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On July 9, 2018, the Forum submitted a comment letter in response to the Commission's rule proposals regarding Auditor Independence with Respect to Certain Loans or Debtor-Creditor Relationships. In the letter, the Forum supporting the Commission's revised approach to auditor independence with respect to the loan provision. 

Investment risk includes both intended or expected risk from the investment process and unintended risk that may result from investment decisions, assumptions, market movements, and other factors.  While the fund’s adviser manages this risk, directors have an important oversight role.  This Reference provides an overview of the statistical measures that may be used to evaluate investment risk in equity funds and that may be included in reports provided to directors.  The resource includes: key factors to consider when reviewing risk measures; a summary of the most common uses of the risk measures, follow-up questions that directors may find useful; and a glossary with definitions of common risk measures. Measuring Risk Reference

On May 18, 2018, the Forum submitted a comment letter in response to the Commission's rule proposals regarding Investment Company Liquidity Disclosure. In the letter, the Forum reiterates the view that liquidity risk management is an important issue for all funds and that fund boards have an important role to play in overseeing the manner in which this risk is managed, but also conveys concerns about the Commission’s approach to liquidity risk management – in particular,  concerns of the Forum membership that the recently adopted requirement that funds classify every portfolio security into a specific “liquidity bucket” will impose significant costs on funds and their shareholders without producing commensurate benefits or otherwise improving the manner in which the industry manages liquidity risk.

In January 2018, the Mutual Fund Directors Forum released an extensive new paper titled Practical Guidance on Director and Officer Insurance for Fund Independent Directors. The paper is designed to be a resource for fund independent directors to build their knowledge of director and officer insurance and indemnification and related topics. The report can be found here and the related press release can be found here.

On January 4, 2018, the Forum announced the publication of its report, "Practical Guidance on Director and Officer Insurance for Fund Independent Directors".   Press Release PDF Report: Practical Guidance on Director and Officer Insurance for Fund Independent Directors

On June 20, 2017, the Forum submitted a letter to the Chairman of the Securities and Exchange Commission discussing issues important to the independent fund directors who protect the interests of the millions of fund investors.  The letter recommends that the Commission carefully and systematically analyze and define the role it intends for directors to play. Forum Letter to Chairman Clayton

The Mutual Fund Directors Forum announced that Jameson A. Baxter, Chair of the Forum’s Board and the Independent Chair of the Putnam Funds, received the Fund Directions Lifetime Achievement Award at the 24th annual Mutual Fund Industry Awards last week in New York. Ms. Baxter has been a member of the Forum’s Board since 2005 and the Chair since 2010. “I have had the privilege of working alongside Jamie since 2006 and have seen firsthand her dedication to the fund industry, her peers, and the role of effective independent mutual fund governance,” said Susan Ferris Wyderko, President and CEO of the Mutual Fund Directors Forum. “I can think of no one more deserving for this honor, and we could not be more pleased to have someone of this caliber chairing our organization.”

On February 27, 2017, the Forum submitted a comment letter in response to the Commission's rule proposals regarding the use of universal proxies in contested board elections. The Forum's letter voices support for the Commission's initial determination to exclude registered investment companies from its universal proxy proposal.

On February 17, 2017 the Forum released a report titled Role of the Mutual Fund Director in the Oversight of the Risk Management Function. This Forum report assists directors by outlining key concepts and principles relevant to fund directors’ risk oversight. The report can be found here and the related press release can be found here.

On September 6, 2016, the Forum submitted a comment letter in response to the SEC’s proposal regarding adviser business continuity and transition plans. The Forum’s letter recognizes the importance of the issue given investors’ reliance upon a fund’s adviser’s ability to identify and manage risks related to its ability to operate continuously. However, the letter urges the Commission to consider offering staff guidance rather than specific requirements in light of the diversity represented in the adviser community.

On May 24, 2016, the Forum submitted a supplemental comment letter to the SEC regarding the Commission's Investment Company Reporting Modernization rule proposal. This letter reiterated the Forum's support for proposed rule 30e-3, which would permit increased use of the Internet for funds' periodic disclosures. Read the original Forum letter on the rule here.

On April 14, 2016, the Forum submitted a comment letter in response to the SEC's concept release regarding the regulation of transfer agents. The release noted that omnibus account arrangements and increased presence of financial intermediaries have caused a reduction in transparency for fund transfer agents as to shareholder records. In its letter, the Forum urged the SEC to evaluate whether changes in its rules could provide funds and fund boards with complete information regarding the specific services performed by intermediaries and the fees for those services.

On March 28, 2016, the Forum submitted a comment letter in response to the SEC’s derivatives proposal. The Forum’s letter recognizes “the value of adding certainty and consistency to the treatment of fund investments in derivatives under the Investment Company Act.”  While the Forum’s letter also acknowledges that boards have a role in overseeing a fund’s use of derivatives, it questions the approach taken in the proposal.

On January 13, 2015, the Forum submitted a comment letter in response to the SEC's recent rule proposals regarding the management of liquidity risk by open-end mutual funds. The Forum’s letter expresses agreement with the Commission that liquidity risk management is a fundamentally important issue and generally supports the role for directors outlined. However, the letter raises significant concerns with the prescriptive nature of requirements outlined in the proposal. 

On November 17, 2015, the Forum released a report titled Board Oversight of Cybersecurity. This Forum report assists directors by outlining and describing the context of cybersecurity risks and offers suggestions as to how boards may wish to address cybersecurity oversight. The report can be found here and the related press release can be found here.

On September 29, 2015, the Forum submitted a comment letter in response to the PCAOB’s “Concept Release on Audit Quality Indicators.” The Forum’s letter acknowledges the importance of audit integrity, but finds that disclosure regarding the measures of audit quality put forth by the PCAOB would be of little use to shareholders of registered investment companies.

On September 8, 2015, the Forum submitted a comment letter to the SEC regarding a recent concept release related to possible revisions to audit committee disclosures.  Forum Comment Letter on Disclosure Concept Release

Last week, the Forum filed a “friend of the court” brief urging the Supreme Court to review the Ninth Circuit's ruling in Northstar Financial Advisors Inc. v. Schwab Investments et al, warning that the harm of the decision to investors and funds will be “both immediate and severe.” The Ninth Circuit held that the fund’s prospectus and registration statements create a contract that could be the basis of a direct action by investors against fund trustees. The Forum’s brief argues that by finding an implied private right of action in the Investment Company Act, the Ninth Circuit's decision “represents a dangerous departure from decades of legislation and jurisprudence.”  The brief highlights the harm of allowing investors to pursue breach of contract, finding that it “is certain to yield a patchwork of conflicting obligations under the laws of different jurisdictions and to increase the costs of mutual fund operations – all to the detriment of investors to whom those costs will be passed in the form of higher fees and expenses.”  Far from being “puppets of the investment adviser," the Forum’s brief outlines the “the fundamental role fund directors play in the regulatory scheme of protecting shareholders' interests.”

On August 28, the Forum filed an amicus brief urging the Supreme Court to review the Ninth Circuit's ruling in Northstar Financial Advisors Inc. v. Schwab Investments et al. The case, decided earlier this year, held that directors can be sued directly by shareholders for an alleged breach of fiduciary duty. The brief argues that the Ninth Circuit's decision "represents a dangerous departure from decades of legislation and jurisprudence" and that it "undermines the fundamental role fund directors play in the regulatory scheme of protecting shareholders' interests."

On August 11, 2015, the Forum submitted a comment letter to the SEC regarding proposed amendments to certain reporting requirements for investment companies and investment advisers in order to “modernize and enhance the reporting and disclosure of information.” Forum Comment Letter on Investment Company Reporting Modernization

On May 29, 2015, the Forum submitted a comment letter to the FSB regarding a revised proposal on the assessment methodologies for identifying non-bank non-insurer global systemically important financial institutions (NBNI G-SIFIs), extending the SIFI framework that currently covers banks and insurers to other financial institutions.  Forum Comment Letter FSB NBNI G-SIFI

On April 8, 2015, the Forum announced the publication of its report, "CCO/Board Relationship." Press Release CCO/Board Relationship

On March 25, 2015, the Forum submitted a comment letter in response to the FSOC request for comments on asset management products and activities. A copy of the Forum's letter can be found here. 

On September 14, 2014, the Forum submitted a comment letter to the SEC regarding re-proposed rule amendments that would remove references to credit ratings from certain rules under Investment Company Act, particularly rule 2a-7, that govern money market funds.  Forum Comment Letter on Credit Ratings in the Money Market Fund Rule

In January 2014, the Forum published its report, Board Oversight of Alternative Investments in response to the increasing number of directors who oversee registered funds offering hedge-fund like strategies. While director duties do not change based on the types of funds a board oversees, the paper explores the unique challenges that may arise as a result of the strategies and investments used by alternative funds.

On December 23, 2013, the Forum filed a comment letter with the SEC concerning the "Proposed Interagency Policy Statement Establishing Joint Standards for Assessing Diversity Policies and Practices of Entities Regulated by the Agencies."

On December 11, 2013, the Forum filed a comment letter with the PCAOB discussing the PCAOB’s proposed new auditing standards.  The Forum’s comment letter expresses significant concerns with the proposals as they would apply to Registered Investment Companies. Forum Comment Letter on Proposed Auditing Standards

On October 30, 2013, the Forum announced the publication of its report, "Practical Guidance for Fund Directors on Board Governance and Review of Investment Advisory Agreements".

On September 16, 2013, the Forum filed with the SEC a comment letter concerning proposed recommendations regarding money market fund reform options.

On June 3, 2013, the Forum sent to SEC Division Director Norm Champ a letter regarding the Division’s initiative to explore potentially issuing guidance to boards on oversight of valuation. Read the Forum's letter here.

On February 8, 2013, the Forum filed with the FSOC a comment letter concerning proposed recommendations regarding money market fund reform options.

In September 2012, the Mutual Fund Directors Forum released a special report, "Practical Guidance for Fund Directors on Oversight of Proxy Voting." This important document provides directors with practical guidance regarding how to carry out their oversight role in this area. The Forum's report discusses key decision points directors often consider when establishing proxy voting procedures and provides a summary of common proxy voting processes used throughout the industry.

On June 18, 2012, the Forum announced the publication of its report, "Practical Guidance for Fund Directors on Valuation Oversight". Press Release PDF Report: Practical Guidance for Directors on Valuation Oversight, June 2012

In June 2012, the Mutual Fund Directors Forum released a special report, "Practical Guidance for Fund Directors on Valuation Oversight." This important document provides directors with practical guidance regarding how to carry out their oversight role in this area. The Forum's report includes an overview of directors' legal obligations for valuation, provides information to inform a board's oversight of valuation procedures, and offers guidance on board resources and reporting on valuation.

On May 29, 2012, the Forum filed a "friend of the court" brief on behalf of its membership regarding a newly adopted CFTC rule. The brief argues that requiring many mutual funds using futures, swaps, and options to register with the CFTC will, among other things, increase costs to shareholders without confering additional regulatory benefits on fund investors. As is the case with every statement made on behalf of its members, the Forum's brief was reviewed prior to issuance by the Forum's Steering Committee, which consists of one representative from every member board. Press Release PDF Forum Amicus Brief on CFTC Rule

On May 17, 2012, the Forum announced the publication of its report, "Practical Guidance for Fund Directors on the Oversight of Securities Lending". Press Release PDF Report: Practical Guidance for Fund Directors on the Oversight of Securities Lending, May 2012

In May 2012 the Forum issued its report, "Practical Guidance for Fund Directors on the Oversight of Securities Lending."

On May 2, 2012, the Forum and the Independent Directors Council released a joint statement expressing concern about further money market fund regulation. Joint Forum IDC Statement on MMF

On March 29, 2012, the Forum filed with the SEC a comment letter concerning significant money market fund reform options that the SEC is reportedly considering. The letter makes two points, both premised on what appears to be a widely held view that if redemption restrictions or other major reforms are adopted, assets will leave money market funds. First, the draft letter emphasizes the unique role of directors in overseeing money market funds. The Forum highlights the benefits to shareholders of this governance structure, which may not be present in unregulated or off-shore cash management products. Second, the Forum's comment letter encourages the Commission to fully analyze potential systemic risk to the US financial markets of the assets currently within money market funds being moved to less regulated and/or less transparent cash management vehicles. Forum Comment Letter on Potential Money Market Fund Reforms

On November 7, 2011, the Mutual Fund Directors Forums submitted its comments on the SEC's concept release "Use of Derivatives by Investment Companies under the Investment Company Act of 1940" File No. S7-33-11." Forum Comment Letter on Fund Use of Derivatives

On October 17, 2011, the Forum announced that Susan Ferris Wyderko has been elected President, Chief Executive Officer, and director of the Forum, effective December 31, 2011. Press Release PDF

On June 14, 2011 the Forum announced that it has elected Andrew J. Donohue to its board of directors, bringing the total number of directors to 15. Press Release PDF

On May 2, 2011 the Forum announced an agreement with NICSA allowing Forum members to have access to NICSA member benefits. Press Release PDF

On April 25, 2011, the Mutual Fund Directors Forums submitted its comments on the SEC's proposal, "References to Credit Ratings in Certain Investment Company Act Rules and Forms," File No. S7-07-11." Forum Comment Letter on References to NRSROs in 2a-7

On April 12, 2011, the Forum filed its comment letter on the proposed rulemaking by the Commodity Futures Trading Commission concerning the reinstatement and expansion of commodity pool operator ("CPO") registration and reporting requirements for registered investment companies and private investment companies. (RIN Number 3038-AD30). Forum Comment Letter to CFTC on CPO Exemption

On March 22, 2011 the Forum announced that it has elected four new members to its board of directors, bringing the total number of directors to 14. Press Release PDF

On Friday, January 14, 2011, the Forum filed its comment letter on the Department of Labor's proposed rulemaking regarding target date fund disclosures to retirement plan participants (Proposed Rulemaking: Target Date Disclosure, Rel. No. 10-1658-NAT (November 16, 2010) [75 FR 73987 (November 30, 2010)]). Forum Comment Letter to the DOL on Target Date Funds

On January 10, 2011, the Forum submitted its comments on the President's Working Group Report on Money Market Reform (IC-29497). Comment Letter IC-29497 (PWG Money Market Reform)

On November 5, 2010, the Forum submitted a comment letter on the SEC's rule proposal, "Proposed Rulemaking Regarding Mutual Fund Distribution Fees; Confirmations, File No. S7-15-10."  A copy of the Commission's proposing release is available at:  http://sec.gov/rules/proposed/2010/33-9128fr.pdf Comment Letter  

On August 23, 2010 the Forum submitted its comment letter on the Commission's proposal "Investment Company Advertising: Target Date Retirement Fund Names and Marketing." To view a copy of the SEC's proposal, use the following link: http://www.sec.gov/rules/proposed/2010/33-9126.pdf Comment Letter  

On August 17, 2010, in response to the SEC's annoucement that Andrew J. Donohue would step down as Director of the Division of Investment Management, the Forum issued a press release expressing its appreciation for his hard work and achievements during his tenure. Press Release PDF

In April 2010 the Forum issued its report, "Risk Principles for Fund Directors: Practical Guidance for Fund Directors on Effective Risk Management Oversight."

On April 15, 2010, the Forum announced the publication of its report, "Risk Principles for Fund Directors: Practical Guidance for Fund Directors on Effective Risk Management Oversight." Press Release PDF Report: Risk Principles for Fund Directors, April 2010

On March 30, 2010, the Forum commented on the Supreme Court's decision in Jones v. Harris Associates. Press Release PDF Supreme Court Opinion

On March 2, 2010, the Forum welcomed Jameson A. Baxter as its new Board chair. Press Release PDF

On September 15, 2009 the Forum submitted its comment letter on the Commission's proposal "Proxy Disclosure and Solicitation Enhancements." Comment Letter Rule Proposal

On September 8, 2009 the Forum submitted its comment letter on the Commission's proposal, "Money Market Reform." Comment Letter Rule Proposal

On September 3, 2009 the Forum submitted a "friend of the court" brief to the U.S. Supreme Court in the Jones v. Harris Associates case. Press Release PDF Forum Brief PDF

On August 17, 2009 the Forum submitted its comment letter on the Commission's proposal, "Proposed Rulemaking Regarding Facilitating Shareholder Director Nominations." Comment Letter Rule Proposal

On April 23, 2009, the Forum issued its report, "Practical Guidance for Directors on the Oversight of Sub-Advisers."

On January 7, 2009 the Forum announced the launch of its new on-line Directors' Resource Center.   Press Release PDF

On October 1, 2008, the Forum submitted its comment letter on the Commission's "Proposed Guidance Regarding the Duties and Responsibilities of Investment Company Boards of Directors With Respect to Investment Adviser Portfolio Trading Practices." Comment Letter

On September 5, 2008, the Forum submitted a comment letter on the Commission's proposal, "References to Ratings of Nationally Recognized Statistical Rating Agencies." Comment Letter

On March 20, 2008, the Forum submitted a letter to the Secretary of the Treasury laying out recommendations on how the future of mutual fund regulation should be approached, and emphasizing the important role independent directors play in that future. Forum Letter to Treasury

On May 21, 2008, the Forum submitted a comment letter on the Commission's rule proposal, "Exchange Traded Funds." Comment Letter

On May 5, 2008, The Forum and the Millstein Center for Corporate Governance and Performance at the Yale School of Management announced that they have partnered with independent leaders of mutual fund boards of trustees to found the "Conference of Fund Leaders" (CFL), a permanent new body composed of independent board chairs and lead independent directors of mutual funds in the United States.   Press Release PDF

On May 2, 2008, the Forum Staff submitted a letter to Andrew J. Donohue, Director of the SEC's Division of Investment Management, summarizing the perspective of a number of Forum members on steps the Commission Staff and the Commission should consider to enhance the effectiveness of independent fund directors by streamlining the regulatory system. Letter to Andrew J. Donohue

On February 28, 2008, the Forum submitted a comment letter on the Commission's rule proposal, "Enhanced Disclosure and New Prospectus Delivery Option for Registered Open-End Management Investment Companies." Comment Letter

On January 29, 2008, the Forum published its report, "Practical Guidance for Directors on Board Self-Assessments."

On May 5, 2007, the Forum published its report, "Practical Guidance for Directors under Rule 12b-1."  

On March 2, 2007, the Forum submitted a comment letter on the Commission's "Request for Additional Comments on Investment Company Governance." Comment Letter

On August 30, 2005, the Forum published its report, "Cost Implications of an Independent Chair and 75 Percent Independent Board." Click here to view the full report. 

On July 28, 2004, the Forum published its first report, "Best Practices and Practical Guidance for Mutual Fund Directors." Best Practices Report of 2004

On February 17, 2000, SEC Chairman Arthur Levitt addressed the Mutual Fund Directors Education Council Conference. Click here to see the full speech.