N-CSR 1 e26153.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM N-CSR
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
 
Investment Company Act file number: 811-22211
 

 
IVA FIDUCIARY TRUST
 

(Exact name of registrant as specified in charter)
 
717 Fifth Avenue, 10th Floor, New York, NY 10022
 

(Address of principal executive offices) (zip code)
 
 
Michael W. Malafronte
International Value Advisers, LLC
717 Fifth Avenue
10th Floor
New York, NY 10022
 
(Name and address of agent for service)
 
Copy to:
 
Michael S. Caccese, Esq.
K&L Gates LLP
State Street Financial Center
One Lincoln Street
Boston, Massachusetts 02111-2950
 
Brian F. Link, Esq.
State Street Bank and Trust Company
Mail Code: JHT 1593
200 Clarendon Street
Boston, MA 02116
 
 
Registrant’s telephone number, including area code: (212) 584-3570
 
 
Date of fiscal year end: September 30
Date of reporting period: September 30, 2013




Item 1. Report to Shareholders.









   



   
IVA Worldwide Fund
    IVA International Fund
     
     
     
    Annual Report
    September 30, 2013
     
     
     
     
     
     
     

Advised by International Value Advisers, LLC

  An investment in the Funds is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.





 Contents  IVA Funds


  2   An Owner’s Manual
  3   Letter from the President
  4   Letter from the Portfolio Managers
  7   Management’s Discussion of Fund Performance
      IVA Worldwide Fund
  10   Performance
  11   Portfolio Composition
  12   Schedule of Investments
      IVA International Fund
  22   Performance
  23   Portfolio Composition
  24   Schedule of Investments
  32   Statements of Assets and Liabilities
  33   Statements of Operations
  34   Statements of Changes in Net Assets
  35   Financial Highlights
  41   Notes to Financial Statements
  49   Report of Independent Registered Public Accounting Firm
  50   Trustees and Officers
  52   Additional Information
  55   Fund Expenses
  56   Important Tax Information

  1



 An Owner’s Manual  IVA Funds

An Atypical Investment Strategy

We manage both the IVA Worldwide and IVA International Funds with a dual attempt that is unusual in the mutual fund world: in the short-term (12-18 months), our attempt is to try to preserve capital, while in the longer-term (5-10 years, i.e., over a full economic cycle), we attempt to perform better than the MSCI All Country World Index, in the case of your IVA Worldwide Fund, and the MSCI All Country World Ex-U.S. Index, in the case of your IVA International Fund.

The Worldwide Fund is typically used by investors who are looking for an “all weather fund” where we are given the latitude to decide how much we should have in the U.S. versus outside the U.S. The International Fund is typically used by investors who practice asset allocation and want to decide for themselves how much should be allocated to a domestic manager and how much should be allocated to a pure “international” (i.e., non-U.S.) manager, yet at the same time are looking for a lower risk – and lower volatility – exposure to international markets than may be obtained from a more traditional international fund.

We believe our investment approach is very different from the traditional approach of most mutual funds. We are trying to deliver returns that are as absolute as possible, i.e., returns that try to be as resilient as possible in down markets, while many of our competitors try to deliver good relative performance, i.e., try to beat an index, and thus would be fine with being down 15% if their benchmark is down 20%.

Why do we have such an unusual strategy (which, incidentally, is not easy to carry out)? Because we believe this strategy makes sense for many investors. We are fond of the quote by Mark Twain: “There are two times in a man’s life when he should not speculate: the first time is when he cannot afford to; the second time is when he can.” We realize that many investors cannot tolerate high volatility and appreciate that “life’s bills do not always come at market tops.” This strategy also appeals to us at International Value Advisers since we “eat our own cooking” for a significant part of our savings (invested in IVA products) and we have an extreme aversion to losing money.

An Eclectic Investment Approach

Here is how we try to implement our strategy:

 

We don’t hug benchmarks. In practical terms, this means we are willing to make big “negative bets,” i.e., having nothing or little in what has become big in the benchmark. Conversely, we will generally seek to avoid overly large positive bets.

     
 

We prefer having diversified portfolios (100 to 150 names). Because we invest on a global basis, we believe that diversification helps protect against weak corporate governance or insufficient disclosure, or simply against “unknown unknowns.”

     
 

We like the flexibility to invest in small, medium and large companies, depending on where we see value.

     
 

We attempt to capture equity-type returns through fixed income securities but predominantly when credit markets (or sub-sets of them) are depressed and offer this potential.

     
 

We hold some gold, either in bullion form or via gold mining securities, as we feel it provides a good hedge in either an inflationary or deflationary period, and it can help mitigate currency debasement over time.

     
 

We are willing to hold cash when we cannot find enough cheap securities that we like or when we find some, yet the broader market (Mr. Market) seems fully priced. We will seek to use that cash as ammunition for future bargains.

     
 

At the individual security level, we ask a lot of questions about “what can go wrong?” and will establish not only a “base case intrinsic value” but also a “worst case scenario” (What could prove us wrong? If we were wrong, are we likely to lose 25%, 30%, or even more of the money invested?). As a result, we will miss some opportunities, yet hopefully, we will also avoid instances where we experience a permanent impairment of value.


2  



 Letter from the President  IVA Funds

 
Dear Shareholder,

Your two mutual funds, the IVA Worldwide Fund and the IVA International Fund (“the Funds”), recently completed their fifth year of operation with both Funds outperforming their respective benchmark. The Funds’ investment adviser, International Value Advisers, LLC, (“IVA”) is pleased with the performance of both Funds since inception October 1, 2008 through September 30, 2013. Both the IVA Worldwide Fund Class A shares, at net asset value, and the IVA International Fund Class A shares, at net asset value, have significantly outperformed their benchmarks since inception (the MSCI All Country World Index (Net) and the MSCI All Country World (ex-U.S.) Index (Net); respectively). You can find a newsletter on the IVA website (www.ivafunds.com) titled “Five Years in Review” that describes this period of time for the Funds.

When IVA was founded in October of 2007, our primary objective was to build a firm where each of our employees understood that all of the work they do is to benefit the shareholder or client. We then are able to manage our firm and our clients’ assets with a very simple philosophy; which is, there is a pecking order to everything we do: client, firm, colleague, and then partner. This is always the progression. We have learned that if the client is taken care of, the other three fall into place; i.e., everything has to benefit the client.

This client focus is the reason why we soft closed our products in 2011. We want our investment team to be market capitalization and asset class agnostic. So while our soft close, in some cases, may pose some operational challenges for a few of our existing advisors and shareholders, we are confident that the long term benefits far outweigh the risk and mediocrity that seem inevitable if a firm with our investment strategy grows too large. History suggests that money management firms whose asset size gets too big can experience unintended negative consequences, such as seeing their performance revert to the mean.

On a personal level, it has been a rewarding experience to help build IVA. We hope that in the process we are shaping a culture where everyone associated with IVA respects the work we are doing for our clients.

I want to offer thanks to all of my colleagues and to our shareholders for their continued support.

Sincerely,

Michael W. Malafronte, President

Effective February 22, 2011, the IVA Worldwide Fund and IVA International Fund are closed to new investors.

  3



 Letter from the Portfolio Managers  IVA Funds

October 31, 2013

Dear Shareholder,

First and foremost, we are proud and honored that we celebrated the five year anniversary of your IVA Funds at the close of this past quarter. As we explained in a recent newsletter (“Five Years in Review” October 2013, available on our website), our ability to protect on the downside was a large contributor to both our absolute and relative outperformance over this five-year period. Overall good stock picking equally played a significant part in achieving our goals. We are also privileged to work with a great team, both our investment team where we are helped by ten analysts and four traders, as well as our colleagues who support our overall business in operations, compliance, accounting, sales and marketing, human resources and technology. As for our clients who have entrusted their capital with our stewardship, we thank you for your support and allowing us to do what we love to do, and doing it in our idiosyncratic way. Come to think of it, we, too, are clients as the forty three of us working for International Value Advisers, LLC (“IVA”) have well north of $100 million of our own money in the Funds and other products we manage.

Over the period under review, October 1, 2012 to September 30, 2013, central banks around the world continued to drown markets in liquidity and manipulate government debt prices. In Japan, in particular, political changes led to the Bank of Japan (BoJ) announcing very aggressive “quantitative easing” exercises, buying long term Japanese government bonds as well as other assets.

Central banks have indeed been successful in lifting asset prices. As a result of both corporate profits reaching new highs around the world and price/earnings multiple expansion, the MSCI All Country World Index returned 17.73% over this same period, in spite of a correction late May and June 2013.

Even though we argued over the past year that equities would probably be the best house in a bad neighborhood, we have not been fully invested in equities and, in fact, we have reduced our allocation to equities and simultaneously raised our cash levels as the year progressed. We have refused to “walk the walk” because the “best house” argument remains a relative argument and we, at IVA, try to deliver returns that are as absolute as possible. Today there is a school of thought that holds that ultra-low interest rates (often negative in real terms, i.e. adjusted for inflation) eliminates the need for a value investor to insist on a reasonable margin of safety, justifying holding on to stocks when they become fully priced or buying new ones without much of a discount. The seductive appeal of this argument does not sit well with us and we accept the challenge of that heightened tension that exists today between protecting capital on one hand and preserving purchasing power on the other. We recently penned a newsletter (“The Optionality of Cash” June 2013, on our website) where we argue that cash can help protect the portfolio on the downside but can also act as dry powder to “pounce” once we find compelling bargains again. We welcomed the brief correction that took place from May 22, 2013 through late June 2013 and were able to do a little buying. But the rally has resumed and we have again become net sellers. Let us be clear: we do not intend to be “long term owners of cash” (Dylan Grice) and hope to exploit some of the volatility which we believe will be with us for a while.

In the “Management’s Discussion of Fund Performance” (pages 7-9 in this Annual Report) we quantify for both the IVA Worldwide Fund and the IVA International Fund how their respective equity components performed during this past fiscal year ended September 30, 2013. The significant outperformance this year, in contrast to the underperformance the previous year, illustrates vividly that individual stock picking is “alive and well,” even in

4  



 Letter from the Portfolio Managers  IVA Funds

today’s world of globalization and increased correlations. We will simply reiterate what we wrote in last year’s Annual Report:

“…we believe that stock picking will make a big difference in this low return world for the foreseeable future, with a particular emphasis on trying to identify those companies that may maintain their high margins going forward and those that may not. That requires having a team of analysts whose work goes way beyond the number crunching and increasingly studies the finer qualitative aspects of a business. As Albert Einstein said, ‘not everything that can be counted counts, and not everything that counts can be counted.’”

We reckon that the economic prospects may be slowly improving for the U.S. economy, but note that the “patient” may no longer be on “life support” yet still needs “training wheels” (in the form of quantitative easing). Given the continued appreciation of U.S. stock indices, valuation is now quite steep among U.S. equities, especially if one allows for the fact that corporate profits are rather elevated.

In a recent speech to the Economic Club of New York, former Fed Chairman Paul Volcker recalled that he entered the system as a neophyte economist in 1949: “Most striking then, as now, the Federal Reserve was committed to maintaining a pattern of very low interest rates, ranging from close to zero at the short end to 2½ percent or less for Treasury bonds. If you feel a bit impatient about the situation now, quite understandably so, recall that the earlier episode lasted 15 years.” A propos today, Paul Volcker noted: “Beneficial effects of the actual and potential monetization of public and private debt, the essence of the quantitative easing program, appear limited and diminishing over time. The old “pushing on a string” analogy is relevant. The risks of encouraging speculative distortions and the inflationary potential of the current approach plainly deserve attention.”

In a story on Bloomberg News November 1, 2013 (“Federal Reserve’s bubble alarm stuck on snooze”), Jonathan Weil quotes Larry Fink (CEO of BlackRock Inc.): “…it is imperative that the Fed begins to taper… we have seen real bubble-like markets again”; Bill Gross (Pimco): “All risk asset prices are artificially high”; Netflix’s CEO Reed Hastings comparing his company’s stock performance with the “momentum – investor – fueled euphoria”; and Tesla’s CEO Elon Musk saying that his company had “a higher valuation than we have any right to deserve.”

We commented on Japan earlier (particularly a newsletter in March, “The Real Game Changer for Japanese Equities”). We are agnostic as to whether “Abenomics” will be successful but are very intrigued by the big changes we have seen in corporate Japan in terms of capital allocation: more and more dividends being raised; more and more stock buybacks and hopefully more corporate activity and willingness by management to pay a little more attention to shareholders than they have in the past. We trimmed our exposure there as the rally unfolded, and remain well hedged on our yen exposure.

Europe remains difficult for us. The eurozone economics are witnessing some degree of stability but many weaknesses remain (worsening public debt, costly credit, vulnerable banks…). While many crisis-hit economies have been able to go from big current account deficit situations to current account surplus, it remains unclear how sustainable these are. Additionally, in a Union where each Member carries veto powers, political changes play a large role that we find difficult, if not impossible, to handicap. We believe that the risk of an anti-euro government taking over in one member country continues to grow. Also, while job cuts have been significant, unit labor costs remain higher in Spain and Italy compared to those in Germany. Even Mario Draghi, the head of the European Central Bank (ECB), recently confessed to remaining “very, very cautious about the recovery. I cannot share the enthusiasm.” He added that the recovery was “weak, fragile and uneven and from low levels.” From a valuation level, what we find is a tale of two markets: banks,

  5



 Letter from the Portfolio Managers  IVA Funds

utilities and telecom companies have suffered tremendous and very fundamental setbacks since 2007 and are therefore down substantially, dragging indices down; while high quality, global companies headquartered in Europe tend to trade at all-time highs and be very pricey. In the middle you’ll find a number of cyclical companies with debt, usually not that cheap, and where balance sheets are far from pristine. We continue to look for opportunities in the Old Continent but without much success over the period.

Emerging markets have performed poorly over the period, which did not come as a surprise to us. We have had almost no direct investments in the BRIC countries (Brazil, Russia, India and China) in recent time. However, we made our first investment in Brazil over the period; we also added a few names listed in Hong Kong doing business exclusively in China. But these markets are not cheap enough for us to make large commitments. In China, in particular, we worry about massive misallocation of capital and a potentially moribund banking sector.

Despite the recent correction, we are finding no opportunities in high yield debt either. In fact, we are witnessing the mirror image of 2008-2009. At that time high yield bonds were offering very attractive opportunities, many with returns better than equities and with less risk. Our remaining high yield exposure is of short duration (overall less than 3 years) and is comprised mostly of remnants of investments made in previous years.

Gold has acted poorly since September 2011 – it topped around $1900/oz. Gold may be flagging more disinflation in the next few months, especially if China’s economic growth keeps decelerating. Gold is also reacting to the possibility that real interest rates may rise in the future in various currencies. We trimmed our gold exposure earlier in 2013 as our equity exposure kept going down while our cash levels were increasing. We are keeping our options open as to what to do next there, if anything. We are pleased to have avoided gold mining stocks as we grew increasingly alarmed by rising production costs in the industry.

In conclusion, we are encouraged by the performance of your Funds over the period despite being underinvested in equities. Stock picking has been good and our big picture views (being wary of China and emerging markets, for instance) were vindicated. Our focus remains on preservation of capital during these uncertain times, believing that one of the most effective ways to compound wealth over time is to minimize losses and drawdowns. Like Ulysses during his odyssey, we are determined to ignore the sirens. We will keep insisting on appropriate discounts when we buy and hold securities. While we realize that “the purgatory of low returns” (James Montier) is not fun, we think that the challenges associated with that environment are much harder for our end clients and for the advisers that help those clients than they are for us. On our end, we are simply trying to remain disciplined and opportunistic but certainly will not change our ways on the basis that “this time is different.” On the contrary, we think that following time tested rules and principles will help us navigate the environment we are in.

We appreciate your continued confidence and thank you for your support.

Charles de Vaulx, Chief Investment Officer and Portfolio Manager

Chuck de Lardemelle, Portfolio Manager

6  



 Management’s Discussion of Fund Performance (unaudited)  IVA Funds

Global equity markets delivered double-digit gains over this one year period, propelled by artificially low interest rates resulting from quantitative easing, and record high corporate profit margins. Equity markets temporarily corrected from May 22, 2013 to late June 2013 when the Federal Reserve indicated it might scale back its bond buying program later this year if the U.S. economy continues to improve and the unemployment rate falls below 7%. This boosted the yield on the 10-year U.S. Treasury note from 1.63% in early-May 2013 to 2.62% on September 30, 2013.

As global equity markets appreciated over this period and some of our holdings got closer to or even reached our intrinsic value estimate, we trimmed or sold out of those positions. This brought our total equity exposure down to 52.8% on September 30, 2013 from 63.0% on September 30, 2012 in the IVA Worldwide Fund, and to 54.3% from 57.1%, respectively, in the IVA International Fund. As a result, our total cash exposure rose in both Funds, to 30.6% in the IVA Worldwide Fund and to 27.5% in the IVA International Fund at period end. Even though both Funds were, on average, less than 60% invested in equities over this one year period, both Funds delivered solid absolute returns and kept close pace with their respective equity benchmark due to good stock picking.

Our Japanese equity exposure fell to 8.6% on September 30, 2013 from 12.1% on September 30, 2012 in the IVA Worldwide Fund and to 16.9% from 21.0%, respectively, in the IVA International Fund. Japanese equity markets have been rising since November 2012 when Shinzo Abe was reelected as Prime Minister with an agenda to pursue aggressive monetary policies to weaken the Japanese yen and engineer inflation. Over the period, we sold or reduced our exposure to a number of holdings (such as Temp Holdings Co., Ltd.).

In the IVA Worldwide Fund, our U.S. equity exposure fell to 24.1% at period end from 30.7% on September 30, 2012. We sold a few positions that we believe reached full valuation such as Applied Materials, Inc. and Texas Instruments Inc.

Even though we were net sellers of equities over the year, primarily in the U.S. and Japan, we found a few opportunities in emerging market equities, specifically in Brazil and China (through Hong Kong listed equities) and we increased our exposure to a South Korean holding, E-Mart Co., Ltd. We also increased our exposure to a few holdings that we view as high quality yet reasonably priced such as Nestlé SA in Switzerland and Oracle Corp. in the U.S.

We still view gold as a hedge against extreme outcomes, inflation or deflation, and it also helps to protect against the effects of currency debasement. Over the period we sold our small allocation to gold mining stocks, therefore our exposure at period end consisted solely of gold bullion. As our equity exposure came down and cash levels increased, we reduced our gold exposure over the period to 3.3% in IVA Worldwide and 3.2% in IVA International on September 30, 2013, from 5.2% in IVA Worldwide and 5.1% in IVA International on September 30, 2012. Over the year our exposure to gold was one of the largest detractors from both Funds’ returns. It detracted -1.9% from the IVA Worldwide Fund return and -2.0% from the IVA International Fund return.

Within fixed income, a few of our corporate bonds were called over the period, predominantly in the U.S., as most of our exposure is comprised of remnants of our investments from 2008/2009. Our corporate bond exposure totaled 6.8% of the IVA Worldwide Fund as of September 30, 2013 compared to 9.2% on September 30, 2012, and in the IVA International Fund, our exposure totaled 6.2% versus 7.3%, respectively.

  7



 Management’s Discussion of Fund Performance (unaudited)  IVA Funds

IVA Worldwide Fund

The IVA Worldwide Fund Class A, at net asset value, returned 14.02% over the one year period ending September 30, 2013 compared to the MSCI All Country World Index (Net) (the “Index”) return of 17.73% over the same period.

Because of good stock picking, particularly in the technology sector as well as the U.S. and France, our equities (ex-gold mining stocks) averaged a gain of 29.0% over the period versus the Index (ex-gold mining stocks) average return of 18.3%. By sector, our technology and industrials stocks contributed meaningfully to our return, adding 7.1%, due, in part, to solid gains from Bollore SA (industrials, France) and Temp Holdings Co., Ltd. (industrials, Japan). MasterCard Inc. Class ‘A’ (technology, U.S.) was also a key contributor to our return. There were no equity sectors that detracted from our return over the year, however, our significant underweight exposure to financials and health care stocks weighed on relative results. These two sectors added 7.4% to the Index return versus only 1.2% to the IVA Worldwide Fund return.

Geographically, our stocks in the U.S. and France added the most to our return, together 11.8% versus those in the Index adding 10.0%. We benefited from strong security selection in both countries (in particular our U.S. stocks averaged a return of 31.1% versus the Index at 19.2%) as well as overweight exposure to stocks in France. Berkshire Hathaway Inc. Class ‘A’, Class ‘B’ (holding company, U.S.) and The Washington Post Company Class ‘B’ (consumer discretionary, U.S.) were among our top five contributors to return. All equity countries contributed positively to our return this period, however, our Japanese equities underperformed those in the benchmark as we own mostly local, non-exporting stocks.

Within fixed income, our corporate bonds averaged a gain of 11.3% due to good performance from our Wendel bonds, which were among our top five contributors to return as they collectively added 0.6%. Our sovereign bonds averaged a return of -1.9% over the period and detracted about -0.1% from our return.

Our forward foreign currency contracts, which are used to hedge currency risk, contributed about 0.6% to our return, mainly due to our Japanese yen hedge which averaged 40% of our total yen exposure over the year.

The largest individual detractors from our return this period included: gold bullion (gold), IAMGOLD Corporation (gold mining), Benesse Holdings Inc. (consumer discretionary, Japan), Singapore government bonds (sovereign debt), Newcrest Mining Limited (gold mining), and Devon Energy Corp. (energy, U.S.).

IVA International Fund

The IVA International Fund Class A, at net asset value, returned 14.09% over the one year period ending September 30, 2013 compared to the MSCI All Country World (ex-U.S.) Index (Net) (the “Index”) return of 16.48% over the same period.

Our equities (ex-gold mining stocks) averaged a return of 28.6% versus the Index (ex-gold mining stocks) average return of 17.5%. Security selection within the industrials sector was a significant plus, as these stocks collectively averaged a gain of 47.0% compared to the Index at 24.3%, and added 4.6% to our return. A number of the Fund’s top contributors to return were in this sector and included: Temp Holdings Co., Ltd. (industrials, Japan), Teleperformance SA (industrials, France), Bollore SA (industrials, France), and Financière de I’Odet SA (industrials, France). Because of our overweight exposure and strong performance, our consumer discretionary stocks added 3.7% to our return. All equity sectors contributed positively to our return over the period, however, our underweight exposure to the financials and health care sectors detracted from relative results as these two sectors added 7.4% to the Index return versus 1.4% to our return.

8  



 Management’s Discussion of Fund Performance (unaudited)  IVA Funds

Our allocation to France provided the largest contribution to return, with our holdings averaging a return of 43.5% versus the Index average return of 32.0%, and added 6.5% to performance. This was led by good performance from a few industrials stocks mentioned above. Even though our Japanese equities underperformed those in the Index with an average return of 20.1% versus 31.5% respectively, as we own mostly local, non-exporting stocks, they still added 3.7% to our return in U.S. dollars. The only countries to detract from our return this period were India and Mexico, together almost -0.1%.

Within fixed income, our corporate bonds averaged a gain of 11.9% due to good performance from our Wendel bonds, which were among our top five contributors to return as they collectively added 0.5%. Our sovereign bonds averaged a return of -1.7% over the period and detracted about -0.2% from our return.

Our forward foreign currency contracts, which are used to hedge currency risk, contributed about 1.8% to our return, mainly due to our Japanese yen hedge which averaged 50% of our total yen exposure over the year.

The largest individual detractors from our return this period included: gold bullion (gold), IAMGOLD Corporation (gold mining), Benesse Holdings Inc. (consumer discretionary, Japan), Newcrest Mining Limited (gold mining), and Singapore government bonds (sovereign debt).

Investment Risks: There are risks associated with investing in funds that invest in securities of foreign countries, such as erratic market conditions, economic and political instability and fluctuations in currency exchange rates. Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value.

  9



 IVA Worldwide Fund  IVA Funds
 Performance (unaudited)  As of September 30, 2013

Average Annual Total Returns as of September 30, 2013(a)   One Year   Five Year/
Since Inception(a)
         
Class A     14.02 %       11.73 %  
Class A (with a 5% maximum initial sales charge)     8.33 %       10.60 %  
Class C     13.13 %       10.89 %  
Class I     14.28 %       12.00 %  
MSCI All Country World Index (Net)(b)     17.73 %       7.71 %  
Consumer Price Index(c)     1.18 %       1.36 %  

Growth of a $10,000 Initial Investment  

 
(a) The Fund commenced investment operations on October 1, 2008.
(b)
The MSCI All Country World Index (Net) is an unmanaged, free float-adjusted market capitalization weighted index composed of stocks of companies located in countries throughout the world. It is designed to measure equity market performance in global developed and emerging markets. The index includes reinvestment of dividends, net of foreign withholding taxes. Please note that an investor cannot invest directly in an index.
(c)
The Consumer Price Index examines the weighted average of prices of a basket of consumer goods and services, such as transportation, food and medical care. Please note that an investor cannot invest directly in an index.
(d)
Hypothetical illustration of $10,000 invested in Class A shares on October 1, 2008, assuming the deduction of the maximum initial sales charge of 5% at the time of investment for Class A shares and the reinvestment of all distributions, including returns of capital, if any, at net asset value through September 30, 2013. The performance of the Fund’s other classes may be greater or less than the Class A shares’ performance indicated on this chart depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.

Past performance is no guarantee of future results.  The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than the original cost. The returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. To obtain performance information current to the most recent month-end, please call 866-941-4482.

The maximum sales charge for Class A shares is 5.00%. Class C shares may include a 1.00% contingent deferred sales charge for the first year only. Shares redeemed within 30 days of purchase may be subject to a 2.00% redemption fee. The expense ratios for the Fund are as follows: 1.28% (Class A shares); 2.03% (Class C shares); and 1.03% (Class I shares). These expense ratios are as stated in the most recent Prospectus dated January 31, 2013. More recent expense ratios can be found in the Financial Highlights section of this Annual Report.

10  



 IVA Worldwide Fund  IVA Funds
 Portfolio Composition (unaudited)  As of September 30, 2013

Asset Allocation (As a Percent of Total Net Assets)  

Sector Allocation (As a Percent of Total Net Assets)  

Top 10 Positions (As a Percent of Total Net Assets)(b)  

Government of Singapore, 3.625% due 7/1/2014, 2.875% due 7/1/2015, 3.75% due 9/1/2016

    4.8 %
 

Wendel, 4.875% due 5/26/2016, 4.375% due 8/9/2017, 6.75% due 4/20/2018

    3.9 %
 
Gold Bullion     3.3 %
 
Nestlé SA     3.2 %
 
Astellas Pharma Inc.     2.8 %
 
Berkshire Hathaway Inc., Class ‘A’, Class ‘B’     2.6 %
 
Devon Energy Corp.     2.6 %
 
Genting Malaysia Berhad     2.1 %
 
Oracle Corp.     2.1 %
 
Expeditors International of Washington Inc.     1.6 %
 
Top 10 positions represent 29.0% of total net assets.
(a) Other represents unrealized gains and losses on options, forward foreign currency contracts and other assets and liabilities.
(b) Short-Term Investments are not included.

  11



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES   DESCRIPTION     FAIR VALUE
COMMON STOCKS – 51.7%        
                 
Belgium | 0.3%                
      281,848   Sofina SA   $ 27,705,127
 
                 
 
Brazil | 0.5%                
      3,105,414   Itaú Unibanco Holding SA, ADR     43,848,446
 
                 
 
China | 0.6%                
      15,826,640   Clear Media Ltd. (a)     10,407,027
 
      17,593,000   Digital China Holdings Ltd.     21,549,208
 
      25,576,000   Uni-President China Holdings Ltd.     25,655,473
 
                57,611,708
               
                 
 
Denmark | 0.0%                
      105,523   D/S Norden A/S     4,450,145
 
                 
 
France | 7.2%                
      647,987   Alten     27,745,324
 
      175,516   Bolloré     91,725,738
 
      434,240   Cap Gemini SA     25,830,695
 
      603,762   Carrefour SA     20,726,292
 
      257,540   Ciments Français SA     17,755,132
 
      340,256   Eutelsat Communications Group, SA     10,757,573
 
      38,935   Financière de l’Odet SA     39,238,925
 
      69,300   Financière Marc de Lacharriere SA     3,693,850
 
      3,724,875   GDF Suez SA     93,577,922
 
      850,843   Lagardère SCA     27,631,275
 
      81,709   Publicis Groupe SA     6,501,966
 
      92,497   Robertet SA (a)     18,645,057
 
      60,007   Séché Environnement SA     2,228,405
 
      912,717   Sodexo SA     85,162,060
 
      935,034   Teleperformance     45,235,011
 
      672,369   Thales SA     36,962,194
 
      1,106,048   Total SA, ADR     64,062,300
      2,010,186   Vivendi SA     46,244,775
 
                663,724,494
               
                 
 
Germany | 0.6%                
      432,232   Siemens AG     52,077,413
 
      63,350   Wincor Nixdorf AG     3,956,054
 
                56,033,467
               
                 
 
Japan | 8.6%                
      5,095,800   Astellas Pharma Inc.     259,209,522
 
      1,428,700   Azbil Corp.     33,124,852
 
      1,182,600   Benesse Holdings Inc.     42,951,137
 
      2,535,700   Cosel Co., Ltd. (a)(b)     30,724,032
 
      944,700   Icom Inc. (a)(b)     22,326,040
 
      770,470   Kose Corp.     22,260,896
 
      213,800   Medikit Co., Ltd. (a)     7,177,781
 
 

12 See Notes to Financial Statements.



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES   DESCRIPTION     FAIR VALUE
                 
                 
 
Japan | 8.6% (continued)                
      1,074,100   Meitec Corp.   $ 30,902,435
 
      42,300   Milbon Co., Ltd.     1,732,107
 
      3,128,504   Miura Co., Ltd. (b)     86,030,279
 
      578,400   Nifco Inc.     15,440,476
 
      96,000   Nintendo Co., Ltd.     10,870,136
 
      183,800   Nitto Kohki Co., Ltd.     3,444,322
 
      1,184,300   NTT DoCoMo, Inc.     19,181,094
 
      436,900   Okinawa Cellular Telephone Co.     11,103,069
 
      1,162,900   Secom Co., Ltd.     72,640,582
 
      367,488   Shofu Inc.     3,308,682
 
      113,200   Sugi Holdings Co., Ltd.     4,848,385
 
      262,500   Techno Medica Co., Ltd.     5,776,362
 
      1,072,200   Temp Holdings Co., Ltd.     27,029,977
 
      2,110,600   Toho Co., Ltd.     43,931,915
 
      6,060,600   Yahoo Japan Corp.     34,343,092
 
                788,357,173
               
                 
 
Malaysia | 2.1%                
      148,186,000   Genting Malaysia Berhad     191,853,020
 
                 
 
Norway | 0.7%                
      8,931,624   Orkla ASA     65,057,187
 
                 
 
Singapore | 0.0%                
      148,325   United Overseas Bank Ltd.     2,443,807
 
                 
 
South Africa | 0.8%                
      6,006,359   Net 1 U.E.P.S. Technologies Inc. (b)(c)     72,136,372
 
                 
 
South Korea | 2.6%                
      397,058   E-Mart Co., Ltd.     89,411,251
 
      1,745,970   Kangwon Land, Inc.     46,302,506
 
      37,054   Lotte Chilsung Beverage Co., Ltd.     58,511,306
 
      27,171   Lotte Confectionery Co., Ltd.     43,107,502
 
                237,332,565
               
                 
 
Switzerland | 4.1%                
      68,115   APG SGA SA     18,076,630
 
      4,220,716   Nestlé SA     295,195,761
 
      116,420   Schindler Holding AG     17,481,988
 
      2,172,472   UBS AG     44,441,568
 
                375,195,947
               
                 
 
Taiwan | 0.1%                
      2,561,000   Taiwan Secom Co., Ltd.     6,132,472
 
                 
 
United Kingdom | 0.5%                
      5,149,695   Millennium & Copthorne Hotels Plc     46,269,497
 
 

See Notes to Financial Statements. 13



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES   DESCRIPTION     FAIR VALUE
                 
                 
 
United States | 23.0%                
      1,237,876   Amdocs Ltd.   $ 45,355,777
 
      2,398,368   Annaly Capital Management Inc.     27,773,101
 
      1,177,836   Aon Plc     87,678,112
 
      1,400,704   Baker Hughes Inc.     68,774,566
 
      1,339   Berkshire Hathaway Inc., Class ‘A’ (c)     228,178,990
 
      100,464   Berkshire Hathaway Inc., Class ‘B’ (c)     11,403,669
 
      505,024   Cimarex Energy Co.     48,684,314
 
      899,866   CVS Caremark Corp.     51,067,395
 
      4,088,040   Devon Energy Corp.     236,125,190
 
      1,847,155   DeVry Inc.     56,449,057
 
      1,044,320   Energen Corp.     79,775,605
 
      3,278,171   Expeditors International of Washington Inc.     144,436,214
 
      266,653   Goldman Sachs Group, Inc.     42,187,171
 
      79,863   Google Inc., Class ‘A’ (c)     69,952,800
 
      1,341,896   Hewlett-Packard Co.     28,152,978
 
      3,032,782   Ingram Micro Inc., Class ‘A’ (c)     69,905,625
 
      1,363,042   Liberty Interactive Corp., Series ‘A’ (c)     31,990,596
 
      690,229   Marsh & McLennan Cos., Inc.     30,059,473
 
      183,660   MasterCard Inc., Class ‘A’     123,562,775
 
      2,999,705   Microsoft Corp.     99,920,173
 
      32,046   National CineMedia, Inc.     604,387
 
      273,079   News Corp., Class ‘B’ (c)     4,486,688
 
      1,082,005   Occidental Petroleum Corp.     101,210,748
 
      5,687,640   Oracle Corp.     188,659,019
 
      388,589   SEACOR Holdings Inc.     35,143,989
 
      668,659   Sealed Air Corp.     18,180,838
 
      3,645,033   Spansion, Inc., Class ‘A’ (b)(c)     36,778,383
 
      780,047   Telephone & Data Systems, Inc.     23,050,389
 
      149,199   The Washington Post Co., Class ‘B’     91,212,809
 
      1,092,319   Twenty-First Century Fox Inc., Class ‘B’     36,483,455
 
                2,117,244,286
               
          TOTAL COMMON STOCKS      
         

(Cost — $3,665,267,691)

    4,755,395,713
 
                 
PREFERRED STOCKS – 0.7%
                 
 
United States | 0.7%                
          American Capital Agency Corp.,      
    197,675 USD  

Series ‘A’, 8% due 4/5/2017 (d)

    5,060,480
 
          Annaly Capital Management Inc.:      
    592,037 USD  

Series ‘C’, 7.625% due 5/16/2017 (d)

    14,179,286
 
    722,129 USD  

Series ‘D’, 7.5% due 9/13/2017 (d)

    16,933,925
 
          Apollo Residential Mortgage Inc., Series ‘A’,      
    371,500 USD  

8% due 9/20/2017 (d)

    8,574,220
 
          Capstead Mortgage Corp., Series ‘E’,      
    99,109 USD  

7.5% due 5/13/2018 (d)

    2,369,696
 
          CYS Investments Inc.:      
    13,221 USD  

Series ‘A’, 7.75% due 8/3/2017 (d)

    298,530
 
    88,918 USD  

Series ‘B’, 7.5% due 4/30/2018 (d)

    1,853,051
 
 

14 See Notes to Financial Statements.



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES     DESCRIPTION     FAIR VALUE
                   
                   
 
United States | 0.7% (continued)                  
            Hatteras Financial Corp., Series ‘A’,      
      556,125 USD  

7.625% due 8/27/2017 (d)

  $ 12,679,650
 
            MFA Financial Inc., Series ‘B’,      
      74,302 USD  

7.5% due 4/15/2018 (d)

    1,708,946
 
            TOTAL PREFERRED STOCKS      
           

(Cost — $64,989,926)

    63,657,784
 
                   
CONVERTIBLE PREFERRED STOCK – 0.4%
                   
 
United States | 0.4%                  
            Bank of America Corp.,      
      36,288 USD  

Series ‘L’, 7.25%

    39,191,040
 
            TOTAL CONVERTIBLE      
           

PREFERRED STOCK

     
           

(Cost — $28,023,838)

    39,191,040
 
    PRINCIPAL            
    AMOUNT            
                   
CORPORATE NOTES & BONDS – 6.8%
                   
 
France | 3.9%                  
            Wendel:      
      35,100,000 EUR  

4.875% due 5/26/2016 (e)

    50,220,190
 
      116,950,000 EUR  

4.375% due 8/9/2017

    165,572,898
 
      95,400,000 EUR  

6.75% due 4/20/2018

    145,549,596
 
                  361,342,684
                 
                   
 
Norway | 0.3%                  
            Golden Close Maritime Corp. Ltd.,      
      24,489,696 USD  

11% due 12/9/2015 (a)

    25,928,466
 
                   
 
Switzerland | 0.3%                  
      8,800,000 EUR   UBS AG, 7.152% due 12/21/2017 (f)     13,169,999
 
            UBS Preferred Funding Trust V,      
      8,892,000 USD  

6.243% due 5/15/2016 (f)

    9,503,325
 
                  22,673,324
                 
                   
 
United Kingdom | 0.2%                  
            Inmarsat Finance Plc,      
      19,300,000 USD  

7.375% due 12/1/2017 (e)

    20,313,250
 
                   
 
United States | 2.1%                  
            Brandywine Operating Partnership, LP,      
      6,070,000 USD  

5.7% due 5/1/2017

    6,697,893
 
            Cloud Peak Energy Resources LLC,      
      18,309,000 USD  

8.5% due 12/15/2019

    19,865,265
 
            Intelsat Luxembourg SA,      
      24,975,000 USD  

7.75% due 6/1/2021 (e)

    25,942,781
 
            Leucadia National Corp.,      
      3,418,000 USD  

8.125% due 9/15/2015

    3,802,525
 
            Level 3 Financing Inc.,      
      1,740,000 USD  

10% due 2/1/2018

    1,870,500
 
 

See Notes to Financial Statements. 15



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

    PRINCIPAL            
    AMOUNT     DESCRIPTION     FAIR VALUE
                   
                   
 
United States | 2.1% (continued)                  
            MetroPCS Wireless Inc.,      
      6,961,000 USD  

7.875% due 9/1/2018

  $ 7,552,685
 
 
            MFA Financial Inc.,      
      26,434 USD  

8% due 4/15/2042 (g)

    671,159
 
            Mohawk Industries Inc.,      
      37,016,000 USD  

6.375% due 1/15/2016 (h)

    40,856,410
 
            QVC Inc.,      
      31,121,000 USD  

7.5% due 10/1/2019 (e)

    33,499,765
 
            Sealed Air Corp.,      
      38,288,000 USD  

8.125% due 9/15/2019 (e)

    42,882,560
 
            Vulcan Materials Co.,      
      6,660,000 USD  

7% due 6/15/2018

    7,542,450
 
                  191,183,993
                 
            TOTAL CORPORATE NOTES & BONDS      
           

(Cost — $544,981,242)

    621,441,717
 
                   
SOVEREIGN GOVERNMENT BONDS – 5.9%          
                   
 
Hong Kong | 1.0%                  
            Government of Hong Kong,      
      669,700,000 HKD  

1.52% due 12/21/2015

    88,517,936
 
                   
 
Singapore | 4.8%                  
            Government of Singapore:      
 
      146,342,000 SGD  

3.625% due 7/1/2014

    119,553,791
 
      194,412,000 SGD  

2.875% due 7/1/2015

    161,841,811
 
      188,328,000 SGD  

3.75% due 9/1/2016

    164,558,936
 
                  445,954,538
                 
                   
 
Taiwan | 0.1%                  
            Government of Taiwan,      
      349,300,000 TWD  

2% due 7/20/2015

    12,074,507
 
            TOTAL SOVEREIGN GOVERNMENT BONDS    
           

(Cost — $541,346,663)

    546,546,981
 
      OUNCES            
                   
COMMODITIES – 3.3%                  
      226,914     Gold Bullion (c)     301,344,659
 
            TOTAL COMMODITIES      
           

(Cost — $337,823,164)

    301,344,659
 
      PRINCIPAL            
      AMOUNT            
                   
SHORT-TERM INVESTMENTS – 30.6%          
                   
 
Commercial Paper | 30.2%                  
            Air Liquide US LLC:      
      63,000,000 USD  

0.09% due 10/7/2013 (e)

    62,999,055
 
      65,000,000 USD  

0.08% due 10/23/2013 (e)

    64,996,822
 
 

16 See Notes to Financial Statements.



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

    PRINCIPAL            
    AMOUNT     DESCRIPTION     FAIR VALUE
                   
                   
 
Commercial Paper | 30.2% (continued)                  
            American Honda Finance Corp.,      
      35,000,000 USD  

0.09% due 10/7/2013 (e)

  $ 34,999,475
 
      15,000,000 USD   AT&T Inc., 0.24% due 10/28/2013 (e)     14,997,300
 
      15,200,000 USD   Coca-Cola Co., 0.04% due 10/4/2013 (e)     15,199,949
 
            Coca-Cola Enterprises, Inc.:      
      13,500,000 USD  

0.16% due 10/1/2013 (e)

    13,500,000
 
      13,100,000 USD  

0.16% due 10/7/2013 (e)

    13,099,651
 
      30,700,000 USD  

0.16% due 10/28/2013 (e)

    30,696,316
 
            Consolidated Edison Co. Inc.:      
      38,700,000 USD  

0.2% due 10/3/2013 (e)

    38,699,570
 
      58,600,000 USD  

0.2% due 10/7/2013 (e)

    58,598,047
 
      19,000,000 USD  

0.2% due 10/9/2013 (e)

    18,999,156
 
      19,300,000 USD  

0.2% due 10/10/2013 (e)

    19,299,035
 
            Devon Energy Corp.,      
      40,000,000 USD  

0.16% due 10/21/2013 (e)

    39,996,444
 
            Diageo Capital Plc:      
      60,000,000 USD  

0.17% due 10/7/2013 (e)

    59,998,300
 
      65,000,000 USD  

0.19% due 10/10/2013 (e)

    64,996,913
 
      40,000,000 USD  

0.18% due 10/15/2013 (e)

    39,997,200
 
            E.I. du Pont de Nemours & Co.:      
      25,000,000 USD  

0.05% due 10/9/2013 (e)

    24,999,722
 
      10,200,000 USD  

0.05% due 10/21/2013 (e)

    10,199,717
 
            Electricité de France SA:      
      50,000,000 USD  

0.13% due 10/9/2013 (e)

    49,998,556
 
      33,796,000 USD  

0.18% due 10/28/2013 (e)

    33,791,438
 
      50,000,000 USD  

0.1% due 10/30/2013 (e)

    49,995,972
 
      50,000,000 USD  

0.14% due 11/27/2013 (e)

    49,988,917
 
      4,000,000 USD  

0.21% due 1/10/2014 (e)

    3,997,439
 
            GDF Suez SA:      
      25,000,000 USD  

0.19% due 10/7/2013 (e)

    24,999,208
 
      11,500,000 USD  

0.18% due 10/15/2013 (e)

    11,499,195
 
      36,000,000 USD  

0.18% due 10/16/2013 (e)

    35,997,300
 
            Google Inc.:      
      11,300,000 USD  

0.03% due 10/16/2013 (e)

    11,299,859
 
      24,100,000 USD  

0.03% due 10/25/2013 (e)

    24,099,518
 
            Johnson & Johnson:      
      6,000,000 USD  

0.03% due 10/4/2013 (e)

    5,999,985
 
      20,000,000 USD  

0.03% due 10/7/2013 (e)

    19,999,900
 
      20,000,000 USD  

0.03% due 10/10/2013 (e)

    19,999,850
 
      50,000,000 USD  

0.03% due 10/18/2013 (e)

    49,999,292
 
      13,500,000 USD  

0.03% due 10/21/2013 (e)

    13,499,775
 
            L’Oréal USA Inc.:      
      15,000,000 USD  

0.04% due 10/8/2013 (e)

    14,999,883
 
      20,000,000 USD  

0.04% due 10/9/2013 (e)

    19,999,822
 
      17,500,000 USD  

0.04% due 10/16/2013 (e)

    17,499,708
 
      14,600,000 USD  

0.04% due 10/17/2013 (e)

    14,599,740
 
      20,000,000 USD  

0.04% due 10/22/2013 (e)

    19,999,533
 
 

See Notes to Financial Statements. 17



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

    PRINCIPAL            
    AMOUNT     DESCRIPTION     FAIR VALUE
                   
                   
 
Commercial Paper | 30.2% (continued)                  
            Merck & Co. Inc.,      
      19,000,000 USD  

0.04% due 10/22/2013, (e)

  $ 18,999,557
 
            Mondelez International Inc.:      
      35,000,000 USD  

0.23% due 10/23/2013 (e)

    34,995,081
 
      64,200,000 USD  

0.23% due 10/24/2013 (e)

    64,190,566
 
      38,000,000 USD  

0.23% due 10/25/2013 (e)

    37,994,173
 
      20,000,000 USD  

0.27% due 11/6/2013 (e)

    19,994,600
 
      29,700,000 USD  

0.26% due 11/7/2013 (e)

    29,692,063
 
      20,300,000 USD  

0.27% due 11/7/2013 (e)

    20,294,367
 
            Nestlé Capital Corp.:      
      75,000,000 USD  

0.01% due 10/29/2013 (e)

    74,999,417
 
      80,000,000 USD  

0.03% due 12/3/2013 (e)

    79,995,592
 
      20,000,000 USD  

0.03% due 12/4/2013 (e)

    19,998,844
 
      25,000,000 USD  

0.02% due 12/5/2013 (e)

    24,998,532
 
      31,600,000 USD  

0.03% due 12/6/2013 (e)

    31,598,117
 
            Nestle Finance International Ltd.:      
      20,000,000 USD  

0.05% due 10/16/2013

    19,999,583
 
      10,000,000 USD  

0.06% due 10/25/2013

    9,999,600
 
      76,000,000 USD  

0.05% due 10/28/2013

    75,997,150
 
            NetJets Inc.,      
      16,500,000 USD  

0.03% due 10/2/2013 (e)

    16,499,986
 
            Novartis Finance Corp.,      
      60,000,000 USD  

0.05% due 10/2/2013 (e)

    59,999,917
 
            Orange & Rockland Utilities Inc.,      
      3,300,000 USD  

0.2% due 10/3/2013 (e)

    3,299,963
 
            Philip Morris International Inc.:      
      25,700,000 USD  

0.06% due 10/16/2013 (e)

    25,699,357
 
      50,000,000 USD  

0.04% due 10/17/2013 (e)

    49,999,111
 
            Praxair Inc.:      
      20,000,000 USD  

0.02% due 10/3/2013

    19,999,978
 
      47,447,000 USD  

0.02% due 10/4/2013

    47,446,921
 
      2,500,000 USD  

0.05% due 10/16/2013

    2,499,948
 
      52,900,000 USD  

0.03% due 10/17/2013

    52,899,295
 
            Procter & Gamble Co.,      
      25,000,000 USD  

0.05% due 10/2/2013 (e)

    24,999,965
 
            Reed Elsevier Plc:      
      25,000,000 USD  

0.12% due 10/1/2013 (e)

    25,000,000
 
      25,000,000 USD  

0.17% due 10/4/2013 (e)

    24,999,646
 
      11,700,000 USD  

0.2% due 10/7/2013 (e)

    11,699,610
 
      35,000,000 USD  

0.17% due 10/15/2013 (e)

    34,997,686
 
            Roche Holding Inc.:      
      50,000,000 USD  

0.03% due 10/15/2013 (e)

    49,999,417
 
      50,000,000 USD  

0.03% due 10/16/2013 (e)

    49,999,375
 
      15,900,000 USD  

0.03% due 10/17/2013 (e)

    15,899,788
 
      25,000,000 USD  

0.02% due 10/18/2013 (e)

    24,999,764
 
      30,000,000 USD  

0.05% due 10/24/2013 (e)

    29,999,042
 
 

18 See Notes to Financial Statements.



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

    PRINCIPAL            
    AMOUNT     DESCRIPTION     FAIR VALUE
                   
                   
 
Commercial Paper | 30.2% (continued)                  
            Telstra Corp. Ltd.,      
      20,000,000 USD  

0.12% due 11/25/2013 (e)

  $ 19,996,333
 
            United Parcel Service, Inc.:      
 
      50,000,000 USD  

0.02% due 10/1/2013 (e)

    50,000,000
 
      50,000,000 USD  

0.01% due 10/10/2013 (e)

    49,999,875
 
      35,000,000 USD  

0.055% due 10/11/2013 (e)

    34,999,465
 
      50,000,000 USD  

0.001% due 10/15/2013 (e)

    49,999,981
 
            Vodafone Group Plc:      
      10,000,000 USD  

0.2% due 10/22/2013 (e)

    9,998,833
 
      5,000,000 USD  

0.3% due 1/2/2014 (e)

    4,995,887
 
      2,500,000 USD  

0.3% due 1/3/2014 (e)

    2,497,909
 
            Wal-Mart Stores, Inc.:      
      80,000,000 USD  

0.05% due 10/2/2013 (e)

    79,999,889
 
      80,000,000 USD  

0.04% due 10/8/2013 (e)

    79,999,378
 
      10,300,000 USD  

0.04% due 10/17/2013 (e)

    10,299,817
 
      12,000,000 USD  

0.05% due 10/28/2013 (e)

    11,999,550
 
      55,000,000 USD  

0.06% due 10/28/2013 (e)

    54,997,525
 
      29,000,000 USD  

0.05% due 10/30/2013 (e)

    28,998,832
 
      14,700,000 USD  

0.06% due 11/13/2013 (e)

    14,698,946
 
            Walt Disney Co.,      
      24,927,000 USD  

0.06% due 11/20/2013 (e)

    24,924,923
 
                  2,781,630,716
                 
                   
 
Treasury Bills | 0.4%                  
            United States Treasury Bill,      
      34,281,000 USD  

due 12/5/2013 (i)

    34,280,691
 
            TOTAL SHORT-TERM INVESTMENTS    
           

(Cost — $2,815,912,368)

    2,815,911,407
 
            TOTAL INVESTMENTS — 99.4%      
           

(Cost — $7,998,344,892)

    9,143,489,301
 
            Other Assets In Excess of Liabilities — 0.6%     59,028,482
 
            TOTAL NET ASSETS — 100.0%   $ 9,202,517,783
                 
                   
 
Schedule of Written Put Options – (0.0%)                    
            EXPIRATION     STRIKE       FAIR  
CONTRACTS     DESCRIPTION     DATE     PRICE       VALUE  
 
(327)     Apple, Inc.     1/17/2015   $ 430.00     $ (1,536,083 )
 
(422)     Apple, Inc.     1/17/2015     440.00       (2,185,960 )
 
            Total Written Put Options          
           

(Premiums received — $5,976,952)

    $ (3,722,043 )
 
 

See Notes to Financial Statements. 19



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

The IVA Worldwide Fund had the following open forward foreign currency contracts at September 30, 2013:

                          USD        
            SETTLEMENT   LOCAL         VALUE AT   NET
FOREIGN           DATES   CURRENCY   USD   SEPTEMBER 30,   UNREALIZED
CURRENCY     COUNTERPARTY     THROUGH   AMOUNT   EQUIVALENT   2013   DEPRECIATION
 
Contracts to Sell:                              
      State Street                                
euro        Bank & Trust Co.     12/05/2013   EUR 338,980,000   $ 446,327,045   $ 458,667,104     $ (12,340,059 )
 
      State Street                                

Japanese yen

       Bank & Trust Co.     12/05/2013   JPY 39,674,200,000     397,804,692     403,773,208       (5,968,516 )
 

South Korean won

    State Street
   Bank & Trust Co.
    10/07/2013   KRW 76,229,000,000     69,136,488     70,899,406       (1,762,918 )
 
Net Unrealized Depreciation on Open Forward Foreign Currency Contracts     $ (20,071,493 )
 

Abbreviations used in this schedule:

ADR American Depositary Receipt
EUR euro
HKD Hong Kong dollar
JPY Japanese yen
KRW South Korean won
SGD Singapore dollar
TWD Taiwan dollar
USD United States dollar

(a)   Security is deemed illiquid. As of September 30, 2013, the value of these illiquid securities amounted to 1.3% of total net assets.
 

20 See Notes to Financial Statements.



 IVA Worldwide Fund  IVA Funds

Schedule of Investments
September 30, 2013

(b)   Issuer of the security is an affiliate of the IVA Worldwide Fund as defined by the Investment Company Act of 1940. An affiliate is deemed as a company in which the IVA Worldwide Fund indirectly or directly has ownership of at least 5% of the company’s outstanding voting securities. See Schedule of Affiliates below for additional information.

 
Schedule of Affiliates                                        
    SHARES           SHARES                                
    HELD AT           HELD AT     FAIR VALUE AT                    
    SEPTEMBER 30,   SHARE   SHARE   SEPTEMBER 30,     SEPTEMBER 30,   REALIZED   DIVIDEND
SECURITY   2012   ADDITIONS   REDUCTIONS   2013     2013   GAIN/(LOSS)   INCOME*
 

Cosel Co., Ltd.

  3,187,600     651,900   2,535,700       $ 30,724,032       $ (2,068,468 )     $ 606,900  
 
Icom Inc.   1,306,300     361,600   944,700         22,326,040         (1,627,934 )       304,645  
 

Milbon Co., Ltd.**

  951,200     908,900   42,300                 9,774,495         591,698  
 
Miura Co., Ltd.   3,271,704     143,200   3,128,504         86,030,279         (709,849 )       1,263,228  
 

Net 1 U.E.P.S. Technologies Inc.

  6,324,803     318,444   6,006,359         72,136,372         (2,830,689 )        
 

Spansion, Inc., Class ‘A’***

  1,368,809   2,283,744   7,520   3,645,033         36,778,383         (21,255 )        
 
Teleperformance**   2,928,862   19,444   2,013,272   935,034                 21,007,798         698,267  
 

Temp Holdings Co., Ltd.**

  3,016,200   941,500   2,885,500   1,072,200                 40,928,064         488,317  
 
Total                       $ 247,995,106       $ 64,452,162       $ 3,953,055  
 
*   Dividend income is net of withholding taxes.
**   Non-affiliated at September 30, 2013.
***   Non-affiliated at September 30, 2012.
     
(c)   Non-income producing investment.
(d)   Cumulative redeemable preferred stock. The date shown represents the first optional call date.
(e)   Security is exempt from registration under Rule 144A or Section 4(2) of the Securities Act of 1933 (the “1933 Act”). Any resale of these securities must generally be effected through a sale that is registered under the 1933 Act or otherwise exempted from such registration requirements.
(f)   Fixed-to-float perpetual bond. The security has no maturity date. The date shown represents the next call date.
(g)   Senior unsecured note. The first call date is April 15, 2017.
(h)   Variable rate security. The interest rate shown reflects the rate currently in effect.
(i)   This security is held at the custodian as collateral for written put options. As of September 30, 2013, portfolio securities valued at $34,280,691 were segregated to cover collateral requirements.
 

See Notes to Financial Statements. 21



 IVA International Fund  IVA Funds
 Performance (unaudited)  As of September 30, 2013

                Five Year/
Average Annual Total Returns as of September 30, 2013(a)     One Year   Since Inception(a)
Class A       14.09 %       11.44 %  
Class A (with a 5% maximum initial sales charge)       8.38 %       10.31 %  
Class C       13.18 %       10.59 %  
Class I       14.34 %       11.72 %  
MSCI All Country World (ex-U.S.) Index (Net)(b)       16.48 %       6.26 %  
Consumer Price Index(c)       1.18 %       1.36 %  

Growth of a $10,000 Initial Investment  

 
(a) The Fund commenced investment operations on October 1, 2008.
(b)
The MSCI All Country World (ex-U.S.) Index (Net) is an unmanaged, free float-adjusted, market capitalization weighted index composed of stocks of companies located in countries throughout the world, excluding the United States. It is designed to measure equity market performance in global developed and emerging markets outside the United States. The index includes reinvestment of dividends, net of foreign withholding taxes. Please note that an investor cannot invest directly in an index.
(c)
The Consumer Price Index examines the weighted average of prices of a basket of consumer goods and services, such as transportation, food and medical care. Please note that an investor cannot invest directly in an index.
(d)
Hypothetical illustration of $10,000 invested in Class A shares on October 1, 2008, assuming the deduction of the maximum initial sales charge of 5% at the time of investment for Class A shares and the reinvestment of all distributions, including returns of capital, if any, at net asset value through September 30, 2013. The performance of the Fund’s other classes may be greater or less than the Class A shares’ performance indicated on this chart depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.

Past performance is no guarantee of future results.    The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than the original cost. The returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. To obtain performance information current to the most recent month-end, please call 866-941-4482.

The maximum sales charge for Class A shares is 5.00%. Class C shares may include a 1.00% contingent deferred sales charge for the first year only. Shares redeemed within 30 days of purchase may be subject to a 2.00% redemption fee. The gross and net expense ratios for the Fund are as follows: 1.27% (Class A shares); 2.02% (Class C shares); and 1.02% (Class I shares). These expense ratios are as stated in the most recent Prospectus dated January 31, 2013. More recent expense ratios can be found in the Financial Highlights section of this Annual Report.

22  



 IVA International Fund  IVA Funds
 Portfolio Composition (unaudited)  As of September 30, 2013

Asset Allocation (As a Percent of Total Net Assets)  

Sector Allocation (As a Percent of Total Net Assets)  

Top 10 Positions (As a Percent of Total Net Assets)(b)  

Government of Singapore, 3.625% due 7/1/2014, 2.875% due 7/1/2015, 3.75% due 9/1/2016     6.3 %
 
Nestlé SA     3.9 %
 

Wendel, 4.875% due 5/26/2016, 4.375% due 8/9/2017, 6.75% due 4/20/2018

    3.4 %
 
Gold Bullion     3.2 %
 
Astellas Pharma Inc.     3.1 %
 
Genting Malaysia Berhad     2.9 %
 
E-Mart Co., Ltd.     1.7 %
 
GDF Suez SA     1.5 %
 
Sodexo SA     1.4 %
 
Total SA, ADR     1.4 %
 
Top 10 positions represent 28.8% of total net assets.
(a) Other represents unrealized gains and losses on forward foreign currency contracts and other assets and liabilities.
(b) Short-Term Investments are not included.

  23



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES   DESCRIPTION     FAIR VALUE
COMMON STOCKS – 54.3%                
 
Argentina | 0.0%                
      871   Nortel Inversora SA, Series ‘B’, ADR (a)   $ 16,715
 
                 
 
Australia | 0.1%                
      1,337,089   Programmed Maintenance Services Ltd.     3,505,111
 
                 
 
Belgium | 0.4%                
      125,166   Sofina SA     12,303,582
 
                 
 
Brazil | 1.0%                
      2,226,335   Itaú Unibanco Holding SA, ADR     31,435,850
 
                 
 
China | 2.3%                
      39,557,030   Clear Media Ltd. (b)(c)     26,011,276
 
      11,394,000   Digital China Holdings Ltd.     13,956,214
 
      27,368,000   Phoenix Satellite Television Holdings Ltd.     9,774,412
 
      24,303,000   Springland International Holdings Ltd.     13,160,639
 
      12,132,000   Uni-President China Holdings Ltd.     12,169,698
 
                75,072,239
               
                 
 
Denmark | 0.1%                
      56,392   D/S Norden A/S     2,378,179
 
                 
 
France | 14.9%                
      916,276   Alten     39,232,846
 
      62,585   Bolloré     32,707,305
 
      310,700   Cap Gemini SA     18,481,938
 
      323,157   Carrefour SA     11,093,521
 
      105,330   Ciments Français SA     7,261,583
 
      517,541   CNP Assurances     9,322,572
 
      202,661   Eutelsat Communications Group, SA     6,407,354
 
      29,687   Financière de l’Odet SA     29,918,735
 
      492,234   Financière Marc de Lacharriere SA     26,237,208
 
      1,962,917   GDF Suez SA     49,313,251
 
      505,143   Lagardère SCA     16,404,607
 
      230,121   M6-Métropole Télévision SA     4,935,968
 
      47,926   Publicis Groupe SA     3,813,695
 
      73,288   Robertet SA (b)     14,773,008
 
      562,656   Saft Groupe SA     15,520,652
 
      298,912   Séché Environnement SA     11,100,320
 
      226,778   Securidev SA (b)(c)     9,351,164
 
      2,181,095   Societe d’Edition de Canal Plus     16,523,894
 
      488,374   Sodexo SA     45,568,271
 
      565,590   Teleperformance     27,362,075
 
      482,674   Thales SA     26,534,076
 
      787,575   Total SA, ADR     45,616,344
 
      1,078,962   Vivendi SA     24,821,760
 
                492,302,147
               
 

24 See Notes to Financial Statements.



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES   DESCRIPTION     FAIR VALUE
                 
 
Germany | 0.9%                
      220,979   Siemens AG   $ 26,624,625
 
      54,199   Wincor Nixdorf AG     3,384,596
 
                30,009,221
               
                 
 
Hong Kong | 1.1%                
      20,767,761   Hongkong & Shanghai Hotels Ltd.     31,382,323
 
      13,962,000   Midland Holdings Ltd.     5,742,568
 
                37,124,891
               
                 
 
India | 0.2%                
      17,614,307   South Indian Bank Ltd.     5,570,853
 
                 
 
Indonesia | 0.1%                
      88,168,000   PT Bank Bukopin Tbk     4,872,843
 
                 
 
Japan | 16.9%                
      295,600   Arcs Co. Ltd.     5,479,253
 
      764,900   As One Corp.     15,757,897
 
      1,986,500   Astellas Pharma Inc.     101,047,865
 
      955,200   Azbil Corp.     22,146,608
 
      60,900   The Bank of Okinawa Ltd.     2,425,591
 
      627,200   Benesse Holdings Inc.     22,779,429
 
      71,400   Canon Inc.     2,273,585
 
      1,398,400   Cosel Co., Ltd. (b)     16,943,836
 
      864,500   Daiichikosho Co., Ltd.     23,561,682
 
      1,401,300   Hi Lex Corp.     30,693,310
 
      650,000   Icom Inc. (b)     15,361,412
 
      491,140   Kose Corp.     14,190,321
 
      95,400   Medikit Co., Ltd. (b)     3,202,808
 
      174,500   Meitec Corp.     5,020,459
 
      325,300   Milbon Co., Ltd.     13,320,438
 
      1,497,276   Miura Co., Ltd.     41,173,376
 
      406,400   Nifco Inc.     10,848,910
 
      57,000   Nintendo Co., Ltd.     6,454,143
 
      472,700   Nitto Kohki Co., Ltd.     8,858,166
 
      843,100   NTT DoCoMo, Inc.     13,654,969
 
      724,900   Okinawa Cellular Telephone Co.     18,422,099
 
      1,101,000   San-A Co. Ltd.     30,970,700
 
      129,900   Sankyo Co. Ltd.     6,336,747
 
      650,500   Secom Co., Ltd.     40,633,501
 
      10,600   Secom Joshinetsu Co., Ltd.     270,999
 
      353,900   Shingakukai Co., Ltd.     1,382,548
 
      306,950   Shofu Inc.     2,763,627
 
      4,500   SK Kaken Co., Ltd.     267,816
 
      190,900   Sugi Holdings Co., Ltd.     8,176,296
 
      172,800   Techno Medica Co., Ltd.     3,802,497
 
      643,800   Temp Holdings Co., Ltd.     16,230,087
 
 

  25



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

      SHARES   DESCRIPTION     FAIR VALUE
                 
 
Japan | 16.9% (continued)                
 
      1,015,900   Toho Co., Ltd.   $ 21,145,851
 
      521,700   Transcosmos Inc.     9,139,503
 
      4,372,100   Yahoo Japan Corp.     24,775,011
 
                559,511,340
               
                 
 
Malaysia | 2.9%                
      74,143,900   Genting Malaysia Berhad     95,992,409
 
                 
 
Mexico | 0.1%                
      213,675   Corporativo Fragua, SAB de CV     3,619,554
 
                 
 
Netherlands | 0.1%                
      18,272   Hal Trust NV     2,377,748
 
                 
 
Norway | 1.0%                
      4,692,937   Orkla ASA     34,182,953
 
                 
 
Singapore | 1.0%                
      5,455,420   Haw Par Corp. Ltd. (b)     32,178,955
 
                 
 
South Africa | 1.0%                
      2,720,423   Net 1 U.E.P.S. Technologies Inc. (a)(c)     32,672,280
 
                 
 
South Korea | 3.7%                
      247,873   E-Mart Co., Ltd.     55,817,122
 
      61,768   Fursys Inc.     1,753,018
 
      1,057,970   Kangwon Land, Inc.     28,056,989
 
      12,273   Lotte Chilsung Beverage Co., Ltd.     19,380,074
 
      11,268   Lotte Confectionery Co., Ltd.     17,876,977
 
                122,884,180
               
                 
 
Switzerland | 5.1%                
      23,288   APG SGA SA     6,180,262
 
      1,862,826   Nestlé SA     130,285,558
 
      55,573   Schindler Holding AG     8,345,014
 
      1,212,065   UBS AG     24,794,828
 
                169,605,662
               
                 
 
Taiwan | 0.4%                
      5,904,000   Taiwan Secom Co., Ltd.     14,137,491
 
                 
 
United Kingdom | 1.0%                
      3,647,823   Millennium & Copthorne Hotels Plc     32,775,327
 
          TOTAL COMMON STOCKS      
         

(Cost — $1,435,243,111)

    1,794,529,530
 
 

26 See Notes to Financial Statements.



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

  SHARES       DESCRIPTION     FAIR VALUE
                 
PREFERRED STOCK – 0.0%        
                 
 
Switzerland | 0.0%                
          UBS Preferred Funding Trust IV, Series ‘D’,      
  42,664 USD    

0.8823% due 10/30/2013 (d)

  $ 624,601
 
          TOTAL PREFERRED STOCK      
         

(Cost — $684,965)

    624,601
 
  PRINCIPAL              
  AMOUNT              
CORPORATE NOTES & BONDS – 6.2%        
                 
 
France | 3.4%                
          Wendel:      
  23,950,000 EUR    

4.875% due 5/26/2016 (e)

    34,267,053
 
  36,400,000 EUR    

4.375% due 8/9/2017

    51,533,591
 
  17,000,000 EUR    

6.75% due 4/20/2018

    25,936,511
 
                111,737,155
               
                 
 
Norway | 1.6%                
          Golden Close Maritime Corp. Ltd.,      
  10,575,096 USD    

11% due 12/9/2015 (b)

    11,196,383
 
          Stolt-Nielsen Ltd. SA:      
  107,500,000 NOK    

6.48% due 6/22/2016 (b)(f)

    18,614,622
 
  77,500,000 NOK    

6.49% due 3/19/2018 (b)(f)

    13,371,513
 
  62,000,000 NOK    

6.72% due 9/4/2019 (b)(f)

    10,697,210
 
                53,879,728
               
                 
 
Singapore | 0.4%                
          DBS Capital Funding II Corp.,      
  7,500,000 SGD     5.75% due 6/15/2018 (g)     6,449,833
 
          United Overseas Bank Ltd.,      
  7,750,000 SGD     4.9% due 7/23/2018 (g)     6,349,625
 
                12,799,458
               
                 
 
Switzerland | 0.3%                
  4,400,000 EUR     UBS AG, 7.152% due 12/21/2017 (g)     6,585,000
 
          UBS Preferred Funding Trust V,      
  4,338,000 USD    

6.243% due 5/15/2016 (g)

    4,636,237
 
                11,221,237
               
                 
 
United Kingdom | 0.2%                
          Inmarsat Finance Plc,      
  7,000,000 USD    

7.375% due 12/1/2017 (e)

    7,367,500
 
                 
 
United States | 0.3%                
          Intelsat Luxembourg SA,      
  8,622,000 USD    

7.75% due 6/1/2021 (e)

    8,956,102
 
          TOTAL CORPORATE NOTES & BONDS      
         

(Cost — $186,406,209)

    205,961,180
 
 

See Notes to Financial Statements. 27



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

  PRINCIPAL              
  AMOUNT       DESCRIPTION     FAIR VALUE
                 
SOVEREIGN GOVERNMENT BONDS – 8.0%        
                 
 
Hong Kong | 1.1%                
          Government of Hong Kong,      
  279,650,000 HKD    

1.52% due 12/21/2015

  $ 36,962,880
 
                 
 
Singapore | 6.3%                
          Government of Singapore:      
  100,001,000 SGD    

3.625% due 7/1/2014

    81,695,608
 
  75,410,000 SGD    

2.875% due 7/1/2015

    62,776,428
 
  73,093,000 SGD    

3.75% due 9/1/2016

    63,867,860
 
                208,339,896
               
                 
 
Taiwan | 0.2%                
          Government of Taiwan,      
  171,000,000 TWD    

2% due 7/20/2015

    5,911,081
 
                 
 
Thailand | 0.4%                
          Government of Thailand,      
  362,607,000 THB    

5.25% due 5/12/2014

    11,777,575
 
          TOTAL SOVEREIGN GOVERNMENT BONDS      
         

(Cost — $262,819,838)

    262,991,432
 
  OUNCES              
COMMODITIES – 3.2%                
  80,861       Gold Bullion (a)     107,384,464
 
          TOTAL COMMODITIES      
         

(Cost — $122,368,458)

    107,384,464
 
  PRINCIPAL              
  AMOUNT              
SHORT-TERM INVESTMENTS – 27.5%        
 
Commercial Paper | 27.5%              
          Abbott Laboratories,      
  36,000,000 USD    

0.05% due 10/17/2013 (e)

    35,999,200
 
          American Honda Finance Corp.,      
  16,100,000 USD    

0.05% due 10/4/2013 (e)

    16,099,933
 
          Coca-Cola Co.,      
  3,000,000 USD    

0.04% due 10/4/2013 (e)

    2,999,990
 
          Coca-Cola Enterprises, Inc.:      
  8,000,000 USD    

0.16% due 10/1/2013 (e)

    8,000,000
 
  26,900,000 USD    

0.16% due 10/7/2013 (e)

    26,899,283
 
  29,300,000 USD    

0.16% due 10/28/2013 (e)

    29,296,484
 
          Consolidated Edison Co. Inc.:      
  30,000,000 USD    

0.2% due 10/2/2013 (e)

    29,999,833
 
  23,500,000 USD    

0.2% due 10/7/2013 (e)

    23,499,217
 
  70,600,000 USD    

0.2% due 10/8/2013 (e)

    70,597,254
 
          Devon Energy Corp.:      
  20,000,000 USD    

0.15% due 10/21/2013 (e)

    19,998,333
 
  5,900,000 USD    

0.16% due 10/21/2013 (e)

    5,899,476
 
          Diageo Capital Plc,      
  26,300,000 USD    

0.18% due 10/15/2013 (e)

    26,298,159
 
 

28 See Notes to Financial Statements.



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

  PRINCIPAL              
  AMOUNT       DESCRIPTION     FAIR VALUE
                 
 
Commercial Paper | 27.5% (continued)        
 
          E.I. du Pont de Nemours & Co.:      
  21,800,000 USD    

0.05% due 10/21/2013 (e)

  $ 21,799,394
 
  10,198,000 USD    

0.07% due 10/3/2013 (e)

    10,197,960
 
          Electricité de France SA,      
  16,204,000 USD    

0.18% due 10/28/2013 (e)

    16,201,813
 
          Florida Power & Light Co.,      
  29,400,000 USD    

0.16% due 10/2/2013 (e)

    29,399,869
 
          Google Inc.:      
  36,800,000 USD    

0.03% due 10/16/2013 (e)

    36,799,540
 
  60,000,000 USD    

0.03% due 10/25/2013 (e)

    59,998,800
 
          Johnson & Johnson,      
  30,000,000 USD    

0.03% due 10/10/2013 (e)

    29,999,775
 
          L’Oréal USA Inc.,      
  15,000,000 USD    

0.04% due 10/23/2013 (e)

    14,999,633
 
          Merck & Co. Inc.,      
  10,000,000 USD    

0.04% due 10/22/2013 (e)

    9,999,767
 
          Mondelez International Inc.,      
  15,000,000 USD    

0.23% due 10/23/2013 (e)

    14,997,892
 
          NetJets Inc.,      
  26,500,000 USD    

0.03% due 10/2/2013 (e)

    26,499,978
 
          Praxair Inc.:      
  33,500,000 USD    

0.02% due 10/3/2013

    33,499,963
 
  11,803,000 USD    

0.02% due 10/4/2013

    11,802,980
 
  10,000,000 USD    

0.02% due 10/7/2013

    9,999,967
 
          Roche Holding Inc.:      
  10,000,000 USD    

0.02% due 10/17/2013 (e)

    9,999,911
 
  9,100,000 USD    

0.03% due 10/17/2013 (e)

    9,099,879
 
          United Parcel Service, Inc.:      
  33,000,000 USD    

0.001% due 10/7/2013 (e)

    32,999,995
 
  20,000,000 USD    

0.001% due 10/8/2013 (e)

    19,999,996
 
  40,300,000 USD    

0.001% due 10/9/2013 (e)

    40,299,991
 
  31,200,000 USD    

0.001% due 10/10/2013 (e)

    31,199,992
 
  15,000,000 USD    

0.055% due 10/11/2013 (e)

    14,999,771
 
          Wal-Mart Stores, Inc.:      
  48,000,000 USD    

0.03% due 10/2/2013 (e)

    47,999,960
 
  6,600,000 USD    

0.05% due 10/3/2013 (e)

    6,599,982
 
  9,200,000 USD    

0.04% due 10/8/2013 (e)

    9,199,928
 
  26,300,000 USD    

0.04% due 10/17/2013 (e)

    26,299,532
 
  20,700,000 USD    

0.04% due 10/21/2013 (e)

    20,699,540
 
  18,000,000 USD    

0.05% due 10/28/2013 (e)

    17,999,325
 
          TOTAL SHORT-TERM INVESTMENTS      
         

(Cost — $909,182,295)

    909,182,295
 
          TOTAL INVESTMENTS — 99.2%      
         

(Cost — $2,916,704,876)

    3,280,673,502
 
          Other Assets In Excess of Liabilities — 0.8%     25,553,894
 
          TOTAL NET ASSETS — 100.0%   $ 3,306,227,396
               
 

See Notes to Financial Statements. 29



 IVA International Fund  IVA Funds

Schedule of Investments
September 30, 2013

The IVA International Fund had the following open forward foreign currency contracts at September 30, 2013:

                          USD          
            SETTLEMENT   LOCAL         VALUE AT     NET
FOREIGN           DATES   CURRENCY   USD   SEPTEMBER 30,     UNREALIZED
CURRENCY     COUNTERPARTY     THROUGH   AMOUNT   EQUIVALENT   2013     DEPRECIATION
 
Contracts to Sell:                                      

Australian dollar

   

State Street Bank & Trust Co.

    12/05/2013   AUD 680,000   $ 610,416   $ 631,736     $ (21,320 )
 
euro     State Street Bank & Trust Co.     12/05/2013   EUR 145,898,000     192,115,221     197,411,686       (5,296,465 )
 

Japanese yen

    State Street Bank & Trust Co.     12/05/2013   JPY 33,100,400,000     331,936,184     336,870,175       (4,933,991 )
 

South Korean won

    State Street Bank & Trust Co.     10/07/2013   KRW 26,725,000,000     24,239,136     24,856,506       (617,370 )
 
Net Unrealized Depreciation on Open Forward Foreign Currency Contracts     $ (10,869,146 )
 

Abbreviations used in this schedule:

ADR American Depositary Receipt
AUD Australian dollar
EUR euro
HKD Hong Kong dollar
JPY Japanese yen
KRW South Korean won
NOK Norwegian krone
SGD Singapore dollar
THB Thai baht
TWD Taiwan dollar
USD United States dollar
(a) Non-income producing investment.
(b) Security is deemed illiquid. As of September 30, 2013, the value of these illiquid securities amounted to 5.2% of total net assets.
 

30 See Notes to Financial Statements.



 IVA International Fund  IVA Funds 

Schedule of Investments
September 30, 2013

(c)  
Issuer of the security is an affiliate of the IVA International Fund as defined by the Investment Company Act of 1940. An affiliate is deemed as a company in which the IVA International Fund indirectly or directly has ownership of at least 5% of the company’s outstanding voting securities. See Schedule of Affiliates below for additional information.

 
Schedule of Affiliates                                        
    SHARES           SHARES                                
    HELD AT           HELD AT     FAIR VALUE AT                    
    SEPTEMBER 30,   SHARE   SHARE   SEPTEMBER 30,     SEPTEMBER 30,   REALIZED   DIVIDEND
SECURITY   2012   ADDITIONS   REDUCTIONS   2013     2013   GAIN/(LOSS)   INCOME*
 

Clear Media Ltd.

  36,621,030   2,936,000     39,557,030       $ 26,011,276               $ 7,498,148  
 
Icom Inc.**   765,600     115,600   650,000               $ (149,066 )       210,182  
 

Net 1 U.E.P.S. Technologies Inc.***

  2,230,235   490,188     2,720,423         32,672,280                  
 
Securidev SA   226,778       226,778         9,351,164                 317,923  
 

Temp Holdings Co., Ltd.**

  3,405,900   120,500   2,882,600   643,800                 33,640,300         383,422  
 
Total                       $ 68,034,720       $ 33,491,234       $ 8,409,675  
 
*   Dividend income is net of withholding taxes.
**   Non-affiliated at September 30, 2013.
***   Non-affiliated at September 30, 2012.
     
(d)  
Floating rate perpetual preferred stock. The rate shown reflects the rate currently in effect. The preferred stock has no maturity date. The date shown reflects the next call date.
(e)  
Security is exempt from registration under Rule 144A or Section 4(2) of the Securities Act of 1933 (the “1933 Act”). Any resale of these securities must generally be effected through a sale that is registered under the 1933 Act or otherwise exempted from such registration requirements.
(f)   Variable rate security. The interest rate shown reflects the rate currently in effect.
(g)   Fixed-to-float perpetual bond. The security has no maturity date. The date shown represents the next call date.
 

See Notes to Financial Statements. 31



  Statements of Assets and Liabilities   IVA Funds  

September 30, 2013

    IVA   IVA
    Worldwide   International
    Fund   Fund
     
Assets:            

Long-term investments, at cost:

           

Non-affiliated investments

  $ 4,942,194,116   $ 1,949,339,349
     

Affiliated investments

    240,238,408     58,183,232
     

Short-term investments, at cost

    2,815,912,368     909,182,295
     

Foreign currency, at cost

    779,336     571,199
     

Long-term investments, at fair value:

           

Non-affiliated investments

  $ 6,079,582,788   $ 2,303,456,487
     

Affiliated investments

    247,995,106     68,034,720
     

Short-term investments, at fair value

    2,815,911,407     909,182,295
     

Foreign currency, at fair value

    779,682     571,388
     

Cash

    275,083     314,576
     

Receivable for investments sold

    59,188,348     17,056,106
     

Dividends and interest receivable

    30,625,492     17,222,384
     

Receivable for fund shares sold

    15,138,481     10,953,683
     
Total assets   $ 9,249,496,387   $ 3,326,791,639
Liabilities:            

Payable for investments purchased

  $ 8,754,004   $ 2,285,433
     

Payable for fund shares repurchased

    4,574,822     4,410,149
     

Unrealized depreciation on open forward foreign currency contracts

    20,071,493     10,869,146
     

Written options, at value (premiums received: $5,976,952 and $0)

    3,722,043    
     

Accrued investment advisory fees

    6,733,100     2,406,152
     

Accrued distribution and service fees

    1,611,379     143,498
     

Accrued expenses and other liabilities

    1,511,763     449,865
     
Total liabilities     46,978,604     20,564,243
     
Net Assets   $ 9,202,517,783   $ 3,306,227,396
     
Net Assets Consist of:            

Par value ($0.001 per share)

  $ 514,103   $ 189,798
     

Additional paid-in-capital

    7,776,450,711     2,836,250,856
     

Undistributed net investment income

    78,916,001     70,476,339
     

Accumulated net realized gain on investments and foreign currency transactions

    219,114,838     46,168,260
     

Unrealized appreciation from investments, written options and foreign currency translation

    1,127,522,130     353,142,143
     
Net Assets   $ 9,202,517,783   $ 3,306,227,396
     
Net Asset Value Per Share:            
Class A            

Net assets

  $ 2,378,044,845   $ 377,043,133
     

Shares outstanding

    132,754,964     21,680,596
     

Net asset value per share

  $ 17.91   $ 17.39
     

Maximum offering price per share (with a maximum initial sales charge of 5.00%)

  $ 18.85   $ 18.31
     
Class C            

Net assets

  $ 1,380,607,552   $ 81,804,414
     

Shares outstanding

    77,936,776     4,771,931
     

Net asset value per share

  $ 17.71   $ 17.14
     
Class I            

Net assets

  $ 5,443,865,386   $ 2,847,379,849
     

Shares outstanding

    303,410,806     163,345,521
     

Net asset value per share

  $ 17.94   $ 17.43
     
 

32 See Notes to Financial Statements.



  Statements of Operations   IVA Funds  

For the Year Ended September 30, 2013

    IVA   IVA
    Worldwide   International
    Fund   Fund
     
Investment Income:                

Interest

  $ 60,058,291     $ 15,931,527  
     

Dividends:

               

Non-affiliated investments

    120,499,923       51,417,346  
     

Affiliated investments

    4,326,803       8,511,469  
     

Less: Foreign taxes withheld

    (11,005,968 )     (6,858,087 )
     
Total income     173,879,049       69,002,255  
     
Expenses:                

Investment advisory fees

    78,649,516       26,946,250  
     

Distribution and service fees:

               

Class A

    5,847,894       975,613  
     

Class C

    13,720,302       786,699  
     

Trustee fees

    186,673       57,911  
     

Other expenses

    10,173,543       3,230,045  
     
Total expenses     108,577,928       31,996,518  
     
Net investment income     65,301,121       37,005,737  
     

Net Realized and Change in Unrealized Gain (Loss) on Investments, Written Options and Foreign Currency:

               
Net realized gain on:                

Investments on:

               

Non-affiliated investments

    205,434,426       31,099,103  
     

Affiliated investments

    64,452,162       33,491,234  
     

Foreign currency transactions

    65,194,624       55,854,410  
     
Net realized gain     335,081,212       120,444,747  
     

Net change in unrealized appreciation (depreciation) from:

               

Investments from:

               

Non-affiliated investments

    766,678,716       258,944,615  
     

Affiliated investments

    3,880,296       (3,056,248 )
     

Written options

    2,254,909        
     

Foreign currency translation

    (24,508,950 )     (12,139,361 )
     
Net change in unrealized appreciation     748,304,971       243,749,006  
     

Net realized and change in unrealized gain on investments, written options and foreign currency

    1,083,386,183       364,193,753  
     
Increase in net assets resulting from operations   $ 1,148,687,304     $ 401,199,490  
     
 

See Notes to Financial Statements. 33



  Statements of Changes in Net Assets   IVA Funds  

    IVA Worldwide Fund   IVA International Fund
         
    Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,
    2013   2012   2013   2012
         
Operations:                                

Net investment income

  $ 65,301,121     $ 110,312,554     $ 37,005,737     $ 42,902,576  
         

Net realized gain

    335,081,212       166,223,459       120,444,747       76,113,235  
         

Net change in unrealized appreciation

    748,304,971       549,740,260       243,749,006       115,990,550  
         

Increase in net assets resulting from operations

    1,148,687,304       826,276,273       401,199,490       235,006,361  
         

Distributions to Shareholders:

                               

Net investment income:

                               

Class A

    (43,202,437 )     (20,111,017 )     (10,873,855 )     (4,961,283 )
         

Class C

    (15,835,870 )           (1,539,440 )     (540,056 )
         

Class I

    (99,833,588 )     (49,104,499 )     (68,274,470 )     (32,039,991 )
         

Net realized gain on investments:

                               

Class A

    (24,482,371 )     (143,027,372 )     (7,046,076 )     (16,874,933 )
         

Class C

    (14,678,576 )     (88,435,829 )     (1,354,841 )     (3,985,245 )
         

Class I

    (50,090,292 )     (258,845,189 )     (40,660,017 )     (92,344,215 )
         

Decrease in net assets resulting from distributions

    (248,123,134 )     (559,523,906 )     (129,748,699 )     (150,745,723 )
         

Capital Share Transactions:

                               

Proceeds from shares sold

    1,482,931,105       1,799,582,994       644,494,005       687,721,006  
         

Reinvestment of distributions

    188,114,438       403,223,168       105,046,580       122,389,472  
         

Cost of shares repurchased

    (2,251,063,484 )     (2,764,328,546 )     (482,749,158 )     (390,174,647 )
         

Increase (decrease) in net assets from capital share transactions

    (580,017,941 )     (561,522,384 )     266,791,427       419,935,831  
         

Increase (decrease) in net assets

    320,546,229       (294,770,017 )     538,242,218       504,196,469  
         

Net Assets:

                               

Beginning of year

  $ 8,881,971,554     $ 9,176,741,571     $ 2,767,985,178     $ 2,263,788,709  
         

End of year

  $ 9,202,517,783     $ 8,881,971,554     $ 3,306,227,396     $ 2,767,985,178  
         

Undistributed net investment income

  $ 78,916,001     $ 100,173,874     $ 70,476,339     $ 61,430,573  
         
 

34 See Notes to Financial Statements.



  Financial Highlights   IVA Funds  

IVA Worldwide Fund — Class A

For a share of each class of beneficial interest outstanding:

    Year Ended   Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,   September 30,
    2013   2012   2011   2010   2009
     

Net asset value, beginning of year

  $ 16.18     $ 15.71     $ 16.03     $ 15.00     $ 12.00  
     

Increase from investment operations:(a)

                                       

Net investment income(b)

    0.12       0.18       0.16       0.21       0.34  

Net realized and unrealized gain

    2.08       1.26       0.00       1.27       2.70  
     

Increase from investment operations

    2.20       1.44       0.16       1.48       3.04  
     

Decrease from distributions:

                                       

Net investment income

    (0.30 )     (0.12 )     (0.06 )     (0.10 )     (0.04 )

Net realized gain on investments

    (0.17 )     (0.85 )     (0.42 )     (0.35 )      
     

Decrease from distributions

    (0.47 )     (0.97 )     (0.48 )     (0.45 )     (0.04 )
     

Net asset value, end of year

  $ 17.91     $ 16.18     $ 15.71     $ 16.03     $ 15.00  
     

Total return(c)

    14.02 %     9.62 %     0.86 %     10.16 %     25.39 %

Ratios to average net assets:

                                       

Net operating expenses

    1.27 %     1.28 %     1.29 %     1.31 %     1.36 %

Net investment income

    0.72 %     1.16 %     0.93 %     1.41 %     2.51 %

Supplemental data:

                                       

Portfolio turnover rate

    26.3 %     27.9 %     50.8 %     28.9 %     54.8 %

Net assets, end of year (000’s)

  $ 2,378,045     $ 2,408,396     $ 2,714,773     $ 1,931,625     $ 755,238  
 
(a)  
The amounts shown for a share outstanding may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of fund shares in relation to income earned and/or gains (losses) both realized and unrealized during the period.
(b)  
Calculated using average daily shares outstanding.
(c)  
Total return assumes reinvestment of all distributions and does not reflect an initial sales charge.

See Notes to Financial Statements. 35



  Financial Highlights   IVA Funds  

IVA Worldwide Fund — Class C

For a share of each class of beneficial interest outstanding:

    Year Ended   Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,   September 30,
    2013   2012   2011   2010   2009
     

Net asset value, beginning of year

  $ 16.01     $ 15.54     $ 15.92     $ 14.92     $ 12.00  
     

Increase from investment operations:(a)

                                       

Net investment income (loss)(b)

    (0.01 )     0.06       0.03       0.10       0.23  

Net realized and unrealized gain

    2.07       1.26       0.01       1.25       2.71  
     

Increase from investment operations

    2.06       1.32       0.04       1.35       2.94  
     

Decrease from distributions:

                                       

Net investment income

    (0.19 )                 (0.00 )(c)     (0.02 )

Net realized gain on investments

    (0.17 )     (0.85 )     (0.42 )     (0.35 )      
     

Decrease from distributions

    (0.36 )     (0.85 )     (0.42 )     (0.35 )     (0.02 )
     

Net asset value, end of year

  $ 17.71     $ 16.01     $ 15.54     $ 15.92     $ 14.92  
     

Total return(d)

    13.13 %     8.87 %     0.09 %     9.26 %     24.51 %

Ratios to average net assets:

                                       

Net operating expenses

    2.02 %     2.03 %     2.04 %     2.06 %     2.12 %

Net investment income (loss)

    (0.03 )%     0.41 %     0.18 %     0.67 %     1.75 %

Supplemental data:

                                       

Portfolio turnover rate

    26.3 %     27.9 %     50.8 %     28.9 %     54.8 %

Net assets, end of year (000’s)

  $ 1,380,608     $ 1,469,720     $ 1,631,750     $ 1,055,144     $ 340,393  
 
(a)  
The amounts shown for a share outstanding may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of fund shares in relation to income earned and/or gains (losses) both realized and unrealized during the period.
(b)  
Calculated using average daily shares outstanding.
(c)  
Amount represents less than $0.005 per share.
(d)  
Total return assumes reinvestment of all distributions and does not reflect a contingent deferred sales charge.

36 See Notes to Financial Statements.



  Financial Highlights   IVA Funds  

IVA Worldwide Fund — Class I

For a share of each class of beneficial interest outstanding:

    Year Ended   Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,   September 30,
    2013   2012   2011   2010   2009
     

Net asset value, beginning of year

  $ 16.21     $ 15.73     $ 16.05     $ 15.02     $ 12.00  
     

Increase from investment operations:(a)

                                       

Net investment income(b)

    0.16       0.23       0.20       0.25       0.37  

Net realized and unrealized gain

    2.08       1.26       0.00       1.27       2.69  
     

Increase from investment operations

    2.24       1.49       0.20       1.52       3.06  
     

Decrease from distributions:

                                       

Net investment income

    (0.34 )     (0.16 )     (0.10 )     (0.14 )     (0.04 )

Net realized gain on investments

    (0.17 )     (0.85 )     (0.42 )     (0.35 )      
     

Decrease from distributions

    (0.51 )     (1.01 )     (0.52 )     (0.49 )     (0.04 )
     

Net asset value, end of year

  $ 17.94     $ 16.21     $ 15.73     $ 16.05     $ 15.02  
     

Total return(c)

    14.28 %     9.97 %     1.09 %     10.40 %     25.62 %

Ratios to average net assets:

                                       

Net operating expenses

    1.02 %     1.03 %     1.04 %     1.06 %     1.14 %

Net investment income

    0.97 %     1.43 %     1.18 %     1.65 %     2.78 %

Supplemental data:

                                       

Portfolio turnover rate

    26.3 %     27.9 %     50.8 %     28.9 %     54.8 %

Net assets, end of year (000’s)

  $ 5,443,865     $ 5,003,855     $ 4,830,219     $ 2,877,664     $ 1,267,395  
 
(a)  
The amounts shown for a share outstanding may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of fund shares in relation to income earned and/or gains (losses) both realized and unrealized during the period.
(b)  
Calculated using average daily shares outstanding.
(c)  
Total return assumes reinvestment of all distributions.

See Notes to Financial Statements. 37



  Financial Highlights   IVA Funds  

IVA International Fund — Class A

For a share of each class of beneficial interest outstanding:

    Year Ended   Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,   September 30,
    2013   2012   2011   2010   2009
     

Net asset value, beginning of year

  $ 15.95     $ 15.56     $ 15.59     $ 14.59     $ 12.00  
     

Increase from investment operations:(a)

                                       

Net investment income(b)

    0.16       0.23       0.20       0.17       0.27  

Net realized and unrealized gain

    2.00       1.16       0.20       1.25       2.36  
     

Increase from investment operations

    2.16       1.39       0.40       1.42       2.63  
     

Decrease from distributions:

                                       

Net investment income

    (0.44 )     (0.23 )     (0.02 )     (0.16 )     (0.04 )

Net realized gain on investments

    (0.28 )     (0.77 )     (0.41 )     (0.26 )      
     

Decrease from distributions

    (0.72 )     (1.00 )     (0.43 )     (0.42 )     (0.04 )
     

Net asset value, end of year

  $ 17.39     $ 15.95     $ 15.56     $ 15.59     $ 14.59  
     

Total return(c)

    14.09 %     9.53 %     2.56 %(d)     9.96 %(d)     21.96 %(d)

Ratios to average net assets:

                                       

Net operating expenses

    1.26 %     1.27 %     1.30 %     1.39 %     1.40 %(e)

Net investment income

    0.97 %     1.52 %     1.19 %     1.13 %     2.14 %(f)

Supplemental data:

                                       

Portfolio turnover rate

    40.1 %     29.9 %     54.3 %     28.1 %     46.6 %

Net assets, end of year (000’s)

  $ 377,043     $ 409,163     $ 371,560     $ 240,245     $ 104,420  
 
(a)  
The amounts shown for a share outstanding may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of fund shares in relation to income earned and/or gains (losses) both realized and unrealized during the period.
(b)  
Calculated using average daily shares outstanding.
(c)  
Total return assumes reinvestment of all distributions and does not reflect an initial sales charge.
(d)  
The total returns include the effect of certain contractual fee waivers and/or expense reimbursements.
(e)  
Reflects certain contractual fee waivers and/or expense reimbursements (exclusive of acquired fund fees and expenses, brokerage expenses, interest expense, taxes, organizational and extraordinary expenses) to limit the amount of total operating expenses to 1.40%. The ratio of expenses to average net assets without the effect of fee waivers and/or reimbursements was 1.55% for the year ended September 30, 2009.
(f)  
The ratio of net investment income to average net assets without the effect of certain contractual fee waivers and/or expense reimbursements was 1.99% for the year ended September 30, 2009.

38 See Notes to Financial Statements.



  Financial Highlights   IVA Funds  

IVA International Fund — Class C

For a share of each class of beneficial interest outstanding:

    Year Ended   Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,   September 30,
    2013   2012   2011   2010   2009
     

Net asset value, beginning of year

  $ 15.74     $ 15.35     $ 15.48     $ 14.51     $ 12.00  
     

Increase from investment operations:(a)

                                       

Net investment income(b)

    0.04       0.11       0.07       0.06       0.17  

Net realized and unrealized gain

    1.96       1.15       0.21       1.23       2.36  
     

Increase from investment operations

    2.00       1.26       0.28       1.29       2.53  
     

Decrease from distributions:

                                       

Net investment income

    (0.32 )     (0.10 )           (0.06 )     (0.02 )

Net realized gain on investments

    (0.28 )     (0.77 )     (0.41 )     (0.26 )      
     

Decrease from distributions

    (0.60 )     (0.87 )     (0.41 )     (0.32 )     (0.02 )
     

Net asset value, end of year

  $ 17.14     $ 15.74     $ 15.35     $ 15.48     $ 14.51  
     

Total return(c)

    13.18 %     8.76 %     1.76 %(d)     9.05 %(d)     21.10 %(d)

Ratios to average net assets:

                                       

Net operating expenses

    2.01 %     2.02 %     2.06 %     2.15 %(e)     2.15 %(e)

Net investment income

    0.26 %     0.74 %     0.42 %     0.41 %(f)     1.38 %(f)

Supplemental data:

                                       

Portfolio turnover rate

    40.1 %     29.9 %     54.3 %     28.1 %     46.6 %

Net assets, end of year (000’s)

  $ 81,804     $ 77,882     $ 79,196     $ 55,824     $ 19,028  
 
(a)  
The amounts shown for a share outstanding may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of fund shares in relation to income earned and/or gains (losses) both realized and unrealized during the period.
(b)  
Calculated using average daily shares outstanding.
(c)  
Total return assumes reinvestment of all distributions and does not reflect a contingent deferred sales charge.
(d)  
The total returns include the effect of certain contractual fee waivers and/or expense reimbursements.
(e)  
Reflects certain contractual fee waivers and/or expense reimbursements (exclusive of acquired fund fees and expenses, brokerage expenses, interest expense, taxes, organizational and extraordinary expenses) to limit the amount of total operating expenses to 2.15%. The ratio of expenses to average net assets without the effect of fee waivers and/or reimbursements was 2.17% and 2.49% for the years ended September 30, 2010 and 2009, respectively.
(f)  
The ratio of net investment income to average net assets without the effect of certain contractual fee waivers and/or expense reimbursements was 0.38% and 1.04% for the years ended September 30, 2010 and 2009, respectively.

See Notes to Financial Statements. 39



  Financial Highlights   IVA Funds  

IVA International Fund — Class I

For a share of each class of beneficial interest outstanding:

    Year Ended   Year Ended   Year Ended   Year Ended   Year Ended
    September 30,   September 30,   September 30,   September 30,   September 30,
    2013   2012   2011   2010   2009
     

Net asset value, beginning of year

  $ 15.99     $ 15.60     $ 15.62     $ 14.62     $ 12.00  
     

Increase from investment operations:(a)

                                       

Net investment income(b)

    0.21       0.27       0.24       0.21       0.31  

Net realized and unrealized gain

    1.99       1.16       0.21       1.24       2.35  
     

Increase from investment operations

    2.20       1.43       0.45       1.45       2.66  
     

Decrease from distributions:

                                       

Net investment income

    (0.48 )     (0.27 )     (0.06 )     (0.19 )     (0.04 )

Net realized gain on investments

    (0.28 )     (0.77 )     (0.41 )     (0.26 )      
     

Decrease from distributions

    (0.76 )     (1.04 )     (0.47 )     (0.45 )     (0.04 )
     

Net asset value, end of year

  $ 17.43     $ 15.99     $ 15.60     $ 15.62     $ 14.62  
     

Total return(c)

    14.34 %     9.81 %     2.86 %(d)     10.19 %(d)     22.28 %(d)

Ratios to average net assets:

                                       

Net operating expenses

    1.01 %     1.02 %     1.05 %     1.13 %     1.15 %(e)

Net investment income

    1.31 %     1.79 %     1.45 %     1.44 %     2.41 %(f)

Supplemental data:

                                       

Portfolio turnover rate

    40.1 %     29.9 %     54.3 %     28.1 %     46.6 %

Net assets, end of year (000’s)

  $ 2,847,380     $ 2,280,940     $ 1,813,032     $ 1,067,427     $ 360,075  
 
(a)  
The amounts shown for a share outstanding may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of fund shares in relation to income earned and/or gains (losses) both realized and unrealized during the period.
(b)  
Calculated using average daily shares outstanding.
(c)  
Total return assumes reinvestment of all distributions.
(d)  
The total returns include the effect of certain contractual fee waivers and/or expense reimbursements.
(e)  
Reflects certain contractual fee waivers and/or expense reimbursements (exclusive of acquired fund fees and expenses, brokerage expenses, interest expense, taxes, organizational and extraordinary expenses) to limit the amount of total operating expenses to 1.15%. The ratio of expenses to average net assets without the effect of fee waivers and/or reimbursements was 1.28% for the year ended September 30, 2009.
(f)  
The ratio of net investment income to average net assets without the effect of certain contractual fee waivers and/or expense reimbursements was 2.28% for the year ended September 30, 2009.

40 See Notes to Financial Statements.



  Notes to Financial Statements   IVA Funds  

Note 1 – Organization and Significant Accounting Policies

IVA Fiduciary Trust (the “Trust”) consists of the IVA Worldwide Fund (the “Worldwide Fund”) and IVA International Fund (the “International Fund”) (each, a “Fund” and, together, the “Funds”). The Worldwide Fund and the International Fund are each an investment portfolio of the Trust, an open-end series management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and organized as a Massachusetts business trust. The Funds commenced investment operations on October 1, 2008. The Worldwide Fund seeks long-term growth of capital by investing in a range of securities and asset classes from markets around the world, including U.S. markets. The International Fund seeks long-term growth of capital by investing in a range of securities and asset classes from markets around the world.

The following are significant accounting policies followed by the Funds in the preparation of their financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Use of Estimates. Preparation of these financial statements in conformity with U.S. GAAP requires the Funds’ management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. Actual results could differ from these estimates.

Valuation of the Funds. The net asset value per share (“NAV”) of a Fund’s shares of a particular class is calculated each day that the New York Stock Exchange (“NYSE”) is open.

Listed equity securities are generally valued at the last sale price on the exchange that is the primary market for such securities. Equity securities listed on the NASDAQ Stock Exchange (“NASDAQ”) are generally valued using the NASDAQ Official Closing Price (“NOCP”). If no sales or NOCPs are reported during the day, equity securities are generally valued at the mean of the last available bid and asked quotations on the exchange or market on which the security is primarily traded, or using other market information obtained from a quotation reporting system, established market makers, or pricing services. If there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long and short positions, respectively. Over-the-counter (“OTC”) equity securities not listed on NASDAQ are generally valued at the mean of the last available bid and asked quotations on the market on which the security is primarily traded, or using other market information obtained from a quotation reporting system, established market makers or pricing services. If there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long or short positions, respectively.

Exchange-traded options are generally valued at the NBBO (National Best Bid and Offer from participant exchanges) reported by the Options Price Reporting Authority. Exchange-traded options may also be valued at the mean of the bid and asked quotations on an exchange at closing. OTC options not traded on an exchange are valued at the mean of the bid and asked quotations. If there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long or short options, respectively.

Precious metals, including gold bullion, are valued at the spot price at the time trading on the NYSE closes (normally 4:00 p.m. E.S.T.).

Debt securities (except for short-term investments having a maturity of 60 days or less as described below) for which market quotations are readily available are valued at the mean between the last bid and asked prices received from dealers in the OTC market in the U.S. or abroad, except that when no asked price is available, debt securities are valued at the last bid price alone. Short-term investments having a maturity of 60 days or less are generally valued at amortized cost, which approximates fair value.

Forward foreign currency contracts are valued at the current cost of offsetting such contracts.

The value of any investment that is listed or traded on more than one exchange or market is based on the exchange or market determined by International Value Advisers, LLC (the “Adviser”) to be the primary trading venue for that investment. A quotation from the exchange or market deemed by the Adviser to be the secondary trading venue for a particular investment may be relied upon in instances where a quotation is not available on the primary exchange or market.

  41



  Notes to Financial Statements   IVA Funds  

The Board of Trustees of the Trust (the “Board”) has established a Pricing and Fair Valuation Committee (the “Committee”) comprised of officers of the Adviser to which it has delegated the responsibility for overseeing the implementation of the Funds’ valuation procedures and fair value determinations made on behalf of the Board. The Committee may determine that market quotations are not readily available due to events relating to a single issuer (e.g., corporate actions or announcements) or events relating to multiple issuers (e.g., governmental actions or natural disasters). The Committee may determine that there has been a significant decrease in the volume and level of activity for an asset or liability whereby transactions or quoted prices may not be determinative of fair value. The Committee may determine the fair value of investments based on information provided by pricing services and other third parties, including broker-dealers and other market intermediaries, which may recommend fair value prices or adjustments with reference to other securities, indices or assets. For securities that do not trade during NYSE hours or securities for which there is a foreign market holiday when the NYSE is open, fair valuation determinations are based on analyses of market movements after the close of those securities’ primary markets, and include reviews of developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities or baskets of foreign securities. Fair value pricing may require subjective determinations about the value of an asset or liability. Fair values used to determine the Funds’ NAVs may differ from quoted or published prices, or from prices that are used by others, for the same investments. The use of fair value pricing may not always result in adjustments to the prices of securities or other assets or liabilities held by the Funds.

Fair Value Measurement. The Funds adhere to Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 820-10-65 (“ASC 820-10-65”), Fair Value Measurements and Disclosures and Accounting Standards Update No. 2011-04, Fair Value Measurement and Disclosures - Amendments to Achieve Common Fair Value Measurement Disclosure Requirements in U.S. GAAP and International Financial Reporting Standards (ASU 2011 – 04). ASC 820-10-65 establishes a single definition of fair value, creates a three-tier hierarchy as a framework for measuring fair value based on inputs used to value the Funds’ assets and liabilities, and requires additional disclosure about fair value. ASU 2011-04 provides for the disclosure of any transfers between Level 1, Level 2 and Level 3 investments. The hierarchy of inputs is summarized below:

    Level 1 – 
quoted prices in active markets for identical investments
         
    Level 2 – 
other significant observable inputs (including quoted prices for similar or identical investments, amortized cost, interest rates, prepayment speeds, credit risk, other observable market data, etc.)
         
    Level 3 – 
significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments)

The following is a summary of the inputs used in valuing the Worldwide Fund’s assets and liabilities at fair value:

    Quoted Prices in   Other Significant   Significant        
    Active Markets   Observable   Unobservable        
    for Identical   Inputs   Inputs        
ASSETS   Investments (Level 1)   (Level 2)   (Level 3)   Total
 
Common stocks:                                    

Foreign

    $ 2,638,151,427                   $ 2,638,151,427  

United States

      2,117,244,286                     2,117,244,286  
Preferred stocks       63,657,784                     63,657,784  
Convertible preferred stock       39,191,040                     39,191,040  
Corporate notes & bonds             $ 621,441,717             621,441,717  
Sovereign government bonds               546,546,981             546,546,981  
Commodities       301,344,659                     301,344,659  
Short-term investments               2,815,911,407             2,815,911,407  
 
Total assets     $ 5,159,589,196       $ 3,983,900,105           $ 9,143,489,301  
 
LIABILITIES                                    
 

Unrealized depreciation on open forward foreign currency contracts

            $ (20,071,493 )         $ (20,071,493 )
Written options     $ (3,722,043 )                   (3,722,043 )
 
Total liabilities     $ (3,722,043 )     $ (20,071,493 )         $ (23,793,536 )
 

The Fund’s policy is to recognize transfers between levels as of the end of the reporting period. At September 30, 2013, there were no significant tranfers between any levels. For the years ended September 30, 2013 and September 30, 2012, there were no Level 3 assets or liabilities held in the Worldwide Fund.

42  



  Notes to Financial Statements   IVA Funds  

The following is a summary of the inputs used in valuing the International Fund’s assets and liabilities at fair value:

    Quoted Prices in   Other Significant   Significant        
    Active Markets   Observable   Unobservable        
    for Identical   Inputs   Inputs        
ASSETS   Investments (Level 1)   (Level 2)   (Level 3)   Total
 
Common stocks:                                    

Foreign

    $ 1,794,258,531       $ 270,999           $ 1,794,529,530  
Preferred stock       624,601                     624,601  
Corporate notes & bonds               205,961,180             205,961,180  
Sovereign government bonds               262,991,432             262,991,432  
Commodities       107,384,464                     107,384,464  
Short-term investments               909,182,295             909,182,295  
 
Total assets     $ 1,902,267,596       $ 1,378,405,906           $ 3,280,673,502  
 
LIABILITIES                                    
 

Unrealized depreciation on open forward foreign currency contracts

            $ (10,869,146 )         $ (10,869,146 )
 

The Fund’s policy is to recognize transfers between levels as of the end of the reporting period. At September 30, 2013, the International Fund had transfers of $270,999 from Level 1 to Level 2 as a result of the Fund using quoted prices in the absence of a last price. For the years ended September 30, 2013 and September 30, 2012, there were no Level 3 assets or liabilities held in the International Fund.

Foreign Currency Translation. Portfolio securities and other assets and liabilities initially valued in currencies other than the U.S. dollar are converted to U.S. dollars using exchange rates obtained from pricing services.

The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of investments held. Such fluctuations are included with the net realized and change in unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on each Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net change in unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments, at the date of valuation, resulting from changes in exchange rates.

Portfolio Transactions and Investment Income. Portfolio transactions are recorded on a trade date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. Realized gains and losses on investment transactions are determined by the specific identification method.

Class Allocation. Investment income, realized and unrealized gains and losses, and Fund expenses and expense reductions, if any, are allocated daily to the various classes of each Fund pro rata on the basis of relative net assets. Each class bears certain expenses unique to that class. Differences in class-level expenses may result in payment of different per share dividends by each share class.

Distributions to Shareholders. Distributions are recorded on the ex-dividend date and are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. Accordingly, the nature of distributions and composition of net assets for tax purposes differ from those reflected in the accompanying financial statements.

Federal and Other Taxes. It is each Fund’s policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, each Fund intends to distribute substantially all of its taxable income and net realized gains, if any, to shareholders each year. Therefore, no federal income tax provision is required in the Funds’ financial statements.

  43



  Notes to Financial Statements IVA Funds  

The Funds adhere to the provisions of the FASB Accounting Standards Codification 740-10 (“ASC 740-10”), Accounting for Uncertainty in Income Taxes. This standard defines the threshold for recognizing tax positions in the financial statements as “more-likely-than-not” to be sustained by the applicable taxing authority and requires measurement of a tax position meeting the “more-likely-than-not” criterion, based on the largest benefit that is more than fifty percent realized. Management has analyzed each Fund’s tax positions taken on federal and state tax returns for all open tax years (current, 2012, 2011 and 2010) and determined that no provision for income tax would be required in the Funds’ financial statements. Tax-related interest or penalties, if applicable, are to be disclosed in the Statement of Operations. For the year ended September 30, 2013, the Funds did not incur any tax-related interest or penalties.

Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.

Forward Foreign Currency Contracts. Each Fund engages in buying and selling forward foreign currency contracts to seek to manage the exposure of investments denominated in non-U.S. currencies against fluctuations in relative value. A forward foreign currency contract involves a privately negotiated obligation to purchase or sell (with delivery generally required) a specific currency at a future date, at a price set at the time of the contract.

Options Transactions. During the year ended September 30, 2013, the Worldwide Fund wrote covered puts on equity securities. Each Fund may write call options to seek to enhance investment return or to hedge against declines in the prices of portfolio securities or may write put options to hedge against increases in the prices of securities which it intends to purchase. A call option is covered if a Fund holds, on a share-for-share basis, either the underlying shares or a call on the same security as the call written where the exercise price of the call held is equal to or less than the exercise price of the call written (or greater than the exercise price of the call written if the difference is maintained by a Fund in cash, treasury bills or other high grade short-term obligations in a segregated account with its custodian). A put option is covered if a Fund maintains cash, treasury bills or other high grade short-term obligations with a value equal to the exercise price in a segregated account with its custodian, or holds on a share-for-share basis a put on the same equity security as the put written where the exercise price of the put held is equal to or greater than the exercise price of the put written, or lower than the exercise price of the put written if the difference is maintained in a segregated account with its custodian.

Premiums received for writing options that expire unexercised are recognized on the expiration date as realized gains. If an option is exercised, the premium received is subtracted from the cost of the purchase or added to the proceeds of the sale to determine whether the Fund has realized a gain or loss on the put or call. When a Fund enters into a closing transaction, the Fund will realize a gain or loss depending upon whether the amount from the closing transaction is greater or less than the premium received.

Foreign Investment Risk. Each Fund invests in foreign investments. Foreign investments can involve additional risks relating to political, economic or regulatory conditions in foreign countries. These risks include fluctuations in foreign currencies; withholding or other taxes; trading, settlement, custodial, and other operational risks; and the less stringent investor protection and disclosure standards of some foreign markets. Since foreign exchanges may be open on days when a Fund does not price its shares, the value of the investments in such Fund’s portfolio may change on days when shareholders will not be able to purchase or sell the Fund’s shares.

Custodian Risk. Cash is held at the Funds’ custodian, State Street Bank and Trust Company (the “Custodian”). The Funds are subject to credit risk on any cash balance that exceeds the amount insured by the Federal Deposit Insurance Corporation to the extent that the Custodian may be unable to return cash held.

Indemnification. Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liability arising out of the performance of their duties to the Funds. The Funds have a variety of indemnification obligations under contracts with their service providers. The Funds’ maximum exposure under these arrangements is unknown. However, the Funds have not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

Note 2 – Investment Advisory Agreement and Distribution Agreement

International Value Advisers, LLC is the investment adviser of the Funds. The Adviser’s primary business is to provide investment management services to a variety of investment vehicles, including the Funds. The Adviser is responsible for all business activities and oversight of the investment decisions made for the Funds.

In return for providing investment advisory services to the Funds, each Fund pays the Adviser an investment advisory fee, calculated daily and paid monthly, at an annual rate of 0.90% of each Fund’s average daily net assets. Investment advisory fees paid for the year ended September 30, 2013 are disclosed in the Statements of Operations.

44  



  Notes to Financial Statements IVA Funds  

The Funds have adopted Distribution and Services Plans (“12b-1 Plans”), pursuant to Rule 12b-1 under the 1940 Act. Under those 12b-1 Plans, the Funds pay a distribution fee with respect to Class A and C shares calculated at the annual rate of 0.25% and 0.75%, respectively, of the average daily net assets of each respective class. The Funds also pay a service fee with respect to Class C shares calculated at the annual rate of 0.25% of the average daily net assets. Class I shares do not participate in 12b-1 Plans. Fees paid under the 12b-1 Plans for the year ended September 30, 2013 are disclosed in the Statements of Operations.

IVA Funds Distributors, LLC serves as the Funds’ sole and exclusive distributor.

There is a maximum initial sales charge of 5.00% for Class A shares. Class A shares may be subject to a contingent deferred sales charge (“CDSC”) of 0.75% if $1,000,000 or more of Class A shares were initially purchased, a “finder’s fee” was paid to the dealer of record, and the Class A shares were subsequently redeemed within 18 months.

Class C shares may be subject to a CDSC of 1.00% if shares are redeemed within the first 12 months after purchase.

Note 3 – Investments

For the year ended September 30, 2013, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

    Worldwide   International
    Fund   Fund
 
Purchases   $ 1,769,929,316     $ 894,480,276  
 
Sales   $ 3,884,638,896     $ 975,112,511  
 

The cost basis of investments for federal income tax purposes is substantially similar to the cost basis under U.S. GAAP. The following information is presented on a federal tax basis as of September 30, 2013.

    Worldwide   International
    Fund   Fund
 
Cost basis of investments   $ 8,039,014,014     $ 2,942,084,277  
 
Gross unrealized appreciation   $ 1,264,021,216     $ 387,613,253  
 
Gross unrealized depreciation   $ (159,545,929 )   $ (49,024,028 )
 
Net unrealized appreciation   $ 1,104,475,287     $ 338,589,225  
 

For the year ended September 30, 2013, written options transactions for the Worldwide Fund were as follows:

    Number of Contracts     Premiums  
 
Written Options, outstanding September 30, 2012          
Options written   (749 )   $ (5,976,952 )
Options exercised          
Options expired          
 
Written Options, outstanding September 30, 2013   (749 )   $ (5,976,952 )
 

Note 4 – Derivative Instruments and Hedging Activities

The Funds enter into transactions involving derivative financial instruments in connection with their investing activities. During the year ended September 30, 2013, these instruments included written put options and forward foreign currency contracts. These instruments are subject to various risks similar to non-derivative instruments including market, credit and liquidity risks.

The use of derivative instruments may involve risks different from, or potentially greater than, the risks associated with investing directly in investments. Specifically, derivative instruments expose a Fund to the risk that the counterparty to an OTC derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, a Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or that, in the event of default, a Fund will succeed in enforcing them. During the year ended September 30, 2013, the Funds had exposure to OTC derivatives in the form of forward foreign currency contracts.

  45



  Notes to Financial Statements IVA Funds  

Forward foreign currency contracts involve elements of market risk in excess of the amounts reflected in the Statements of Assets and Liabilities. The Funds bear the risk of an unfavorable change in the foreign exchange rate underlying the forward foreign currency contract, movements in foreign investment security values and changes in interest rates. Credit risks may also arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts.

Options transactions involve elements of market risk in excess of the amounts reflected in the Statements of Assets and Liabilities. Price fluctuation on underlying equity or debt securities and on market indices may cause the written put or call options to be assigned on unfavorable terms to the Funds. Written put options involve elements of liquidity risk if a Fund is unable to enter into a closing transaction due to there being a lack of market makers for a particular equity or debt security. Counterparty risk associated with pledged collateral to the executing counterparty is limited to the extent that the pledged collateral is held at the Funds’ custodian. Pledged cash collateral is subject to counterparty risk at the Funds’ custodian.

The Funds adhere to FASB Accounting Standards Codification 815-10-50 (“ASC 815-10-50”), Derivative Instruments and Hedging Activities. ASC 815-10-50 requires enhanced disclosure about a Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on a Fund’s financial positions, performance and cash flow.

The following summary for each Fund is grouped by risk-type and provides information about the fair value and location of derivatives within the Statements of Assets and Liabilities at September 30, 2013.

Worldwide Fund

    Statements of Assets        
Risk-Type Category   and Liabilities Location   Fair Value
 
Foreign exchange   Unrealized depreciation on open forward foreign currency contracts   $ (20,071,493 )
 
Equity   Written options     (3,722,043 )
 
Total       $ (23,793,536 )
 
             
International Fund
    Statements of Assets        
Risk-Type Category   and Liabilities Location   Fair Value
 
Foreign exchange   Unrealized depreciation on open forward foreign currency contracts   $ (10,869,146 )
 

The following is a summary for each Fund grouped by risk-type that provides information about the effect of derivatives and hedging activities on the Funds’ Statements of Operations for the year ended September 30, 2013.

Worldwide Fund

              Change in
              Unrealized
              Appreciation/
Risk-Type Category   Derivative Instrument   Realized Gain   (Depreciation)
 
Foreign exchange   Forward foreign currency contracts   $ 68,087,617   $ (24,712,899 )
 
Equity   Written options         2,254,909  
 
Total       $ 68,087,617   $ (22,457,990 )
 

International Fund

              Change in
              Unrealized
              Appreciation/
Risk-Type Category   Derivative Instrument   Realized Gain   (Depreciation)
 
Foreign exchange   Forward foreign currency contracts   $ 57,132,671   $ (12,183,989 )
 

During the year ended September 30, 2013, the Worldwide Fund had average notional values of $968,541,000 and $17,569,462, on open forward foreign currency contracts to sell and written options, respectively.

46  



  Notes to Financial Statements IVA Funds  

During the year ended September 30, 2013, the International Fund had average notional values of $526,993,196 on open forward foreign currency contracts to sell.

Note 5 – Shares of Beneficial Interest

At September 30, 2013, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.001 per share. The Funds have the ability to issue multiple classes of shares. Each share of a class represents an identical interest and has the same rights, except that each class bears certain direct expenses specifically related to the distribution of its shares.

Transactions in shares of each class of each Fund were as follows:

Worldwide Fund

    Year Ended   Year Ended
    September 30, 2013   September 30, 2012
 
    Shares     Amount     Shares     Amount  
 
Class A                            

Shares sold

  18,413,860     $ 310,105,285     24,252,544     $ 386,175,025  

Shares reinvested

  3,463,152       54,925,601     8,769,980       132,163,588  

Shares repurchased

  (37,967,036 )     (632,874,677 )   (56,993,255 )     (900,593,106 )
 
Net Decrease   (16,090,024 )   $ (267,843,791 )   (23,970,731 )   $ (382,254,493 )
 
Class C                            

Shares sold

  4,319,841     $ 71,921,490     8,010,244     $ 125,497,599  

Shares reinvested

  1,249,500       19,704,615     3,513,529       52,702,931  

Shares repurchased

  (19,450,429 )     (319,036,601 )   (24,677,438 )     (385,997,451 )
 
Net Decrease   (13,881,088 )   $ (227,410,496 )   (13,153,665 )   $ (207,796,921 )
 
Class I                            

Shares sold

  65,641,694     $ 1,100,904,330     80,993,175     $ 1,287,910,370  

Shares reinvested

  7,159,888       113,484,222     14,489,492       218,356,649  

Shares repurchased

  (78,164,919 )     (1,299,152,206 )   (93,682,460 )     (1,477,737,989 )
 
Net Increase (Decrease)   (5,363,337 )   $ (84,763,654 )   1,800,207     $ 28,529,030  
 

International Fund

    Year Ended   Year Ended
    September 30, 2013   September 30, 2012
 
    Shares     Amount     Shares     Amount  
 
Class A                            

Shares sold

  3,506,749     $ 57,103,069     8,542,771     $ 129,202,545  

Shares reinvested

  1,008,489       15,641,658     1,298,458       18,879,577  

Shares repurchased

  (8,480,066 )     (138,134,135 )   (8,071,341 )     (124,179,381 )
 
Net Increase (Decrease)   (3,964,828 )   $ (65,389,408 )   1,769,888     $ 23,902,741  
 
Class C                            

Shares sold

  423,358     $ 6,803,977     522,825     $ 7,869,318  

Shares reinvested

  143,204       2,202,481     231,655       3,342,778  

Shares repurchased

  (743,382 )     (11,968,860 )   (964,507 )     (14,616,018 )
 
Net Decrease   (176,820 )   $ (2,962,402 )   (210,027 )   $ (3,403,922 )
 
Class I                            

Shares sold

  35,416,832     $ 580,586,959     35,950,689     $ 550,649,143  

Shares reinvested

  5,622,337       87,202,441     6,884,338       100,167,117  

Shares repurchased

  (20,345,539 )     (332,646,163 )   (16,417,956 )     (251,379,248 )
 
Net Increase   20,693,630     $ 335,143,237     26,417,071     $ 399,437,012  
 

  47



  Notes to Financial Statements IVA Funds  

Redemption Fees. The Funds impose a redemption fee of 2% of the total redemption amount on the Funds’ shares redeemed within 30 days of buying them or acquiring them by exchange. The purpose of the redemption fee is to deter excessive, short-term trading and other abusive trading practices, and to help offset the costs associated with the sale of portfolio securities to satisfy redemption and exchange requests made by “market timers” and other short-term shareholders, thereby insulating longer-term shareholders from such costs.

Note 6 – Income Tax Information and Distributions to Shareholders

The tax character of distributions paid during the fiscal year ended September 30, 2013 was as follows:

    Worldwide   International
    Fund   Fund
 
Distributions Paid From:                
 
Ordinary income   $ 158,871,895     $ 80,687,765  
 
Long-Term gains   $ 89,251,239     $ 49,060,934  
 

As of September 30, 2013, the components of accumulated earnings on a tax basis were as follows:

    Worldwide   International
    Fund   Fund
 
Undistributed net investment income   $ 149,800,713     $ 84,503,572  
 
Undistributed realized gains     168,973,834       46,767,374  
 
Other book/tax temporary differences(a)     (156,979 )     (114,033 )
 
Unrealized appreciation(b)     1,106,935,401       338,629,829  
 
Total accumulated earnings   $ 1,425,552,969     $ 469,786,742  
 
(a) Other book/tax temporary differences are attributable primarily to the tax treatment of offering costs.
(b) The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to the treatment of passive foreign investment companies, the tax deferral of losses on wash sales and the treatment of forward foreign currency contracts.

Reclassification. U.S. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or NAV. For the fiscal year ended September 30, 2013, the following reclassifications have been made:

    Worldwide   International
    Fund   Fund
 
Undistributed net investment income   $ 72,312,901     $ 52,727,794  
 
Accumulated net realized loss   $ (86,650,555 )   $ (58,251,916 )
 
Paid-in-capital   $ 14,337,654     $ 5,524,122  
 

48  



  Report of Independent Registered Public Accounting Firm IVA Funds  

The Board of Trustees and Shareholders of
IVA Fiduciary Trust:

We have audited the accompanying statements of assets and liabilities including the schedules of investments, of IVA Worldwide Fund and IVA International Fund (the “Funds”) (the Funds comprising IVA Fiduciary Trust), as of September 30, 2013, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Funds’ internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2013, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from others were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of IVA Fiduciary Trust at September 30, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Boston, Massachusetts
November 25, 2013

  49



  Trustees and Officers (unaudited) IVA Funds  

The business and affairs of each Fund are managed under the direction of its Board of Trustees (the “Board”). The Board approves all significant agreements between a Fund and the persons or companies that furnish services to a Fund, including agreements with its investment adviser, distributor, administrator, custodian and transfer agent. The day-to-day operations of the Funds are delegated to the Funds’ investment adviser and administrator. The name, address, age and principal occupations for the past five years of the Trustees and officers of the Trust are listed below, along with the number of portfolios in the Fund complex overseen by and the other directorships held by each Trustee. Each Trustee’s mailing address is c/o International Value Advisers, LLC, 717 Fifth Avenue, New York, NY 10022.

Independent Trustees(a)
                Number of    
                Portfolios    
        Term of       in the Fund    
    Position(s)   Office(b) and   Principal   Complex   Other Directorships/
    Held with   Length of   Occupation(s) During   Overseen   Trusteeships
Name (Birth Year)   the Trust   Time Served   Past 5 Years   by Trustee   Held by Trustee
                     
Adele R. Wailand   Trustee and   since 2008   Corporate Secretary,   2   None.
(1949)   Chair of the       Case, Pomeroy &        
    Board       Company, Inc.        
            (real estate and        
            investments); Vice        
            President & General        
            Counsel, Case,        
            Pomeroy & Company,        
            Inc. (prior to 2011).        
                     
Manu Bammi   Trustee   since 2008   Founder and Chief   2   None.
(1962)           Executive Officer,        
            SmartAnalyst, Inc.        
            (provider of research        
            and analytics and        
            decision support        
            to businesses).        
                     
Ronald S. Gutstein   Trustee   since 2008   Institutional Trader   2   None.
(1971)           and Market Maker,        
            Access Securities        
            (an institutional        
            broker-dealer).        
                     
William M. Rose   Trustee   since 2013   Member, Investment   2   None.
(1945)           Advisory Committee,        
            CYMI, Inc. (family        
            office) (since 2011);        
            President/ Chief        
            Investment Officer/        
            Strategist, Okabena        
            Investment Services        
            (registered investment        
            advisor) (2006-2011).        




(a) Trustees who are not “interested persons” of the Trust as defined in the 1940 Act.
(b) Each Trustee serves until resignation or removal from the Board.

50  



  Trustees and Officers (unaudited) IVA Funds  

Interested Trustee
                Number of
                Portfolios
        Term of       in the Fund
    Position(s)   Office (a) and   Principal   Complex
    Held with   Length of   Occupation(s) During   Overseen
Name (Birth Year)   the Trust   Time Served   Past 5 Years   by Trustee
                 
Michael W.
Malafronte(b)
(1974)
  President and Trustee   since 2008   Managing Partner, the Adviser (since 2010); CEO and Research Analyst, the Adviser (2007-2010).   2


(a) Each Trustee serves until resignation or removal from the Board.
(b) Mr. Malafronte is considered an interested trustee due to his position as Managing Partner of the Adviser.

Officers of the Trust

        Term of    
        Office and    
    Position(s)   Length of    
    Held with   Time    
Name (Birth Year) and Address(a)   the Trust   Served (b)   Principal Occupation(s) During Past 5 Years
             
Shanda Scibilia
(1971)
  Chief Compliance Officer and Secretary   since 2008   Chief Operating Officer and Chief Compliance Officer, the Adviser (since 2008).
             
Stefanie J. Hempstead
(1973)
  Treasurer   since 2008   Chief Financial Officer, the Adviser (since 2008).
             
Christopher Hine
(1978)
  Assistant Treasurer   since 2010   Director of Accounting, the Adviser (since 2009).
             
Philip F. Coniglio
(1981)
  Assistant Secretary   since 2011   Fund Operations Manager, the Adviser (since 2009); Director, Morgan Stanley (from 2007 to 2009).


(a) Each officer’s mailing address is c/o International Value Advisers, LLC, 717 Fifth Avenue, New York, NY 10022.
(b) The term of office of each officer is indefinite. Length of time served represents time served as an officer of the Trust, although various positions may have been held during the period.

  51



  Additional Information (unaudited) IVA Funds  

Board Approval of Investment Advisory Agreement.  At telephonic and in-person meetings held on May 16, 2013 and May 21, 2013, respectively, the Board of Trustees of the Trust (the “Board”), including all of the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”) discussed the Investment Advisory Agreement (the “Advisory Agreement”) related to the Funds.

To assist the Board in its evaluation of the Advisory Agreement, the Independent Trustees received comprehensive written materials and other information, in adequate time in advance of the meeting, which outlined, among other things, (i) information confirming the financial condition of the Adviser and the Adviser’s profitability derived from its relationship with each Fund, (ii) information as to the advisory fee rates paid to the Adviser by each Fund and each other fund or account managed by the Adviser, (iii) information as to the advisory fee rates paid by mutual funds to other advisers selected by Morningstar, Inc. (“Morningstar”), (iv) a description of the personnel and the nature and quality of the services provided by the Adviser, (v) information on compliance matters; (vi) comparative information on investment performance of the Funds, and (vii) information regarding brokerage and portfolio transactions of the Funds. The Independent Trustees reviewed the materials provided by the Adviser, which included, among other things, the Morningstar 15(c) Report to the Board of Trustees (the “Morningstar Report”) containing detailed advisory fee, expense ratio and performance comparisons for each Fund with other mutual funds in their “peer group” and “category” as determined by the Morningstar methodology. The Independent Trustees had reviewed the memorandum prepared by Sidley Austin LLP (“Sidley Austin”), Independent Trustee Counsel, outlining the legal duties of the Independent Trustees in evaluating investment advisory arrangements.

The Adviser also had provided the Independent Trustees with an analysis of its profitability with respect to providing investment advisory services to each Fund. In addition, it was noted, the Independent Trustees took into account information furnished throughout the year at regular Board meetings, including reports on investment performance, shareholder services, distribution fees and expenses, regulatory compliance and other services provided to each Fund. The Independent Trustees also considered other matters they deemed important to the approval process, such as allocation of Fund brokerage commissions, and other direct and indirect benefits to the Adviser from its relationship with the Funds. The Trustees met throughout the year with the Portfolio Managers of the Funds (the “Portfolio Managers”). It was noted that the Independent Trustees, in their deliberations, recognized that for many of the Funds’ shareholders, the decision to purchase Fund shares included a decision to select the Adviser as the investment adviser for their investments and that there was a strong association in the minds of Fund shareholders between the Adviser and each Fund.

In considering factors relating to the approval of the continuance of the Advisory Agreement, the Independent Trustees noted that Sidley Austin had provided the Independent Trustees with assistance and advice. The Independent Trustees stated that with respect to the Advisory Agreement, although it related to both Funds, the Independent Trustees had considered each Fund separately. The Independent Trustees were satisfied that the information requested, including the supplemental information requested, provided the Independent Trustees with the information that they believed, in the exercise of their business judgment, was pertinent, sufficient and comprehensive for the purposes of their evaluation of the continuation of the Advisory Agreement. Among other factors, the Trustees noted that they considered the following:

The nature, extent and quality of services provided by the Adviser:  The Independent Trustees reviewed the services that the Adviser provides to each Fund, including, but not limited to, making the day-to-day investment decisions for each Fund, and generally managing each Fund’s investments in accordance with the stated policies of the Fund. The Independent Trustees noted that throughout the year they discussed with officers and Portfolio Managers of the Funds the types of transactions that were being done on behalf of each Fund. Additionally, the Independent Trustees took into account the services provided by the Adviser to its other accounts that have investment mandates similar to the Funds. In particular, they noted the greater level of portfolio management, compliance and administrative oversight services required for the Funds, mutual funds registered under the 1940 Act, as compared to the Adviser’s institutional accounts. The Independent Trustees also considered the education, background and experience of the Adviser’s personnel, noting in particular that the favorable history and reputation of the Portfolio Managers for the Funds have had, and are likely to continue to have, a favorable impact on the Funds. In this regard, the significant growth of the Funds during the period since inception was noted, as well as the Funds imposition of a soft close and its subsequent impact on asset growth. The Independent Trustees additionally noted the Adviser’s ability to attract qualified and experienced personnel and its continued investment in the growth of its business. The Independent Trustees also considered the administrative services provided by the Adviser, including compliance and accounting services, and oversight of third party service providers. After considering the above factors, the Trustees concluded that the nature, quality and extent of services provided by the Adviser are adequate and appropriate and would continue to be suitable for each Fund. The Independent Trustees’ evaluation of the nature and quality of the services provided by the Adviser supported continuation of the Advisory Agreement.

Investment performance of each Fund and the Adviser:  The Independent Trustees considered the investment performance of each Fund compared to the Morningstar peer funds, the Morningstar category funds and the relevant benchmark index. The Independent Trustees noted that the Funds have been in operation since October 1, 2008, and that the Morningstar Report


52  



  Additional Information (unaudited) IVA Funds  

presented performance information since inception and for the one-year and three-year periods ended December 31, 2012. It was noted that, since inception and for the three-year period, the IVA Worldwide Fund outperformed the median of the Morningstar peer group and the Morningstar category on an absolute basis and most risk-adjusted performance bases as presented in the Morningstar Report. For the one-year period, it was noted that while absolute performance was positive, the IVA Worldwide Fund underperformed the median of the Morningstar peer group and Morningstar category on an absolute basis and on most riskadjusted performance bases in the Morningstar Report, but outperformed the median of the Morningstar peer group on two risk-adjusted performance measures (Standard Deviation and Morningstar Risk – an annualized measure of a fund’s downside volatility). Similarly, with respect to the IVA International Fund, the Independent Trustees noted that since inception and for the three-year period, the Fund outperformed the median of the Morningstar peer group and the Morningstar category on an absolute basis and most risk-adjusted performance bases in the Morningstar Report. It was noted that for the one-year period, that while absolute performance was positive, IVA International Fund underperformed the median of the Morningstar peer group and Morningstar category on an absolute basis and on most risk-adjusted performance bases in the Morningstar Report, but outperformed the median of the Morningstar peer group and Morningstar category on two risk-adjusted performance measures (Standard Deviation and Morningstar Risk). Since inception and for the three-year period ended December 31, 2012, the Independent Trustees also noted that the performance of the IVA Worldwide Fund and the IVA International Fund exceeded the performance of each Fund’s benchmark index (the MSCI All Country World Index in the case of the IVA Worldwide Fund and the MSCI All Country World (ex-U.S.) Index in the case of the IVA International Fund), but that each Fund underperformed the applicable benchmark index for the one-year period ended December 31, 2012. The Independent Trustees considered the performance of the Funds in light of the Adviser’s investment approach of focusing on preservation of capital over the short-term and seeking to outperform each Fund’s benchmark over the longer term representing a full market cycle, each Fund’s asset allocation and the overall financial market conditions. Each Fund’s performance on various risk-adjusted bases and upside and downside capture percentages as reported by Morningstar were noted. They also noted that the Adviser’s interests were wellaligned with the Funds’ shareholders as a result of the significant investment in the Funds by the Adviser’s partners. The Independent Trustees determined that each Fund’s performance, in light of all the considerations noted above, was satisfactory. The Independent Trustees determined that the Adviser continued to be an appropriate investment adviser for each Fund and concluded that each Fund’s performance supported the continuation of the Advisory Agreement.

Cost of the services provided and profits realized by the Adviser from its relationship with each Fund:  The Independent Trustees considered the investment advisory fee payable by each Fund as well as the expense ratio of each Fund. The Independent Trustees considered each Fund’s effective advisory fee rate at different asset levels compared to the Morningstar peer group and category funds. It was noted that each Fund’s effective advisory fee rate was above the median for the Morningstar peer group and category funds. It was noted that a number of advisers in the Morningstar peer group and category receive a separate payment from the funds for administrative services provided by the adviser, but that the Adviser does not receive such a payment from the Funds. The Independent Trustees noted that when these separate administrative fees are considered, the Adviser’s fee charged for management services for both Funds is closer to the Morningstar peer group and category medians as of December 31, 2012. The Independent Trustees also noted that the IVA Worldwide Fund’s net and gross expense ratios were lower than the median of the Morningstar category funds for both Class A and Class I shares, but higher than the median of the Morningstar peer group funds for Class A shares, and that the IVA International Fund’s net and gross expense ratios were lower than the median of the Morningstar peer group and category funds for Class A shares, but the net expense ratio was slightly higher and the gross expense ratio was lower than the medians of the Morningstar category funds for Class I shares. The Independent Trustees noted that the net and gross expense ratios for each Fund had declined since the Funds commenced operations and that this decline correlated with the growth in the assets of the Funds. The Independent Trustees concluded that each Fund’s current expense structure is satisfactory.

The Independent Trustees also reviewed the fee schedule in effect for the Adviser’s managed separate accounts, and considered that the fees charged to those accounts were lower than those charged to the Funds. The Independent Trustees were aware of the significant shareholder services, legal and regulatory requirements associated with the Adviser’s management of the Funds that was not required in servicing separate accounts.

The Independent Trustees had reviewed the portfolio transaction data for each Fund in the Morningstar Report, and noted that the brokerage fee and portfolio turnover ratio for each Fund were below the median of the applicable Morningstar peer group and category funds.


  53



  Additional Information (unaudited) IVA Funds  

The Independent Trustees also reviewed information regarding the profitability to the Adviser of its relationship with each Fund. The Independent Trustees considered the level of the Adviser’s profits, the change in profitability over time, and whether the profits were reasonable. The Independent Trustees took into consideration other benefits to be derived by the Adviser in connection with the Advisory Agreement. Since the Adviser has no affiliates with business relationships with the Funds, the Independent Trustees noted that the Adviser receives no additional revenues from providing other services to the Funds. Moreover, the Independent Trustees noted that the Adviser’s interests are well-aligned with the Funds’ shareholders in the efficient management of the services and costs of the third-party service providers to the Funds. The Independent Trustees took into consideration the “soft dollar” research the Adviser receives from brokers which benefits the Funds and other Adviser clients and which might offset expenses the Adviser would otherwise incur. The Independent Trustees also noted the Adviser’s willingness to soft close both Funds and its other investment products to most new investors in order to best execute its investment strategy on behalf of the existing Fund shareholders and investors, and that this would be expected to limit the Adviser’s profitability while benefitting shareholders. The Independent Trustees further noted the continuing investment by the Adviser in both its infrastructure and staff. The Independent Trustees also considered the entrepreneurial risk and financial exposure assumed by the Adviser in developing and managing the Funds. They noted that the development and management of the Funds requires a high degree of knowledge, sophistication and judgment and potentially subjected the Adviser to substantial financial exposure. The Independent Trustees concluded that the profits realized by the Adviser from its relationship with each Fund were reasonable and consistent with fiduciary duties. The Independent Trustees’ evaluation of the Adviser’s profitability supported continuation of the Advisory Agreement.

The extent to which economies of scale would be realized as the Funds grow and whether fee levels would reflect such economies of scale:  The Independent Trustees noted that they considered whether there have been economies of scale in respect to the management of each Fund, whether each Fund appropriately benefitted from any economies of scale and whether there is potential for realization of any further economies of scale. The Independent Trustees noted that the expense ratio of each Fund had declined since the Funds commenced operations due to the growth in the assets of the Funds. They also noted, however, that since the Funds were closed to most new investors, it was not likely that there would be a significant further increase in Fund assets, or a significant decrease in the expense ratio, in the foreseeable future, as evidenced by the relatively stable size of the Funds’ assets since the imposition of the soft close. The Independent Trustees again noted the continuing investment by the Adviser in both its infrastructure and staff which are expected to benefit the Funds and their shareholders. The Independent Trustees concluded that the current fee structure for each Fund was reasonable, that shareholders sufficiently participated in economies of scale at the present time at current asset levels and that no changes were currently necessary. The Independent Trustees’ evaluation of the economies of scale supported continuation of the Advisory Agreement.

Comparison of services rendered and fees paid to those under other investment advisory contracts, such as contracts of the same and other investment advisers or other clients:  The Independent Trustees noted that they compared the services rendered and the fees paid under the Advisory Agreement with those under other investment advisory contracts of other investment advisers managing funds deemed comparable as set forth in the Morningstar Report. The Independent Trustees stated that they also considered the services rendered and fees paid under the Advisory Agreement as compared to the Adviser’s other management contracts with institutional and other accounts with similar investment mandates. As noted above, the Independent Trustees acknowledged the greater level of portfolio management, compliance and administrative oversight services required for the Funds, as well as the higher level of financial exposure assumed, as compared to the Adviser’s institutional accounts and other investment funds. The Independent Trustees determined that, on a comparative basis, the fee under the Advisory Agreement for each Fund was reasonable in relation to the services provided to the Funds, and was lower than the fees charged by the Adviser to its other investment funds. The Independent Trustees’ evaluation of the Adviser’s other fee arrangements and of comparable mutual funds advised by other advisers supported continuation of the Advisory Agreement.

No single factor was cited as determinative to the decision of the Trustees. Rather, after weighing all of the considerations and conclusions discussed above, the Trustees, including the Independent Trustees, unanimously recommended approval of the continuation of the Advisory Agreement for each Fund.

Proxy Voting.  Information on how the Funds voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio transactions are available (1) without charge, upon request, by calling 866-941-4482, and (2) on the Securities and Exchange Commission (“SEC”) website at www.sec.gov by accessing the Funds’ Form N-PX and Statement of Additional Information in the Funds’ registration statement on Form N-1A.

Schedules of Portfolio Holdings.   The Funds file their complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Form N-Q is available on the SEC’s website at www.sec.gov. The Funds’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C., and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. To obtain the Funds’ Form N-Q, shareholders can call 866-941-4482.

Trustees and Officers of the Funds.   Additional information about Trustees and officers of the Funds is included in the Statement of Additional Information which is available, without charge, upon request, by calling 866-941-4482.


54  



  Fund Expenses (unaudited) IVA Funds  

As a shareholder of the Funds, you may incur two types of costs: (1) transaction costs, including initial sales charges and/or redemption fees; and (2) ongoing costs, including investment advisory fees, distribution and/or service (12b-1) fees and other operating fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested on April 1, 2013 and held for the six months ended September 30, 2013.

ACTUAL EXPENSES

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading titled “Expenses Paid During the Period.”

BASED ON ACTUAL TOTAL RETURN FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2013(a)
    Actual                   Annualized   Expenses
    Total   Beginning   Ending   Expense   Paid During
    Return   Account Value   Account Value   Ratio   the Period(b)
Worldwide Fund                                        
Class A     6.10 %   $ 1,000.00     $ 1,061.00       1.27 %   $ 6.56  
Class C     5.73 %     1,000.00       1,057.30       2.02 %     10.42  
Class I     6.28 %     1,000.00       1,062.80       1.02 %     5.27  
International Fund                                        
Class A     5.91 %   $ 1,000.00     $ 1,059.10       1.26 %   $ 6.50  
Class C     5.48 %     1,000.00       1,054.80       2.01 %     10.35  
Class I     6.02 %     1,000.00       1,060.20       1.01 %     5.22  

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5% per year before expenses, which are not the Funds’ actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account values and expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Funds and other funds. To do so, compare the 5% hypothetical example relating to the Funds with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that expenses shown in the table below are meant to highlight your ongoing costs and do not reflect any transactional costs, such as initial sales charges (loads) or redemption fees, if any. Therefore, the table is useful in comparing ongoing costs only and will not help you determine your relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

BASED ON HYPOTHETICAL TOTAL RETURN FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2013
    Hypothetical                   Annualized   Expenses
    Annualized   Beginning   Ending   Expense   Paid During
    Total Return   Account Value   Account Value   Ratio   the Period(b)
Worldwide Fund                                        
Class A     5.00 %   $ 1,000.00     $ 1,018.70       1.27 %   $ 6.43  
Class C     5.00 %     1,000.00       1,014.94       2.02 %     10.20  
Class I     5.00 %     1,000.00       1,019.95       1.02 %     5.16  
International Fund                                        
Class A     5.00 %   $ 1,000.00     $ 1,018.75       1.26 %   $ 6.38  
Class C     5.00 %     1,000.00       1,014.99       2.01 %     10.15  
Class I     5.00 %     1,000.00       1,020.00       1.01 %     5.11  


(a) Assumes reinvestment of all dividends and capital gain distributions, if any.
(b) Expenses are equal to the Funds’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by 183 days in the most recent fiscal half-year, then divided by 365.

  55



  Important Tax Information (unaudited) IVA Funds  

For the fiscal year ended September 30, 2013, the Funds will designate up to the maximum amount allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for reduced tax rates. These lower rates range from 0% to 20% depending on an individual’s tax bracket. Complete information will be reported in conjunction with Form 1099-DIV.

The Funds may elect to pass through to shareholders the income tax credit for taxes paid to foreign countries. Foreign source income and foreign tax expense per outstanding share on September 30, 2013 are as follows:

    Foreign Source   Foreign Tax
    Income   Expense
 
Worldwide Fund   $ 0.22     $ 0.02  
 
International Fund   $ 0.37     $ 0.04  
 

If elected, the pass-through of the foreign tax credit will affect only those persons who are shareholders on the dividend record date in December 2013. These shareholders will receive more detailed information along with their 2013 Form 1099-DIV.


56  




























  IVA Funds  

www.ivafunds.com
 
Investment Adviser
International Value Advisers, LLC
717 Fifth Avenue
New York, NY 10022
 
Distributor
IVA Funds Distributors, LLC
3 Canal Plaza, Suite 100
Portland, ME 04101
 
Custodian
State Street Bank and Trust Company
1200 Crown Colony Drive
Quincy, MA 02169
 
Transfer Agent
Boston Financial Data Services, Inc.
2000 Crown Colony Drive
Quincy, MA 02169
 
Counsel
K&L Gates LLP
State Street Financial Center
One Lincoln Street
Boston, MA 02111-2950
 
Independent Registered Public Accounting Firm
Ernst & Young LLP
200 Clarendon Street
Boston MA, 02116-5072

This report is submitted for the general information of the Funds’ shareholders. The report is not authorized for distribution to prospective investors in the Funds unless it is accompanied or preceded by the Funds’ current prospectus, which includes information regarding the Funds’ risks, objectives, fees and expenses, experience of its management, and other information.

The commentary within An Owner’s Manual, the Letter from the President, the Letter from the Portfolio Managers, and the Management’s Discussion of Fund Performance reflects their current views and opinions as of the date of this report. Any such views are subject to change at any time based upon market or other conditions and IVA Funds disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions are based on numerous factors, may not be relied on as an indication of trading intent. References to specific securities should not be construed as recommendations or investment advice.



Item 2. Code of Ethics.

(a) As of the end of the period covered by this Form N-CSR, the registrant has adopted a code of ethics, as defined in Item 2(b) of Form N-CSR, that applies to the registrant’s principal executive officer and principal financial officer.

(c) The registrant has not amended its code of ethics during the period covered by this Form N-CSR.

(d) The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this Form N-CSR.

(e) Not applicable.

(f) A copy of the registrant’s code of ethics is filed as Exhibit 12(a)(1) to this Form N-CSR.

Item 3. Audit Committee Financial Expert.

(a)(1) The registrant’s Board of Trustees (the “Board”) has determined that the registrant has a member serving on the registrant’s Audit Committee that possess the attributes identified in Form N-CSR to qualify as an “audit committee financial expert.”

(a)(2) The audit committee financial expert is Manu Bammi and he has been deemed to be “independent” as that term is defined in Form N-CSR.

Item 4. Principal Accountant Fees and Services.

The firm of Ernst & Young LLP (“E&Y”) serves as the independent registered public accounting firm for the registrant.

(a) Audit Fees.
For the fiscal years ended September 30, 2012 and September 30, 2013, the aggregate fees billed for professional services rendered by E&Y for the audit of the registrant’s annual financial statements and/or for services that are normally provided by E&Y in connection with statutory and regulatory filings or engagements were $63,000 and $72,500, respectively.

(b) Audit-Related Fees.
For the fiscal years ended September 30, 2012 and September 30, 2013, the aggregate fees billed for assurance and related services rendered by E&Y that are reasonably related to the performance of the audit or review of the registrant’s financial statements and that are not reported under Audit Fees above were $0 and $0, respectively.

For the twelve month periods ended September 30, 2012 and September 30, 2013, the aggregate Audit-Related Fees billed by E&Y that were required to be approved by the registrant’s Audit Committee for audit-related services rendered to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant (the




“Affiliated Service Providers”) that relate directly to the operations and financial reporting of the registrant were $0 and $0, respectively.

(c) Tax Fees.
For the fiscal years ended September 30, 2012 and September 30, 2013, the aggregate fees billed for tax compliance, tax advice and tax planning by E&Y were $18,000 and $28,525, respectively. Services for which fees in the Tax Fees category are billed include E&Y’s review of the registrant’s U.S. federal income tax returns and the required state corporate income tax returns, as well as E&Y’s review of excise tax distribution calculations.

For the twelve month periods ended September 30, 2012 and September 30, 2013, the aggregate Tax Fees billed by E&Y that were required to be approved by the registrant’s Audit Committee for tax compliance, tax advice and tax planning services rendered on behalf of Affiliated Service Providers that relate directly to the operations and financial reporting of the registrant were $0 and $0 respectively.

(d) All Other Fees.
For the fiscal years ended September 30, 2012 and September 30, 2013, the aggregate fees billed by E&Y to the registrant for all services other than services reported under Audit Fees, Audit-Related Fees, and Tax Fees were $30,000 and $0, respectively.

For the twelve month periods ended September 30, 2012 and September 30, 2013, the aggregate fees in this category billed by E&Y that were required to be approved by the registrant’s Audit Committee for services rendered on behalf of Affiliated Service Providers that relate directly to the operations and financial reporting of the registrant were $0 and $0, respectively.

(e)(1) Audit Committee’s Pre-Approval Policies and Procedures.
The registrant’s Audit Committee has the sole authority to pre-approve all audit and non-audit services to be provided by E&Y to the registrant, subject to the de minimis exceptions for non-audit services described in Section 10A(i)(1)B of the Securities Exchange Act of 1934, as amended (“Exchange Act”). Pre-approval of audit and non-audit services is not required if the engagement to render the services is entered into pursuant to pre-approval policies and procedures established by the Audit Committee (the “Pre-Approval Procedures”). The registrant’s Audit Committee adopted Pre-Approval Procedures on November 9, 2009, which generally permit:

Audit-Related Services consisting of: (i) consultations regarding accounting, operational or regulatory implications, or regulatory/compliance matters of proposed or actual transactions affecting the operations or financial reporting and (ii) other auditing procedures and issuance of special purpose reports;

Tax Services consisting of: (i) recurring tax services and (ii) consultations regarding tax consequences of proposed or actual transactions; and

Other Non-Audit Services including: (i) business support, (ii) other control and regulatory compliance projects and (iii) training.




All such services are subject to a per calendar quarterly limitation.

(e)(2) Percentage of Services.
None of the services described in each of paragraphs (b) through (d) of this Item were approved by the registrant’s Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) For the fiscal years ended September 30, 2012 and September 30, 2013, the aggregate non-audit fees billed by E&Y for services rendered to the registrant were $48,000 and $28,525, respectively.

For the twelve month periods ended September 30, 2012 and September 30, 2013, the aggregate non-audit fees billed by E&Y for services rendered to the Affiliated Service Providers were $0 and $0, respectively.

(h) Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable to the registrant.

Item 6. Schedule of Investments.

(a) The audited schedules of investments are included in the report to shareholders filed under Item 1 of this Form N-CSR.

(b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to the registrant.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to the registrant.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable to the registrant.

Item 10. Submission of Matters to a Vote of Security Holders.

The registrant does not have procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees. The Nominating and Governance




Committee may, in its sole discretion, consider nominees recommended by each Fund’s shareholders.

Item 11. Controls and Procedures.

(a) Within 90 days of the filing date of this Form N-CSR, Michael W. Malafronte, the registrant’s President and Chief Executive Officer, and Stefanie J. Hempstead, the registrant’s Treasurer and Chief Financial Officer, reviewed the registrant’s Disclosure Controls and Procedures and Internal Control over Financial Reporting (the “Procedures”) (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) and evaluated their effectiveness. Based on their review, Mr. Malafronte and Ms. Hempstead determined that the Procedures are reasonably designed to ensure that information required to be disclosed by the registrant on Form N-CSR is accumulated and communicated to the registrant’s management to allow timely decisions regarding required disclosure.

(b) There were no changes in the registrant’s Procedures (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s Procedures.

Item 12. Exhibits.

(a)(1) Code of Ethics referred to in Item 2 is filed herewith.

(a)(2) The certifications required by Rule 30a-2(a) of the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”) are filed herewith.

(a)(3) Not applicable.

(b) The certifications required by Rule 30a-2(b) of the 1940 Act and Section 906 of the Sarbanes-Oxley Act are filed herewith.

The certifications provided pursuant to Rule 30a-2(b) of the 1940 Act and Section 906 of the Sarbanes-Oxley Act are not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates them by reference.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

IVA FIDUCIARY TRUST

By: /s/ Michael W. Malafronte                           
  Michael W. Malafronte
  President and Chief Executive Officer
   
Date: November 27, 2013

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Michael W. Malafronte                           
  Michael W. Malafronte
  President and Chief Executive Officer
   
Date: November 27, 2013
   
   
   
By: /s/ Stefanie J. Hempstead                           
  Stefanie J. Hempstead
  Treasurer and Chief Financial Officer
   
Date: November 27, 2013