1.
|
The
Trust acknowledges that in connection with the comments made by the Staff
of the SEC, the Staff has not passed on the accuracy or adequacy of the
disclosure made herein, and the Trust and its management are solely
responsible for the content of such
disclosure;
|
2.
|
The
Trust acknowledges that the Staff’s comments, and changes in disclosure in
response to the Staff’s comments, do not foreclose the SEC or other
regulatory body from the opportunity to seek enforcement or take other
action with respect to the disclosure made herein;
and
|
3.
|
The
Trust represents that neither it nor its management will assert the
Staff’s comments or changes in disclosure in response to the Staff’s
comments as an affirmative defense in any action or proceeding by the SEC
or any person.
|
Comment
1:
|
If the Funds will be using the
summary prospectus, please provide for the Staff’s review the legend that
will appear on the summary prospectus, as required under Rule 498(b)(1)(v)
under the Securities Act of 1933, as
amended.
|
Response:
|
The
Trust responds by stating supplementally that the Funds do not intend to
use the summary prospectus.
|
Comment
2:
|
Please
remove the last sentence in footnote (1) to the table, as this cross
reference is not information allowed by Form
N-1A.
|
Response:
|
The
Trust responds by making the requested revision, as shown in Appendix A
attached hereto.
|
Comment
3:
|
Please
revise footnote (2) to the table to clarify why Total Annual Fund
Operating Expenses in the table do not correlate to the Ratio of Expenses
to Average Net Assets found within the “Financial Highlights” section, as
required by Instruction 3(f)(vii) to Item 3 of Form
N-1A.
|
Response:
|
The
Trust responds by revising footnote (2), as shown in Appendix A attached
hereto, to read as follows:
|
|
(2)
|
Please
note that the Total Annual Fund Operating Expenses in the table above do
not correlate to the Ratio of Expenses to Average Net Assets found within
the “Financial Highlights” section of this prospectus, which reflects the
operating expenses of the Fund and does not include Acquired Fund Fees and
Expenses.”
|
Comment
4:
|
With
respect to the statement that the Fund’s investment strategy focuses on
individual security selection that takes into consideration the security’s
industry group, please revise to clarify what this means in plain
English.
|
Response:
|
The
Trust responds by revising the following disclosure, as shown in Appendix
A attached hereto, to read as
follows:
|
Comment
5:
|
The
Staff notes that each Fund’s discussion in this section includes the
statement that the Fund makes investments without regard to market caps
more than once. Please consider revising to remove the
duplicative statements.
|
Response:
|
The
Trust responds by removing the duplicative statements, as shown in
Appendix A attached hereto.
|
Comment
6:
|
Please
add a discussion of how the Fund’s investment adviser will determine to
sell an individual investment.
|
Response:
|
The
Trust responds by adding the following disclosure to this section, as
shown in Appendix A attached hereto, for each
Fund:
|
|
“The
Advisor may sell the Fund’s investments for a variety of reasons,
including to secure gains, limit losses or reinvest in more promising
investment opportunities.”
|
Shareholder
Fees
(fees
paid directly from your investment)
|
Class
R Shares
|
Class
I Shares
|
Redemption
Fee (as
a percentage of amount redeemed within 60 days of
purchase)
|
2.00%
|
2.00%
|
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment)
|
||
Management
Fees(1)
|
1.25%
|
1.25%
|
Distribution
(12b-1) Fees
|
0.25%
|
None
|
Other
Expenses
|
1.47%
|
1.48%
|
Acquired
Fund Fees and Expenses(2)
|
0.02%
|
0.02%
|
Total
Annual Fund Operating Expenses
|
2.99%
|
2.75%
|
Fee
Waiver/Expense Reimbursement
|
(1.47)%
|
(1.48)%
|
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement (3)
|
1.52%
|
1.27%
|
(1)
|
If a separately managed
account client of the Adviser invests in the Fund, the Advisor may be
compensated for both managing the Fund and for managing the client’s
assets (which include the client’s investment in the
Fund).
|
(2)
|
Please note that the Total
Annual Fund Operating Expenses in the table above do not correlate to the
Ratio of Expenses to Average Net Assets found within the “Financial
Highlights” section of this prospectus, which reflects the operating
expenses of the Fund and does not include Acquired Fund Fees and
Expenses.
|
(3)
|
Pursuant
to an operating expense limitation agreement between the Fund’s investment
advisor, Geneva Investment Management of Chicago, LLC (the “Advisor”) and
the Fund, the Advisor has agreed to waive its fees and/or absorb expenses
of the Fund to ensure that Total Annual Fund Operating Expenses (exclusive
generally of interest and tax expenses, brokerage commissions, acquired
fund fees and expenses, extraordinary and non-recurring expenses) for the
Fund do not exceed 1.50% for Class R shares and 1.25% for Class I shares
of the Fund’s average net assets, through August 31, 2010, subject
thereafter to annual re-approval of the agreement by the Trust’s Board of
Trustees (the “Board of Trustees”). This operating expense
limitation agreement can only be terminated by, or with the consent of,
the Board of Trustees. The Advisor is permitted to seek
reimbursement from the Fund, subject to limitations, for fees it waived
and Fund expenses it paid.
|
Shareholder
Fees
(fees
paid directly from your investment)
|
Class
R Shares
|
Class
I Shares
|
Redemption
Fee (as
a percentage of amount redeemed within 60 days of
purchase)
|
2.00%
|
2.00%
|
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment)
|
||
Management
Fees(1)
|
1.25%
|
1.25%
|
Distribution
(12b-1) Fees
|
0.25%
|
None
|
Other
Expenses(2)
|
10.74%
|
10.74%
|
Total
Annual Fund Operating Expenses
|
12.24%
|
11.99%
|
Less: Fee Waiver/Expense
Reimbursement
|
-10.74%
|
-10.74%
|
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement(3)
|
1.50%
|
1.25%
|
(1)
|
If a separately managed
account client of the Advisor invests in the Fund, the Advisor may be
compensated for both managing the Fund and for managing the client’s
assets (which include the client’s investment in the
Fund).
|
(2)
|
Other
expenses are based on estimated amounts for the current fiscal
year.
|
(3)
|
Pursuant
to an operating expense limitation agreement between the Fund’s investment
advisor, Geneva Investment Management of Chicago, LLC (the “Advisor”) and
the Fund, the Advisor has agreed to waive its fees and/or absorb expenses
of the Fund to ensure that Total Annual Fund Operating Expenses (exclusive
generally of interest and tax expenses, brokerage commissions, acquired
fund fees and expenses, extraordinary and non-recurring expenses) for the
Fund do not exceed 1.50% for Class R shares and 1.25% for Class I shares
of the Fund’s average net assets, through [three years from date of
prospectus], subject thereafter to annual re-approval of the agreement by
the Trust’s Board of Trustees (the “Board of Trustees”). This
operating expense limitation agreement can only be terminated by, or with
the consent of, the Board of Trustees. The Advisor is permitted
to seek reimbursement from the Fund, subject to limitations, for fees it
waived and Fund expenses it paid.
|