schneider, Tracy L. Vice President |
||||
Sclafani, Guy J. Senior Vice President |
||||
Secontine, Timothy J. Vice President |
||||
Serfling, John L. Vice President |
||||
Shane, Adam Marshall Vice President |
||||
Shapley, Brian J. Senior Vice President |
||||
Shea, Lindsay Vice President |
||||
Shipley, Christopher D. Senior Vice President |
||||
Sikora, Kazimierz J. Senior Vice President |
||||
Simoncek, Trista D. Senior Vice President |
||||
Smith, Paul E. Vice President |
||||
Sodergren, Mark C. Senior Vice President |
C-25
Name and Position with |
Name of Other Company |
Position with Other | ||
Soi, Sarvesh Vice President |
||||
Soorya, Sandeep N. Vice President |
||||
Staley, Niha B. Senior Vice President |
||||
Standring, Melissa A. Senior Vice President |
||||
Stewart, Allison Walpole Senior Vice President |
||||
Stoeber, Kurt S. Vice President |
||||
Stolfi, James R. Senior Vice President |
||||
Stoll, Andrew M. Senior Vice President |
||||
Sucharda, Craig W. Vice President |
||||
Sullivan, Brendan E. Vice President |
||||
Sullivan, Carol H. Senior Vice President |
||||
Sullivan, Catherine M. Senior Vice President |
||||
Sundaram, Ramanthan Vice President |
||||
Swenson, Erik T. Vice President |
||||
Szostak II, Jon E. Senior Vice President |
||||
Szymanek, Frank D. Senior Vice President |
C-26
Name and Position with |
Name of Other Company |
Position with Other | ||
Tam, Brian J. Vice President |
||||
Tang, Bruce Vice President |
||||
Taylor, Cynthia Vice President |
||||
Thanepohn, Susan M. Vice President |
||||
Theobald, Susan F. Vice President |
||||
Thomas, Shundrawn A. Director and Executive Vice President |
The Northern Trust Company FlexShares Trust | Executive Vice President President, Treasurer & Principal Executive Officer | ||
Thomas, Wanda Williams Senior Vice President |
||||
Thompson, Jane W. Senior Vice President |
||||
Towle, Michael J. Vice President |
||||
Trafford, Edward Vice President |
||||
Tyler, Jason J. Senior Vice President and Director |
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Unger, David J. Vice President |
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Van Alstyne, Christopher W. Senior Vice President |
||||
Vance, Ryan R. Vice President |
||||
Vanderpool, Robert Gerard Vice President |
||||
Varchetto, Brett A. Vice President |
C-27
Name and Position with |
Name of Other Company |
Position with Other | ||
Vella, Christopher, E. Senior Vice President |
||||
Vigsnes II, Richard Allan Senior Vice President |
||||
Volman, Joseph Vice President |
||||
Wackerlin, Thomas W. Vice President |
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Wallace, Neil A. Vice President |
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Warner, Scott B. Vice President |
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Waters, Courtney Vice President |
||||
Watt, Joe Vice President and Controller |
||||
Weaver, Jacob C. Senior Vice President |
||||
Weber, Ashley E. Vice President |
||||
Weeks, Susan Anne Vice President |
||||
Weis, Irene Vice President |
||||
Wennlund, Lloyd A. Director and Executive Vice President |
The Northern Trust Company | Executive Vice President | ||
Westman, Andrew P. Vice President |
||||
Wight, Aimee Vice President |
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Williams, David R. Vice President |
C-28
Name and Position with |
Name of Other Company |
Position with Other | ||
Williams, Jeffrey F. Senior Vice President |
||||
Williams, Thomas C. Vice President |
||||
Wills, Mary Katherine Vice President |
||||
Winters, Marie C. Senior Vice President |
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Witte, Carrie J. Vice President |
||||
Woeppel, Stephanie L. Vice President |
||||
Wooden, Thomas D. Senior Vice President |
||||
Woods, Bethany M. Vice President |
||||
Wright, Mary Kay Vice President |
||||
Xifaris, Michael H. Vice President |
||||
Yi, Peter Senior Vice President |
||||
Zavalla, Lorena Vice President |
||||
Zemaier, Kurt Vice President |
||||
Zymali, Peter M. Vice President |
C-29
ITEM 32. | PRINCIPAL UNDERWRITERS |
Not Applicable
ITEM 33. | LOCATION OF ACCOUNTS AND RECORDS |
The Agreement and Declaration of Trust, By-laws and minute books of the Registrant and all other accounts, books and other documents required to be maintained under Section 31(a) of the Investment Company Act of 1940, as amended, and the Rules promulgated thereunder are in the physical possession of The Northern Trust Company and NTI, each located at 50 South LaSalle Street, Chicago, Illinois 60603. Records for Northern Funds Distributors, LLC, the distributor, are located at Three Canal Plaza, Suite 100, Portland, Maine 04101.
ITEM 34. | MANAGEMENT SERVICES |
Not Applicable
ITEM 35. | UNDERTAKINGS |
Not Applicable
C-30
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, as amended, the Registrant has duly caused this Post-Effective Amendment No. 92 to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago and State of Illinois on the 17th day of September, 2014.
NORTHERN INSTITUTIONAL FUNDS | ||
By: | ||
Lloyd A. Wennlund | ||
President |
Exhibit No. |
Description | |
(d)(3) | Management Agreement dated June 30, 2014 between the Registrant and Northern Trust Investments, Inc. on behalf of the Liquid Assets Portfolio. | |
(d)(15) | Expense Reimbursement Agreement dated October 1, 2014 between the Registrant and Northern Trust Investments, Inc. on behalf of the Liquid Assets Portfolio. |
This ‘POS AMI’ Filing | Date | Other Filings | ||
---|---|---|---|---|
4/1/16 | ||||
6/30/15 | ||||
10/1/14 | ||||
Filed on: | 9/17/14 | |||
9/5/14 | 485BPOS, N-MFP | |||
7/31/14 | N-MFP | |||
7/7/14 | 485APOS, N-MFP | |||
6/30/14 | N-MFP, N-PX | |||
5/31/14 | N-CSRS, N-MFP, NSAR-A | |||
5/22/14 | ||||
5/21/14 | ||||
5/19/14 | ||||
4/1/14 | 485BPOS | |||
3/21/14 | 485BPOS, DEF 14A, DEFA14A, POS AMI | |||
1/1/14 | ||||
3/22/13 | 485BPOS, POS AMI | |||
2/15/13 | 40-17F2 | |||
11/16/12 | ||||
4/1/12 | 485BPOS | |||
3/21/12 | 485BPOS, POS AMI | |||
2/24/12 | ||||
1/1/12 | ||||
11/4/11 | N-MFP | |||
3/2/11 | 485APOS | |||
2/18/11 | ||||
12/30/10 | N-MFP, N-MFP/A | |||
11/5/10 | ||||
8/5/10 | ||||
7/31/10 | ||||
6/15/10 | 485APOS | |||
4/1/10 | 485BPOS, 497, 497J, 497K | |||
3/29/10 | 485BPOS, POS AMI | |||
2/17/10 | ||||
1/28/10 | 485APOS | |||
3/31/09 | ||||
3/30/09 | 485BPOS, POS AMI | |||
2/19/09 | ||||
1/1/09 | ||||
9/24/08 | ||||
8/20/08 | 485APOS | |||
5/9/08 | ||||
3/14/08 | 485APOS | |||
2/14/08 | ||||
1/29/08 | 485APOS, DEF 14A, NSAR-B, PRE 14A | |||
3/30/07 | 485BPOS, POS AMI | |||
11/3/06 | ||||
3/30/06 | 485BPOS, POS AMI | |||
2/17/06 | ||||
5/6/05 | ||||
2/1/05 | ||||
1/28/05 | 485APOS, N-CSR, NSAR-B | |||
7/27/04 | ||||
4/27/04 | ||||
3/29/04 | 485BPOS, POS AMI | |||
2/13/04 | ||||
8/20/03 | ||||
7/29/03 | ||||
4/29/03 | ||||
1/29/02 | 485APOS, NSAR-B | |||
10/30/01 | ||||
7/31/01 | NSAR-A, POS AMI | |||
7/26/01 | ||||
3/30/01 | 485BPOS | |||
3/1/01 | ||||
2/2/01 | ||||
1/17/01 | 485APOS | |||
11/1/00 | ||||
8/2/00 | ||||
5/2/00 | ||||
3/29/00 | 485BPOS | |||
1/28/00 | 485APOS | |||
1/24/00 | ||||
10/14/99 | 485BPOS | |||
10/5/99 | ||||
2/1/99 | 485APOS | |||
5/15/98 | 497 | |||
3/31/98 | ||||
3/27/98 | 485BPOS | |||
2/25/98 | ||||
1/27/98 | ||||
1/16/98 | 485APOS | |||
12/1/97 | ||||
9/29/97 | 485BPOS | |||
7/1/97 | ||||
5/16/97 | 485APOS | |||
4/22/97 | ||||
1/22/97 | ||||
10/8/96 | ||||
3/29/96 | 485BPOS | |||
3/25/94 | ||||
7/1/93 | ||||
1/8/93 | ||||
6/8/92 | ||||
List all Filings |