Correspondence 0001580642-25-002336 from NORTHERN LIGHTS FUND TRUST III (CIK 0001537140)
NORTHERN LIGHTS FUND TRUST III (CIK 0001537140)
Date: April 11, 2025 · CIK: 0001537140 · Accession: 0001580642-25-002336
AI Filing Summary & Sentiment
File numbers found in text: 333-178833, 811-22655
Letter
VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Investment Management 100 F. Street, N.E. Washington, D.C. 20549-0506 Re: Northern Lights Fund Trust III (the “Registrant” or the “Trust”) File Nos. 333-178833 and 811-22655
Dear Mr. Zapata:
On February 12, 2025, the Registrant filed a proxy statement (the “Proxy Statement”) pursuant to Section 14(a) of the Securities Exchange Act of 1934 in connection with Boyd Watterson Limited Duration Enhanced Income Fund (the “Fund”). In letters dated February 19 and March 12, 2025, we responded to comments that you provided to the Proxy Statement. On March 31, 2025, you asked us to supplement our response to Comment 7 to provide more detail as to what events led to the late filing of the Proxy Statement.
Each of Trust counsel, the Trust’s administrator and the Fund’s adviser performed specific roles and responsibilities with respect to the completion and filing of the Proxy Statement. Trust counsel prepared the document, the administrator provided the shareholder information, and the adviser provided the details of the transaction that led to the change of control. Each party focused on their part of the Proxy Statement. Regrettably, no party was specifically tasked with ensuring the shareholder approval of the new investment advisory agreement was completed within 150 days of the change of control of the adviser. As a result, each party incorrectly assumed that the project was progressing to meet the requirement of shareholder approval within 150 days of the change of control of the adviser. The parties immediately recognized these process failures upon discovery of the lapse.
As noted in previous correspondence, the Board of the Trust has requested policies and procedures to be put in place where the Trust Secretary and Trust counsel develop and maintain a project timeline for all proxy statements. The Trust Secretary will be responsible for sending reminders to Trust counsel, the administrator and the adviser of impending deadlines to ensure the timely filing of future proxy statements. We note that the Trust has not experienced a lapse like this in its history of operations. All previous proxy statements and shareholder meetings were always conducted within the applicable term of the applicable interim contract.
If you have any questions, please call the undersigned at (614) 469-3217.
Mr. Alberto Zapata
April 11, 2025
Page 2
Very truly yours,
/s/ Philip B. Sineneng
Show Raw Text
CORRESP
1
filename1.htm
April 11, 2025
VIA EDGAR TRANSMISSION
Mr. Alberto Zapata
Senior Counsel
Securities and Exchange Commission
Division of Investment Management
100 F. Street, N.E.
Washington, D.C. 20549-0506
Re: Northern Lights Fund Trust III (the “Registrant”
or the “Trust”)
File Nos. 333-178833 and 811-22655
Dear Mr. Zapata:
On February 12, 2025, the Registrant filed a proxy
statement (the “Proxy Statement”) pursuant to Section 14(a) of the Securities Exchange Act of 1934 in connection with Boyd
Watterson Limited Duration Enhanced Income Fund (the “Fund”). In letters dated February 19 and March 12, 2025, we responded
to comments that you provided to the Proxy Statement. On March 31, 2025, you asked us to supplement our response to Comment 7 to provide
more detail as to what events led to the late filing of the Proxy Statement.
Each of Trust counsel, the Trust’s administrator
and the Fund’s adviser performed specific roles and responsibilities with respect to the completion and filing of the Proxy Statement.
Trust counsel prepared the document, the administrator provided the shareholder information, and the adviser provided the details of the
transaction that led to the change of control. Each party focused on their part of the Proxy Statement. Regrettably, no party was specifically
tasked with ensuring the shareholder approval of the new investment advisory agreement was completed within 150 days of the change of
control of the adviser. As a result, each party incorrectly assumed that the project was progressing to meet the requirement of shareholder
approval within 150 days of the change of control of the adviser. The parties immediately recognized these process failures upon discovery
of the lapse.
As noted in previous correspondence, the Board
of the Trust has requested policies and procedures to be put in place where the Trust Secretary and Trust counsel develop and maintain
a project timeline for all proxy statements. The Trust Secretary will be responsible for sending reminders to Trust counsel, the administrator
and the adviser of impending deadlines to ensure the timely filing of future proxy statements. We note that the Trust has not experienced
a lapse like this in its history of operations. All previous proxy statements and shareholder meetings were always conducted within the
applicable term of the applicable interim contract.
If you have any questions, please call the
undersigned at (614) 469-3217.
Mr. Alberto Zapata
April 11, 2025
Page 2
Very truly yours,
/s/ Philip B. Sineneng
Philip B. Sineneng
cc: JoAnn M. Strasser