Form 485BPOS Investment House Funds
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
| REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | x |
Pre-Effective Amendment No.
Post-Effective Amendment No. 34
and/or
| REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | x |
Amendment No. 35
(Check appropriate box or boxes)
(Exact Name of Registrant as Specified in Charter)
210 Avenue I, Suite C
Redondo Beach, CA 90277
(Address of Principal Executive Offices)
Registrants Telephone Number, including Area Code: (310) 873-3021
Timothy J. Wahl
The Investment House LLC
210 Avenue I, Suite C
Redondo Beach, CA 90277
(Name and Address of Agent for Service)
With copy to:
Carol J. Highsmith
Ultimus Fund Solutions, LLC
225 Pictoria Drive, Suite 450
Cincinnati, Ohio 45246
It is proposed that this filing will become effective:
| x | immediately upon filing pursuant to paragraph (b) |
| o | on (date) pursuant to paragraph (b) |
| o | 60 days after filing pursuant to paragraph (a)(1) |
| o | on (date) pursuant to paragraph (a)(1) |
| o | 75 days after filing pursuant to paragraph (a)(2) |
| o | on (date) pursuant to paragraph (a)(2) of Rule 485. |
If appropriate, check the following box:
| o | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
The Investment House Growth Fund
Ticker Symbol:
Prospectus
This Prospectus has information about the Fund that you should know before you invest. You should read it carefully and keep it with your investment records. The Securities and Exchange Commission has not approved or disapproved these securities or determined if this Prospectus is accurate or complete. Any representation to the contrary is a criminal offense.
TABLE OF CONTENTS
| FUND SUMMARY | 3 |
| Investment Objective | 3 |
| Fees and Expenses of the Fund | 3 |
| Principal Investment Strategies | 4 |
| Principal Risks | 4 |
| Performance Summary | 5 |
| Management of the Fund | 6 |
| Purchase and Sale of Fund Shares | 7 |
| Tax Information | 7 |
| Payments to Broker-Dealers and Other Financial Intermediaries | 7 |
| INVESTMENT OBJECTIVE, INVESTMENT STRATEGIES AND RELATED RISKS | 8 |
| HOW TO BUY SHARES | 10 |
| HOW TO REDEEM SHARES | 13 |
| DETERMINATION OF NET ASSET VALUE | 15 |
| DISTRIBUTIONS | 16 |
| TAXES | 16 |
| MANAGEMENT OF THE FUND | 16 |
| FINANCIAL HIGHLIGHTS | 18 |
| Privacy Notice | 19 |
| FOR MORE INFORMATION | 21 |
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The investment objective of The Investment House Growth Fund (the Fund) is long term capital appreciation.
These tables describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the table and example below.
| Shareholder Fees (fees paid directly from your investment) | |
| Maximum Sales Charge (Load) Imposed on Purchases | |
| Maximum Contingent Deferred Sales Charge (Load) | |
| Redemption Fee | |
| Wire Redemption Fee | $ |
| Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
| Management Fee | |
| Distribution and/or Service (12b-1) Fees | |
| Other Expenses (includes borrowing costs) | |
| Total Annual Fund Operating Expenses |
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
1 Year |
3 Years |
5 Years |
10 Years | |
| $ |
$ |
$ |
$ |
The
Fund pays transaction costs, such as commissions, when it buys and sells securities (or turns over its portfolio). A higher
portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.
These costs, which are not reflected in Total Annual Fund Operating Expenses or in the Example, affect the Funds performance.
During the most recent fiscal year, the Funds portfolio turnover rate was
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The central premise of the Funds investment style is growth at a reasonable price or GARP. The Fund usually invests in a diversified portfolio of common stocks from small, medium and large capitalization companies. These are chosen through in-depth fundamental analysis of a companys financial reports and other public records. The Investment House LLC (the Adviser) looks for stocks having all or some of the following characteristics:
| ● | Strong earnings growth |
| ● | Reasonable valuations |
| ● | Quality management |
| ● | Financial strength and stability |
Under normal circumstances, the Fund will invest primarily in common stocks. While it is anticipated that the Fund will invest across a range of industries, certain sectors are likely to be overweighted compared to others because the Adviser seeks best investment opportunities regardless of sector. The sectors in which the Fund may be overweighted will vary at different points in the economic cycle.
When the Adviser believes market conditions are appropriate, the Fund may borrow money from banks to make additional portfolio investments. These loans may be structured as secured or unsecured loans, and may have fixed or variable interest rates. The Fund may borrow an amount equal to as much as one-third of the value of its total assets (which includes the amount borrowed). The Fund will only engage in borrowing when the Adviser believes the return from the additional investments will be greater than the costs associated with the borrowing.
| ● | Risks of Investing in Common Stocks. The Fund invests in common stocks, which subjects the Fund and its shareholders to the risks associated with common stock investing. These risks include the financial risk of selecting individual companies that do not perform as anticipated, the risk that the stock markets in which the Fund invests may experience periods of turbulence and instability, and the general risk that domestic and global economies may go through periods of decline and cyclical change. Many factors affect the performance of each company that the Fund invests in, including the strength of the companys management or the demand for its products or services. You should be aware that a companys share price may decline as a result of poor decisions made by management or lower demand for the companys products or services. In addition, a companys share price may also decline as a result of national and global events such as recession, war, epidemics or pandemics, terrorism, natural disasters and other events which may have a significant impact on markets generally. |
| ● | Management Risk. The Advisers strategy may fail to produce the intended results. |
| ● | Company Risk. The value of the Fund may decrease in response to the activities and financial prospects of an individual company in the Funds portfolio. If the prices of securities owned by the Fund fall, so will the value of the Fund. |
| ● | Volatility Risk. Equity securities tend to be more volatile than other investment choices. The value of an individual company can be more volatile than the market as a whole. This volatility affects the value of the Funds shares. |
| ● | Market Risk. Overall stock market risks may also affect the value of the Fund. Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets. In addition, as with any mutual fund investments, the Funds returns will vary and you could lose money. An investment in the Fund is not a deposit in any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. |
| ● | Style Risk. The Fund invests primarily in growth stocks. The earnings growth rate of the companies in the Funds portfolio may not meet the Advisers expectations, and the stock price may not increase as the Adviser anticipates. |
| ● | Smaller Company Risk. To the extent the Fund invests in smaller capitalization companies, the Fund will be subject to additional risks. These include: |
| ● | The earnings and prospects of smaller companies are more volatile than larger companies. |
| ● | Smaller companies may experience higher failure rates than do larger companies. |
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| ● | The trading volume of securities of smaller companies is normally less than that of larger companies and, therefore, may disproportionately affect their market price, tending to make them fall more in response to selling pressure than is the case with larger companies. |
| ● | Smaller companies may have limited markets, product lines or financial resources and may lack management experience. |
| ● | Sector Risk. If the Funds portfolio is overweighted in a certain sector, any negative development affecting that sector will have a greater impact on the Fund than on a fund that is not overweighted in that sector. To the extent the Fund is overweighted in the Technology sector, it will be affected by developments affecting that sector. Companies in this sector may be significantly affected by intense competition. In addition, technology products may be subject to rapid obsolescence. |
| ● | Borrowing Risk. Borrowing magnifies the potential for gain or loss of the Fund, and therefore increases the possibility of fluctuation in the Funds net asset value (NAV). This is the speculative factor known as leverage. Because the Funds investments will fluctuate in value, whereas the interest obligations on borrowed funds may be fixed, during times of borrowing, the Funds NAV may tend to increase more when its investments increase in value, and decrease more when its investments decrease in value. In addition, interest costs on borrowings may fluctuate with changing market interest rates and may partially offset or exceed the return earned on the borrowed funds. Also, during times of borrowing under adverse market conditions, the Fund might have to sell portfolio securities to meet interest or principal payments at a time when fundamental investment considerations would not favor such sales. Unless profits on assets acquired with borrowed funds exceed the costs of borrowing, the use of borrowing will diminish the investment performance of the Fund compared with what it would have been without borrowing. |
| ● | Cybersecurity Risk. The Fund and its service providers may be subject, directly or indirectly, to operational and information security risks resulting from breaches in cybersecurity that may cause the Fund to lose or compromise confidential information, suffer data corruption or lose operational capacity. Similar types of cybersecurity risks are also present for issuers of securities in which the Fund may invest, which may cause the Funds investments in such companies to lose value. There is no guarantee the Fund will be successful in protecting against cybersecurity breaches. |
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During
the period shown in the bar chart,
| One Year |
Five Years |
Ten
Years | |
| THE INVESTMENT HOUSE GROWTH FUND | |||
| Return After Taxes on Distributions | |||
| Return After Taxes on Distributions and Sale of Fund Shares | |||
| STANDARD & POORS 500 INDEX ( |
Management of the Fund
Investment Adviser
The Investment House LLC
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Portfolio Manager
Timothy J. Wahl is responsible for the day-to-day management of the portfolio of the Fund. Mr. Wahl is President and Managing Member of the Adviser, was Co-Portfolio Manager of the Fund from its inception on December 28, 2001 to November 28, 2022, and has been the sole Portfolio Manager of the Fund since November 28, 2022.
Purchase and Sale of Fund Shares
Minimum Initial Investment
$1,000
Minimum Subsequent Investment
$100
General Information
You may purchase or redeem (sell) shares of the Fund on each day that the New York Stock Exchange is open for business. Transactions may be initiated by written request, by telephone or through your financial intermediary.
Tax Information
The Funds distributions are generally taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account. If you are investing through a tax-deferred arrangement, you may be taxed later upon withdrawal of monies from those accounts.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediarys website for more information.
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INVESTMENT OBJECTIVE, INVESTMENT STRATEGIES AND RELATED RISKS
Investment Objective
The investment objective of the Fund is long term capital appreciation.
The investment objective of the Fund may be changed without shareholder approval. If a decision is made to change the Funds investment objective, shareholders will be provided with at least 60 days advance notice of the change.
Investment Strategies
The central premise of the Funds investment style is growth at a reasonable price or GARP. The Fund usually invests in a diversified portfolio of common stocks from small, medium and large capitalization companies. These are chosen through in-depth fundamental analysis of a companys financial reports and other public records. The Adviser looks for stocks having all or some of the following characteristics:
| ● | Strong earnings growth |
| ● | Reasonable valuations |
| ● | Quality management |
| ● | Financial strength and stability |
The Fund may sell a security when the Advisers research indicates that there has been deterioration in the companys fundamentals or growth potential.
Under normal circumstances, the Fund will invest primarily in common stocks. While it is anticipated that the Fund will invest across a range of industries, certain sectors are likely to be overweighted compared to others because the Adviser seeks best investment opportunities regardless of sector. The sectors in which the Fund may be overweighted will vary at different points in the economic cycle. The Fund may also invest in money market instruments at any time to maintain liquidity or pending selection of investments in accordance with its policies.
When the Adviser believes market conditions are appropriate, the Fund may borrow money from banks to make additional portfolio investments. These loans may be structured as secured or unsecured loans, and may have fixed or variable interest rates. The Fund may borrow an amount equal to as much as one-third of the value of its total assets (which includes the amount borrowed). The Fund will only engage in borrowing when the Adviser believes the return from the additional investments will be greater than the costs associated with the borrowing.
Temporary Defensive Position. From time to time, the Fund may take temporary defensive positions in attempting to respond to adverse market, economic, political or other conditions. For example, the Fund may hold all or a portion of its assets in money market instruments, including money market funds or repurchase agreements. If the Fund invests in a money market fund, the shareholders of the Fund generally will be subject to duplicative management fees. As a result of engaging in these temporary measures, the Fund may not achieve its investment objective.
Related Risks
| ● | Risks of Investing in Common Stocks. The Fund invests in common stocks, which subjects the Fund and its shareholders to the risks associated with common stock investing. These risks include the financial risk of selecting individual companies that do not perform as anticipated, the risk that the stock markets in which the Fund invests may experience periods of turbulence and instability, and the general risk that domestic and global economies may go through periods of decline and cyclical change. Many factors affect the performance of each company that the Fund invests in, including the strength of the companys management or the demand for its products or services. You should be aware that a companys share price may decline as a result of poor decisions made by management or lower demand for the companys products or services. In addition, a companys share price may also decline as a result of national and global events such as recession, war, epidemics or pandemics, terrorism, natural disasters and other events which may have a significant impact on markets generally. |
| ● | Management Risk. The Advisers strategy may fail to produce the intended results. |
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| ● | Company Risk. The value of the Fund may decrease in response to the activities and financial prospects of an individual company in the Funds portfolio. If the prices of securities owned by the Fund fall, so will the value of the Fund. |
| ● | Volatility Risk. Equity securities tend to be more volatile than other investment choices. The value of an individual company can be more volatile than the market as a whole. This volatility affects the value of the Funds shares. |
| ● | Market Risk. Overall stock market risks may also affect the value of the Fund. Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets. In addition, as with any mutual fund investments, the Funds returns will vary and you could lose money. An investment in the Fund is not a deposit in any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. |
| ● | Style Risk. The Fund invests primarily in growth stocks. The earnings growth rate of the companies in the Funds portfolio may not meet the Advisers expectations, and the stock price may not increase as the Adviser anticipates. |
| ● | Smaller Company Risk. To the extent the Fund invests in smaller capitalization companies, the Fund will be subject to additional risks. These include: |
| ● | The earnings and prospects of smaller companies are more volatile than larger companies. |
| ● | Smaller companies may experience higher failure rates than do larger companies. |
| ● | The trading volume of securities of smaller companies is normally less than that of larger companies and, therefore, may disproportionately affect their market price, tending to make them fall more in response to selling pressure than is the case with larger companies. |
| ● | Smaller companies may have limited markets, product lines or financial resources and may lack management experience. |
| ● | Sector Risk. If the Funds portfolio is overweighted in a certain sector, any negative development affecting that sector will have a greater impact on the Fund than on a fund that is not overweighted in that sector. To the extent the Fund is overweighted in the Technology sector, it will be affected by developments affecting that sector. Companies in this sector may be significantly affected by intense competition. In addition, technology products may be subject to rapid obsolescence. |
| ● | Borrowing Risk. Borrowing magnifies the potential for gain or loss of the Fund, and therefore increases the possibility of fluctuation in the Funds net asset value (NAV). This is the speculative factor known as leverage. Because the Funds investments will fluctuate in value, whereas the interest obligations on borrowed funds may be fixed, during times of borrowing, the Funds NAV may tend to increase more when its investments increase in value, and decrease more when its investments decrease in value. In addition, interest costs on borrowings may fluctuate with changing market interest rates and may partially offset or exceed the return earned on the borrowed funds. Also, during times of borrowing under adverse market conditions, the Fund might have to sell portfolio securities to meet interest or principal payments at a time when fundamental investment considerations would not favor such sales. Unless profits on assets acquired with borrowed funds exceed the costs of borrowing, the use of borrowing will diminish the investment performance of the Fund compared with what it would have been without borrowing. |
| ● | Cybersecurity Risk. The Fund and its service providers may be subject to operational and information security risks resulting from breaches in cybersecurity. A breach in cybersecurity refers to both intentional and unintentional events that may cause the Fund to lose or compromise confidential information, suffer data corruption or lose operational capacity. Breaches in cybersecurity include, among other things, stealing or corrupting of data maintained online or digitally, denial of service attacks on websites, the unauthorized release of confidential information or various other operational disruptions. Successful cybersecurity breaches of the Fund and/or the adviser, distributor, custodian, transfer agent or other third-party service providers may adversely impact the Fund and its shareholders. For instance, a successful cybersecurity breach may interfere with the processing of shareholder transactions, cause the release of private personal shareholder information, impede trading, subject the Fund to regulatory fines or financial losses, and/or cause reputational damage. The Fund relies on third-party service providers for many of its day-to-day operations, and is therefore subject to the risk that the protections and protocols implemented by those service providers will be ineffective in protecting the Fund from cybersecurity breaches. Similar types of cybersecurity risks are also present for issuers of securities in which the Fund may invest, which could result in material adverse consequences for such issuers and may |
9
| cause the Funds investments in such companies to lose value. There is no guarantee the Fund will be successful in protecting against cybersecurity breaches. |
Other Risks.
| ● | The Fund may not be appropriate for use as a complete investment program. |
HOW TO BUY SHARES
Initial Purchase
The minimum initial investment in the Fund is $1,000. The minimum subsequent investment in the Fund is $100. Investors choosing to purchase or redeem their shares through a broker/dealer or other institution may be charged a fee by that institution. To the extent investments of individual investors are aggregated into an omnibus account established by an investment adviser, broker or other intermediary, the account minimums apply to the omnibus account, not to the account of the individual investor. Account minimums may be waived for clients of the Adviser.
By Mail — To be in proper form, your initial purchase request must include:
| ● | a completed and signed account application form |
| ● | a check made payable to the Fund |
Mail the account application and check to:
U.S.
Mail: |
Overnight: |
All purchases must be made in U.S. dollars and checks must be drawn on U.S. financial institutions. Cash, third party checks (except for properly endorsed IRA rollover checks), counter checks, starter checks, travelers checks, money orders, credit card checks, and checks drawn on non-U.S. financial institutions will not be accepted. Cashiers checks bank official checks, and bank money orders are reviewed on a case-by-case basis and may be accepted under certain circumstances. When shares are purchased by check, the proceeds from the redemption of those shares will not be paid until the purchase check has been converted to federal funds, which could take up to 15 calendar days from the date of purchase.
By sending your check to Ultimus Fund Solutions, LLC, the Funds transfer agent (hereafter referred to as Transfer Agent), please be aware that you are authorizing the Transfer Agent to make a one-time electronic debit from your account at the financial institution indicated on your check. Your bank account will be debited as early as the same day the Transfer Agent receives your payment in the amount of your check; no additional amount will be added to your total. The transaction will appear on your bank statement. Your original check will be destroyed once processed, and you will not receive your cancelled check back. If the Transfer Agent cannot post your transaction electronically, you authorize the Transfer Agent to present an image copy of your check for payment.
By Bank Wire — You may also purchase shares of the Fund by wiring federal funds from your bank, which may charge you a fee for doing so. To wire money, you must call the Transfer Agent at 888-456-9518 to set up your account and obtain an account number. You must fax (513-587-3438) or mail the completed and signed account application to the Transfer Agent before the money is wired.
The Fund requires advance notification of all wire purchases in order to ensure that the wire is received in proper form and that your account is subsequently credited in a timely fashion for a given trade date. Failure to notify the Transfer Agent prior to the transmittal of the bank wire may result in a delay in purchasing shares of the Fund. You must mail a signed account
10
application, on the same day the wire payment is made, to the Transfer Agent at the above address. Wire purchases are effected only after the purchase order is received in proper form and the Fund receives the wired money. Wire orders will be accepted only on a day on which the Fund, custodian and Transfer Agent are open for business. Any delays that may occur in wiring money, including delays that may occur in processing by the banks, are not the responsibility of the Fund or the Transfer Agent. Presently the Fund does not charge a fee for the receipt of wired funds, but the Fund may charge shareholders for this service in the future.
Through Your Broker or Financial Institution. Shares of the Fund may be purchased through certain brokerage firms and financial institutions that are authorized to accept orders on behalf of the Fund at the NAV next determined after your order is received by such organization in proper form. These organizations are authorized to designate other intermediaries to receive purchase orders on the Funds behalf. Orders will be deemed to have been received by the Fund when such authorized broker, or broker-authorized designee, accepts the purchase order. These organizations may charge you transaction fees on purchases of Fund shares and may impose other charges or restrictions or account options that differ from those applicable to shareholders who purchase shares directly through the Fund. These organizations may be the shareholders of record of your shares. The Fund is not responsible for ensuring that the organizations carry out their obligations to their customers. Shareholders investing in this manner should look to the organization through which they invest for specific instructions on how to purchase and redeem shares.
Additional Investments
You may purchase additional shares of the Fund in minimum amounts of $100 by mail, bank wire, automated clearing house (ACH), or automatic investment. Each additional mail purchase request must contain:
| ● | your name |
| ● | the name of your account(s) |
| ● | your account number(s) |
| ● | the name of the Fund |
| ● | a check made payable to the Fund |
Send your purchase request to the address listed under the Initial Purchase section of this Prospectus. A bank wire should be sent as outlined above. Before making additional investments by bank wire, please call the Fund at 888-456-9518 to alert the Fund that your wire is to be sent.
Automated Clearing House (ACH)
Current shareholders may purchase additional shares via ACH. To have this option added to your account, please send a letter to the Fund requesting this option and supply a voided check for the bank account. Only bank accounts held at domestic institutions that are ACH members may be used for these transactions.
You may not use ACH transactions for your initial purchase of Fund shares. ACH purchases will be effective at the closing price per share on the business day after the order is placed. The Fund may alter, modify or terminate this purchase option at any time.
Automatic Investment Plan
You may make automatic monthly or quarterly investments in the Fund from your bank, savings and loan or other depository institution account. The minimum investment must be $100 under the plan and investments are made on or about the 15th or last business day of the month. The Transfer Agent currently pays the costs of this service, but reserves the right, upon 30 days written notice, to make reasonable charges. Your depository institution may impose its own charge for making transfers from your account.
Purchases In Kind
The Fund may accept securities in lieu of cash in payment for the purchase of shares of the Fund. The acceptance of such securities is at the sole discretion of the Adviser based upon the suitability of the securities as an investment for the Fund, the marketability of such securities and other factors which the Adviser may deem appropriate. If accepted, the securities will be valued using the same criteria and methods utilized for valuing securities to compute the Funds NAV.
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Tax Sheltered Retirement Plans
Since the Fund is oriented to longer term investments, shares of the Fund may be an appropriate investment medium for tax sheltered retirement plans, including: individual retirement plans (IRAs); simplified employee pensions (SEPs); SIMPLE plans; 401(k) plans; qualified corporate pension and profit sharing plans; tax deferred investment plans for employees of public school systems and certain types of charitable organizations; and other qualified retirement plans. Contact the Transfer Agent for more specific information regarding these retirement plan options. Please consult with your attorney or tax advisor regarding these plans. You must pay custodial fees for your IRA; unless you arrange other means of payment, shares of your account will be redeemed to cover these fees. Call the Transfer Agent about the IRA custodial fees.
Customer Identification and Verification
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person that opens a new account, and to determine whether such persons name appears on government lists of known or suspected terrorists and terrorist organizations. As a result, the Fund must obtain the following information for each person that opens a new account:
| ● | Name; |
| ● | Date of birth (for individuals); |
| ● | Residential or business street address (although post office boxes are still permitted for mailing); and |
| ● | Social security number, taxpayer identification number, or other identifying number. |
You may also be asked for a copy of your drivers license, passport or other identifying document in order to verify your identity. In addition, it may be necessary to verify your identity by cross-referencing your identification information with a consumer report or other electronic database. Additional information may be required to open accounts for corporations and other entities. Federal law prohibits the Fund and other financial institutions from opening a new account unless they receive the minimum identifying information listed above.
After an account is opened, the Fund may restrict your ability to purchase additional shares until your identity is verified. The Fund also may close your account or take other appropriate action if it is unable to verify your identity within a reasonable time. If your account is closed for this reason, your shares will be redeemed at the NAV next calculated after the account is closed.
Frequent Purchases and Redemptions of Fund Shares
The Fund has been designed as a long-term investment and not as a frequent or short-term trading (market timing) option. The Fund discourages frequent purchases and redemptions of Fund shares. Accordingly, the Board of Trustees has adopted policies and procedures in an effort to detect and prevent market timing in the Fund. The Fund, through its service providers, monitors shareholder trading activity to determine whether it complies with the Funds policies. The Fund prepares reports illustrating purchase and redemption activity to detect market timing activity. These actions, in the Boards opinion, should help reduce the risk of abusive trading in the Fund. In addition, the Fund also intends to reject any purchase request that it believes to be market timing or potentially disruptive in nature. The Fund may also modify any terms or conditions with respect to the purchase of Fund shares or withdraw all or any part of the offering made by this Prospectus. The Funds policies and procedures to discourage market timing will apply uniformly in all cases.
When monitoring shareholder purchases and redemptions, the Fund does not apply a quantitative definition to market timing. Instead, the Fund uses a subjective approach, which in itself could lead to inconsistent application of the Funds market timing policies and may permit certain shareholders to engage in market timing.
The Fund believes that market timing activity is not in the best interest of shareholders. Market timing can be disruptive to the portfolio management process and may adversely impact the ability of the Adviser to implement the Funds investment strategies. In addition to being disruptive, the risks to the Fund presented by market timing are higher expenses through increased trading and transaction costs; forced and unplanned portfolio turnover; large asset swings that decrease the Funds ability to maximize investment return; and potentially diluting the value of the Funds shares. These risks can have an adverse effect on the Funds performance.
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The Fund relies on intermediaries to help enforce its market timing policies. Intermediaries are required to assist Fund management, up to and including prohibiting future trading in the Fund, in situations where a client of the intermediary has been identified as violating the Funds market timing policy. The Fund reserves the right to reject any order placed from an omnibus account.
Although the Fund has taken the above described steps to discourage frequent purchases and redemptions of shares, the Fund cannot guarantee that such trading will not occur.
Other Purchase Information
The Fund may limit the amount of purchases and refuse to sell to any person. If your check or electronic payment does not clear, you will be responsible for any loss incurred by the Fund and charged a $25 fee to defray bank charges. If you are already a shareholder, the Fund can redeem shares from any identically registered account in the Fund as reimbursement for any loss incurred. You may be prohibited or restricted from making future purchases of Fund shares.
Inactive Accounts If shareholder-initiated contact does not occur on your account within the timeframe specified by the law in your state of record, or if Fund mailings are returned as undeliverable during that timeframe, the assets of your account (shares and/or any uncashed checks) may be transferred to your last known recorded state of residence as unclaimed property, in accordance with specific state law. Investors who are residents of the state of Texas may designate a representative to receive legislatively required unclaimed property due diligence notifications. A Texas Designation of Representative Form is available for making such an election.
NOTE: If you fail to initiate such contact, your property will be escheated to your last known state of residency after which you will need to claim the property from that state
HOW TO REDEEM SHARES
You may receive redemption payments in the form of a check or federal wire transfer. Presently there is a $15 fee for wire redemptions. This fee is subject to change. Any charges for wire redemptions will be deducted from the shareholders Fund account by redemption of shares. If you redeem your shares through a broker/dealer or other institution, you may be charged a fee by that institution.
By Mail — You may redeem any part of your account in the Fund at no charge by mail. Your request should be addressed to:
The
Investment House Growth Fund
c/o Ultimus Fund Solutions, LLC
P. O. Box 46707
Cincinnati, Ohio 45246-0707
Your request for a redemption must include:
| ● | the Fund name and account number |
| ● | account name(s) and address |
| ● | the dollar amount or number of shares you wish to redeem |
| ● | the signature of the registered shareholder(s) in the exact name(s) and any special capacity in which they are registered |
Requests to sell shares are processed at the NAV next calculated after the Transfer Agent receives your order in proper form. You may also redeem your shares through a brokerage firm or financial institution that has been authorized to accept orders on behalf of the Fund at the NAV next determined after your order is received by such organization in proper form before 4:00 p.m., Eastern time, or such earlier time as may be required by such organization. These organizations may be authorized to designate other intermediaries to act in this capacity. In addition, orders will be deemed to have been received by the Fund when the authorized broker, or broker-authorized designee, receives the redemption order. Such an organization may charge you transaction fees on redemptions of Fund shares and may impose other charges or restrictions or account options that differ from those applicable to shareholders who redeem shares directly through the Transfer Agent.
Signatures — The Fund requires that signatures be guaranteed if the shares to be redeemed have a value of more than $50,000, or if you want the check made payable to any person other than the shareholder(s) of record or sent to an address
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other than the address of record, if the mailing address has been changed within 15 days of the redemption request, any redemption transmitted to a bank other than the bank of record, or in certain other circumstances, such as to prevent unauthorized account transfers or redemptions. Signature guarantees are for the protection of shareholders. The Fund will accept signature guarantees by a domestic bank or trust company, broker, dealer, clearing agency, savings association, or other financial institution which participates in the STAMP Medallion signature guarantee program sponsored by the Securities Transfer Association. Signature guarantees from financial institutions which do not participate in the STAMP Medallion program will not be accepted. A notary public cannot provide a signature guarantee. Members of STAMP are subject to dollar limitations which must be considered when requesting their guarantee. The Fund may reject any signature guarantee if it believes the transaction would otherwise be improper. Please call the Transfer Agent at 888-456-9518 if you have questions. At the discretion of the Fund or the Transfer Agent, you may be required to furnish additional legal documents to ensure proper authorization.
By Telephone — You may redeem shares having a value of $50,000 or less by calling the Transfer Agent at 888-456-9518. The telephone redemption privilege is automatically available to all new accounts. If you do not want the telephone redemption privilege, you must indicate this in the appropriate area on your account application or you must write to the Fund to request that the privilege be removed from your account. If you own an IRA, you will be asked whether or not the Fund should withhold federal income tax. Telephone redemptions may be requested only if the proceeds are to be issued to the shareholder of record and mailed to the address on record with the Fund. Upon request, proceeds of $5,000 or more may be transferred by wire to the account stated on the account application. Shareholders will be charged a fee of $15 for outgoing wires. Telephone privileges and account designations may be changed by sending the Transfer Agent a written request with all signatures guaranteed as described above. The Fund and the Transfer Agent are not liable for following redemption instructions communicated by telephone that they reasonably believe to be genuine. However, if the Fund and the Transfer Agent do not employ reasonable procedures to confirm that telephone instructions are genuine, they may be liable for any losses due to unauthorized or fraudulent instructions. Procedures employed may include recording telephone instructions and requiring a form of personal identification from the caller.
The Fund may terminate the telephone redemption procedures at any time. During periods of high market activity, you may encounter higher than usual wait times. Please allow sufficient time to ensure that you will be able to complete your telephone transaction prior to market close. Neither the Fund nor its transfer agent will be held liable if you are unable to place your trade due to high call volume.. If you are unable to reach the Fund by telephone, you may request a redemption by mail.
Systematic Withdrawal Plan — You (or another person you have designated) may receive periodic payments in a specified amount of not less than $100 each. You must have a minimum account balance of $5,000 to participate. You may choose to receive these payments on a monthly or quarterly basis, with withdrawals occurring either on the 15th or the last business day of the month. There is currently no charge for this service, but the Transfer Agent reserves the right, upon 30 calendar days written notice, to make reasonable charges. Telephone Shareholder Services at (888) 456-9518 for additional information. Redemptions in Kind – Generally, all redemptions will be paid in cash. The Fund typically expects to satisfy requests by using holdings of cash or cash equivalents or selling portfolio assets. On a less regular basis, and if the adviser believes it is in the best interest of the Fund and its shareholders not to sell portfolio assets, the Fund may satisfy redemption requests by using short-term borrowing from the Funds custodian. These methods normally will be used during both regular and stressed market conditions. In addition to paying redemption proceeds in cash, the Fund reserves the right to make payment for a redemption in securities rather than cash, which is known as a redemption in kind. If the amount you are redeeming is over the lesser of $250,000 or 1% of the Funds net assets, the Fund has the right to redeem your shares by giving you the amount that exceeds the lesser of $250,000 or 1% of the Funds net assets in securities instead of cash. A redemption in kind will consist of securities equal in market value to the Fund shares being redeemed, using the same valuation procedures that the Fund uses to compute its NAV. Redemption in kind transactions will typically be made by delivering readily marketable securities to the redeeming shareholder within 7 days after the Transfer Agents receipt of the redemption order in proper form. If the Fund redeems your shares in kind, it will value the securities pursuant to policies and procedures adopted by the Board. You will bear the market risks associated with maintaining or selling the securities that are transferred as redemption proceeds. In the event that an in-kind distribution is made, a shareholder may incur additional expenses, such as taxes or the payment of brokerage commissions, on the sale or other disposition of the securities received from the Fund.
Additional Information — If you are not certain of the requirements for a redemption, please call the Transfer Agent at 888-456-9518. Redemptions specifying a certain date or share price cannot be accepted and will be returned. The length of time
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the Fund typically expects to pay redemption proceeds is similar regardless of whether the payment is made by check, wire, or ACH. The Fund typically expects to pay redemption proceeds for shares redeemed within the following days after receipt by the Transfer Agent of a redemption request in proper form:
| ● | For payment by check, the Fund typically expects to mail the check within one to three business days; |
| ● | For payment by wire or ACH, the Fund typically expects to process the payment within one to three business days. |
Payment of redemption proceeds may take longer than the time the Fund typically expects and may take up to 7 days as permitted under the Investment Company Act of 1940. Under unusual circumstances as permitted by the Securities and Exchange Commission (the SEC), the Fund may suspend the right of redemption or delay payment of redemption proceeds for more than 7 days. When shares are purchased by check or through ACH, the proceeds from the redemption of those shares will not be paid until the purchase check or ACH transfer has been converted to federal funds, which could take up to 15 calendar days. You may be assessed a fee if the Fund incurs bank charges because you request that the Fund re-issue a redemption check.
Because the Fund incurs certain fixed costs in maintaining shareholder accounts, the Fund may require you to redeem all of your shares in the Fund on 30 days written notice if the value of your shares is less than $1,000 due to redemption, or such other minimum amount as the Fund may determine from time to time. An involuntary redemption constitutes a sale. You should consult your tax advisor concerning the tax consequences of involuntary redemptions. You may increase the value of your shares in the Fund to the minimum amount within the 30 day period. In addition, all shares of the Fund are subject to involuntary redemption if the Board of Trustees determines to liquidate the Fund. An involuntary redemption may create a capital gain or a capital loss, which may have tax consequences about which you should consult your tax advisor.
If you own an IRA or other retirement plan, you must indicate on your redemption request whether the Fund should withhold federal income tax. Unless you elect in your redemption request that you do not want to have federal tax withheld, the redemption will be subject to withholding.
DETERMINATION OF NET ASSET VALUE
The price you pay for your shares is based on the Funds NAV per share. The NAV is calculated as of the close of regular trading on the New York Stock Exchange (NYSE) (normally 4:00 p.m., Eastern time), on each day the NYSE is open for business. The NAV is calculated by dividing the value of the Funds total assets (including interest and dividends accrued but not yet received) minus liabilities (including accrued expenses) by the total number of shares outstanding.
Securities that do not have a readily available current market value are valued in good faith by the Adviser as valuation designee under the oversight of the Board. The Fund has adopted policies and procedures for valuing securities and other assets in circumstances where market quotes are not readily available. In the event that market quotes are not readily available, and the security or asset cannot be valued pursuant to one of the valuation methods, the value of the security or asset will be determined in good faith by the Adviser. On a quarterly basis, the Advisers fair valuation determinations will be reviewed by the Board. The Funds policy is intended to result in a calculation of the Funds NAV that fairly reflects security values as of the time of pricing. However, fair values determined pursuant to the Funds procedures may not accurately reflect the price that the Fund could obtain for a security if it were to dispose of that security as of the time of pricing.
Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information, bid/asked information, broker quotes), including where events occur after the close of the relevant market, but prior to the close of the NYSE, that materially affect the values of the Funds securities or assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, an exchange or market on which a security trades does not open for trading for the entire day and no other market prices are available. The Adviser as valuation designee will monitor for significant events that may materially affect the values of the Funds securities or assets and for determining whether the value of the applicable securities or assets should be re-evaluated in light of such significant events.
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Requests to purchase and sell shares are processed at the NAV next calculated after the Transfer Agent receives your order in proper form. See How to Buy Shares and How to Redeem Shares for instructions regarding the proper form for purchase and redemption orders, respectively.
DISTRIBUTIONS
The Fund expects to distribute substantially all of its net investment income in the form of dividends and net realized capital gains to its shareholders at least annually. These distributions are automatically reinvested in shares of the Fund unless you request cash distributions on your account application or through a written request to the Fund. The Fund expects that its distributions will consist primarily of capital gains.
TAXES
The following information is meant as a general summary for U.S. taxpayers. Additional information appears in the Statement of Additional Information (SAI). Shareholders should rely on their own tax advisors for advice about the particular federal, state and local tax consequences of investing in the Fund.
The Fund has qualified in all prior years and intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code so as to be relieved of federal income tax on its capital gains and net investment income currently distributed to its shareholders.
In general, selling shares of the Fund and receiving distributions (whether reinvested or taken in cash) are taxable events. Depending on the purchase price and the sale price, you may have a gain or a loss on any shares sold. Any tax liabilities generated by your transactions or by receiving distributions are your responsibility. You may want to avoid making a substantial investment when the Fund is about to make a taxable distribution because you would be responsible for any taxes on the distribution regardless of how long you have owned your shares.
Early in each calendar year, the Fund will mail to you a statement setting forth the federal income tax information for all distributions made during the previous year. If you do not provide your taxpayer identification number, your account will be subject to backup withholding (at the rate of 24%). Backup withholding is not an additional tax; rather, it is a way in which the Internal Revenue Service ensures it will collect taxes otherwise due. Any amounts withheld by the Fund may be credited against a shareholders federal income tax liability.
The Fund is required to report to the IRS, and furnish to Fund shareholders, on Form 1099-B the basis, holding period and gross proceeds received with respect to any sale of Fund shares acquired after January 1, 2012 (Covered Shares). The Fund has selected average cost (Average Cost), which is the mutual fund industry standard, as the Funds default basis calculation method. If a shareholder determines that another IRS-approved basis calculation method is more beneficial, the shareholder may be able to elect such other method by contacting the Fund at the time of or in advance of the redemption of Covered Shares. IRS regulations do not permit the change of a basis election on previously executed trades. All Covered Shares purchased in non-retirement accounts are subject to basis reporting requirements. Basis information will not be reported to the IRS or shareholder upon the redemption of any non-covered shares. Non-covered shares will be treated as having been redeemed before any covered shares, unless otherwise specified. You should consult your tax or financial advisor about the application of the basis reporting rules to you, especially whether you should elect a method other than Average Cost.
MANAGEMENT OF THE FUND
The Investment House LLC (the Adviser), 210 Avenue I, Suite C Redondo Beach, CA 90277, serves as investment adviser to the Fund. In addition to serving as investment adviser to the Fund, the Adviser provides investment advisory services to high net worth individuals and pension and profit sharing plans. The Adviser started operations in May 2012, and is owned by Timothy J. Wahl.
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The Adviser is paid a fee equal to the annual rate of 1.40% of the Funds average daily net assets. The Adviser pays all of the operating expenses of the Fund except brokerage, taxes, borrowing costs, fees and expenses of non-interested trustees, extraordinary expenses and expenses incurred pursuant to Rule 12b-1 under the Investment Company Act of 1940 (if any). In this regard, it should be noted that most investment companies pay their own operating expenses directly, while the Funds expenses, except those specified above, are paid by the Adviser. The Adviser may pay certain financial institutions (which may include banks, brokers, securities dealers and other industry professionals) a fee for providing distribution related services and/or for performing certain administrative servicing functions for Fund shareholders to the extent these institutions are allowed to do so by applicable statute, rule or regulation.
A discussion regarding the basis for the Board of Trustees latest approval of the investment management agreement with the Adviser is available in the Funds semi-annual report for the period ended January 31, 2023.
Portfolio Manager
Timothy J. Wahl. Mr. Wahl is President and Managing Member of the Adviser and has been a member of the Advisers investment management team since April 30, 2012. From May 1, 2009 through April 30, 2012, he served as a Managing Director of First Western, the Funds previous investment adviser. From January 2000 through April 30, 2009, he served as President of GKM Advisers, LLC, the investment adviser to the Fund prior to First Western. During that time Mr. Wahl actively managed portfolios for firm clients. Prior to joining GKM Advisers, he spent three years (from July 1997 to January 2000) operating Wahl Financial, his own money management firm. Mr. Wahl has five years experience as an over-the counter market maker in Southern California, first with Gruntal Securities, then with Cruttenden Roth. He received his CPA credentials while working at Deloitte & Touche, Los Angeles where he spent three years auditing businesses and mutual funds. Mr. Wahl earned his B.S. degree in Accounting after studying at California State University at Dominguez Hills, San Diego State University and Oklahoma City University. Mr. Wahl spent two years pitching for the Milwaukee Brewers organization. Mr. Wahl has managed the Funds investment portfolio since the Funds inception (December 28, 2001).
The
SAI contains additional information about the portfolio managers compensation, other accounts managed by the portfolio manager,
and the portfolio managers ownership of shares of the Fund.
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FINANCIAL HIGHLIGHTS
The Financial Highlights table is intended to help you understand the Funds financial performance for the past 5 years. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned on an investment in the Fund (assuming reinvestment of all dividends and distributions). The information for the fiscal year ended July 31, 2024 has been audited by Cohen & Company, Ltd., the Funds Independent Registered Public Accounting Firm, whose report, along with the Funds financial statements, is included in the annual report, which is available upon request. For the fiscal years ended prior to July 31, 2023, the Fund's financial statements were audited by the prior independent registered public accounting firm.
| The Investment House Growth Fund |
| Financial Highlights |
Per Share Data and Ratios for a Share Outstanding Throughout Each Year
| Years Ended | ||||||||||||||||||||
| July 31, | July 31, | July 31, | July 31, | July 31, | ||||||||||||||||
| 2024 | 2023 | 2022 | 2021 | 2020 | ||||||||||||||||
| Net asset value at beginning of year | $ | 61.89 | $ | 52.67 | $ | 67.58 | $ | 49.80 | $ | 39.26 | ||||||||||
| Income (loss) from investment operations: | ||||||||||||||||||||
| Not investment loss (a) | (0.61 | ) | (0.31 | ) | (0.49 | ) | (0.41 | ) | (0.21 | ) | ||||||||||
| Net realized and unrealized gains (losses) on investments | 17.96 | 9.53 | (14.42 | ) | 18.19 | 10.75 | ||||||||||||||
| Total from investment operations | 17.35 | 9.22 | (14.91 | ) | 17.78 | 10.54 | ||||||||||||||
| Less distributions: | ||||||||||||||||||||
| From net realized gains on investments | (0.29 | ) | — | — | — | — | ||||||||||||||
| Net asset value at end of year | $ | 78.95 | S 61.89 | $ | 52.67 | $ | 67.58 | $ | 49.80 | |||||||||||
| Total return (b) | 28.15 | % | 17.50 | % | (22.06 | %) | 35.70 | % | 26.85 | % | ||||||||||
| Net assets at end of year (000s) | $ | 214,410 | $ | 195,317 | $ | 170,487 | $ | 224,304 | $ | 163,826 | ||||||||||
| Ratio of total expenses to average net assets (c) | 1.45 | % | 1.42 | % | 1.41 | % | 1.41 | % | 1.42 | % | ||||||||||
| Ratio of net investment loss to average net assets (a)(c) | (0.77 | %) | (0.60 | %) | (0.78 | %) | (0.71 | %) | (0.52 | %) | ||||||||||
| Portfolio turnover rate | 1 | % | 9 | % | 10 | % | 1 | % | 11 | % | ||||||||||
| (a) | Recognition of net investment loss by the Fund is affected by the timing of the declarations of dividends by the underlying investment companies, if any, in which the Fund invests. |
| (b) | Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. |
| (c) | The ratios of expenses and net investment loss to average net assets do not reflect the Funds proportionate share of expenses of the underlying investment companies, if any, in which the Fund invests. |
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Privacy Notice | |||
| FACTS | WHAT DOES THE INVESTMENT HOUSE FUNDS DO WITH YOUR PERSONAL INFORMATION? | ||
| Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. | ||
| What? | The types of personal information we collect and share depend on the product or service you have with us. This information can include:
■ Social Security number
■ Assets
■ Retirement Assets
■ Transaction History
■ Checking Account Information
■ Purchase History
■ Account Balances
■ Account Transactions
■ Wire Transfer Instructions
When you are no longer our customer, we continue to share your information as described in this notice. | ||
| How? | All financial companies need to share your personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers personal information; the reasons The Investment House Funds chooses to share; and whether you can limit this sharing. | ||
| Reasons we can share your personal information | Does
The Investment House Funds share? |
Can
you limit this sharing? | |
| For
our everyday business purposes – Such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus |
Yes | No | |
| For
our marketing purposes – to offer our products and services to you |
No | We dont share | |
| For joint marketing with other financial companies | No | We dont share | |
| For
our affiliates everyday business purposes – information about your transactions and experiences |
No | We dont share | |
| For our affiliates everyday business purposes – information about your creditworthiness | No | We dont share | |
| For nonaffiliates to market to you | No | We dont share | |
| Questions? | Call 1-888-456-9518 | ||
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| Page 2 | |
| Who we are | |
| Who is providing this notice? | The Investment House Funds Ultimus Fund Distributors, LLC (Distributor) Ultimus Fund Solutions, LLC (Administrator) |
| What we do | |
| How does The Investment House Funds protect my personal information? | To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information. |
| How does The Investment House Funds collect my personal information? | We collect your personal information, for example, when you
■ Open an account
■ Provide account information
■ Give us your contact information
■ Make deposits or withdrawals from your account
■ Make a wire transfer
■ Tell us where to send the money
■ Tell us who receives the money
■ Show your government-issued ID
■ Show your drivers license
We also collect your personal information from other companies. |
| Why cant I limit all sharing? | Federal law gives you the right to limit only
■ Sharing for affiliates everyday business purposes – information about your creditworthiness
■ Affiliates from using your information to market to you
■ Sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing. |
| Definitions | |
| Affiliates | Companies related by common ownership or control. They can be financial and nonfinancial companies.
■ The Investment House LLC, the investment adviser to The Investment House Funds, could be deemed to be an affiliate. |
| Nonaffiliates | Companies not related by common ownership or control. They can be financial and nonfinancial companies
■ The Investment House Funds does not share with nonaffiliates so they can market to you. |
| Joint marketing | A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
■ The Investment House Funds does not jointly market. |
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INVESTMENT ADVISER
The
Investment House LLC
210 Avenue I
Suite C
Redondo Beach, CA 90277
SHAREHOLDER SERVICES
(888) 456-9518
FOR MORE INFORMATION
The Statement of Additional Information (SAI) provides more detailed information about the Fund and is incorporated by reference into, and is legally part of, this Prospectus. A description of the Funds policies and procedures with respect to the disclosure of its portfolio securities is available in the SAI.
Additional information about the Funds investments is available in the annual and semi-annual reports to shareholders and in Form N-CSR. In the Funds annual report, you will find a discussion of the market conditions and strategies that significantly affected the Funds performance during its last fiscal year. In Form N-CSR, you will find the Funds annual and semi-annual financial statements.
Call the Fund at (888) 456-9518 to request free copies of the SAI and the Funds annual and semi-annual reports, to request other information about the Fund and to make shareholder inquiries. Or visit www.tihfunds.com to access your free copies of the Funds SAI and annual and semi-annual reports.
Only one copy of a prospectus or an annual or semi-annual report will be sent to each household address. This process, known as Householding, is used for most required shareholder mailings. (It does not apply to confirmations of transactions and account statements, however.) You may, of course, request an additional copy of a prospectus or an annual or semi-annual report at any time by calling or writing the Fund or by downloading them at www.tihfunds.com. You may also request that Householding be eliminated from all your required mailings.
You may also obtain reports and other information about the Fund on the EDGAR Database on the SECs Internet site at http://www.sec.gov, and copies of this information may be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: [email protected].
Investment Company Act File #811-10529
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THE INVESTMENT HOUSE GROWTH FUND
Ticker symbol: TIHGX
STATEMENT OF ADDITIONAL INFORMATION
December 1, 2024
This Statement of Additional Information (SAI) is not a prospectus. It should be read in conjunction with the Prospectus of The Investment House Growth Fund dated December 1, 2024. This SAI incorporates by reference the Funds Annual Report to Shareholders for the fiscal year ended July 31, 2024 (the Annual Report). A free copy of the Prospectus or the Annual Report can be obtained by writing to The Investment House Funds at 225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246 or by calling 1-888-456-9518, or by visiting the Funds website at www.tihfunds.com.
| TABLE OF CONTENTS | PAGE |
| DESCRIPTION OF THE TRUST AND THE FUND | 2 |
| ADDITIONAL INFORMATION ABOUT FUND INVESTMENTS AND RISK CONSIDERATIONS | 2 |
| INVESTMENT LIMITATIONS | 5 |
| THE INVESTMENT ADVISER | 7 |
| TRUSTEES AND OFFICERS | 9 |
| PORTFOLIO TRANSACTIONS AND BROKERAGE | 13 |
| POLICY REGARDING THE SELECTIVE DISCLOSURE OF PORTFOLIO HOLDINGS | 14 |
| DETERMINATION OF NET ASSET VALUE | 17 |
| INVESTMENT PERFORMANCE | 18 |
| ADDITIONAL TAX INFORMATION | 20 |
| PROXY VOTING POLICIES AND PROCEDURES | 21 |
| PRINCIPAL SECURITY HOLDERS | 22 |
| CUSTODIAN | 22 |
| FUND SERVICES | 22 |
| INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 22 |
| DISTRIBUTOR | 23 |
| FINANCIAL STATEMENTS | 23 |
| PROXY VOTING POLICIES AND PROCEDURES | 24 |
DESCRIPTION OF THE TRUST AND THE FUND
The Investment House Growth Fund (the Fund), formerly the GKM Growth Fund, was organized as a diversified series of The Investment House Funds (the Trust), formerly The GKM Funds, on October 2, 2001. The Trust is an open-end investment company established under the laws of the State of Ohio by an Agreement and Declaration of Trust dated October 2, 2001 (the Trust Agreement). The Trust Agreement permits the Trustees to issue an unlimited number of shares of beneficial interest of separate series without par value. The investment adviser to the Fund is The Investment House LLC (the Adviser).
The Fund does not issue share certificates. All shares are held in non-certificate form registered on the books of the Fund and the Funds transfer agent for the account of the shareholder. Each share of a series represents an equal proportionate interest in the assets and liabilities belonging to that series with each other share of that series and is entitled to such dividends and distributions out of income belonging to the series as are declared by the Trustees. The shares do not have cumulative voting rights or any preemptive or conversion rights, and the Trustees have the authority from time to time to divide or combine the shares of any series into a greater or lesser number of shares of that series so long as the proportionate beneficial interest in the assets belonging to that series and the rights of shares of any other series are in no way affected. In case of any liquidation of a series, the holders of shares of the series being liquidated will be entitled to receive as a class a distribution out of the assets, net of the liabilities, belonging to that series. Expenses attributable to any series are borne by that series. Any general expenses of the Trust not readily identifiable as belonging to a particular series are allocated by or under the direction of the Trustees in such manner as the Trustees determine to be fair and equitable. No shareholder is liable to further calls or to assessment by the Trust without his or her express consent.
For information concerning the purchase and redemption of shares of the Fund, see How to Buy Shares and How to Redeem Shares in the Funds Prospectus. For a description of the methods used to determine the share price and value of the Funds assets, see Determination of Net Asset Value in the Funds Prospectus and this Statement of Additional Information.
ADDITIONAL INFORMATION ABOUT FUND INVESTMENTS AND RISK CONSIDERATIONS
This section contains information about the Funds non-principal investment strategies and risks.
Equity Securities — In addition to common stock, the Fund may invest in other types of equity securities, such as preferred stock, trust or limited partnership interests, rights and warrants to subscribe to or purchase such securities, American Depositary Receipts (ADRs) and convertible securities consisting of debt securities or preferred stock that may be converted into common stock or that carry the right to purchase common stock. To the extent the Fund invests in new issuers it may be exposed to companies that lack sufficient resources, may be unable to generate internally the funds necessary for growth and may find external financing to be unavailable on favorable terms or even available. New issuers are often involved in the development or marketing of a new product with no established market, which could lead to significant losses.
Preferred stock has a preference in liquidation (and generally dividends) over common stock but is subordinated in liquidation to debt. As a general rule, the market value of preferred stocks with fixed dividend rates and no conversion rights varies inversely with interest rates and perceived credit risk, with the price determined by the dividend rate. Some preferred stocks are convertible into other securities (for example, common stock) at a fixed price and ratio or upon the occurrence of certain events. The market price of convertible preferred stocks generally reflects an element of conversion value. Because many preferred stocks lack a fixed maturity date, these securities generally fluctuate substantially in value when
2
interest rates change; such fluctuations often exceed those of long-term bonds of the same issuer. Some preferred stocks pay an adjustable dividend that may be based on an index, formula, auction procedure or other dividend rate reset mechanism. In the absence of credit deterioration, adjustable rate preferred stocks tend to have more stable market values than fixed rate preferred stocks. All preferred stocks are also subject to the same types of credit risks of the issuer as corporate bonds. In addition, because preferred stock is junior to debt securities and other obligations of an issuer, deterioration in the credit rating of the issuer will cause greater changes in the value of a preferred stock than in a more senior debt security with similar yield characteristics. Preferred stocks may be rated by Standard & Poors Ratings Services (S&P) and Moodys Investors Service, Inc. (Moodys) although there is no minimum rating which a preferred stock must have (and a preferred stock may not be rated) to be an eligible investment for the Fund. The Adviser expects, however, that generally the preferred stocks in which the Fund invests will be of investment grade or, if unrated, of comparable quality in the opinion of the Adviser.
The Fund may invest in foreign securities through the purchase of ADRs. ADRs are certificates of ownership issued by a U.S. bank as a convenience to the investors in lieu of the underlying shares which it holds in custody. ADRs are subject to the same risks as the underlying foreign securities to which they relate. Changes in foreign economies and political climates are more likely to affect the Fund than a mutual fund that invests exclusively in U.S. companies. The value of foreign securities is also affected by the value of the local currency relative to the U.S. dollar. There may also be less government supervision of foreign markets, resulting in non-uniform accounting practices and less publicly available information.
Equity securities also include exchange traded funds (ETFs). Because the Fund may invest in other ETFs, the Funds investment performance is impacted by the investment performance of the selected underlying ETFs. An investment in the Fund is subject to the risks associated with the ETFs that are selected for investment. At times, certain of the segments of the market represented by the Funds underlying ETFs may be out of favor and underperform other segments. The Fund will indirectly pay a proportional share of the expenses of the underlying ETFs in which it invests (including operating expenses and management fees.
Repurchase Agreements — The Fund may invest in repurchase agreements fully collateralized by obligations issued or guaranteed by the U.S. government or by agencies of the U.S. government (U.S. Government obligations). A repurchase agreement is a short term investment in which the purchaser (i.e., the Fund) acquires ownership of a U.S. Government obligation (which may be of any maturity) and the seller agrees to repurchase the obligation at a future time at a set price, thereby determining the yield during the Funds holding period (usually not more than seven days from the date of purchase). Any repurchase transaction in which the Fund engages will require full collateralization of the sellers obligation during the entire term of the repurchase agreement. In the event of a bankruptcy or other default of the seller, the Fund could experience both delays in liquidating the underlying security and losses in value. However, the Fund intends to enter into repurchase agreements only with its custodian, other banks with assets of $1 billion or more and registered securities dealers determined by the Adviser to be creditworthy.
Option Transactions — The Fund may engage in option transactions involving individual stocks as well as stock indexes. An option involves either (a) the right or the obligation to buy or sell a specific instrument at a specific price until the expiration date of the option, or (b) the right to receive payments or the obligation to make payments representing the difference between the closing price of a market index and the exercise price of the option expressed in dollars times a specified multiple until the expiration date of the option. Options are sold (written) on securities and market indexes. The purchaser of an option on a security pays the seller (the writer) a premium for the right granted but is not obligated to buy or sell the underlying security. The purchaser of an option on a market index pays the seller a premium for the right granted, and in return the seller of such an option is obligated to make the payment. A writer of an option may terminate the obligation prior to expiration of the option by making an offsetting purchase of an
3
identical option. Options are traded on organized exchanges and in the over-the-counter market. Call options on securities which the Fund sells (writes) will be covered or secured, which means that the Fund owns the underlying security or has an absolute and immediate right to acquire that security without additional cash consideration (or, to the extent it does not hold the security, maintains a segregated account with the custodian of liquid securities equal to the market value of the option, marked to market daily). For a call option on an index, the option will be covered if the Fund holds a portfolio of securities substantially replicating the movement of the index (or, to the extent it does not hold such a portfolio, maintains a segregated account with the custodian of liquid securities equal to the market value of the option, marked to market daily). When the Fund writes options, it may be required to maintain a margin account, to pledge the underlying securities or U.S. Government obligations or to deposit assets in escrow with the custodian.
The purchase and writing of options involves certain risks. The purchase of an option limits the Funds potential loss to the amount of the premium paid and can afford the Fund the opportunity to profit from favorable movements in the price of an underlying security to a greater extent than if transactions were effected in the security directly. However, the purchase of an option could result in the Fund losing a greater percentage of its investment than if the transaction were effected directly. When the Fund writes a covered call option, it will receive a premium, but it will give up the opportunity to profit from a price increase in the underlying security above the exercise price as long as its obligation as a writer continues, and it will retain the risk of loss should the price of the security decline. In addition, there can be no assurance that the Fund can affect a closing transaction on a particular option it has written. Further, the total premium paid for an option purchased by the Fund may be lost if the Fund does not exercise the option or, in the case of over-the-counter options, the writer does not perform its obligations.
Loans of Portfolio Securities — The Fund may make short and long term loans of its portfolio securities. Under the lending policy authorized by the Board of Trustees and implemented by the Adviser in response to requests of broker-dealers or institutional investors that the Adviser deems qualified, the borrower must agree to maintain collateral, in the form of cash or U.S. Government obligations, with the Fund on a daily mark-to-market basis in an amount at least equal to 100% of the value of the loaned securities. The Fund will continue to receive dividends or interest on the loaned securities and may terminate such loans at any time or reacquire such securities in time to vote on any matter that the Board of Trustees determines to be serious. With respect to loans of securities, there is the risk that the borrower may fail to return the loaned securities or that the borrower may not be able to provide additional collateral. No loan of securities will be made if, as a result, the aggregate amount of such loans would exceed 25% of the value of the Funds net assets.
Short Sales — The Fund may sell a security short in anticipation of a decline in the market value of the security. When the Fund engages in a short sale, it sells a security which it does not own. To complete the transaction, the Fund must borrow the security in order to deliver it to the buyer. The Fund must replace the borrowed security by purchasing it at the market price at the time of replacement, which may be more or less than the price at which the Fund sold the security. The Fund will incur a loss as a result of the short sale if the price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund will realize a profit if the security declines in price between those dates.
In connection with its short sales, the Fund will be required to maintain a segregated account with its custodian of cash or high grade liquid assets equal to (i) the current market value of the securities sold short, less (ii) any collateral deposited with its broker (not including the proceeds from the short sales). The Fund will limit its short sales so that no more than 25% of its net assets (less all its liabilities other than obligations under the short sales) will be deposited as collateral and allocated to the segregated account. However, the segregated account and deposits will not necessarily limit the Funds potential loss on a short sale, which is unlimited.
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The Fund may also sell a security short against the box, which means that the Fund sells short a security that it owns, or has the right to obtain without payment of further consideration. The borrowing and segregated account provisions described above do not apply to short sales against the box.
Portfolio Turnover — The portfolio turnover rate for the Fund is calculated by dividing the lesser of the Funds purchases or sales of portfolio securities for the year by the monthly average value of the securities. Portfolio turnover rates for the Fund may vary greatly from year to year as well as within a particular year, and may also be affected by cash requirements for redemption of shares or implementation of hedging strategies. High portfolio turnover rates will generally result in higher transaction costs to the Fund, including brokerage commissions, and may result in additional tax consequences to the Funds shareholders. The Adviser anticipates that the Funds annual portfolio turnover rate will typically not exceed 100%. For the fiscal years ended July 31, 2023 and 2024, the Funds portfolio turnover rates were 9% and 1%, respectively.
Temporary Defensive Positions — From time to time, the Fund may take temporary defensive positions in attempting to respond to adverse market, economic, political or other conditions. For example, the Fund may hold all or a portion of its assets in money market instruments, including money market funds or repurchase agreements. If the Fund invests in a money market fund, the shareholders of the Fund generally will be subject to duplicative management fees. As a result of engaging in these temporary measures, the Fund may not achieve its investment objective.
Market Risk — The Fund may lose money due to fluctuations within the stock market which may be unrelated to individual issuers and could not have been predicted. The price of the securities which the Fund holds may change unpredictably and due to local, regional, international, or global events. These events may include economic downturns such as recessions or depressions; natural occurrences such as natural disasters, epidemics or pandemics; acts of violence such as terrorism or war; and political and social unrest. Due to the prominence of globalization and global trade, the securities held by the Fund may be affected by international and global events. In the case of a general market downturn, multiple asset classes, or the entire market, may be negatively affected for an extended and unknown amount of time. Although all securities are subject to these risks, different securities will be affected in different manners depending on the event.
Technology Sector Risk — The Fund may have exposure to companies operating in the technology sector. Technology companies, including information technology companies, may have limited product lines, financial resources and/or personnel. Technology companies typically face intense competition and potentially rapid product obsolescence. They are also heavily dependent on intellectual property rights and may be adversely affected by the loss or impairment of those rights. Companies in the technology sector also face increased government regulation, including new regulations and scrutiny related to data privacy, and may be subject to adverse government or regulatory actions, which may be costly.
INVESTMENT LIMITATIONS
Fundamental. The investment limitations described below have been adopted by the Trust with respect to the Fund and are fundamental, i.e., they may not be changed without the affirmative vote of a majority of the outstanding shares of the Fund. As used in the Prospectus and this Statement of Additional Information, the term majority of the outstanding shares of the Fund means the lesser of (1) 67% or more of the outstanding shares of the Fund present at a meeting, if the holders of more than 50% of the outstanding shares of the Fund are present or represented at such meeting; or (2) more than 50% of the outstanding shares of the Fund.
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1. Borrowing Money. The Fund will not borrow money, except (a) from a bank, provided that immediately after such borrowing there is an asset coverage of 300% for all borrowings of the Fund; or (b) from a bank or other persons for temporary purposes only, provided that such temporary borrowings are in an amount not exceeding 5% of the Funds total assets at the time when the borrowing is made. This limitation does not preclude the Fund from entering into reverse repurchase transactions, provided that the Fund has an asset coverage of 300% for all borrowings and repurchase commitments of the Fund pursuant to reverse repurchase transactions.
2. Senior Securities. The Fund will not issue senior securities. This limitation is not applicable to activities that may be deemed to involve the issuance or sale of a senior security by the Fund, provided that the Funds engagement in such activities is consistent with or permitted by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations promulgated thereunder or interpretations of the Securities and Exchange Commission (SEC) or its staff.
3. Underwriting. The Fund will not act as underwriter of securities issued by other persons. This limitation is not applicable to the extent that, in connection with the disposition of portfolio securities (including restricted securities), the Fund may be deemed an underwriter under certain federal securities laws.
4. Real Estate. The Fund will not purchase or sell real estate. This limitation is not applicable to investments in marketable securities which are secured by or represent interests in real estate. This limitation does not preclude the Fund from investing in mortgage-related securities or investing in companies engaged in the real estate business or that have a significant portion of their assets in real estate (including real estate investment trusts).
5. Commodities. The Fund will not purchase or sell commodities unless acquired as a result of ownership of securities or other investments. This limitation does not preclude the Fund from purchasing or selling options or futures contracts, from investing in securities or other instruments backed by commodities or from investing in companies which are engaged in a commodities business or have a significant portion of their assets in commodities.
6. Loans. The Fund will not make loans to other persons, except (a) by loaning portfolio securities, (b) by engaging in repurchase agreements, or (c) by purchasing nonpublicly offered debt securities. For purposes of this limitation, the term loans shall not include the purchase of a portion of an issue of publicly distributed bonds, debentures or other securities.
7. Concentration. The Fund will not invest 25% or more of its total assets in a particular industry. This limitation is not applicable to investments in obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities or repurchase agreements with respect thereto.
With respect to the percentages adopted by the Trust as maximum limitations on its investment policies and limitations, an excess above the fixed percentage will not be a violation of the policy or limitation unless the excess results immediately and directly from the acquisition of any security or the action taken. This paragraph does not apply to the borrowing policy set forth in paragraph 1 above.
Notwithstanding any of the foregoing limitations, any investment company, whether organized as a trust, association or corporation, or a personal holding company, may be merged or consolidated with or acquired by the Trust, provided that if such merger, consolidation or acquisition results in an investment in the securities of any issuer prohibited by said paragraphs, the Trust shall, within ninety days after the consummation of such merger, consolidation or acquisition, dispose of all of the securities of such issuer so acquired or such portion thereof as shall bring the total investment therein within the limitations imposed
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by said paragraphs above as of the date of consummation.
Non-Fundamental. The following limitations have been adopted by the Trust with respect to the Fund and are non-fundamental, i.e., they may be changed by the Board of Trustees without the approval of shareholders to the extent permitted by applicable law, regulation or regulatory policy.
1. Pledging. The Fund will not mortgage, pledge, hypothecate or in any manner transfer, as security for indebtedness, any assets of the Fund except as may be necessary in connection with borrowings described in fundamental limitation (1) above. Margin deposits, security interests, liens and collateral arrangements with respect to transactions involving options, futures contracts, short sales and other permitted investments and techniques are not deemed to be a mortgage, pledge or hypothecation of assets for purposes of this limitation.
2. Margin Purchases. The Fund will not purchase securities or evidences of interest thereon on margin. This limitation is not applicable to short term credit obtained by the Fund for the clearance of purchases and sales or redemption of securities, or to arrangements with respect to transactions involving options, futures contracts, short sales and other permitted investments and techniques.
3. Options. The Fund will not purchase or sell puts, calls, options or straddles, except as described in the Funds Prospectus or in this Statement of Additional Information.
4. Illiquid Investments. The Fund will not invest more than 15% of its net assets in securities for which there are legal or contractual restrictions on resale and other illiquid securities.
THE INVESTMENT ADVISER
The Funds investment adviser is The Investment House LLC, 210 Avenue I, Suite C Redondo Beach, CA 90277 (the Adviser). Timothy J. Wahl is the owner of the Adviser.
Under the terms of the Management Agreement between the Trust and the Adviser, the Adviser manages the Funds investments subject to oversight by the Board of Trustees and pays all of the expenses of the Fund except brokerage fees and commissions, taxes, borrowing costs (such as (a) interest and (b) dividend expense on securities sold short), fees and expenses of the Trustees who are not interested persons of the Trust (the Independent Trustees), 12b-1 expenses (if any) and extraordinary expenses. As compensation for its management services, the Fund pays the Adviser a fee computed and accrued daily and paid monthly at an annual rate of 1.40% of the average daily net assets of the Fund. During the fiscal year ended July 31, 2024, the Fund paid investment advisory fees to the Adviser of $2,880,762. During the fiscal year ended July 31, 2023, the Fund paid investment advisory fees to the Adviser of $2,242,575. During the fiscal year ended July 31, 2022, the Fund paid investment advisory fees to the Adviser of $2,816,949.
The Management Agreement continues in effect for successive one-year periods if continuance is approved at least annually (i) by the Trustees or by vote of a majority of the outstanding voting securities of the Fund and (ii) by vote of a majority of the Independent Trustees, cast in person at a meeting called for this purpose. The Management Agreement is terminable at any time on 60 days prior written notice without penalty by the Trustees, by vote of a majority of outstanding shares of the Fund, or by the Adviser. The Management Agreement also terminates automatically in the event of its assignment, as defined in the 1940 Act and the rules thereunder.
The Management Agreement provides that the Adviser shall not be liable for any error of judgment or for any loss suffered by the Fund in connection with the performance of its duties, except a loss resulting
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from willful misfeasance, bad faith or gross negligence on the part of the Adviser in the performance of its duties, or from reckless disregard of its duties and obligations thereunder.
The Adviser may make payments to banks or other financial institutions that provide shareholder services and administer shareholder accounts. Banks and other financial institutions may charge their customers fees for offering these services to the extent permitted by applicable regulatory authorities, and the overall return to those shareholders availing themselves of such services will be lower than to those shareholders who do not. The Fund may from time to time purchase securities issued by banks and other financial institutions which provide such services; however, in selecting investments for the Fund, no preference will be shown for such securities.
Portfolio Manager
Other Accounts Managed (as of July 31, 2024)
Timothy J. Wahl serves as the Funds Portfolio Manager, and is responsible for the day-to-day management of other accounts, as indicated in the following table. None of these accounts has an advisory fee based on the performance of the account.
| Type of Accounts | Number
of Other Accounts Managed |
Total
Assets in Other Accounts Managed |
Number
of Accounts with Advisory Fee Based on Performance |
Total
Assets in Accounts with Advisory Fee Based on Performance |
| Registered investment companies: | 0 | $0 | 0 | $0 |
| Other pooled investment vehicles: | 1 | $25.2 Million | 0 | $0 |
| Other accounts: | 401 | $1,444 Million | 0 | $0 |
Potential Conflicts of Interest
The investment strategies of the Fund and other accounts managed by the Portfolio Manager are similar. The Adviser has adopted policies and procedures designed to address conflicts in allocation of investment opportunities between the Fund and other accounts managed by the Adviser. These policies are designed to ensure equitable treatment of all accounts. In addition, procedures are in place to monitor personal trading by the Portfolio Manager to ensure that the interests of the Advisers clients come first.
Compensation
The Portfolio Manager is the owner of the Adviser and is paid based on the profitability of the Adviser. His compensation is not directly related to the performance of the accounts he manages.
Disclosure of Securities Ownership
As of July 31, 2024, the Portfolio Manager beneficially owned shares of the Fund valued in the range of $100,001 - $500,000.
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TRUSTEES AND OFFICERS
Overall responsibility for management of the Trust rests with its Trustees. The Trustees serve for terms of indefinite duration until death, resignation, retirement or removal from office. The Trustees, in turn, elect the officers of the Trust to actively supervise the Trusts day-to-day operations. The officers are elected annually. Certain officers of the Trust also may serve as a Trustee.
The Trust will be managed by the Trustees in accordance with the laws of the State of Ohio governing business trusts. There are currently four Trustees, three of whom are not interested persons of the Trust within the meaning of that term under the 1940 Act. The Independent Trustees receive compensation for their services as a Trustee. Officers of the Trust receive no compensation from the Trust for performing the duties of their offices.
The Trustees and executive officers of the Trust, their addresses and their principal occupations during the past five (5) years are as follows:
| Name, Address and Age | Length
of Time Served |
Position(s) Held with Trust |
Principal
Occupation(s) During Past 5 Years and Directorships of Public Companies Within Past 5 Years |
Number
of Portfolios in Fund Complex Overseen by Trustee |
| Interested Trustee: | ||||
| *Timothy
J. Wahl 210 Avenue I Suite C Redondo Beach, CA 90277 Year of birth: 1965 |
Since October 2001 | President and Trustee | President of The Investment House LLC since May 2012. | 1 |
| Independent Trustees: | ||||
| Darrin
F. DelConte 210 Avenue I Suite C Redondo Beach, CA 90277 Year of birth: 1966 |
Since December 2001 | Trustee | Executive Vice President of Pacific Crane Maintenance Co. (marine maintenance company) since September 1994. | 1 |
| Nicholas
G. Tonsich 210 Avenue I Suite C Redondo Beach, CA 90277 Year of birth: 1961 |
Since December 2001 | Trustee | Attorney; President of Ocean Terminal Services, Inc. (an equipment maintenance company) since 2008; President of Clean Air Engineering – Maritime, Inc. (an environmental services company for the shipping industry) since 2009 | 1 |
| Michael
A. Zupanovich 210 Avenue I Suite C Redondo Beach, CA 90277 Year of birth: 1965 |
Since June 2015 | Trustee | President of Harbor Diesel & Equipment, Inc. (a heavy equipment repair company) since August 1993 | 1 |
| Executive Officers: | ||||
| Stacey
A. Havens 225 Pictoria Drive, Suite 450 Cincinnati, OH 45246 Year of birth: 1965 |
Since March 2023 | Vice President | Vice President, Relationships Management of Ultimus Fund Solutions, LLC, since 2016. | |
| Brian
J. Lutes 225 Pictoria Drive, Suite 450 Cincinnati, Ohio 45246 Year of birth: 1975 |
Since January 2015 | Treasurer | SVP, Relationship Management of Ultimus Fund Solutions, since 2024; Vice President, Mutual Fund Controller of Fund Accounting of Ultimus Fund Solutions, LLC 2014 – 2023. | |
| David
L. Kahn 210 Avenue I Suite C Redondo Beach, CA 90277 Year of birth: 1957 |
Since October 2001 | Secretary and Chief Compliance Officer | Chief Compliance Officer of The Investment House LLC since May 2012. |
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Timothy J. Wahl, as an affiliated person of The Investment House LLC, the Funds investment adviser, is considered an interested person of the Trust within the meaning of Section 2(a)(19) under the 1940 Act.
Trustees Ownership of Fund Shares. The following table shows each Trustees beneficial ownership of shares of the Fund and, on an aggregate basis, of shares of all funds within the complex overseen by the Trustee. Information is provided as of December 31, 2023.
| Name of Trustee | Dollar
Range of Fund Shares Owned by Trustee |
Aggregate
Dollar Range of Shares of All Funds Overseen by Trustee |
| Timothy J. Wahl | Over $100,000 | Over $100,000 |
| Independent Trustees: | ||
| Darrin F. DelConte | Over $100,000 | Over $100,000 |
| Nicholas G. Tonsich | Over $100,000 | Over $100,000 |
| Michael A. Zupanovich | $0 | $0 |
Trustee Compensation. No director, officer or employee of the Adviser will receive any compensation from the Fund for serving as an officer or Trustee of the Trust. Each Trustee who is an Independent Trustee receives from the Fund an annual fee of $7,500 plus reimbursement of travel and other expenses incurred in attending meetings. The following table provides the amount of compensation paid by the Fund during the fiscal year ended July 31, 2024 to each of the Trustees:
| Trustee | Aggregate Compensation Paid for Service to the Fund |
Pension
or Retirement Benefits Accrued |
Estimated Annual Benefits Upon Retirement |
Total Compensation Paid for Service to the Fund and Fund Complex |
| Timothy J. Wahl | None | None | None | None |
| Darrin F. DelConte | $7,500 | None | None | $7,500 |
| Nicholas G. Tonsich | $7,500 | None | None | $7,500 |
| Michael A. Zupanovich | $7,500 | None | None | $7,500 |
Leadership Structure and Qualifications of Trustees
The Board of Trustees is responsible for oversight of the Fund. The Trust has engaged the Adviser to oversee the management of the Fund on a day-to-day basis. The Board is responsible for overseeing the Adviser and the Funds other service providers in the operations of the Fund in accordance with the 1940 Act, other applicable federal and state laws, and the Trusts Agreement and Declaration of Trust. The Board meets at regularly scheduled meetings four times throughout the year. In addition, the Trustees may meet in person or by telephone at special meetings or at other times. The Independent Trustees also meet at each quarterly meeting without the presence of any representatives of the Adviser.
Board Leadership. The Board of Trustees is led by its President, Mr. Timothy J. Wahl. Mr. Wahl is an interested person of the Trust because he is the President, Managing Member and Investment Committee member of the Adviser. Mr. Wahl, with the assistance of the Trusts other officers, oversees the daily operations of the Fund, including monitoring the activities of all of the Funds service providers.
The Board of Trustees has not appointed a lead independent trustee. It was determined by the Board that due to its size (four Trustees), the size of the fund complex (one fund) and the relatively straightforward investment strategies utilized by the Fund, it is not necessary to appoint a lead independent trustee. The Independent Trustees believe that they have consistently worked well together and have demonstrated an ability to provide appropriate oversight to the operations of the Fund.
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Board Committees. The Board of Trustees has an Audit Committee that is composed of the Independent Trustees of the Trust. The Audit Committee operates under a written charter approved by the Board. The principal responsibilities of the Audit Committee include: recommending which firm to engage as the Funds independent auditor and whether to terminate this relationship; reviewing the independent auditors compensation, the proposed scope and terms of its engagement, and the independent auditors independence; pre-approving audit and non-audit services provided by the independent auditor to the Trust; serving as a channel of communication between the independent auditor and the Trustees; reviewing the results of each external audit, including any qualifications in the independent auditors opinion, any related management letter, managements responses to recommendations made by the independent auditor in connection with the audit, reports submitted to the Audit Committee by the Trusts administrator that are material to the Trust as a whole, if any, and managements responses to any such reports; reviewing and considering any significant disputes between the Trusts management and the independent auditor that arise in connection with the preparation of those financial statements; considering, in consultation with the independent auditor and the Trusts senior executives, the effectiveness of the Trusts internal accounting controls; reviewing, in consultation with the Funds independent auditor, major changes regarding auditing and accounting principles and practices to be followed when preparing the Funds financial statements; and other audit related matters. Messrs., DelConte, Tonsich and Zupanovich serve as members of the Audit Committee. The Audit Committee met one time during the fiscal year ended July 31, 2024.
The Board of Trustees does not have a nominating or compensation committee or any committee performing similar functions. The Board of Trustees does not consider a nominating committee necessary because this function has been reserved to the Independent Trustees. The Trust does not currently consider nominees recommended by shareholders.
Qualifications of the Trustees. The Board has concluded, based on each Trustees experience, qualifications, attributes or skills on an individual basis and in combination with the other Trustees, that each Trustee is qualified and should continue to serve as such. In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling.
Mr. Timothy J. Wahl has served as President and Managing Member of the Adviser since May, 2012. From May 1, 2009 to April 30, 2012 he served as Managing Director of First Western Investment Management, Inc., the Funds previous investment adviser, and was a member of its investment management team and co-portfolio manager to the Fund. From January 2000 through April 30, 2009, he served as President of GKM Advisers, LLC, the Funds investment adviser prior to First Western and during that time served as co-portfolio manager to the Fund. During the entire time set forth above, Mr. Wahl actively managed portfolios for each firms clients. Prior to joining GKM Advisers, he spent three years (from July 1997 to January 2000) operating Wahl Financial, his own money management firm. Mr. Wahl has five years experience as an over-the counter market maker with Gruntal Securities and Cruttenden Roth. He received his Certified Public Accountant credentials while working at Deloitte & Touche, Los Angeles where he spent three years auditing businesses and mutual funds. Mr. Wahl earned his B.S. in Accounting after studying at California State University at Dominguez Hills, San Diego State University and Oklahoma City University. Mr. Wahl has served as a Trustee to the Trust since October 2001. The Board concluded that Mr. Wahl is qualified to serve as a Trustee because of his past service and experience as a Trustee of the Trust, his academic background, his investment management experience and his overall business and accounting experience.
Mr. Darrin F. DelConte has been Executive Vice President of Pacific Crane Maintenance Co., a marine maintenance company, since September 1994. Mr. DelConte holds a B.S degree in Economics from University of California Irvine. Mr. DelConte has served as a Trustee to the Trust since December 2001. The Board has concluded that Mr. DelConte is qualified to serve as a Trustee because of his past service
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and experience as a Trustee of the Trust, his academic background and his business experience.
Mr. Nicholas G. Tonsich is an attorney. He is President of Ocean Terminal Services, Inc., an equipment maintenance company, since 2008 and Clean Air Engineering – Maritime, Inc., an environmental services company for the shipping industry, since 2009. He holds a Bachelor of Science degree in Finance from the University of Southern California and J.D. degree from Whittier College of Law. Mr. Tonsich has been a practicing attorney for more than 30 years with extensive experience in the practice of Environmental and Maritime Law. Mr. Tonsich has served as a Trustee of the Trust since December 2001. The Board has concluded that Mr. Tonsich is qualified to serve as a Trustee because of his past service and experience as a Trustee of the Trust, his academic background, his business and legal experience, and his past experience and leadership roles on other boards.
Mr. Michael A. Zupanovich has been President and owner of Harbor Diesel & Equipment, Inc., a heavy equipment repair company, since 1993. He holds a Bachelor of Science degree in Business Management from Arizona State University. Mr. Zupanovich has served as a Trustee of the Trust since June 2015. The Board has concluded that Mr. Zupanovich is qualified to serve as a Trustee because of his academic background and his business experience.
References to the qualifications, attributes and skills of Trustees are pursuant to requirements of the SEC. These references do not constitute holding out that the Board as a whole, or any individual Trustee, has special expertise or experience, and shall not be deemed to impose any greater responsibility or liability on any Trustee or on the Board.
Risk Oversight. An integral part of the Boards overall responsibility for overseeing the management and operations of the Trust is the Boards oversight of the risk management of the Trusts investment programs and business affairs. The Fund is subject to a number of risks, such as investment risk, valuation risk, operational risk, leverage risk and legal, compliance and regulatory risk. The Trust, the Adviser and the other service providers have implemented various processes, procedures and controls to identify risks to the Fund, to lessen the probability of their occurrence and to mitigate any adverse effect should they occur. Different processes, procedures and controls are employed with respect to different types of risks. These systems include those that are embedded in the conduct of the regular operations of the Board and in the regular responsibilities of the officers of the Trust and the other service providers.
The Board of Trustees exercises oversight of the risk management process through the Board itself and through the Audit Committee. In addition to adopting, and periodically reviewing, policies and procedures designed to address risks to the Fund, the Board of Trustees requires management of the Adviser and the Trust, including the Trusts Chief Compliance Officer (the CCO), to report to the Board on a variety of matters at regular and special meetings. The Board and the Audit Committee receive regular reports from the Trusts independent public accountants on internal control and financial reporting matters. On at least an annual basis, the Independent Trustees meet separately with the CCO outside the presence of management, to discuss issues related to compliance. Furthermore, the Board receives a quarterly update from the CCO regarding the operation of the compliance policies and procedures of the Trust and its primary service providers. The Board also receives quarterly reports from the Adviser and the administrator on the investments and securities trading of the Fund, including the Funds investment performance, as well as reports regarding the valuation of the Funds securities, the amount of leverage and other operational and compliance matters. In addition, in its annual review of the Funds Management Agreement, the Board reviews information provided by the Adviser relating to its operational capabilities, financial condition and resources. They also are provided with copies of the administrators reports on internal controls, which cover its fund accounting and transfer agency operations. The Board also conducts an annual self-evaluation that includes a review of its effectiveness in overseeing the Trusts operations and the effectiveness of its committee structure.
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Although the risk management policies of the Adviser and the Trusts other service providers are designed to be effective, those policies and their implementation vary among service providers and over time, and there is no guarantee that they will be effective. Not all risks that may affect the Trust can be identified, nor can processes and controls necessarily be developed to eliminate or mitigate their occurrence or effects. Some risks are simply beyond the control of the Trust, the Adviser or its affiliates, or other service providers to the Trust. The Board may at any time, and in its sole discretion, change the manner in which it conducts its risk oversight role.
PORTFOLIO TRANSACTIONS AND BROKERAGE
Subject to policies established by the Board of Trustees of the Trust, the Adviser is responsible for the Funds portfolio decisions and the placing of the Funds portfolio transactions. In placing portfolio transactions, the Adviser seeks the best qualitative execution for the Fund, taking into account such factors as price (including the applicable brokerage commission or dealer spread), the execution capability, financial responsibility and responsiveness of the broker or dealer and the brokerage and research services provided by the broker or dealer. The Adviser generally seeks favorable prices and commission rates that are reasonable in relation to the benefits received. The Adviser may not give consideration to sales of shares of the Trust as a factor in the selection of brokers and dealers to execute portfolio transactions. However, the Adviser may place portfolio transactions with brokers or dealers that promote or sell the Funds shares so long as such placements are made pursuant to policies approved by the Funds Board of Trustees that are designed to ensure that the selection is based on the quality of the brokers execution and not on its sales efforts. During the fiscal years ended July 31, 2024, 2023, and 2022, the Fund paid brokerage commissions of $0, $25.00, and $18.50, respectively.
The Adviser is specifically authorized to select brokers or dealers who also provide brokerage and research services to the Fund and/or the other accounts over which the Adviser exercises investment discretion and to pay such brokers or dealers a commission in excess of the commission another broker or dealer would charge if the Adviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided. The determination may be viewed in terms of a particular transaction or the Advisers overall responsibilities with respect to the Trust and to other accounts over which it exercises investment discretion.
Research services include supplemental research, securities and economic analyses, statistical services and information with respect to the availability of securities or purchasers or sellers of securities and analyses of reports concerning performance of accounts. The research services and other information furnished by brokers through whom the Fund effects securities transactions may also be used by the Adviser in servicing its other advisory accounts. Similarly, research and information provided by brokers or dealers serving other clients may be useful to the Adviser in connection with its services to the Fund. Although research services and other information are useful to the Fund and the Adviser, it is not possible to place a dollar value on the research and other information received. It is the opinion of the Board of Trustees and the Adviser that the provision of such research and other information will not reduce the overall cost to the Adviser of performing its duties to the Fund under the Management Agreement.
While the Fund does not deem it practicable and in its best interests to solicit competitive bids for commission rates on each transaction, consideration is regularly given to posted commission rates as well as other information concerning the level of commissions charged on comparable transactions by qualified brokers.
The Fund has no obligation to deal with any broker or dealer in the execution of its transactions. Over-the-counter transactions will be placed either directly with principal market makers or with
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broker-dealers, if the same or a better price, including commissions and executions, is available. Fixed income securities are normally purchased directly from the issuer, an underwriter or a market maker. Purchases include a concession paid by the issuer to the underwriter and the purchase price paid to a market maker may include the spread between the bid and asked prices.
Under the 1940 Act, persons affiliated with the Adviser may be prohibited from dealing with the Fund as a principal in the purchase and sale of securities. Therefore, an affiliate of the Adviser will not serve as the Funds dealer in connection with over-the-counter transactions. However, an affiliate may serve as the Funds broker in over-the-counter transactions conducted on an agency basis and will receive brokerage commissions in connection with such transactions.
The Fund will not enter into any brokerage transactions in its portfolio securities with an affiliate if such transactions would be unfair or unreasonable to Fund shareholders, and the commissions will be paid solely for the execution of trades and not for any other services. The Management Agreement provides that affiliates of the Adviser may receive brokerage commissions in connection with effecting such transactions for the Fund. In determining the commissions to be paid to an affiliate, it is the policy of the Fund that such commissions will, in the judgment of the Trusts Board of Trustees, be (a) at least as favorable to the Fund as those which would be charged by other qualified brokers having comparable execution capability and (b) at least as favorable to the Fund as commissions contemporaneously charged by an affiliate on comparable transactions for its most favored unaffiliated customers, except for customers of an affiliate considered by a majority of the Independent Trustees not to be comparable to the Fund.
The Management Agreement does not provide for a reduction of the Advisers fee by the amount of any profits earned by an affiliate from brokerage commissions generated from portfolio transactions of the Fund. While the Fund contemplates no ongoing arrangements with any other brokerage firms, brokerage business may be given from time to time to other firms. An affiliate will not receive reciprocal brokerage business as a result of the brokerage business placed by the Fund with others.
Code of Ethics. The Trust, the Adviser and the Distributor have each adopted a Code of Ethics under Rule 17j-1 under the 1940 Act. The personnel subject to the Codes of Ethics are permitted to invest in securities, including securities that may be purchased or held by the Fund. You may obtain a copy of the Codes of Ethics from the SEC.
POLICY REGARDING THE SELECTIVE DISCLOSURE OF PORTFOLIO HOLDINGS
The Board of Trustees has adopted a policy to govern the circumstances under which disclosure regarding securities held by the Fund, and disclosure of purchases and sales of such securities, may be made to shareholders of the Fund or other persons.
| ● | Public disclosure regarding the securities held by the Fund (Portfolio Securities) is made in Annual Reports and Semi-Annual Reports to shareholders, and in quarterly holdings reports on Form NPORT-P (Official Reports). Except for such Official Reports and as otherwise expressly permitted by the Funds policy, shareholders and other persons may not be provided with information regarding Portfolio Securities held, purchased or sold by the Fund. |
| ● | Information regarding Portfolio Securities and other information regarding the investment activities of the Fund may be disclosed to rating and ranking organizations for use in connection with their rating or ranking of the Fund. Currently, the Fund is providing portfolio information to the rating or ranking organizations listed below. These organizations offer various services to investors. Each disclosure arrangement has been reviewed by the Trusts CCO. The CCO found that this disclosure was in the best interest of shareholders and serves a legitimate business interest of the Fund. Below |
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is a table listing the groups that are currently receiving portfolio information along with the types of information received, conditions or restrictions on use, timing of disclosure and any compensation received for providing portfolio information.
| Name
of Rating or Ranking Organization |
Information Provided | Timing
of Release and Conditions or Restrictions on Use |
Receipt
of Compensation or other Consideration by the Fund or Affiliated Party |
| Morningstar, Inc. | CUSIP, description, shares/par, market value | Provided monthly, with a 30-day lag. No formal conditions or restrictions. | None |
| Lipper | CUSIP, description, shares/par | Provided monthly, with a 30-day lag. No formal conditions or restrictions. Lipper indicates that it will not trade based on the Funds portfolio information, and it prohibits its employees from any such trading. | None |
| Bloomberg L.P. | CUSIP, shares/par, market value | Provided monthly, with a 30-day lag. No formal conditions or restrictions. Bloomberg indicates that it requires all employees to sign confidentiality agreements acknowledging all information received during their employment must be used for legitimate business purposes only. | None |
| FactSet
Research Systems Inc. |
CUSIP, description, shares/par, market value | Provided monthly, with a 30-day lag. No formal conditions or restrictions. FactSet requires all its employees to follow a code of conduct that requires an employee to keep client information secure and use it for legitimate business purposes only. | None |
| Standard & Poors | CUSIP, description, shares/par, market value, coupon, maturity date, % of total net assets | Provided monthly, with a 30-day lag. No formal conditions or restrictions. S&P indicates that its employees are required to follow a code of business conduct that prohibits them from using portfolio information for anything other than performing their job responsibilities, and S&P employees must certify annually that they have followed this code of business conduct. | None |
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The CCO has concluded that providing information relating to Portfolio Securities to these rating or ranking organizations does not pose a significant risk to the Fund or its shareholders.
| ● | The Funds policy relating to disclosure of holdings of Portfolio Securities does not prohibit disclosure of information to the Adviser or to other Fund service providers. Below is a table that lists each service provider receiving non-public portfolio information along with information regarding the frequency of access, and limitations on use (including a prohibition on trading on non-public information), of information relating to Portfolio Securities. |
| Type of Service Provider | Frequency
of Access to Portfolio Information |
Restrictions on Use |
| Adviser | Daily | Contractual and Ethical |
| Administrator and transfer agent | Daily | Contractual and Ethical |
| Custodian | Daily | Contractual and Ethical |
| Auditor (Cohen & Company, Ltd.) |
During annual audit | Ethical |
| Legal
counsel (Practus LLP) |
Regulatory filings, board meetings, and if a legal issue regarding the portfolio requires counsels review | Ethical |
| Printers/Typesetters (Blu Giant, LLC) |
Twice a year – printing of semi-annual and annual reports | No formal restrictions in place. Printer receives portfolio on or about time filed with the SEC – approximately 60 days old by the time received |
| Broker/dealers through which the Fund purchases and sells portfolio securities | Daily access to the relevant purchase and/or sale – no broker/dealer has access to the Funds entire portfolio | Contractual and Ethical |
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The Board of Trustees has determined that the Fund and its shareholders are adequately protected by these restrictions on use in those instances listed above, including those where contractual obligations between the Fund and the party do not exist.
| ● | The CCO may approve other arrangements under which information relating to Portfolio Securities held by the Fund, or purchased or sold by the Fund (other than information contained in Official Reports) may be disclosed. The CCO shall approve such an arrangement only if he concludes (based on a consideration of the information to be disclosed, the timing of the disclosure, the intended use of the information and other relevant factors) that the arrangement is reasonably necessary to aid in conducting the ongoing business of the Fund and is unlikely to affect adversely the Fund or any shareholder of the Fund. The CCO must inform the Board of Trustees of any such arrangements that are approved by the CCO, and the rationale supporting approval, at the next regular quarterly meeting of the Board of Trustees following such approval. |
| ● | The CCO resolves all conflicts of interest with regards to disclosure of information relating to Portfolio Securities. However, if the CCO is conflicted as well, the CCO will present the issue to the full Board of Trustees for determination. In instances where the CCO resolves the conflict, the CCO will provide a report to the Board of Trustees describing the conflict of interest and why the CCO either allowed or prohibited the disclosure. This report is presented at the next regularly scheduled Board of Trustees meeting. |
| ● | Neither the Adviser nor the Trust (or any affiliated person, employee, officer, trustee or director of the Adviser or the Trust) may receive any direct or indirect compensation in consideration of the disclosure of information relating to Portfolio Securities held, purchased or sold by the Fund. |
The CCO is required to inform the Board of Trustees of any arrangements that are approved by the CCO pursuant to the Funds policy, and the rationale supporting such approval. At least once annually, the CCO is required to provide the Board of Trustees with a written report as to compliance with the Funds policy.
DETERMINATION OF NET ASSET VALUE
The price (net asset value (NAV)) of the shares of the Fund is determined as of the end of the regular session of trading on the New York Stock Exchange (normally 4:00 p.m., Eastern time) on each day that the Trust is open for business and on any other day on which there is sufficient trading in the Funds securities to materially affect the NAV. The Trust is open for business on every day except Saturdays, Sundays and the following holidays: New Years Day, Martin Luther King, Jr. Day, Presidents Day, Good Friday, Memorial Day, Juneteenth National Independence Day, Independence Day, Labor Day, Thanksgiving and Christmas.
Equity securities are valued at their market value when reliable market quotations are readily available. Securities that are traded on any stock exchange are generally valued by the pricing service at the last quoted sale price. Lacking a last sale price, an exchange traded security is generally valued by the pricing service at its last bid price. Securities traded on NASDAQ are generally valued by the pricing service at the NASDAQ Official Closing Price. Securities that do not have a readily available current market value are valued in good faith by the Adviser as valuation designee under the oversight of the Board. The Fund has adopted policies and procedures for valuing securities and other assets in circumstances where market quotes are not readily available. In the event that market quotes are not readily available, and the security or asset cannot be valued pursuant to one of the valuation methods, the value of the security or asset will be determined in good faith by the Adviser. On a quarterly basis, the Advisers fair valuation determinations will be reviewed by the Board. The Funds policy is intended to result in a calculation of the Funds NAV
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that fairly reflects security values as of the time of pricing. However, fair values determined pursuant to the Funds procedures may not accurately reflect the price that the Fund could obtain for a security if it were to dispose of that security as of the time of pricing.
Fixed income securities are valued at their market value when reliable market quotations are readily available. The Fund typically uses a pricing service to determine the market value of the Funds fixed income securities. A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of fixed income securities without regard to sale or bid prices. If the Adviser decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the Adviser as valuation designee, in conformity with guidelines adopted by and subject to review by the Board.
INVESTMENT PERFORMANCE
The Fund may periodically advertise average annual total returns. Average annual total returns, as defined by the SEC, are computed by finding the average annual compounded rates of return for the period indicated that would equate the initial amount invested to the ending redeemable value, according to the following formula:
P (1+T)n = ERV
| Where: | P = | a hypothetical $1,000 initial investment |
| T = | average annual total return | |
| n = | number of years | |
| ERV = | ending redeemable value at the end of the applicable period of the hypothetical $1,000 investment made at the beginning of the applicable period | |
The computation assumes that all dividends and distributions are reinvested at the NAV on the reinvestment dates and that a complete redemption occurs at the end of the applicable period. If the Fund has been in existence less than one, five or ten years, the time period since the date of the initial public offering of shares will be substituted for the periods stated.
The Fund may also quote average annual total returns over the specified periods (i) after taxes on Fund distributions and (ii) after taxes on Fund distributions and redemption of Fund shares at the end of the period. The calculations assume deduction of all taxes due on such Fund distributions. The ending redeemable value is determined by assuming a complete redemption at the end of the period covered by the computation and, in the case of returns after taxes on distributions and redemption of Fund shares, includes the deduction of capital gains taxes resulting from the redemption or, if appropriate, an adjustment to take into account the tax benefit from any capital losses that may have resulted from the redemption. After-tax returns are calculated using the highest applicable individual federal marginal tax rate in effect on the reinvestment date of a distribution. The tax rates used correspond to the tax character of each component of the distributions (that is, the ordinary income tax rate for ordinary income distributions and the long-term capital gains rate for capital gains distributions). The tax rates may vary over the course of the measurement period. State and local tax liabilities are disregarded, as are the effect of phaseouts of certain exemptions, deductions and credits at various income levels and the impact of the federal alternative minimum income tax. Actual after-tax returns will depend on an investors tax situation and may differ from those shown. The after-tax returns are not relevant to investors who hold their shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. The Funds past performance, before and after taxes, is not necessarily an indication of how the Fund will perform in the future.
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The table below shows the Funds average annual total returns for periods ended July 31, 2024:
| One Year | Five Years | Ten Years | Since
Inception (December 28, 2001) |
| 28.15% | 15.10% | 14.33% | 10.41% |
The Fund may also advertise performance information (a non-standardized quotation) which is calculated differently from average annual total return. A non-standardized quotation of total return may be a cumulative return which measures the percentage change in the value of an account between the beginning and end of a period, assuming no activity in the account other than reinvestment of dividends and capital gains distributions. A non-standardized quotation may also be an average annual compounded rate of return over a specified period, which may be a period different from those specified for average annual total return. In addition, a non-standardized quotation may be a cumulative total return which measures the percentage change in the value of an account between the beginning and end of a period, assuming no activity in the account other than reinvestment of dividends and capital gains distributions. For example, the cumulative total return of the Fund for the period since inception (December 28, 2001) to July 31, 2024 is 837.42%. A non-standardized quotation of total return will always be accompanied by the Funds average annual total return as described above.
The Funds investment performance will vary depending upon market conditions, the composition of the Funds portfolio and operating expenses of that Fund. These factors and possible differences in the methods and time periods used in calculating non-standardized investment performance should be considered when comparing the Funds performance to those of other investment companies or investment vehicles. The risks associated with the Funds investment objective, policies and techniques should also be considered. At any time in the future, investment performance may be higher or lower than past performance, and there can be no assurance that any past performance will continue.
From time to time, in advertisements, sales literature and information furnished to present or prospective shareholders, the performance of the Fund may be compared to indices of broad groups of unmanaged securities considered to be representative of or similar to the portfolio holdings of the Fund or considered to be representative of the stock market in general. These may include the Standard & Poors 500 Stock Index, the NASDAQ Composite Index or the Dow Jones Industrial Average.
In addition, the performance of the Fund may be compared to other groups of mutual funds tracked by any widely used independent research firm which ranks mutual funds by overall performance, investment objectives and assets, such as Lipper or Morningstar, Inc. The objectives, policies, limitations and expenses of other mutual funds in a group may not be the same as those of the Fund. Performance rankings and ratings reported periodically in national financial publications such as Barrons and Fortune also may be used.
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ADDITIONAL TAX INFORMATION
The Fund has qualified and intends to continue to qualify as a regulated investment company, or RIC, under the Internal Revenue Code of 1986 (the Code). Qualification generally will relieve the Fund of liability for federal income taxes to the extent its net investment income and net realized gains are distributed in accordance with the Code. If for any taxable year the Fund does not qualify for the special tax treatment afforded to RICs, all of its taxable income will be subject to federal tax at regular corporate rates (without any deduction for distributions to its shareholders). In such event, dividend distributions would be taxable to shareholders to the extent of the Funds earnings and profits, and, subject to certain limitations under the Code, would be eligible for the dividends-received deduction for corporations and reduced tax rates applicable to Qualified Dividends for individuals.
Among the requirements to qualify as a RIC, the Fund must distribute annually no less than the sum of 90% of its investment company taxable income and 90% of its net tax-exempt income. In addition to this distribution requirement, the Fund must (1) derive at least 90% of its gross income in each taxable year from dividends, interest, payments with respect to securities loans, gains from the sale or other disposition of stock, securities or foreign currency, certain other income (including but not limited to gains from options, futures and forward contracts) derived with respect to its business of investing in stock, securities or currencies, or from net income derived from an interest in a qualified publicly traded partnership (PTP); and (2) diversify its holdings so that at the end of each quarter of its taxable year the following two conditions are met: (a) at least 50% of the value of the Funds total assets is represented by cash, U.S. Government securities, securities of other RICs and other securities (for this purpose such other securities will qualify only if the Funds investment is limited in respect to any issuer to an amount not greater than 5% of the value of the Funds total assets and not greater than 10% of the outstanding voting securities of such issuer) and (b) not more than 25% of the value of the Funds total assets is invested in the securities (other than U.S. Government securities or securities of other RICs) of any one issuer, the securities of any two or more issuers that the Fund controls and which are determined to be engaged in the same or similar trades or businesses or related trades or businesses, or the securities of one or more qualified PTPs. For these purposes, a qualified PTP is generally a PTP other than one where at least 90% of its gross income is gross income that would otherwise be qualifying gross income for a RIC.
The Funds net realized capital gains from securities transactions will be distributed only after reducing such gains by the amount of any available capital loss carryforwards. Capital losses may be carried forward indefinitely to offset net realized capital gains, if any, prior to distributing such gains to shareholders. As of July 31, 2024, the Fund has short-term capital loss carryforwards of $263,607 for federal income tax purposes. These capital loss carryforwards, which do not expire, may be utilized in future years to offset net realized capital gains, if any, prior to distributing such gains to shareholders.
A federal excise tax at the rate of 4% will be imposed on the excess, if any, of the Funds required distribution over actual distributions in any calendar year. Generally, the required distribution is 98% of the Funds ordinary income for the calendar year plus 98.2% of its net capital gains recognized during the one year period ending on October 31 of that calendar year plus undistributed amounts from prior years. The Fund intends to make distributions sufficient to avoid imposition of the excise tax.
Individual shareholders may benefit from lower rates applicable to long-term capital gains on certain distributions that are attributable to certain dividends received by the Fund from U.S. corporations and certain foreign corporations (Qualified Dividends). Under current tax law, Qualified Dividends are taxable at long-term capital gains tax rates. The long-term capital gains rate for individual taxpayers is currently at a maximum rate of either 15% or 20%, depending on whether your income exceeds certain threshold amounts. For an individual shareholder to benefit from the lower tax rate on Qualified Dividends, the shareholder must meet certain holding period and other requirements.
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It is anticipated that amounts distributed by the Fund that are attributable to certain dividends received from domestic corporations will qualify for the dividends-received deduction for corporate shareholders under Section 243 of the Internal Revenue Code, provide that certain holding period and other requirements are met.
Any loss arising from the sale or redemption of shares of the Fund held for six months or less will be treated for federal income tax purposes as a long-term capital loss to the extent of any amount of capital gain dividends received by the shareholder with respect to such Fund shares. For purposes of determining whether shares of the Fund have been held for six months or less, a shareholders holding period is suspended for any periods during which the shareholders risk of loss is diminished as a result of holding one or more other positions in substantially similar or related property or through certain options or short sales.
Certain U.S. shareholders, including individuals and estates and trusts, will be subject to an additional 3.8% Medicare tax on all or a portion of their net investment income, which should include dividends from the Fund and net gains from the disposition of shares of the Fund. U.S. shareholders are urged to consult their own tax advisors regarding the implications of the additional Medicare tax resulting from an investment in the Fund.
Pursuant to Treasury Regulations directed at tax shelter activity, taxpayers are required to disclose to the IRS certain information on Form 8886 if they participate in a reportable transaction. A transaction may be a reportable transaction based upon any of several indicia with respect to a shareholder, including the existence of significant book-tax differences or the recognition of a loss in excess of certain thresholds. A significant penalty is imposed on taxpayers who participate in a reportable transaction and fail to make the required disclosure. Investors should consult their own tax advisors concerning any possible federal, state or local disclosure obligations with respect to their investment in shares of the Fund.
Information set forth in the Prospectus and this SAI which relates to federal taxation is only a summary of some of the important federal tax considerations generally affecting shareholders. No attempt has been made to present a detailed explanation of the federal income tax treatment of the Fund or its shareholders and this description is not intended as a substitute for federal tax planning. Accordingly, potential shareholders of the Fund are urged to consult their tax advisors with specific reference to their own tax situation. In addition, the tax discussion in the Prospectus and this SAI is based on tax laws and regulations which are in effect on the date of the Prospectus and this SAI; these laws and regulations may be changed by legislative or administrative action.
PROXY VOTING POLICIES AND PROCEDURES
The Trust and the Adviser have each adopted Proxy Voting Policies and Procedures. The Trusts policies delegate the responsibility of voting Fund proxies to the Adviser. The Advisers Proxy Voting Policies and Procedures describe how it intends to vote proxies relating to the Funds portfolio securities. The Proxy Voting Policies and Procedures of the Trust and the Adviser are attached to this SAI as Appendix A. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30 is available without charge upon request by calling 1-888-456-9518, or on the SECs website at http://www.sec.gov.
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PRINCIPAL SECURITY HOLDERS
As of November 4, 2024, Charles Schwab & Co., Inc., 211 Main Street, San Francisco, California 94105, owned of record 53.95% of the outstanding shares of the Fund.
As of November 1, 2024, the Trustees and officers of the Trust as a group owned of record or beneficially 0.6% of the outstanding shares of the Fund.
CUSTODIAN
U.S. Bank, N.A., 425 Walnut Street, Cincinnati, Ohio 45202, is the custodian of the Funds investments. The custodian acts as the Funds depository, safekeeps its portfolio securities, collects all income and other payments with respect thereto, disburses funds at the Funds request and maintains records in connection with its duties.
FUND SERVICES
The Funds transfer agent, Ultimus Fund Solutions, LLC (Ultimus), 225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246, maintains the records of each shareholders account, answers shareholders inquiries concerning their accounts, processes purchases and redemptions of the Funds shares, acts as dividend and distribution disbursing agent and performs other shareholder service functions. For its services as transfer agent, Ultimus receives from the Adviser a monthly per account fee, subject to a monthly minimum. In addition, the Adviser pays out-of-pocket expenses, including but not limited to, postage, envelopes, checks, drafts, forms, reports, record storage and communication lines.
Ultimus also provides accounting and pricing services to the Fund. For calculating daily NAV per share and maintaining such books and records as are necessary to enable the Ultimus to perform its duties, the Adviser pays Ultimus a base fee per month plus an asset-based fee computed as a percentage of the Funds average net assets. In addition, the Adviser pays all costs of external pricing services.
Ultimus also provides administrative services to the Fund. In this capacity, Ultimus supplies non-investment related statistical and research data, internal regulatory compliance services and executive and administrative services. Ultimus supervises the preparation of tax returns, reports to shareholders of the Fund, reports to and filings with the SEC and state securities commissions, and materials for meetings of the Board of Trustees. For the performance of these administrative services, the Adviser pays Ultimus a monthly fee based on the average value of the Funds daily net assets, subject to a monthly minimum.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The firm of Cohen & Company, Ltd., 1835 Market Street, Suite 310, Philadelphia, PA 19103, has been selected as the Funds independent registered public accounting firm for the fiscal year ending July 31, 2025. Cohen & Company, Ltd. performs an annual audit of the Funds financial statements and provides tax services as requested.
LEGAL COUNSEL
Practus, LLP, 11300 Tomahawk Creek Parkway, Suite 310, Leawood, Kansas 66211, serves as legal counsel to the Trust.
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DISTRIBUTOR
Ultimus Fund Distributors, LLC (the Distributor), 225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246, serves as principal underwriter for the Fund pursuant to a Distribution Agreement. Shares are sold on a continuous basis by the Distributor. The Distributor has agreed to use its best efforts to solicit orders for the sale of Fund shares, but it is not obliged to sell any particular amount of shares. The Distribution Agreement provides that, unless sooner terminated, it will continue in effect so long as such continuance is approved at least annually (i) by the Board of Trustees or a vote of a majority of the Funds outstanding shares, and (ii) by a majority of the Independent Trustees by vote cast in person at a meeting called for the purpose of voting on such approval. The Distribution Agreement may be terminated by the Fund at any time, without the payment of any penalty, by vote of a majority of the Board of Trustees of the Trust or by vote of a majority of the outstanding shares of the Fund on sixty days written notice to the Distributor, or by the Distributor at any time, without the payment of any penalty, on sixty days written notice to the Trust. The Distribution Agreement will automatically terminate in the event of its assignment. The Adviser is responsible for paying the Distributors fees. The Distributor is an affiliate of Ultimus.
FINANCIAL STATEMENTS
The financial statements of the Fund, which have been audited by Cohen & Company, Ltd., are incorporated herein by reference to the Annual Report of the Fund dated July 31, 2024.
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Appendix A
THE INVESTMENT HOUSE FUNDS
PROXY VOTING POLICIES AND PROCEDURES
Pursuant to rules established by the Securities and Exchange Commission (the Commission), under the Investment Company Act of 1940, as amended, the Board of Trustees of The INVESTMENT HOUSE Funds (the Trust) has adopted the following formal, written guidelines for proxy voting by the Trust. The Board of Trustees of the Trust oversees voting policies and decisions for each series of the Trust (the Funds).
Each Fund exercises its proxy voting rights with regard to the companies in the Funds investment portfolio, with the goals of maximizing the value of the Funds investments, promoting accountability of a companys management and board of directors to its shareholders, aligning the interests of management with those of shareholders, and increasing transparency of a companys business and operations.
In general, the Board of Trustees of the Trust believes that each Funds investment adviser (the Adviser), which selects the individual companies that are part of the Funds portfolio, is the most knowledgeable and best suited to make decisions about proxy votes. Therefore, the Trust defers to and relies on the Adviser to make decisions on casting proxy votes.
In some instances, the Adviser may be asked to cast a proxy vote that presents a conflict between the interests of a Funds shareholders, and those of the Adviser or an affiliated person of the Adviser. In such a case, the Adviser is instructed to abstain from making a voting decision and to forward all necessary proxy voting materials to the Audit Committee of the Board of Trustees to enable the Committee to make a voting decision. When the Audit Committee is required to make a proxy voting decision, only the Committee members without a conflict of interest with regard to the security in question or the matter to be voted upon shall be permitted to participate in the decision of how the Funds vote will be cast.
A copy of these Proxy Voting Policies and Procedures are available, without charge, upon request, by calling the Trusts toll-free telephone number at (888) 456-9518, and will be made available on the Commissions website at http://www.sec.gov. The Trust will send a copy of the Trusts Proxy Voting Policies and Procedures within three business days of receipt of a request, by first-class mail or other means designed to ensure equally prompt delivery.
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Notwithstanding the forgoing, the following policies will apply to investment company shares owned by a Fund. Under Section 12(d)(1) of the Investment Company Act of 1940, as amended, (the 1940 Act), a fund may only invest up to 5% of its total assets in the securities of any one investment company, but may not own more than 3% of the outstanding voting stock of any one investment company or invest more than 10% of its total assets in the securities of other investment companies. However, Section 12(d)(1)(F) of the 1940 Act provides that the provisions of paragraph 12(d)(1) shall not apply to securities purchased or otherwise acquired by a fund if (i) immediately after such purchase or acquisition not more than 3% of the total outstanding stock of such registered investment company is owned by the fund and all affiliated persons of the fund; and (ii) the fund is not proposing to offer or sell any security issued by it through a principal underwriter or otherwise at a public or offering price which includes a sales load of more than 1½% percent. Therefore, each Fund (or the Adviser acting on behalf of the Fund) must comply with the following voting restrictions unless it is determined that the Fund is not relying on Section 12(d)(1)(F):
| ● | when the Fund exercises voting rights, by proxy or otherwise, with respect to any investment company owned by the Fund, the Fund will either |
| ○ | seek instruction from the Funds shareholders with regard to the voting of all proxies and vote in accordance with such instructions, or |
| ○ | vote the shares held by the Fund in the same proportion as the vote of all other holders of such security. |
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THE INVESTMENT HOUSE LLC
PROXY VOTING POLICIES AND PROCEDURES
Proxy Voting Policy Statement
TIH will accept voting authority for client securities in certain cases. When TIH does accept voting authority for client securities, it will always seek to vote in the best interests of its clients. TIH does not maintain preapproved voting guidelines but relies on the portfolio manager to determine the appropriate course of action in voting client securities that is in the best interest of the client. Clients may direct TIH on how to vote client securities by communicating their wishes in writing or electronically to TIH. When voting client proxies the TIH will always hold the interests of the clients above its/their own interests. TIH will maintain the voting record for proxy voting for at least five years. The disclosure that Clients may obtain a copy of TIH proxy voting policies and procedures upon request is included in the ADV Form 2A.
Proxy Voting Guidelines
In the absence of specific voting guidelines from the client, TIH will vote proxies in the best interests of each particular client. Because votes will be cast in a manner consistent with each clients best economic interests, it is anticipated that all proxies from a specific issuer will be voted the same way for all clients absent qualifying restrictions from a particular client. Clients are permitted to place reasonable restrictions on TIHs voting authority in the same manner that they may place such restrictions on the actual selection of account securities.
| Ø | TIH will generally vote in favor of routine corporate housekeeping proposals such as the election of directors and selection of auditors absent conflicts of interest raised by an auditors non-audit services. |
| Ø | TIH will generally vote against proposals that cause board members to become entrenched or cause unequal voting rights. |
| Ø | In reviewing proposals, TIH will further consider the opinion of management and the effect on management, and the effect on shareholder value and the issuers business practices. |
Conflicts of Interest
If a material conflict exists, TIH will determine whether it is appropriate to disclose the conflict to the affected clients, to give the clients an opportunity to vote the proxies themselves, or to address the voting issuer through other objective means such as voting in a manner consistent with a predetermined voting policy or receiving an independent third party voting recommendations.
Record Keeping
TIH has contracted with a third-party proxy service that is responsible for providing proxy delivery, voting and recordkeeping services.
TIH shall retain the following proxy records in accordance with the SECs five-year retention requirement:
| Ø | These Proxy voting policies and procedures and any amendments; |
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| Ø | Each proxy statement that the Adviser receives regarding client securities (TIH may rely on proxy statements, annual reports and proposals filed on the SEC EDGAR system instead of keeping physical copies); |
| Ø | Record of each vote cast by the Adviser on behalf of a client; |
| Ø | Copies of any client communication directing how the Adviser should vote a particular proxy; |
| Ø | Any document created by the Adviser that was material to making a decision on how to vote proxies; and |
| Ø | Written requests from a client for information on how the Adviser voted proxies on behalf of the client, and a copy of any written responses by the Adviser to any client request for information on how the Adviser voted proxies. |
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PART C: OTHER INFORMATION
Item 28. Exhibits
| (a) | Articles of Incorporation. Agreement and Declaration of Trust is incorporated herein by reference to Registrant’s initial Registration Statement filed on October 11, 2001. |
| (i) | Amendment to Agreement and Declaration of Trust is incorporated by reference to Registrant’s Post-Effective Amendment No. 12 filed on November 28, 2012. |
| (b) | By-laws. By-laws are incorporated herein by reference to Registrant’s Post-Effective Amendment No. 3 filed on November 29, 2004. |
| (c) | Instruments Defining Rights of Security Holders. Incorporated by reference to the Agreement and Declaration of Trust and By-laws of Registrant. |
| (d) | Investment Advisory Contracts. Management Agreement with The Investment House LLC, is filed herewith. |
| (e) | Underwriting Contracts. Distribution Agreement with Ultimus Fund Distributors, LLC is incorporated herein by reference to Registrant’s Post-Effective Amendment No. 26 filed on November 27, 2019. |
| (f) | Bonus or Profit Sharing Contracts. None |
| (g) | Custodian Agreements. Custody Agreement with US Bank, N.A. is incorporated herein by reference to Registrant’s Post-Effective Amendment No. 16 filed on November 26, 2014. |
| (h) | Other Material Contracts. |
| (i) | Legal Opinion. |
| (i) | Opinion of Thompson Hine LLP is incorporated herein by reference to Registrant’s Pre-Effective Amendment No. 1 filed on December 21, 2001. |
| (j) | Other Opinions. |
| (i) | Consent of Cohen & Company, Ltd., the Registrant’s independent registered public accounting firm, is filed herewith. |
| (k) | Omitted Financial Statements. None |
| (l) | Initial Capital Agreements. Letters of Initial Shareholders are incorporated herein by reference to Registrant’s Pre-Effective Amendment No. 1 filed on December 21, 2001. |
| (m) | Rule 12b-1 Plan. None |
| (n) | Rule 18f-3 Plan. None |
| (o) | Reserved. |
| (p) | Codes of Ethics. |
| (i) | Code of Ethics of Registrant is incorporated herein by reference to Registrant’s Post-Effective Amendment No. 12 filed on November 28, 2012. |
| (ii) | Code of Ethics of The Investment House LLC is incorporated herein by reference to registrant’s Post-Effective Amendment No. 12 filed on November 28, 2012. |
| (iii) | Code of Ethics of Ultimus Fund Distributors, LLC, is incorporated herein by reference to Registrant’s Post-Effective Amendment No. 33 filed on November 28, 2023. |
| (q) | Powers of Attorney. |
| (ii) | Power of Attorney for the Registrant is incorporated herein by reference to Registrant’s Post-Effective Amendment No. 22 filed on November 28, 2017. |
Item 29. Persons Controlled by or Under Common Control with the Fund
No person is directly or indirectly controlled by or under common control with the Registrant.
Item 30. Indemnification
Article VI of the Registrant’s Declaration of Trust provides for indemnification of officers and Trustees as follows:
Section 6.4 Indemnification of Trustees, Officers, etc. Subject to and except as otherwise provided in the Securities Act of 1933, as amended, and the 1940 Act, the Trust shall indemnify each of its Trustees and officers (including persons who serve at the Trust’s request as directors, officers or trustees of another organization in which the Trust has any interest as a shareholder, creditor or otherwise (hereinafter referred to as a “Covered Person”) against all liabilities, including but not limited to amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and expenses, including reasonable accountants’ and counsel fees, incurred by any Covered Person in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal, before any court or administrative or legislative body, in which such Covered Person may be or may have been involved as a party or otherwise or with which such person may be or may have been threatened, while in office or thereafter, by reason of being or having been such a Trustee or officer, director or trustee, and except that no Covered Person shall be indemnified against any liability to the Trust or its Shareholders to which such Covered Person would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Person’s office.
Section 6.5 Advances of Expenses. The Trust shall advance attorneys’ fees or other expenses incurred by a Covered Person in defending a proceeding to the full extent permitted by the Securities Act of 1933, as amended, the 1940 Act, and Ohio Revised Code Chapter 1707, as amended. In the event any of these laws conflict with Ohio Revised Code Section 1701.13(E), as amended, these laws, and not Ohio Revised Code Section 1701.13(E), shall govern.
Section 6.6 Indemnification Not Exclusive, etc. The right of indemnification provided by this Article VI shall not be exclusive of or affect any other rights to which any such Covered Person may be entitled. As used in this Article VI, “Covered Person” shall include such person’s heirs, executors and administrators. Nothing contained in this article shall affect any rights to indemnification to which personnel of the Trust, other than Trustees and officers, and other persons may be entitled by contract or otherwise under law, nor the power of the Trust to purchase and maintain liability insurance on behalf of any such person.
Paragraphs 8 and 9 of the Registrant’s Distribution Agreement with Ultimus Fund Distributors, LLC (the “Distributor”) provides for indemnification as follows:
| 8. | Indemnification of Trust. |
Distributor agrees to indemnify and hold harmless the Trust and each person who has been, is, or may hereafter be a Trustee, officer, employee, shareholder or control person of the Trust against any loss, damage or expense (including the reasonable costs of investigation) and reasonable attorneys’ fees reasonably incurred by any of them in connection with any claim or in connection with any action, suit or proceeding to which any of them may be a party, which arises out of or is alleged to arise out of or is based upon any untrue statement or alleged untrue statement of a material fact, or the omission or alleged omission to state a material fact necessary to make the statements not misleading, on the part of Distributor or any agent or employee of Distributor or any other person for whose acts Distributor is responsible, unless such statement or omission was made in reliance upon written information furnished by the Trust. Distributor likewise agrees to indemnify and hold harmless the Trust and each such person in connection with any claim or in connection with any action, suit or proceeding which arises out of or is alleged to arise out of Distributor’s failure to exercise reasonable care and diligence with respect to its services, if any, rendered in connection with investment, reinvestment, automatic withdrawal and other plans for Shares. The Distributor will advance attorneys’ fees or other expenses incurred by any such person in defending a proceeding, upon the undertaking by or on behalf of such person to repay the advance if it is ultimately determined that such person is not entitled to indemnification. The term “expenses” for purposes of this paragraph includes amounts paid in satisfaction of judgments or in settlements which are made with Distributor’s consent. The foregoing rights of indemnification shall be in addition to any other rights to which the Trust or each such person may be entitled as a matter of law.
| 9. | Indemnification of Distributor. |
The Trust agrees to indemnify and hold harmless Distributor and each person who has been, is, or may hereafter be a director, officer, employee, shareholder or control person of Distributor against any loss, damage or expense (including the reasonable costs of investigation) reasonably incurred by any of them in connection with the matters to which this Agreement relates, except a loss resulting from willful misfeasance, bad faith or negligence, including clerical errors and mechanical failures, on the part of any of such persons in the performance of Distributor’s duties or from the reckless disregard by any of such persons of Distributor’s obligations and duties under this Agreement, for all of which exceptions Distributor shall be liable to the Trust. The Trust will advance attorneys’ fees or other expenses incurred by any such person in defending a proceeding, upon the undertaking by or on behalf of such person to repay the advance if it is ultimately determined that such person is not entitled to indemnification. The term “expenses” for purposes of this paragraph includes amounts paid in satisfaction of judgments or in settlements which are made with the Trust’s consent. The foregoing rights of indemnification shall be in addition to any other rights to which the Distributor or each such person may be entitled as a matter of law.
The Registrant maintains a standard mutual fund and investment advisory professional and directors and officers liability policy. The policy provides coverage to the Registrant and its Trustees and officers, as well as the Registrant’s investment adviser. Coverage under the policy includes losses by reason of any act, error, omission, misstatement, misleading statement, neglect or breach of duty. The Registrant may not pay for insurance which protects the Trustees and officers against liabilities arising from action involving willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of their offices.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons of the Registrant pursuant to the provisions of Ohio law and the Agreement and Declaration of the Registrant or the By-Laws of the Registrant, 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 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 trustee, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection with the securities 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 Act and will be governed by the final adjudication of such issue.
Item 31. Business and Other Connections of the Investment Adviser
The Investment House LLC (the “Adviser”), 210 Avenue I, Suite C, Redondo Beach, CA 90277, adviser to Registrant, is a registered investment adviser. The Adviser has engaged in no other business during the past two fiscal years.
The officers and managing members of the Adviser and any other business, profession, vocation or employment of a substantial nature engaged in at any time during the past two years:
Timothy J. Wahl (President of the Adviser)
| ● | Investment Committee member of the Adviser since April 2012 |
David L. Kahn (Chief Compliance Officer of the Adviser)
| ● | Chief Compliance Officer of the Adviser since May 2012 |
The address of each of the above-named persons is 210 Avenue I, Suite C, Redondo Beach, CA 90277.
Item 32. Principal Underwriters
| (a) | Ultimus Fund Distributors, LLC (the “Distributor”) also acts as the principal underwriter for Hussman Investment Trust, Schwartz Investment Trust, Williamsburg Investment Trust, The Cutler Trust, CM Advisors Family of Funds, Chesapeake Investment Trust, Papp Investment Trust, Eubel Brady & Suttman Mutual Fund Trust, Conestoga Funds, Centaur Mutual Funds Trust, Caldwell & Orkin Funds, Inc., Ultimus Managers Trust, Oak Associates Funds, Segall Bryant & Hamill Trust, Red Cedar Fund Trust, American Pension Investors Trust, Bruce Fund, Inc., Commonwealth International Series Trust, Capitol Series Trust, Unified Series Trust, Valued Advisers Trust, HC Capital Trust, VELA Funds, Peachtree Alternative Strategies Fund, Cross Shore Discovery Fund, Lind Capital Partners Municipal Credit Income Fund, Fairway Private Equity & Venture Capital Opportunities Fund, Dynamic Alternatives Fund, Cantor Fitzgerald Sustainable Infrastructure Fund, F/m Funds Trust, Waycross Independent Trust, Volumetric Fund, Connors Funds, Cantor Select Portfolio Trust, James Alpha Funds Trust, Flat Rock Global, LLC, MSS Series Trust, Equilibrium Ventures, LLC, Rocky Mountain Opportunity Trust, James Advantage Funds, and ONEFUND TRUST. |
| (b) | The directors and officers of Ultimus Fund Distributors, LLC are as follows: |
| Name* | Title | Position with Trust | ||
| Kevin M. Guerette* | President | None | ||
| Stephen L. Preston* | Vice President, Chief Compliance Officer and Anti-Money Laundering Compliance Officer | AML Officer | ||
| Melvin Van Cleave* | Vice President, Chief Technology Officer and Chief Information Security Officer | None | ||
| Douglas Jones* | Vice President | None |
| * | The principal business address of these individuals is 225 Pictoria Dr., Suite 450, Cincinnati, OH 45246 |
| (c) | Not applicable |
Item 33. Location of Accounts and Records
Information is included in the Registrant’s most recent report on Form N-CEN.
Item 34. Management Services Not Discussed in Parts A or B
None
Item 35. Undertakings
None
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, on the 27th day of November, 2024.
| THE INVESTMENT HOUSE FUNDS | ||
| By: | Timothy J. Wahl * | |
| Timothy J. Wahl, President | ||
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
| Timothy J. Wahl * | |||
| President (Chief Executive Officer) and Trustee | |||
| Brian J. Lutes * | |||
| Treasurer (Chief Financial Officer) | |||
| Darrin F. DelConte * | |||
| Trustee | |||
| Nicholas G. Tonsich * | |||
| Trustee | |||
| Michael A. Zupanovich * | * By: | /s/ Carol J. Highsmith | |
| Trustee | Carol J. Highsmith | ||
| Attorney-in-fact | |||
| November 27, 2024 | |||
EXHIBIT INDEX
| Management Agreement with The Investment House LLC | EX. 99.28.d | |
| Consent of Cohen & Company, Ltd. | EX 99.28.j.i |
ATTACHMENTS / EXHIBITS
MANAGEMENT AGREEMENT WITH THE INVESTMENT HOUSE LLC
CONSENT OF COHEN & COMPANY, LTD.
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