-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JG1/M7O1sKiiUY9Eo6BC0szQ0iCxVO/SdEX2GPRDwUAChBofIfJFP4+/Xgja0O1D TPdLByOvSB4Fjr/vtzSaAw== 0000922423-05-000650.txt : 20090122 0000922423-05-000650.hdr.sgml : 20090122 20050415183153 ACCESSION NUMBER: 0000922423-05-000650 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050415 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GUINNESS ATKINSON FUNDS CENTRAL INDEX KEY: 0000919160 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 21550 OXNARD STREET STREET 2: SUITE 750 CITY: WOODLAND HILLS STATE: CA ZIP: 91367 BUSINESS PHONE: (626)795-0039 MAIL ADDRESS: STREET 1: 21550 OXNARD STREET STREET 2: SUITE 750 CITY: WOODLAND HILLS STATE: CA ZIP: 91367 FORMER COMPANY: FORMER CONFORMED NAME: INVESTEC FUNDS DATE OF NAME CHANGE: 20000927 FORMER COMPANY: FORMER CONFORMED NAME: GUINNESS FLIGHT INVESTMENT FUNDS DATE OF NAME CHANGE: 19970506 FORMER COMPANY: FORMER CONFORMED NAME: GUINNESS FLIGHT INVESTMENT FUNDS INC DATE OF NAME CHANGE: 19940217 CORRESP 1 filename1.txt KRAMER LEVIN NAFTALIS & FRANKEL LLP 919 THIRD AVENUE NEW YORK, N.Y. 10022 - 3852 GEORGE P. ATTISANO PARIS ASSOCIATE 47, AVENUE HOCHE 75008 TEL 212-715-9555 TEL (33-1) 44 09 46 00 FAX 212-688-7288 FAX (33-1) 44 09 46 01 gattisano@kramerlevin.com April 15, 2005 VIA EDGAR - ---------- Securities and Exchange Commission 450 Fifth Street, N.W. , Room 5422 Washington, D.C. 20549 Attention: Christian T. Sandoe Re: Guinness Atkinson Funds Post-Effective Amendment ("PEA") No. 37 (the "Amendment") File No. 033-75340 and 811-08360 ---------------------------------------------------------- Dear Mr. Sandoe: Pursuant to our conversation today, I am writing you on behalf of our client, Guinness Atkinson Funds ("Registrant"), concerning the addition of disclosure in Registrant's prospectus and statement of additional information ("SAI") relating to a shareholder servicing plan that Registrant has adopted with respect to its series (each a "Fund"). As we discussed, due to an oversight, Registrant did not include this disclosure in the Amendment, which was filed on April 6, 2005 and wishes to include it in the Funds' definitive prospectus and SAI. To facilitate your review, as we discussed, we are presenting the proposed disclosure in this letter. A. Prospectus 1. Fee Tables With respect to the prospectus, the fee tables for two of the Funds, the Asia Focus and China & Hong Kong Funds (the "Asia Funds"), will be revised to reflect the imposition of a shareholder servicing fee. Although Registrant has adopted the shareholder servicing plan with respect to all of the Funds, Registrant does not currently intend to impose a shareholder servicing fee with respect to the other two Funds, the Global Innovators and Global Energy Funds. The "Annual Fund Operating Expenses" portion of the fee tables for the Asia Funds will be revised to read as follows (please note that the estimated information for the lines designated "Other Expenses," "Total Annual Fund Operating Expenses" and "Expense Waiver/Reimbursement" will be supplied in the definitive prospectus filing): KRAMER LEVIN NAFTALIS & FRANKEL LLP Securities and Exchange Commission April 15, 2005 Page 2 Asia Focus Fund Annual Fund Operating Expenses (expenses that are deducted from Fund assets) - ------------------------------------------------------------------- ----------- Management Fees: 1.00% - ------------------------------------------------------------------- ----------- Distribution Fees: None - ------------------------------------------------------------------- ----------- Other Expenses (including a 0.25% Shareholder Servicing Fee):(1) [TBD] - ------------------------------------------------------------------- ----------- Total Annual Fund Operating Expenses: [TBD] - ------------------------------------------------------------------- ----------- Expense Waiver/Reimbursement:(2) [TBD] - ------------------------------------------------------------------- ----------- Net Annual Fund Operating Expenses: 1.98% - ------------------------------------------------------------------- ----------- (1) "Other Expenses" are based on estimates for the fiscal year ending December 31, 2005. (2) The Advisor [Guinness Atkinson Asset Management, LLC] is contractually obligated to cap the Fund's Total Annual Operating Expenses at 1.98% through April 25, 2006. To the extent that the Advisor waives its fees and/or absorbs expenses to satisfy this cap, it may seek repayment of a portion or all of such amounts at any time within three fiscal years after the fiscal year in which such amounts were waived or absorbed, subject to the 1.98% expense cap. China & Hong Kong Fund Annual Fund Operating Expenses (expenses that are deducted from Fund assets) - ---------------------------------------------------------------- --------------- Management Fees: 1.00% - ---------------------------------------------------------------- --------------- Distribution Fees: None - ---------------------------------------------------------------- --------------- Other Expenses (including a 0.25% Shareholder Servicing Fee):(1) [TBD] - ---------------------------------------------------------------- --------------- Total Annual Fund Operating Expenses: [TBD] - ---------------------------------------------------------------- --------------- Expense Waiver/Reimbursement:(2) [TBD] - ---------------------------------------------------------------- --------------- Net Annual Fund Operating Expenses: 1.98% - ---------------------------------------------------------------- --------------- (1) "Other Expenses" are based on estimates for the fiscal year ending December 31, 2005. (2) The Advisor is contractually obligated to cap the Fund's Total Annual Operating Expenses at 1.98% through April 25, 2006. To the extent that the Advisor waives its fees and/or absorbs expenses to satisfy this cap, it may seek repayment of a portion or all of such amounts at any time within three fiscal years after the fiscal year in which such amounts were waived or absorbed, subject to the 1.98% expense cap. 2. Shareholder Servicing Plan Disclosure In addition to modifying the fee tables for the Asia Funds to reflect the imposition of a shareholder servicing fee, Registrant will include the following disclosure under the prospectus section entitled "Additional Exchange/Redemption - -- Finances": KRAMER LEVIN NAFTALIS & FRANKEL LLP Securities and Exchange Commission April 15, 2005 Page 3 Shareholder Servicing Plan Each Fund has adopted a Shareholder Servicing Plan. Shareholder servicing agents provide administrative and support services to their customers, which may include establishing and maintaining accounts and records relating to shareholders, processing dividend and distribution payments from the Funds on behalf of shareholders, responding to routine inquiries from shareholders concerning their investments, assisting shareholders in changing dividend options, account designations and addresses, and other similar services. For these services a Fund may pay a fee at an annual rate of up to 0.25% of the average daily net assets of the shares serviced by the agent. Currently, only the Asia Focus and China & Hong Kong Funds impose this shareholder servicing fee. The Global Innovators and Global Energy Funds will impose this fee only with prior notice to Fund shareholders. The Funds may enter into agreements with various shareholder servicing agents, including financial institutions and securities brokers. The Funds may pay a servicing fee to broker-dealers and others who sponsor "no transaction fee" or similar programs for the purchase of shares. Shareholder servicing agents may waive all or a portion of their fee periodically. B. SAI With respect to the SAI, Registrant will include the following disclosure under the section entitled "Distribution Agreement and Distribution Plan" (which would be re-named "Distribution Agreement, Distribution Plan and Shareholder Servicing Plan"): Shareholder Servicing Plan. Payments made under the Shareholder Servicing Plan to shareholder servicing agents are for administrative support services to customers who may from time to time beneficially own shares. These services may include: (1) aggregating and processing purchase and redemption requests for shares from customers and transmitting promptly net purchase and redemption orders to our distributor or transfer agent; (2) providing customers with a service that invests the assets of their accounts in shares pursuant to specific or pre-authorized instructions; (3) processing dividend and distribution payments on behalf of customers; (4) providing information periodically to customers showing their positions in shares; (5) arranging for bank wires; (6) responding to customer KRAMER LEVIN NAFTALIS & FRANKEL LLP Securities and Exchange Commission April 15, 2005 Page 4 inquiries; (7) providing sub-accounting with respect to shares beneficially owned by customers or providing the information to the Funds as necessary for sub-accounting; (8) if required by law, forwarding shareholder communications from the Funds (such as proxies, shareholder reports, annual and semi-annual financial statements and dividend, distribution and tax notices) to customers; (9) forwarding to customers proxy statements and proxies containing any proposals that require a shareholder vote; and (10) providing such other similar services as the Trust may reasonably request to the extent the shareholder servicing agent is permitted to do so under applicable statutes, rules or regulations. If you have any questions about these changes, please contact me at 212-715-9555 or Lane O'Connell of U.S. Bancorp Fund Services, LLC, the Funds' administrator, at 414-765-5033. * * * Best regards, /s/ George P. Attisano George P. Attisano Cc: Jim Atkinson, Guinness Atkinson Asset Management, LLP Max Rottersman, Chief Compliance Officer, Guinness Atkinson Funds Susan J. Penry-Williams, Kramer Levin Naftalis & Frankel LLP Lane O'Connell, U.S. Bancorp Fund Services, LLC -----END PRIVACY-ENHANCED MESSAGE-----