POS EX 1 d284879dposex.htm SIX CIRCLES CREDIT OPPORTUNITIES FUND Six Circles Credit Opportunities Fund

As filed with the Securities and Exchange Commission on March 12, 2021

Securities Act File No. 333-225588

Investment Company Act File No. 811-23325

 

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM N-1A

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

  
Pre-Effective Amendment No.   
Post-Effective Amendment No. 32   

and/or

 

REGISTRATION STATEMENT

UNDER

THE INVESTMENT COMPANY ACT OF 1940

  
Amendment No. 33   
(Check appropriate box or boxes)   

 

 

SIX CIRCLESsm TRUST

(Exact Name of Registrant Specified in Charter)

 

 

383 Madison Avenue

New York, New York, 10179

(Address of Principal Executive Offices)

Registrant’s Telephone Number, Including Area Code: (212) 270-6000

The Corporation Trust Company

1209 Orange Street

Wilmington, Delaware 19801

(Name and Address of Agent for Service)

 

 

With copies to:

 

Abby L. Ingber, Esq.   Gregory S. Rowland, Esq.
J.P. Morgan Private Investments Inc.   Davis Polk & Wardwell LLP
270 Park Avenue   450 Lexington Avenue
New York, NY 10017   New York, NY 10017

 

 

It is proposed that this filing will become effective immediately upon filing pursuant to Rule 462(d).


EXPLANATORY NOTE

This Post-Effective Amendment consists of the following:

 

  1.

Facing Sheet of the Registration Statement

 

  2.

Part C to the Registration Statement (including signature page)

 

  3.

Exhibits (d)(30), (d)(31), (d)(32), (h)(28), (p)(2), (p)(15) and (p)(16).

 

This Post-Effective Amendment is being filed solely to file the Form of Investment Sub-Advisory Agreement with BlueBay Asset Management LLP (exhibit (d)(30)), the Form of Investment Sub-Advisory Agreement with Muzinich & Co. Inc. (exhibit (d)(31)), the Form of Amendment to Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC (exhibit (d)(32)), the Form of Amendment to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc. (exhibit (h)(28)), the Code of Ethics of the Adviser (exhibit (p)(2)), the Code of Ethics of BlueBay Asset Management LLP (exhibit (p)(15)) and the Code of Ethics of Muzinich & Co. Inc. (exhibit (p)(16)) to Item 28 of this Registration Statement on Form N-1A (the “Registration Statement”).

Part A and B of the Registration Statement filed with the Securities and Exchange Commission on August  18, 2020, as amended or supplemented to date pursuant to Rule 497 under the Securities Act of 1933, as amended, are incorporated by reference herein.

 

 

 


PART C: OTHER INFORMATION

Item 28: Exhibits

 

(a)(1)   Certificate of Trust dated November  8, 2017, is incorporated by reference to Exhibit (a)(1) to the Registrant’s Initial Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the Securities and Exchange Commission (“SEC”) on June 12, 2018 (the “Initial Registration Statement”).
(a)(2)   Amendment to Certificate of Trust dated March  22, 2018, is incorporated by reference to Exhibit (a)(2) of the Initial Registration Statement.
(a)(3)   Second Amended and Restated Declaration of Trust dated June  12, 2018, is incorporated by reference to Exhibit (a)(3) of the Registrant’s Pre-Effective Amendment No.  1 to the Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on July 2, 2018 (“Pre-Effective Amendment No. 1”).
(a)(4)   Amended Schedule A to the Second Amended and Restated Declaration of Trust is incorporated by reference to Exhibit (a)(4) of Post-Effective Amendment No. 2 to the Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on September 27, 2018.
(a)(5)   Amended Schedule A to the Second Amended and Restated Declaration of Trust is incorporated by reference to Exhibit (a)(5) of Post-Effective Amendment No. 24 to the Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on May 18, 2020 (“Post-Effective Amendment No. 24”).
(b)   By-Laws dated June 12, 2018, is incorporated by reference to Exhibit (b)  of Pre-Effective Amendment No.1.
(c)   Instruments Defining Rights of Security Holders. Incorporated by reference to Exhibits (a) and (b).
(d)(1)   Investment Advisory Agreement, dated June 22, 2018, is incorporated by reference to Exhibit (d)(1) of Pre-Effective Amendment No.1.
(d)(2)   Amendment dated December 1, 2018 to the Investment Advisory Agreement, dated June  22, 2018, is incorporated by reference to Exhibit (d)(2) of the Registrant’s Post-Effective Amendment No.  8 to the Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on April  9, 2019 (“Post-Effective Amendment No. 8”).
(d)(3)   Form of Amendment to the Investment Advisory Agreement, dated June  22, 2018 is incorporated by reference to Exhibit (d)(3) of Post-Effective Amendment No. 24.
(d)(4)   Form of Amendment to Investment Advisory Agreement, dated June  22, 2018, is incorporated by reference to Exhibit (d)(4) of the Registrant’s Post-Effective Amendment No.  29 to the Registration statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on August  18, 2020 (“Post-Effective Amendment No. 29”).
(d)(5)   Investment Sub-Advisory Agreement with BlackRock Investment Management LLC, dated June 22, 2018, is incorporated by reference to Exhibit (d)(2) of Pre-Effective Amendment No.1.
(d)(6)   Amendment dated December  1, 2018 to Investment Sub-Advisory Agreement with BlackRock Investment Management LLC, dated June 22, 2018, is incorporated by reference to Exhibit (d)(4) of Post-Effective Amendment No.  8.
(d)(7)   Amendment dated as of April  10, 2019 to the Investment Sub-Advisory Agreement with BlackRock Investment Management LLC, dated June  22, 2018, is incorporated by reference to Exhibit (d)(5) of Post-Effective Amendment No. 8.
(d)(8)   Investment Sub-Advisory Agreement with BNY Mellon Asset Management North America Corporation, dated June 22, 2018, is incorporated by reference to Exhibit (d)(3) of Pre-Effective Amendment No.1.
(d)(9)   Investment Sub-Advisory Agreement with Goldman Sachs Asset Management, L.P., dated June 22, 2018, is incorporated by reference to Exhibit (d)(4) of Pre-Effective Amendment No.1.
(d)(10)   Investment Sub-Advisory Agreement with Pacific Investment Management Company LLC, dated June 22, 2018, is incorporated by reference to Exhibit (d)(5) of Pre-Effective Amendment No.1.
(d)(11)   Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC, dated October  5, 2018, is incorporated by reference to Exhibit (d)(8) of Post-Effective Amendment No. 3 to the Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on October 16, 2018 (“Post-Effective Amendment No. 3”).
(d)(12)   Amendment dated December  1, 2018 to the Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC, dated October  5, 2018, is incorporated by reference to Exhibit (d)(10) of Post-Effective Amendment No. 8.

 

Part C - 2


(d)(13)   Form of Amendment to the Investment Sub-Advisory Agreement with BlackRock Investment Management LLC, dated June 22, 2018 is incorporated by reference to Exhibit (d)(12) of Post-Effective Amendment No. 24.
(d)(14)   Form of Investment Sub-Advisory Agreement with PGIM, Inc. is incorporated by reference to Exhibit (d)(13) of Post-Effective Amendment No. 24.
(d)(15)   Form of Amendment to the Investment Sub-Advisory Agreement with Pacific Investment Management Company LLC, dated June 22, 2018 is incorporated by reference to Exhibit (d)(14) of Post-Effective Amendment No. 24.
(d)(16)   Form of Investment Sub-Advisory Agreement with Capital International, Inc. is incorporated by reference to Exhibit (d)(15) of Post-Effective Amendment No. 24.
(d)(17)   Form of Investment Sub-Advisory Agreement with Nuveen Asset Management, LLC is incorporated by reference to Exhibit (d)(16) of Post-Effective Amendment No. 24.
(d)(18)   Form of Investment Sub-Advisory Agreement with Wells Capital Management Incorporated is incorporated by reference to Exhibit (d)(17) of Post-Effective Amendment No. 24.
(d)(19)   Form of Investment Sub-Sub-Advisory Agreement with BlackRock International Limited is incorporated by reference to Exhibit (d)(18) of Post-Effective Amendment No. 24.
(d)(20)   Form of Investment Sub-Sub-Advisory Agreement with BlackRock (Singapore) Limited is incorporated by reference to Exhibit (d)(19) of Post-Effective Amendment No. 24.
(d)(21)   Form of Investment Sub-Sub-Advisory Agreement with PGIM Limited is incorporated by reference to Exhibit (d)(20) of Post-Effective Amendment No. 24.
(d)(22)   Form of Amendment to the Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC, dated October 5, 2018 is incorporated by reference to Exhibit (d)(21) of Post-Effective Amendment No. 24.
(d)(23)   Form of Amendment to the Investment Sub-Advisory Agreement with BlackRock Investment Management LLC, dated June 22, 2018, is incorporated by reference to Exhibit (d)(23) of Post-Effective Amendment No. 29.
(d)(24)   Form of Amendment to the Investment Sub-Advisory Agreement with PGIM, Inc., dated March 13, 2020, is incorporated by reference to Exhibit (d)(24) of Post-Effective Amendment No. 29.
(d)(25)   Form of Investment Sub-Advisory Agreement with Federated Investment Management Company, dated July  27, 2020, is incorporated by reference to Exhibit (d)(25) of Post-Effective Amendment No. 29.
(d)(26)   Form of Amendment to Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC, dated October 5, 2018, is incorporated by reference to Exhibit (d)(26) of Post-Effective Amendment No. 29.
(d)(27)   Form of Investment Sub-Sub-Advisory Agreement with BlackRock International Limited, dated July 27, 2020, is incorporated by reference to Exhibit (d)(27) of Post-Effective Amendment No. 29.
(d)(28)   Form of Investment Sub-Sub-Advisory Agreement with PGIM Limited, dated July 27, 2020, is incorporated by reference to Exhibit (d)(28) of Post-Effective Amendment No. 29.
(d)(29)   Form of Investment Sub-Advisory Agreement with Lord, Abbett  & Co., is incorporated by reference to Exhibit (d)(29) of the Registrant’s Post-Effective Amendment No. 31 to the Registration statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on November 18, 2020 (“Post-Effective Amendment No. 31”).
(d)(30)   Form of Investment Sub-Advisory Agreement with BlueBay Asset Management LLP. Filed herewith.
(d)(31)   Form of Investment Sub-Advisory Agreement with Muzinich & Co. Inc. Filed herewith.
(d)(32)   Form of Amendment to Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC, dated October 5, 2018. Filed herewith.
(e)(1)   Distribution Agreement, dated June  22, 2018, between the Trust and Foreside Fund Services, LLC, is incorporated by reference to Exhibit (e)(1) of Pre-Effective Amendment No.1.
(e)(2)   Amendment dated December 1, 2018 to the Distribution Agreement, dated June  22, 2018, is incorporated by reference to Exhibit (e)(2) of Post-Effective Amendment No. 8.
(e)(3)   Form of Amendment to the Distribution Agreement, dated June  22, 2018 is incorporated by reference to Exhibit (e)(3) of Post-Effective Amendment No. 24.

 

Part C - 3


(e)(4)   Form of Amendment to the Distribution Agreement, dated June  22, 2018, is incorporated by reference to Exhibit (e)(4) of Post-Effective Amendment No. 29.
(e)(5)   Distribution and Fund Support Services Agreement, dated June  22, 2018, between the Adviser and Foreside Fund Services, LLC, is incorporated by reference to Exhibit (e)(2) of Pre-Effective Amendment No.1.
(e)(6)   Form of Dealer Agreement, is incorporated by reference to Exhibit (e)(3) of Pre-Effective Amendment No.1.
(f)   Not applicable.
(g)(1)   Custody Agreement, dated June 6, 2018 between the Trust and Brown Brothers Harriman  & Co, is incorporated by reference to Exhibit (g) of Pre-Effective Amendment No.1.
(g)(2)   Amended Appendix A to the Custody Agreement, dated June  6, 2018, is incorporated by reference to Exhibit (g)(2) of Post-Effective Amendment No. 8.
(g)(3)   Form of Amended Appendix A to the Custody Agreement, dated June  6, 2018 is incorporated by reference to Exhibit (g)(3) of Post-Effective Amendment No. 24.
(g)(4)   Form of Amended Appendix A to the Custody Agreement, dated June  6, 2018, is incorporated by reference to Exhibit (g)(4) of Post-Effective Amendment No. 29.
(h)(1)   Administration Agreement, dated June 22, 2018 between the Trust and Brown Brothers Harriman  & Co, is incorporated by reference to Exhibit (h)(1) of Pre-Effective Amendment No.1.
(h)(2)   Amended Appendix A to the Administration Agreement, dated June  22, 2018, is incorporated by reference to Exhibit (h)(2) of Post-Effective Amendment No. 8.
(h)(3)   Form of Amended Appendix A to the Administration Agreement, dated June  22, 2018 is incorporated by reference to Exhibit (h)(3) of Post-Effective Amendment No. 24.
(h)(4)   Form of Amended Appendix A to the Administration Agreement, dated June  22, 2018, is incorporated by reference to Exhibit (h)(4) of Post-Effective Amendment No. 29.
(h)(5)   Transfer Agency and Service Agreement, dated June  6, 2018, between the Trust and DST Asset Manager Solutions, Inc., is incorporated by reference to Exhibit (h)(2) of Pre-Effective Amendment No.1.
(h)(6)   Amendment dated December 1, 2018 to the Transfer Agency and Service Agreement, dated June  6, 2018, is incorporated by reference to Exhibit (h)(4) of Post-Effective Amendment No. 8.
(h)(7)   Form of Amendment to the Transfer Agency and Service Agreement is incorporated by reference to Exhibit (h)(6) of Post-Effective Amendment No.  24.
(h)(8)   Form of Amendment to the Transfer Agency and Service Agreement, is incorporated by reference to Exhibit (h)(8) of Post-Effective Amendment No.  29.
(h)(9)   Operating Expenses Limitation Agreement, dated June 22, 2018, is incorporated by reference to Exhibit (h)(3) of Pre-Effective Amendment No.1.
(h)(10)   Operating Expenses Limitation Agreement, dated December  1, 2018, is incorporated by reference to Exhibit (h)(6) of Post-Effective Amendment No. 8.
(h)(11)   Form of Operating Expenses Limitation Agreement is incorporated by reference to Exhibit (h)(9) of Post-Effective Amendment No. 24.
(h)(12)   Form of Operating Expenses Limitation Agreement, dated July  27, 2020, is incorporated by reference to Exhibit (h)(12) of Post-Effective Amendment No. 29.
(h)(13)   Advisory Fee Waiver Agreement, dated June 22, 2018, is incorporated by reference to Exhibit (h)(4) of Pre-Effective Amendment No.1.
(h)(14)   Advisory Fee Waiver Agreement, dated December  1, 2018, is incorporated by reference to Exhibit (h)(8) of Post-Effective Amendment No. 8.
(h)(15)   Form of Advisory Fee Waiver Agreement is incorporated by reference to Exhibit (h)(12) of Post-Effective Amendment No. 24.
(h)(16)   Form of Advisory Fee Waiver Agreement, dated July  27, 2020, is incorporated by reference to Exhibit (h)(16) of Post-Effective Amendment No. 29.

 

Part C - 4


(h)(17)   Powers of Attorney, is incorporated by reference to Exhibit (h)(5) of the Initial Registration Statement.
(h)(18)   Power of Attorney, is incorporated by reference to Exhibit (h)(10) of Post-Effective Amendment No. 8.
(h)(19)   Form of Class Action Services Agreement between the Trust and Brown Brothers Harriman  & Co., is incorporated by reference to Exhibit (h)(6) of Pre-Effective Amendment No.1.
(h)(20)   Amended Schedule 1 to the Form of Class  Action Services Agreement, is incorporated by reference to Exhibit (h)(12) of Post-Effective Amendment No. 8.
(h)(21)   Form of Amended Schedule 1 to the Form of Class  Action Services Agreement is incorporated by reference to Exhibit (h)(17) of Post-Effective Amendment No. 24.
(h)(22)   Form of Amended Schedule 1 to the Form of Class Action Services Agreement, dated July  27, 2020, is incorporated by reference to Exhibit (h)(22) of Post-Effective Amendment No. 29.
(h)(23)   Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc., dated October 5, 2018, is incorporated by reference to Exhibit (h)(13) of Post-Effective Amendment No. 3.
(h)(24)   Amendment dated December  1, 2018 to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc., dated October  5, 2018, is incorporated by reference to Exhibit (h)(14) of Post-Effective Amendment No. 8.
(h)(25)   Amendment dated as of April  10, 2019 to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc., dated October  5, 2018, is incorporated by reference to Exhibit (h)(15) of Post-Effective Amendment No. 8.
(h)(26)   Form of Amendment to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc., dated October 5, 2018 is incorporated by reference to Exhibit (h)(21) of Post-Effective Amendment No. 24.
(h)(27)   Form of Amendment to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc., dated October 5, 2018, is incorporated by reference to Exhibit (h)(27) of Post-Effective Amendment No. 29.
(h)(28)   Form of Amendment to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc., dated October 5, 2018. Filed herewith.
(i)   Opinion and consent of counsel, dated August 18, 2020, is incorporated by reference to Exhibit (i)  of Post-Effective Amendment No. 29.
(j)   Consent of independent registered public accounting firm is incorporated by reference to Exhibit (j)  of Registrant’s Post-Effective Amendment No.  20 to the Registration Statement on Form N-1A (File Nos. 333-225588 and 811-23325), filed with the SEC on April  29, 2020.
(k)   Not applicable.
(l)   Purchase Agreement, dated June  6, 2018 between the Trust and the Adviser, is incorporated by reference to Exhibit (l) of Pre-Effective Amendment No.1.
(m)   Not applicable.
(n)   Not applicable.
(o)   Reserved.
(p)(1)   Code of Ethics for the Trust, is incorporated by reference to Exhibit (p)(1) of Pre-Effective Amendment No.1.
(p)(2)   Code of Ethics for the Adviser. Filed herewith.
(p)(3)   Code of Ethics for BlackRock, BlackRock International Limited and BlackRock (Singapore) Limited, is incorporated by reference to Exhibit (p)(3) of Pre-Effective Amendment No.1.
(p)(4)   Code of Ethics for BNY Mellon, is incorporated by reference to Exhibit (p)(4) of Pre-Effective Amendment No.1.
(p)(5)   Code of Ethics for Goldman, is incorporated by reference to Exhibit (p)(5) of Pre-Effective Amendment No.1.
(p)(6)   Code of Ethics for PIMCO, is incorporated by reference to Exhibit (p)(6) of Pre-Effective Amendment No.1.

 

Part C - 5


(p)(7)   Code of Ethics for Russell Investments Implementation Services, LLC, is incorporated by reference to Exhibit (p)(7) of Post-Effective Amendment No. 3.
(p)(8)   Amended Exhibit A and Exhibit B of the Code of Ethics of the Trust, is incorporated by reference to Exhibit (p)(8) of Post-Effective Amendment No. 8.
(p)(9)   Code of Ethics for PGIM, Inc. and PGIM Limited is incorporated by reference to Exhibit (p)(9) of Post-Effective Amendment No.  24.
(p)(10)   Code of Ethics for Capital International, Inc. is incorporated by reference to Exhibit (p)(10) of Post-Effective Amendment No. 24.
(p)(11)   Code of Ethics for Nuveen Asset Management, LLC is incorporated by reference to Exhibit (p)(11) of Post-Effective Amendment No. 24.
(p)(12)   Code of Ethics for Wells Capital Management Incorporated is incorporated by reference to Exhibit (p)(12) of Post-Effective Amendment No.  24.
(p)(13)   Code of Ethics for Federated Investment Management Company, is incorporated by reference to Exhibit (p)(13) of Post-Effective Amendment No.  29.
(p)(14)   Code of Ethics for Lord, Abbett  & Co. LLC, is incorporated by reference to Exhibit (p)(14) of Post-Effective Amendment No. 31.
(p)(15)   Code of Ethics for BlueBay Asset Management LLP. Filed herewith.
(p)(16)   Code of Ethics for Muzinich & Co. Inc. Filed herewith.

Item 29. Persons Controlled by or Under Common Control with Registrant

Not applicable.

Item 30. Indemnification

Reference is made to Article VII, Section 4 of Registrant’s Declaration of Trust. Registrant, its Trustees and officers are insured against certain expenses in connection with the defense of claims, demands, actions, suits, or proceedings, and certain liabilities that might be imposed as a result of such actions, suits or proceedings.

Insofar as indemnification for liabilities arising under the Securities Act of 1933, as amended (the “1933 Act”), may be permitted to directors, trustees, officers and controlling persons of the Registrant and the principal underwriter pursuant to the foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, trustee, officer, or controlling person of the Registrant and the principal underwriter in connection with the successful defense of any action, suite or proceeding) is asserted against the Registrant by such director, trustee, officer or controlling person or principal underwriter in connection with the shares being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.

Item 31. Business and Other Connections of the Investment Adviser

See “Management of the Trust” in Part B.

The business or other connections of each director and officer of J.P. Morgan Private Investments Inc. (adviser to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for J.P. Morgan Private Investments Inc. and is incorporated herein by reference.

The business or other connections of each director and officer of BlackRock Investment Management, LLC (sub-adviser to the Six Circles Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained

 

Part C - 6


Fund, Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for BlackRock Investment Management, LLC and is incorporated herein by reference.

The business or other connections of each director and officer of BlackRock International Limited (sub-sub-adviser to the Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for BlackRock International Limited and is incorporated herein by reference.

The business or other connections of each director and officer of BlackRock (Singapore) Limited (sub-sub-adviser to the Six Circles Global Bond Fund) is currently listed in the investment advisor registration on Form ADV for BlackRock (Singapore) Limited and is incorporated herein by reference.

The business or other connections of each director and officer of Mellon Investments Corporation (sub-adviser to the Six Circles Tax Aware Ultra Short Duration Fund) is currently listed in the investment advisor registration on Form ADV for Mellon Investments Corporation and is incorporated herein by reference.

The business or other connections of each director and officer of Goldman Sachs Asset Management, L.P. (sub-adviser to the Six Circles Ultra Short Duration Fund and Six Circles Tax Aware Ultra Short Duration Fund) is currently listed in the investment advisor registration on Form ADV for Goldman Sachs Asset Management, L.P. and is incorporated herein by reference.

The business or other connections of each director and officer of Pacific Investment Management Company LLC (sub-adviser to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund and the Six Circles Global Bond Fund) is currently listed in the investment advisor registration on Form ADV for Pacific Investment Management Company LLC and is incorporated herein by reference.

The business or other connections of each director and officer of PGIM, Inc. (sub-adviser to the Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for PGIM, Inc. and is incorporated herein by reference.

The business or other connections of each director and officer of PGIM Limited (sub-sub-adviser to the Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for PGIM Limited and is incorporated herein by reference.

The business or other connections of each director and officer of Capital International, Inc. (sub-adviser to the Six Circles Tax Aware Bond Fund) is currently listed in the investment advisor registration on Form ADV for Capital International, Inc. and is incorporated herein by reference.

The business or other connections of each director and officer of Nuveen Asset Management, LLC (sub-adviser to the Six Circles Tax Aware Bond Fund) is currently listed in the investment advisor registration on Form ADV for Nuveen Asset Management, LLC and is incorporated herein by reference.

The business or other connections of each director and officer of Wells Capital Management Incorporated (sub-adviser to the Six Circles Tax Aware Bond Fund) is currently listed in the investment advisor registration on Form ADV for Wells Capital Management Incorporated and is incorporated herein by reference.

The business or other connections of each director and officer of Federated Investment Management Company (sub-adviser to the Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for Federated Investment Management Company and is incorporated by reference.

The business or other connections of each director and officer of Lord, Abbett & Co. LLC (sub-adviser to the Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for Lord Abbett & Co. LLC and is incorporated by reference.

The business or other connections of each director and officer of BlueBay Asset Management LLP (sub-adviser to the Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for BlueBay Asset Management LLP and is incorporated by reference.

The business or other connections of each director and officer of Muzinich & Co. Inc. (sub-adviser to the Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for Muzinich & Co. Inc. and is incorporated by reference.

The business or other connections of each director and officer of Russell Investments Implementation Services, LLC (interim sub-adviser to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund) is currently listed in the investment advisor registration on Form ADV for Russell Investments Implementation Services, LLC and is incorporated herein by reference.

 

Part C - 7


Item 32. Principal Underwriters

 

(a)

Foreside Fund Services, LLC is the principal underwriter of the Registrant’s shares. Foreside Fund Services, LLC is registered with the Securities and Exchange Commission as a broker-dealer and is a member of the National Association of Securities Dealers. Foreside Fund Services, LLC is located at Three Canal Plaza, Suite 100, Portland, Maine 04101. Foreside Fund Services, LLC acts as the principal underwriter for the following additional investment companies registered under the 1940 Act:

  1.

ABS Long/Short Strategies Fund

  2.

Absolute Shares Trust

  3.

AdvisorShares Trust

  4.

AGF Investments Trust (f/k/a FQF Trust)

  5.

AIM ETF Products Trust

  6.

AlphaCentric Prime Meridian Income Fund

  7.

American Century ETF Trust

  8.

American Customer Satisfaction ETF, Series of ETF Series Solutions

  9.

Amplify ETF Trust

  10.

ARK ETF Trust

  11.

Bluestone Community Development Fund (f/k/a The 504 Fund)

  12.

Braddock Multi-Strategy Income Fund, Series of Investment Managers Series Trust

  13.

Bridgeway Funds, Inc.

  14.

Brinker Capital Destinations Trust

  15.

Cabot Equity Growth ETF, Series of Listed Funds Trust

  16.

Calamos Convertible and High Income Fund

  17.

Calamos Convertible Opportunities and Income Fund

  18.

Calamos Global Total Return Fund

  19.

Carlyle Tactical Private Credit Fund

  20.

Center Coast Brookfield MLP & Energy Infrastructure Fund

  21.

Changebridge Capital Long/Short ETF, Series of Listed Funds Trust

  22.

Changebridge Capital Sustainable Equity ETF, Series of Listed Funds Trust

  23.

Cliffwater Corporate Lending Fund

  24.

CornerCap Group of Funds

  25.

Davis Fundamental ETF Trust

  26.

Defiance Nasdaq Junior Biotechnology ETF, Series of ETF Series Solutions

  27.

Defiance Next Gen Connectivity ETF, Series of ETF Series Solutions

  28.

Defiance Next Gen SPAC Derived ETF, Series of ETF Series Solutions

  29.

Defiance Quantum ETF, Series of ETF Series Solutions

  30.

Direxion Shares ETF Trust

  31.

Eaton Vance NextShares Trust

  32.

Eaton Vance NextShares Trust II

  33.

EIP Investment Trust

  34.

Ellington Income Opportunities Fund

  35.

EntrepreneurShares Series Trust

  36.

Esoterica Thematic ETF Trust

  37.

ETF Opportunities Trust

  38.

Evanston Alternative Opportunities Fund

  39.

Exchange Listed Funds Trust (f/k/a Exchange Traded Concepts Trust II)

  40.

Fiera Capital Series Trust

  41.

FlexShares Trust

  42.

Forum Funds

  43.

Forum Funds II

  44.

Friess Small Cap Growth Fund, Series of Managed Portfolio Series

  45.

Guinness Atkinson Funds

  46.

Horizon Kinetics Inflation Beneficiaries ETF, Series of Listed Funds Trust

  47.

Infinity Core Alternative Fund

  48.

Innovator ETFs Trust II (f/k/a Elkhorn ETF Trust)

  49.

Innovator ETFs Trust

  50.

Ironwood Institutional Multi-Strategy Fund LLC

  51.

Ironwood Multi-Strategy Fund LLC

  52.

IVA Fiduciary Trust

  53.

John Hancock Exchange-Traded Fund Trust

  54.

Mairs & Power Funds Trust

  55.

Manor Investment Funds

  56.

Moerus Worldwide Value Fund, Series of Northern Lights Fund Trust IV

 

Part C - 8


  57.

Morgan Creek – Exos SPAC Originated ETF, Series of Listed Funds Trust

  58.

Morningstar Funds Trust

  59.

OSI ETF Trust

  60.

Overlay Shares Core Bond ETF, Series of Listed Funds Trust

  61.

Overlay Shares Foreign Equity ETF, Series of Listed Funds Trust

  62.

Overlay Shares Hedged Large Cap Equity ETF, Series of Listed Funds Trust

  63.

Overlay Shares Large Cap Equity ETF, Series of Listed Funds Trust

  64.

Overlay Shares Municipal Bond ETF, Series of Listed Funds Trust

  65.

Overlay Shares Short Term Bond ETF, Series of Listed Funds Trust

  66.

Overlay Shares Small Cap Equity ETF, Series of Listed Funds Trust

  67.

Pacific Global ETF Trust

  68.

Palmer Square Opportunistic Income Fund

  69.

Partners Group Private Income Opportunities, LLC

  70.

PENN Capital Funds Trust

  71.

Performance Trust Mutual Funds, Series of Trust for Professional Managers

  72.

Plan Investment Fund, Inc.

  73.

PMC Funds, Series of Trust for Professional Managers

  74.

Point Bridge GOP Stock Tracker ETF, Series of ETF Series Solutions

  75.

Quaker Investment Trust

  76.

Rareview Dynamic Fixed Income ETF, Series of Collaborative Investment Series Trust

  77.

Rareview Tax Advantaged Income ETF, Series of Collaborative Investment Series Trust

  78.

Renaissance Capital Greenwich Funds

  79.

Reverse Cap Weighted U.S. Large Cap ETF, Series of ETF Series Solutions

  80.

RMB Investors Trust (f/k/a Burnham Investors Trust)

  81.

Robinson Opportunistic Income Fund, Series of Investment Managers Series Trust

  82.

Robinson Tax Advantaged Income Fund, Series of Investment Managers Series Trust

  83.

Roundhill BITKRAFT Esports & Digital Entertainment ETF, Series of Listed Funds Trust

  84.

Roundhill Sports Betting & iGaming ETF, Series of Listed Funds Trust

  85.

Roundhill Streaming Services & Technology ETF, Series of Listed Funds Trust

  86.

Salient MF Trust

  87.

Securian AM Balanced Stabilization Fund, Series of Investment Managers Series Trust

  88.

Securian AM Equity Stabilization Fund, Series of Investment Managers Series Trust

  89.

Securian AM Real Asset Income Fund, Series of Investment Managers Series Trust

  90.

SharesPost 100 Fund

  91.

Sound Shore Fund, Inc.

  92.

Strategy Shares

  93.

Swan Hedged Equity US Large Cap ETF, Series of Listed Funds Trust

  94.

Syntax ETF Trust

  95.

The Chartwell Funds

  96.

The Community Development Fund

  97.

The Relative Value Fund

  98.

The SPAC and New Issue ETF, Series of Collaborative Investment Series Trust

  99.

Third Avenue Trust

  100.

Third Avenue Variable Series Trust

  101.

Tidal ETF Trust

  102.

TIFF Investment Program

  103.

Timothy Plan High Dividend Stock ETF, Series of The Timothy Plan

  104.

Timothy Plan International ETF, Series of The Timothy Plan

  105.

Timothy Plan US Large/Mid Cap Core ETF, Series of The Timothy Plan

  106.

Timothy Plan US Small Cap Core ETF, Series of The Timothy Plan

  107.

Transamerica ETF Trust

  108.

Trend Aggregation Aggressive Growth ETF, Series of Collaborative Investment Series Trust

  109.

Trend Aggregation Conservative ETF, Series of Collaborative Investment Series Trust

  110.

Trend Aggregation Dividend Stock ETF, Series of Collaborative Investment Series Trust

  111.

Trend Aggregation ESG ETF, Series of Collaborative Investment Series Trust

  112.

Trend Aggregation US ETF, Series of Collaborative Investment Series Trust

  113.

TrueShares AI & Deep Learning ETF, Series of Listed Funds Trust

  114.

TrueShares ESG Active Opportunities ETF, Series of Listed Funds Trust

  115.

TrueShares Low Volatility Equity Income ETF, Series of Listed Funds Trust

  116.

TrueShares Structured Outcome (August) ETF, Series of Listed Funds Trust

  117.

TrueShares Structured Outcome (December) ETF, Series of Listed Funds Trust

  118.

TrueShares Structured Outcome (February) ETF, Series of Listed Funds Trust

  119.

TrueShares Structured Outcome (January) ETF, Series of Listed Funds Trust

  120.

TrueShares Structured Outcome (July) ETF, Series of Listed Funds Trust

  121.

TrueShares Structured Outcome (March) ETF, Series of Listed Funds Trust

  122.

TrueShares Structured Outcome (November) ETF, Series of Listed Funds Trust

  123.

TrueShares Structured Outcome (October) ETF, Series of Listed Funds Trust

  124.

TrueShares Structured Outcome (September) ETF, Series of Listed Funds Trust

  125.

U.S. Global Investors Funds

  126.

Variant Alternative Income Fund

  127.

VictoryShares Developed Enhanced Volatility Wtd ETF, Series of Victory Portfolios II

  128.

VictoryShares Dividend Accelerator ETF, Series of Victory Portfolios II

 

Part C - 9


  129.

VictoryShares Emerging Market High Div Volatility Wtd ETF, Series of Victory Portfolios II

  130.

VictoryShares Emerging Market Volatility Wtd ETF, Series of Victory Portfolios II

  131.

VictoryShares International High Div Volatility Wtd ETF, Series of Victory Portfolios II

  132.

VictoryShares International Volatility Wtd ETF, Series of Victory Portfolios II

  133.

VictoryShares NASDAQ Next 50 ETF, Series of Victory Portfolios II

  134.

VictoryShares Protect America ETF, Series of Victory Portfolios II

  135.

VictoryShares Top Veteran Employers ETF, Series of Victory Portfolios II

  136.

VictoryShares US 500 Enhanced Volatility Wtd ETF, Series of Victory Portfolios II

  137.

VictoryShares US 500 Volatility Wtd ETF, Series of Victory Portfolios II

  138.

VictoryShares US Discovery Enhanced Volatility Wtd ETF, Series of Victory Portfolios II

  139.

VictoryShares US EQ Income Enhanced Volatility Wtd ETF, Series of Victory Portfolios II

  140.

VictoryShares US Large Cap High Div Volatility Wtd ETF, Series of Victory Portfolios II

  141.

VictoryShares US Multi-Factor Minimum Volatility ETF, Series of Victory Portfolios II

  142.

VictoryShares US Small Cap High Div Volatility Wtd ETF, Series of Victory Portfolios II

  143.

VictoryShares US Small Cap Volatility Wtd ETF, Series of Victory Portfolios II

  144.

VictoryShares USAA Core Intermediate-Term Bond ETF, Series of Victory Portfolios II

  145.

VictoryShares USAA Core Short-Term Bond ETF, Series of Victory Portfolios II

  146.

VictoryShares USAA MSCI Emerging Markets Value Momentum ETF, Series of Victory Portfolios II

  147.

VictoryShares USAA MSCI International Value Momentum ETF, Series of Victory Portfolios II

  148.

VictoryShares USAA MSCI USA Small Cap Value Momentum ETF, Series of Victory Portfolios II

  149.

VictoryShares USAA MSCI USA Value Momentum ETF, Series of Victory Portfolios II

  150.

West Loop Realty Fund, Series of Investment Managers Series Trust (f/k/a Chilton Realty Income & Growth Fund)

  151.

WisdomTree Trust

  152.

WST Investment Trust

  153.

XAI Octagon Floating Rate & Alternative Income Term Trust

 

(b)

The directors and officers of Foreside Fund Services, LLC are set forth below. The business address of each director or officer is Three Canal Plaza, Suite 100, Portland, Maine 04101.

 

Name with Registrant

  

Positions and Offices With

Foreside Fund Services, LLC

  

Address

  

Positions with Registrant

Richard J. Berthy    President, Treasurer and Manager    Three Canal Plaza, Suite 100, Portland, ME 04101    None
Mark A. Fairbanks    Vice President    Three Canal Plaza, Suite 100, Portland, ME 04101    None
Teresa Cowan    Vice President    111 E. Kilbourn Ave, Suite 2200, Milwaukee, WI 53202    None
Jennifer K. DiValerio    Vice President    899 Cassatt Road, 400 Berwyn Park, Suite 110, Berwyn, PA 19312    None
Nanette K. Chern    Vice President and Chief Compliance Officer    Three Canal Plaza, Suite 100, Portland, ME 04101    None
Jennifer E. Hoopes    Secretary    Three Canal Plaza, Suite 100, Portland, ME 04101    None

 

(c)

Not applicable.

Item 33. Location of Accounts and Records

All accounts, books, records and documents required pursuant to Section 31(a) of the Investment Company Act of 1940, as amended, and the rules promulgated thereunder will be maintained at the offices of:

J.P. Morgan Private Investments Inc., the Registrant’s investment adviser, at 383 Madison Avenue, New York, NY 10179 (records relating to its functions as investment adviser to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund).

Foreside Fund Services, LLC, the Registrant’s distributor, at Three Canal Plaza, Suite 100, Portland, Maine 04101 (records relating to its functions as distributor to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles

 

Part C - 10


U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund).

Brown Brothers Harriman & Co., the Registrant’s custodian, at 140 Broadway, New York, New York 10005 (records relating to its functions as custodian to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund).

Brown Brothers Harriman & Co., the Registrant’s administrator, at 140 Broadway, New York, New York 10005 (records relating to its functions as administrator to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund).

DST Asset Manager Solutions, Inc., the Registrant’s transfer agent, at 2000 Crown Colony Drive, Quincy, MA 02169 (records relating to its functions as transfer agent to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund).

Registrant’s Sub-Advisers and Sub-Sub-Advisers

BlackRock Investment Management, LLC, at 1 University Square Drive, Princeton, New Jersey 08540 (records relating to its functions as sub-adviser to the Six Circles Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund).

BlackRock International Limited, at Exchange Place One, 1 Semple Street, Edinburgh, EH3 8BL, United Kingdom (records relating to its functions as sub-sub-adviser to the Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund).

Mellon Investments Corporation, at 201 Washington Street, Suite 2900, Boston, Massachusetts 02108 (records relating to its functions as sub-adviser to the Six Circles Tax Aware Ultra Short Duration Fund).

Goldman Sachs Asset Management L.P., at 200 West Street, New York, New York 10282 (records relating to its functions as sub-adviser to the Six Circles Ultra Short Duration Fund and Six Circles Tax Aware Ultra Short Duration Fund).

BlackRock (Singapore) Limited, at 20 Anson Road #18-01, 079912 Singapore (records relating to its functions as sub-sub-adviser to the Six Circles Global Bond Fund).

Pacific Investment Management Company LLC, at 650 Newport Center Drive, Newport Beach, California 92660 (records relating to its functions as sub-adviser to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund and the Six Circles Global Bond Fund).

PGIM, Inc., at 655 Broad Street, 8th Floor, Newark, NJ 07102 (records relating to its functions as sub-adviser to the Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund).

PGIM Limited, at Grand Buildings, 1-3 Strand, Trafalgar Square, London WC2N 5HR (records relating to its functions as sub-sub-adviser to the Six Circles Global Bond Fund and Six Circles Credit Opportunities Fund).

Capital International, Inc., at 400 S. Hope Street, Los Angeles, CA 90071 (records relating to its functions as sub-adviser to the Six Circles Tax Aware Bond Fund).

Nuveen Asset Management, LLC, at 901 Marquette Avenue, Suite 2900, Minneapolis, Minnesota 55402 (records relating to its functions as sub-adviser to the Six Circles Tax Aware Bond Fund).

 

Part C - 11


Wells Capital Management Incorporated, at 525 Market Street, San Francisco, CA 94105 (records relating to its functions as sub-adviser to the Six Circles Tax Aware Bond Fund).

Federated Investment Management Company, at 1001 Liberty Avenue, Pittsburgh, PA, 15222 (records relating to its functions as sub-adviser to the Six Circles Credit Opportunities Fund).

Lord, Abbett & Co. LLC, at 90 Hudson Street, Jersey City, New Jersey 07302 (records relating to its functions as sub-adviser to the Six Circles Credit Opportunities Fund).

BlueBay Asset Management LLP, at 77 Grosvenor Street London W1K 3JR, United Kingdom (records relating to its functions as sub-adviser to the Six Circles Credit Opportunities Fund).

Muzinich & Co. Inc., at 450 Park Avenue, New York, New York 10022 (records relating to its functions as sub-adviser to the Six Circles Credit Opportunities Fund).

Russell Investments Implementation Services, LLC, at 1302 2nd Avenue, 18th Floor, Seattle, WA 98101 (records relating to its functions as interim sub-adviser to the Six Circles Ultra Short Duration Fund, Six Circles Tax Aware Ultra Short Duration Fund, Six Circles U.S. Unconstrained Equity Fund, Six Circles International Unconstrained Equity Fund, Six Circles Managed Equity Portfolio U.S. Unconstrained Fund, Six Circles Managed Equity Portfolio International Unconstrained Fund, Six Circles Global Bond Fund, Six Circles Tax Aware Bond Fund and Six Circles Credit Opportunities Fund).

Item 34. Management Services

Not applicable.

Item 35. Undertakings

Not applicable.

 

Part C - 12


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant has duly caused this Amendment to the Registration Statement on Form N-1A to be signed on its behalf by the undersigned, duly authorized, in the City of New York, and State of New York on the 12th day of March, 2021.

 

Six Circles Trust
By:  

/s/ Mary Savino

Name:   Mary Savino
Title:   Trustee

Pursuant to the requirements of the Securities Act of 1933, as amended, this Amendment to the Registration Statement has been signed below by the following persons in the capacities indicated on March 12, 2021.

 

/s/ Mary Savino

Mary Savino

Trustee

/s/ Lisa Borders*

Lisa Borders

Trustee

/s/ James P. Donovan*

James P. Donovan

Trustee

/s/ Kevin Klingert*

Kevin Klingert

Trustee

/s/ Neil Medugno*

Neil Medugno

Trustee

/s/ Lauren Stack*

Lauren Stack

Trustee

/s/ Gregory R. McNeil

Gregory R. McNeil

Principal Financial Officer and Treasurer

 

*By:

/s/ Mary Savino

Mary Savino**

Attorney-in-Fact

**Executed by Mary Savino on behalf of each of the Trustees pursuant to Powers of Attorney dated June 12, 2018.


EXHIBIT INDEX

 

            Exhibit No.              

Description

    EX.99.d.30   Form of Investment Sub-Advisory Agreement with BlueBay Asset Management LLP.
    EX.99.d.31   Form of Investment Sub-Advisory Agreement with Muzinich & Co. Inc.
    EX.99.d.32   Form of Amendment to Investment Sub-Advisory Agreement with Russell Investments Implementation Services, LLC.
    EX.99.h.28   Form of Amendment to the Implementation Services Agreement between Russell Investments Implementation Services, LLC and J.P. Morgan Private Investments Inc.
    EX.99.p.2   Code of Ethics for Adviser.
    EX.99.p.15   Code of Ethics for BlueBay Asset Management LLP
    EX.99.p.16   Code of Ethics for Muzinich & Co. Inc.