SEC Company Response from BAILLIE GIFFORD FUNDS (CIK 0001120543) — Aug 13, 2021
BAILLIE GIFFORD FUNDS (CIK 0001120543)
Date: Aug. 13, 2021 · CIK: 0001120543 · Accession: 0001104659-21-104775
AI Filing Summary & Sentiment
File numbers found in text: 333-200831, 811-10145
Letter
VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Ms. Megan Miller Re: Baillie Gifford Funds (File Nos. 811-10145 and 333-200831) — Responses to Comments Regarding Shareholder Reports on Form N-CSR and Annual Report on Form N-CEN
Dear Ms. Miller:
On March 2, 2021, Baillie Gifford Funds (the “Trust”) filed its annual report to shareholders on Form N-CSR (the “Equity Fund Annual Report”) relating to each series of the Trust (each, a “Fund”) other than Baillie Gifford Multi Asset Fund (“MAF”), for each such Fund’s fiscal year ended December 31, 2020. On June 30, 2021, the Trust filed its annual report to shareholders on Form N-CSR (the “MAF Annual Report”) relating to MAF for the fiscal year ended April 30, 2021. On July 1, 2021 the Trust filed its annual report on Form N-CEN relating to MAF (the “MAF N-CEN”) for the fiscal year ended April 30, 2021.
On July 30, 2021, you provided to the undersigned, via telephone, comments of the staff (the “Staff”) of the Securities and Exchange Commission regarding the Equity Fund Annual Report, the MAF Annual Report and the MAF N-CEN. We respectfully submit this comment response letter on behalf of the Trust and have, for your convenience, summarized the Staff’s comments, followed by the Trust’s responses, below.
1. Comment: The Trust’s response to Item B.23 on the MAF N-CEN indicates that during the reporting period MAF made a distribution required to be accompanied by a written notice pursuant to Section 19(a) of the Investment Company Act of 1940, as amended (the “1940 Act”), and Rule 19a-1 thereunder. This response does not appear to align with information in the Financial Highlights included in the MAF Annual Report, which indicates that MAF did not make any capital gain distributions or distributions that would constitute return of capital during its fiscal year ended April 30, 2021. Please confirm whether the response to Item B.23 on the MAF N-CEN is accurate and, if so, whether MAF should have provided shareholders with a Rule 19a-1 notice.
- 2 - August 13, 2021
Response: The Trust confirms that its response to Item B.23 on the MAF N-CEN filing should be “no” as, during the reporting period, MAF did not “pay any dividend or make any distribution in the nature of a dividend required to be accompanied by a written statement pursuant to section 19(a) of the [1940 Act]… and rule 19a-1 thereunder.” The Trust confirms that it will file an amendment to its MAF N-CEN with the revised response to Item B.23 shortly after filing this comment response letter.
2. Comment: In the MAF Annual Report, in the Statement of Operations section beginning on page 22, there is a caption under “Expenses” entitled “Advisory fees waived/reimbursed.” The amount of this waiver appears to exceed the amount of accrued advisory fees during the period. Please consider renaming this caption or providing additional clarification as to the calculation of this wavier amount.
Response: In response to this comment, going forward the Trust will revise the caption that currently reads “Advisory fees waived/reimbursed” to instead read “Fees waived/expenses reimbursed,” in order to clarify that this line in the Statement of Operations section includes the total amount of fees waived and other expenses reimbursed.
3. Comment: With respect to the Equity Fund Annual Report, please confirm that all other income, including non-cash dividends that exceed 5% of a Fund’s total income, has been stated separately on the Funds’ Statement of Operations.
Response: The Trust confirms that all other income, including non-cash dividends that exceed 5% of a Fund’s total income, has been stated separately on each Fund’s Statement of Operations in the Equity Fund Annual Report. The Trust also confirms that if a Fund had non-cash dividends that exceeded 5% of a Fund’s total income, the non-cash dividends would be stated separately on the Fund’s Statement of Operations. To clarify that the Trust’s practice in this regard is consistent with applicable reporting requirements, in response to this comment, in future shareholder reports the Trust intends to revise the disclosure in the “Securities Transactions and Investment Income” section of the Notes to Financial Statements as follows (new language is underlined):
Non-cash income, if any, is included in investment income, with any non-cash income exceeding 5% of a Fund’s total income stated separately on the Statement of Operations, and is recorded at the fair market value of securities received.
Please do not hesitate to call me at 617-235-4732 if you have any questions or require additional information.
Sincerely,
- 3 - August 13, 2021
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CORRESP
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ROPES & GRAY LLP
PRUDENTIAL TOWER
800 BOYLSTON STREET
BOSTON, MA 02199-3600
WWW.ROPESGRAY.COM
August 13, 2021
Christopher Labosky
T +1 617 235 4732
christopher.labosky@ropesgray.com
VIA EDGAR
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Attn: Ms. Megan Miller
Re: Baillie Gifford Funds (File Nos. 811-10145
and 333-200831) — Responses to Comments Regarding Shareholder Reports on Form N-CSR and Annual Report on Form N-CEN
Dear Ms. Miller:
On March 2, 2021, Baillie
Gifford Funds (the “Trust”) filed its annual report to shareholders on Form N-CSR (the “Equity Fund Annual Report”)
relating to each series of the Trust (each, a “Fund”) other than Baillie Gifford Multi Asset Fund (“MAF”), for
each such Fund’s fiscal year ended December 31, 2020. On June 30, 2021, the Trust filed its annual report to shareholders on Form
N-CSR (the “MAF Annual Report”) relating to MAF for the fiscal year ended April 30, 2021. On July 1, 2021 the Trust filed
its annual report on Form N-CEN relating to MAF (the “MAF N-CEN”) for the fiscal year ended April 30, 2021.
On July 30, 2021, you provided
to the undersigned, via telephone, comments of the staff (the “Staff”) of the Securities and Exchange Commission regarding
the Equity Fund Annual Report, the MAF Annual Report and the MAF N-CEN. We respectfully submit this comment response letter on behalf
of the Trust and have, for your convenience, summarized the Staff’s comments, followed by the Trust’s responses, below.
1. Comment:
The Trust’s response to Item B.23 on the MAF N-CEN indicates that during the reporting period MAF made a distribution required to
be accompanied by a written notice pursuant to Section 19(a) of the Investment Company Act of 1940, as amended (the “1940 Act”),
and Rule 19a-1 thereunder. This response does not appear to align with information in the Financial Highlights included in the MAF Annual
Report, which indicates that MAF did not make any capital gain distributions or distributions that would constitute return of capital
during its fiscal year ended April 30, 2021. Please confirm whether the response to Item B.23 on the MAF N-CEN is accurate and, if so,
whether MAF should have provided shareholders with a Rule 19a-1 notice.
- 2 - August 13, 2021
Response: The Trust
confirms that its response to Item B.23 on the MAF N-CEN filing should be “no” as, during the reporting period, MAF did not
“pay any dividend or make any distribution in the nature of a dividend required to be accompanied by a written statement pursuant
to section 19(a) of the [1940 Act]… and rule 19a-1 thereunder.” The Trust confirms that it will file an amendment to its
MAF N-CEN with the revised response to Item B.23 shortly after filing this comment response letter.
2. Comment:
In the MAF Annual Report, in the Statement of Operations section beginning on page 22, there is a caption under “Expenses”
entitled “Advisory fees waived/reimbursed.” The amount of this waiver appears to exceed the amount of accrued advisory fees
during the period. Please consider renaming this caption or providing additional clarification as to the calculation of this wavier amount.
Response: In response
to this comment, going forward the Trust will revise the caption that currently reads “Advisory fees waived/reimbursed” to
instead read “Fees waived/expenses reimbursed,” in order to clarify that this line in the Statement of Operations section
includes the total amount of fees waived and other expenses reimbursed.
3. Comment:
With respect to the Equity Fund Annual Report, please confirm that all other income, including non-cash dividends that exceed 5% of a
Fund’s total income, has been stated separately on the Funds’ Statement of Operations.
Response: The Trust
confirms that all other income, including non-cash dividends that exceed 5% of a Fund’s total income, has been stated separately
on each Fund’s Statement of Operations in the Equity Fund Annual Report. The Trust also confirms that if a Fund had non-cash dividends
that exceeded 5% of a Fund’s total income, the non-cash dividends would be stated separately on the Fund’s Statement of Operations.
To clarify that the Trust’s practice in this regard is consistent with applicable reporting requirements, in response to this comment,
in future shareholder reports the Trust intends to revise the disclosure in the “Securities Transactions and Investment Income”
section of the Notes to Financial Statements as follows (new language is underlined):
Non-cash income, if any, is included
in investment income, with any non-cash income exceeding 5% of a Fund’s total income stated separately on the Statement of Operations,
and is recorded at the fair market value of securities received.
Please do not hesitate to
call me at 617-235-4732 if you have any questions or require additional information.
Sincerely,
- 3 - August 13, 2021
/s/
Christopher Labosky
Christopher
Labosky
cc: Lindsay Cockburn, Treasurer of the Trust
Gareth Griffiths, Baillie Gifford Overseas Limited
George B. Raine, Ropes & Gray LLP
Maureen A. Miller, Vedder Price P.C.