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Williams Capital Management Trust – ‘N-8F/A’ on 12/22/14

On:  Monday, 12/22/14, at 2:50pm ET   ·   Accession #:  891092-14-9523   ·   File #:  811-21186

Previous ‘N-8F’:  ‘N-8F’ on 11/25/14   ·   Latest ‘N-8F’:  This Filing

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12/22/14  Williams Capital Management Trust N-8F/A                 1:55K                                    Doremus Fin… Printing/FA

Amendment to Application for Deregistration of a Registered Investment Company   —   Form N-8F
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-8F/A      Amendment to Application for Deregistration of a    HTML     33K 
                          Registered Investment Company                          


This is an HTML Document rendered as filed.  [ Alternative Formats ]



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

Form N-8F/A

Application for Deregistration of Certain Registered Investment Companies.

I.General Identifying Information

 

1.Reason fund is applying to deregister (check only one; for descriptions, see Instruction 1 above):

 

[   ]Merger

 

[X]Liquidation

 

[   ]Abandonment of Registration

(Note: Abandonment of Registration answer only questions 1 through 15, 24 and 25 of this form and complete verification at the end of the form.)

 

[   ]Election of status as a Business Development Company

(Note: Business Development Companies answer only questions 1 through 10 of this form and complete verification at the end of the form.)

 

2.Name of fund:

 

Williams Capital Management Trust

 

3.Securities and Exchange Commission File No.: 811-21186

 

4.Is this an initial Form N-8F or an amendment to a previously filed Form N-8F?

 

[   ] Initial Application [X] Amendment

 

5.Address of Principal Executive Office (include No., & Street, City, State, Zip Code):

 

650 Fifth Avenue, 9th Floor
New York, NY 10019

 

6.Name, address and telephone number of individual the Commission staff should contact with any questions regarding this form:

 

Frank P. Bruno, Esq.

Sidley Austin LLP
787 Fifth Avenue

New York, NY 10019

(212) 839-5540

 
 

 

7.Name, address and telephone number of individual or entity responsible for maintenance and preservation of fund records in accordance with rules 31a-1 and 31a-2 under the Act [17 CFR 270.31a-1, .31a-2]:

 

Note:Once deregistered, a fund is still required to maintain and preserve the records described in rules 31a-1 and 31a-2 for the periods specified in those rules.

 

  The Northern Trust Company Williams Capital Management, LLC
  Regulatory Administration 650 Fifth Avenue, 9th Floor
  50 South LaSalle Street, 7th Fl New York, NY 10019oor
  Chicago, IL 60603 (212) 461-6017
  (312) 557-3361  

 

8.Classification of fund (check only one):

 

[X]Management company;

 

[   ]Unit investment trust; or

 

[   ]Face-amount certificate company.

 

9.Subclassification if the fund is a management company (check only one):

 

[X] Open-end [   ] Closed-end

 

10.State law under which the fund was organized or formed (e.g., Delaware, Massachusetts):

 

Delaware

 

11.Provide the name and address of each investment adviser of the fund (including sub-advisers) during the last five years, even if the fund’s contracts with those advisers have been terminated:

 

Williams Capital Management, LLC
650 Fifth Avenue, 9th Floor

New York, NY 10019

 

12.Provide the name and address of each principal underwriter of the fund during the last five years, even if the fund’s contracts with those underwriters have been terminated:

 

ALPS Distributors, Inc.

1290 Broadway, Suite 1100
Denver, CO 80203

 

13.If the fund is a unit investment trust (“UIT”) provide: N/A

 

(a)Depositor’s name(s) and address(es):

 

(b)Trustee’s name(s) and address(es):

 

14.Is there a UIT registered under the Act that served as a vehicle for investments in the fund (e.g., an insurance company separate account)?

 

[   ] Yes [X] No

 

If Yes, for each UIT state:

Name(s):

 

 
 

 

File No.: 811-_________

 

Business Address:

 

15.(a) Did the fund obtain approval from the board of directors concerning the decision to engage in a Merger, Liquidation or Abandonment of Registration?

 

[X] Yes [   ] No

 

If Yes, state the date on which the board vote took place:

 

September 4, 2014

 

If No, explain:

 

(b)Did the fund obtain approval from the shareholders concerning the decision to engage in a Merger, Liquidation or Abandonment of Registration?

 

[   ] Yes [X] No

 

If Yes, state the date on which the shareholder vote took place:

 

If No, explain:

 

Pursuant to Section 9.2 of the Declaration of Trust of Williams Capital Management Trust (the “Declaration of Trust”), dated as of August 1, 2002, the Trust may be dissolved by the Trustees by written notice to the shareholders. As of September 22, 2014, the Trust mandatorily redeemed all outstanding shares of the only active series of the Trust, the Williams Capital Government Money Market Fund, at $1.00 per share net asset value pursuant to Section 7.3 of the Declaration of Trust.

 

 

II.Distributions to Shareholders

 

16.Has the fund distributed any assets to its shareholders in connection with the Merger or Liquidation?

 

[X] Yes [   ] No

 

(a)If Yes, list the date(s) on which the fund made those distributions:

 

September 22, 2014

 

(b)Were the distributions made on the bases of net assets?

 

[X] Yes [   ] No

 

(c)Were the distributions made pro rata based on share ownership?

 

[X] Yes [   ] No

 

(d)If No to (b) or (c) above, describe the method of distributions to shareholders. For Mergers, provide the exchange ratio(s) used and explain how it was calculated:

 

(e)Liquidations only:

Were any distributions to shareholders made in kind?

 

 
 

 

[   ] Yes [X] No

 

If Yes, indicate the percentage of fund shares owned by affiliates, or any other affiliation of shareholders:

 

17.Closed-end funds only:

Has the fund issued senior securities?

 

[   ] Yes [   ] No

 

If Yes, describe the method of calculating payments to senior securityholders and distributions to other shareholders:

 

18.Has the fund distributed all of its assets to the fund’s shareholders?

 

[X] Yes [   ] No

 

If No,

(a)How many shareholders does the fund have as of the date this form is filed?

 

(b)Describe the relationship of each remaining shareholder to the fund:

 

19.Are there any shareholders who have not yet received distributions in complete liquidation of their interests?

 

[   ] Yes [X] No

 

If Yes, describe briefly the plans (if any) for distributing to, or preserving the interests of, those shareholders:

 

III.Assets and Liabilities

 

20.Does the fund have any assets as of the date this form is filed?

(see question 18 above)

 

[   ] Yes [X] No

 

If Yes,

(a)Describe the type and amount of each asset retained by the fund as of the date this form is filed:

 

(b)Why has the fund retained the remaining assets?

 

(c)Will the remaining assets be invested in securities?

 

[   ] Yes [   ] No

 

21.Does the fund have any outstanding debts (other than face-amount certificates if the fund is a face-amount certificate company) or any other liabilities?

 

[   ] Yes [X] No

 

If Yes,

(a)Describe the type and amount of each debt or other liability:

 

(b)How does the fund intend to pay these outstanding debts or liabilities?

 

 
 

IV. Information About Event(s) Leading to Request for Deregistration

 

22.(a) List the expenses incurred in connection with the Merger or Liquidation:

 

(i)Legal expenses:

 

$20,000

 

(ii)Accounting expenses:

 

$5,000

 

(iii)Other expenses (list and identify separately):

 

$5,000 (tax and related filing fees)

 

(iv)Total expenses (sum of lines (i)-(iii) above):

 

$30,000

 

(b)How were those expenses allocated?

 

See response in 22(c) below.

 

(c)Who paid those expenses?

 

The expenses were paid by Williams Capital Management Trust.

 

(d)How did the fund pay for unamortized expenses (if any)?

 

N/A

 

23.Has the fund previously filed an application for an order of the Commission regarding the Merger or Liquidation?

 

[   ] Yes [X] No

 

If Yes, cite the release numbers of the Commission’s notice and order or, if no notice or order has been issues, the file number and date the application was filed:

 

V.Conclusion of Fund Business

 

24.Is the fund a party to any litigation or administrative proceeding?

 

[   ] Yes [X] No

 

If Yes, describe the nature of any litigation or proceeding and the position taken by the fund in that litigation:

 

25.Is the fund now engaged, or intending to engage, in any business activities other than those necessary for winding up its affairs?

 

[   ] Yes [X] No

 

If Yes, describe the nature and extent of those activities:

 

 
 
VI.Mergers Only

 

26.(a) State the name of the fund surviving the Merger:

 

(b)State the Investment Company Act file number of the fund surviving the Merger: 811-______

 

(c)If the merger or reorganization agreement has been filed with the Commission, state the file number(s), form type used and date the agreement was filed:

 

(d)If the merger or reorganization agreement has not been filed with the Commission, provide a copy of the agreement as an exhibit to this form.

 

 
 

 

VERIFICATION

 

The undersigned states that (i) he or she has executed this Form N-8F application for an order under section 8(f) of the Investment Company Act of 1940 on behalf of Williams Capital Management Trust, (ii) he is the President of Williams Capital Management Trust, and (iii) all actions by shareholders, directors, and any other body necessary to authorize the undersigned to execute and file this Form N-8F application have been taken. The undersigned also states that the facts set forth in this Form N-8F application are true to the best of his or her knowledge, information and belief.

 

 

 

/s/ Christopher J. Williams

Name: Christopher J. Williams
Title: President

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘N-8F/A’ Filing    Date    Other Filings
Filed on:12/22/14None on these Dates
9/22/14
9/4/14
8/1/02
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