As filed with the Securities and Exchange Commission on March 31, 2014

1933 Act File No. 002-27962

1940 Act File No. 811-01545

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM N-1A

 

 

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

o

 

POST-EFFECTIVE AMENDMENT NO. 137

x

 

REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940

o

 

AMENDMENT NO. 124

x

 

EATON VANCE SPECIAL INVESTMENT TRUST

(Exact Name of Registrant as Specified in Charter)

 

Two International Place, Boston, Massachusetts 02110

(Address of Principal Executive Offices)

 

(617) 482-8260

(Registrant s Telephone Number)

 

MAUREEN A. GEMMA

Two International Place, Boston, Massachusetts 02110

(Name and Address of Agent for Service)

It is proposed that this filing will become effective pursuant to Rule 485 (check appropriate box):

o

immediately upon filing pursuant to paragraph (b)

x

on June 1, 2014 pursuant to paragraph (a)(1)

¨

on (date) pursuant to paragraph (b)

¨

75 days after filing pursuant to paragraph (a)(2)

o

60 days after filing pursuant to paragraph (a)(1)

o

on (date) pursuant to paragraph (a)(2)

If appropriate, check the following box:

o

This post effective amendment designates a new effective date for a previously filed post-effective amendment.

Large-Cap Value Portfolio has also executed this Registration Statement.








Explanatory Note


The Prospectus (Part A) and Statement of Additional Information (Part B) for Eaton Vance Large-Cap Value Fund (the “Fund”) dated May 1, 2013, as previously filed electronically with the Securities and Exchange Commission on April 25, 2013 (Accession No. 0000940394-13-000581), are incorporated by reference into Parts A and B of this Post-Effective Amendment No. 137 to the Registration Statement (the “Amendment”) of Eaton Vance Special Investment Trust (the “Registrant”), and Parts A and B are hereby supplemented as indicated in the Amendment.  This Amendment is being filed to add Class R6 shares to the Fund, a series of the Registrant.





EATON VANCE LARGE-CAP VALUE FUND

Supplement to Prospectus dated May 1, 2014


1.

 The following is added to the front cover under “Eaton Vance Large-Cap Value Fund”:

Class R6 Shares – [Ticker]   

2.

The following replaces “Fees and Expenses of the Fund” under “Fund Summaries – Eaton Vance Large-Cap Value Fund”:

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.  You may qualify for a reduced sales charge if you invest, or agree to invest over a 13-month period, at least $50,000 in Eaton Vance Funds.  More information about these and other discounts is available from your financial intermediary and in Sales Charges beginning on page 49 of this Prospectus and page 26 of the Fund’s Statement of Additional Information.  

Shareholder Fees (fees paid directly from your investment)

Class A

Class C

Class I

Class R

Class R6

Maximum Sales Charge (Load) (as a percentage of offering price)

5.75%

None

None

None

None

Maximum Deferred Sales Charge (Load) (as a percentage of the lower of net asset value at purchase or redemption)

None

1.00%

None

None

None


Annual Fund Operating Expenses (expenses you pay each year as a percentage of the value of your investment) (1)

Class A

Class C

Class I

Class R

Class R6

Management Fees

0.59%

0.59%

0.59%

0.59%

0.59%

Distribution and Service (12b-1) Fees

0.25%

1.00%

n/a

0.50%

n/a

Other Expenses (estimated for Class R6)

[0.16] %

[0.16] %

[0.16] %

[0.16] %

0.04 %

Total Annual Fund Operating Expenses

[1.00]%

[1.75]%

[0.75]%

[1.25]%

[0.63]%

(1)

Expenses in the table above and the Example below reflect the expenses of the Fund and the Large-Cap Value Portfolio (the “Portfolio”), the Fund’s master Portfolio.

Example.  This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.  The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods.  The Example also assumes that your investment has a 5% return each year and that the operating expenses remain the same.  Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

Expenses with Redemption

Expenses without Redemption

 

1 Year

3 Years

5 Years

10 Years

1 Year

3 Years

5 Years

10 Years

Class A shares

$[670]

$[872]

$[1,091]

$[1,718]

$[670]

$]872]

$[1,091]

$[1,718]

Class C shares

$[277]

$[548]

$   [944]

$[2,052]

$[177]

$[548]

$  [944]

$[2,052]

Class I shares

$  [76]

$[237]

$   [411]

$   [918]

$ [76]

$[237]

$  [411]

$  [918]

Class R shares

$[126]

$[393]

$   [681]

$[1,500]

$[126]

$[393]

$  [681]

$[1,500]

Class R6 shares

$   64

$ 202

$    351

$   786

$   64

$ 202

$   351

$   786

3.  The following replaces the Average Annual Total Return table under “Performance” in “Fund Summaries – Eaton Vance Large-Cap Value Fund”:

Average Annual Total Return as of December 31, 2013

One Year

Five Years

Ten Years

Class A Return Before Taxes

[____]%

[____]%

[____]%

Class A Return After Taxes on Distributions

[____]%

[____]%

[____]%

Class A Return After Taxes on Distributions and the Sale of Class A Shares

[____]%

[____]%

[____]%

Class C Return Before Taxes

[____]%

[____]%

[____]%

Class I Return Before Taxes

[____]%

[____]%

[____]%

Class R Return Before Taxes

[____]%

[____]%

[____]%

Class R6 Return Before Taxes

[____]%

[____]%

[____]%

Russell 1000 Value Index (reflects no deduction for fees, expenses or taxes)

[____]%

[____]%

[____]%

These returns reflect the maximum sales charge for Class A (5.75%) and any applicable contingent deferred sales charge (“CDSC”) for Class C.   The Class I and R performance shown above for the periods prior to December 28, 2004 and February 18, 2004 (commencement of operations for such class, respectively), is the performance of Class A at net asset value without adjustment for any differences in the expenses of the classes.  The Class R6 performance shown above for the period prior to June 1, 2014 (commencement of operations) is the performance of Class I at net asset value without adjustment for any differences in the expenses of the two classes. If adjusted for such differences, returns would be different.  Investors cannot invest directly in an Index.





After-tax returns are calculated using the highest historical individual federal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on a shareholder’s tax situation and the actual characterization of distributions, and may differ from those shown.  After-tax returns are not relevant to shareholders who hold shares in tax-deferred accounts or to shares held by non-taxable entities.  After-tax returns for other Classes of shares will vary from the after-tax returns presented for Class A.  Return After Taxes on Distributions for a period may be the same as Return Before Taxes for that period because no taxable distributions were made during that period.  Also, Return After Taxes on Distributions and the Sale of Fund Shares for a period may be greater than or equal to Return After Taxes on Distributions for the same period because of losses realized on the sale of Fund shares.  

4.  The following replaces “Purchase and Sale of Fund Shares” in “Fund Summaries – Eaton Vance Large-Cap Value Fund”:

You may purchase, redeem or exchange Fund shares on any business day, which is any day the New York Stock Exchange is open for business.  You may purchase, redeem or exchange Fund shares either through your financial intermediary or directly from the Fund either by writing to Eaton Vance Funds, P.O. Box 9653, Providence, RI 02940-9653, or by calling 1- 800-262-1122. The minimum initial purchase or exchange into the Fund is $1,000 for Class A, Class B, Class C and Class R, $250,000 for Class I and $1,000,000 for Class R6 (waived in certain circumstances). There is no minimum for subsequent investments.

5. The following is added to “Purchasing Shares”:

Class R6 Shares

Class R6 shares are offered to employer sponsored retirement plans (as described under “Employer Sponsored Retirement Plans” in “Shareholder Account Features”) held in plan level or omnibus accounts; endowments; foundations; local, city, and state governmental institutions; corporations; charitable trusts; trust companies; bank trust departments; and insurance companies; clients of Eaton Vance Investment Counsel; and investment companies.  Class R6 shares may only be offered by financial intermediaries that have entered into a written agreement with the Fund’s principal underwriter to offer such shares.

There is no initial investment minimum for employer sponsored retirement plans and investment companies sponsored by the Eaton Vance organization.  For all other eligible investors, the initial investment must be at least $1,000,000.  Subsequent investments of any amount may be made at any time.  Please call 1-800-262-1122 Monday through Friday, 8:30 a.m. to 5:30 p.m. (eastern time) for further information.

Class R6 shares may be purchased through a financial intermediary or by requesting your bank to transmit immediately available funds (Federal Funds) by wire. To make an initial investment by wire, you must complete an account application and telephone Eaton Vance Shareholder Services at 1-800-262-1122 to be assigned an account number. You may request an account application by calling 1-800-262-1122 Monday through Friday, 8:30 a.m. to 5:30 p.m. (eastern time). Shareholder Services must be advised by telephone of each additional investment by wire.

6. The following replaces “Clas R shares”in “Choosing a Share Class.” in “Purchasing Shares”:

Class R shares are offered at net asset value with no front-end sales charge to employer sponsored retirement plans and Individual Retirement Account rollovers of financial intermediaries who charge such clients an ongoing fee for advisory, investment, consulting or similar services.  Class R shares pay distribution and service fees equal to 0.50% annually of average daily net assets.

7. The following is added to “Choosing a Share Class.” in “Purchasing Shares”:

Class R6 shares are offered at net asset value to employer sponsored retirement plans and certain other investors as described under “Class R6 Shares” above. Class R6 shares are not subject to distribution fees, service fees or sub-accounting/recordkeeping or similar fees paid to intermediaries.

8. The following replaces the second paragraph under “Purchasing Shares - Payments to Financial Intermediaries:”

Certain financial intermediaries that maintain fund accounts for the benefit of their customers may provide sub-accounting, recordkeeping and/or administrative services to the Eaton Vance funds and may be compensated for such services by the funds, provided that no such compensation is paid with respect to Class R6 shares. As used in this Prospectus, the term “financial intermediary” includes any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, a retirement plan and/or its administrator, their designated intermediaries and any other firm having a selling, administration or similar agreement with the principal underwriter or its affiliates.





9. The following replaces “Tax-Deferred Retirement Plans.” in “Shareholder Account Features”:

Employer Sponsored Retirement Plans.   Employer sponsored retirement plans include the following: an employer sponsored pension or profit sharing plan that qualifies under section 401(a) of the Internal Revenue Code (such as a 401(k) plan, money purchase pension, profit sharing and defined benefit plan); ERISA covered 403(b) plan; Taft–Hartley multi-employer plan; and  non-qualified deferred compensation arrangements that operate in a similar manner to a qualified retirement plan (including 457 plans and executive deferred compensation arrangements).  Individual Retirement Accounts are not employer sponsored retirement plans, as defined herein.

10. The following is added to “Financial Highlights – Large-Cap Value Fund:”

 

2013

 

Class A

Class C

Class I

Class R

Net asset value - Beginning of year

$[______]

$[______]

$[______]

$[______]

Income (Loss) From Operations

 

 

 

 

Net investment income (1)

$[______]

$[______]

$[______]

$[______]

Net realized and unrealized gain (loss)

[ _____]

[ _____]

[ _____]

[ _____]

Total income (loss) from operations

$[______]

$[______]

$[______]

$[______]

Less Distributions

 

 

 

 

From net investment income

$[______]

$[______]

$[______]

$[______]

From net realized gain

[______]

[______]

[______]

[______]

Total distributions

$[______]

$[______]

$[______]

$[______]

Net asset value - End of year

$[______]

$[______]

$[______]

$[______]

Total Return (2)

[____]%

[____]%

[____]%

[____]%

Ratios/Supplemental Data

 

 

 

 

Net assets, end of year (000’s omitted)

$[_______]

$[_______]

$[_______]

$[_______]

Ratios (as a percentage of average daily net assets):

 

 

 

 

Expenses (3)(4)

[____]%

[____]%

[____]%

[____]%

Net investment income

[____]%

[____]%

[____]%

[____]%

Portfolio Turnover of the Portfolio

[___]%

[___]%

[___]%

[___]%




 

 








EATON VANCE LARGE-CAP VALUE FUND

Supplement to Statement of Additional Information dated May 1, 2014



1.

 The following is added to the front cover under “Eaton Vance Large-Cap Value Fund”:

Class R6 Shares – [Ticker]   

2.

The following replaces “Expenses.” in “Investment Advisory and Administrative Services”:

Expenses.   Each Fund and Portfolio are responsible for all expenses not expressly stated to be payable by another party (such as expenses required to be paid pursuant to an agreement with the investment adviser, the principal underwriter or the administrator).  In the case of expenses incurred by the Trust, each Fund is responsible for its pro rata share of those expenses.  Pursuant to the Amended and Restated Multiple Class Plan for Eaton Vance Funds, Fund expenses are allocated to each class on a pro rata basis, except that distribution and service fees are allocated exclusively to the class that incurs them, and sub-accounting, recordkeeping and other similar fees are not allocated to (or incurred by) Class R6 shares.

3.

The following replaces “Waiver of Investment Minimums.” in “Sales Charges”:

Waiver of Investment Minimums.  For classes other than Class R6, in addition to waivers described in the Prospectus, minimum investment amounts are waived for current and retired members of Eaton Vance Fund Boards, clients (including custodial, agency, advisory and trust accounts), current and retired officers and employees of Eaton Vance, its affiliates and other investment advisers and sub-advisers to the Eaton Vance family of funds, and for such persons’ spouses, parents, siblings and lineal descendants and their beneficial accounts. The minimum initial investment amount for such classes is also waived for officers and employees of a Fund’s custodian and transfer agent and in connection with the merger (or similar transaction) of an investment company (or series or class thereof) or personal holding company with a Fund (or class thereof). Investments in a Fund by ReFlow in connection with the ReFlow liquidity program are also not subject to the minimum investment amount.

4.

The following replaces “Tax-Deferred Retirement Plans.” in “Sales Charges”:

Employer Sponsored Retirement Plans.   Shares may be available for purchase in connection with certain employer sponsored retirement plans.  Detailed information concerning these plans, including certain exceptions to minimum investment requirements, and copies of the plans are available from the principal underwriter. This information should be read carefully and consulting with an attorney or tax advisor may be advisable. The information sets forth the service fee charged for the plans and describes the federal income tax consequences of establishing a plan. Participant accounting services (including trust fund reconciliation services) will be offered only through third party recordkeepers and not by the principal underwriter. Under all plans, dividends and distributions will be automatically reinvested in additional shares.






 

 







PART C - OTHER INFORMATION

Item 28. Exhibits (with inapplicable items omitted)

 

(a)

(1)

 

Amended and Restated Declaration of Trust dated September 27, 1993, filed as Exhibit (1)(a) to Post-Effective Amendment No. 42 filed July 17, 1995 and incorporated herein by reference.

 

 

(2)

 

Amendment to the Declaration of Trust dated June 23, 1997 filed as Exhibit (1)(b) to Post-Effective Amendment No. 48 filed October 10, 1997 (Accession No. 0000950156-97-000868) and incorporated herein by reference.

 

 

(3)

 

Amendment dated August 11, 2008 to the Declaration of Trust filed as Exhibit (a)(1)(3) to Post-Effective Amendment No. 90 filed August 28, 2008 (Accession No. 0000940394-08-001208) and incorporated herein by reference.

 

 

(4)

 

Amendment to Declaration of Trust dated November 14, 2011 filed as Exhibit (a)(4) to Post-Effective Amendment No. 117 filed February 27, 2012 (Accession No. 0000940394-12-000158) and incorporated herein by reference.

 

 

(5)

 

Amended and Restated Establishment and Designation of Series of Shares of Beneficial Interest, Without Par Value, as amended and restated effective _____, 2014 to be filed by Amendment.

 

(b)

 

 

Amended and Restated By-Laws of Eaton Vance Special Investment Trust adopted April 23, 2012 filed as Exhibit (b) to Post-Effective Amendment No. 123 filed September 27, 2012 (Accession No. 0000940394-12-000998) and incorporated herein by reference.

 

(c)

 

 

Reference is made to Item 28(a) and 28(b) above.

 

(d)

(1)

(a)

Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Small-Cap Value Fund, and Boston Management and Research dated April 13, 2004 filed as Exhibit (d)(3) to Post-Effective Amendment No. 70 filed April 28, 2004 (Accession No. 0000940394-04-000434) and incorporated herein by reference.

 

 

 

(b)

Fee Reduction Agreement dated March 1, 2014 between Eaton Vance Special Investment Trust on behalf of Eaton Vance Small-Cap Value Fund and Eaton Vance Management filed as Exhibit (d)(1)(b) to Post-Effective Amendment No. 134 filed February 26, 2014 (Accession No. 0000940394-14-000268) and incorporated herein by reference.

 

 

(2)

 

Investment Sub-Advisory Agreement between Boston Management and Research and Fox Asset Management LLC for Eaton Vance Small-Cap Value Fund dated April 13, 2004 filed as Exhibit (d)(4) to Post-Effective Amendment No. 70 filed April 28, 2004 and incorporated herein by reference.

 

 

(3)

 

Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Real Estate Fund, and Eaton Vance Management dated February 13, 2006 filed as Exhibit (d)(5) to Post-Effective Amendment No. 75 filed February 14, 2006 and incorporated herein by reference.

 

 

(4)

(a)

Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Risk-Managed Equity Option Income Fund (now Eaton Vance Risk-Managed Equity Option Fund), and Eaton Vance Management dated February 11, 2008 filed as Exhibit (d)(10) to Post-Effective Amendment No. 87 filed February 28, 2008 (Accession No. 0000940394-08-000203) and incorporated herein by reference.

 

 

 

(b)

Fee Reduction Agreement dated June 16, 2008 between Eaton Vance Special Investment Trust on behalf of Eaton Vance Risk-Managed Equity Option Income Fund (now Eaton Vance Risk-Managed Equity Option Fund) and Eaton Vance Management filed as Exhibit (a)(10)(b) to Post-Effective Amendment No. 90 filed August 28, 2008 (Accession No. 0000940394-08-001208) and incorporated herein by reference.



C-1





 

 

(5)

(a)

Investment Sub-Advisory Agreement between Eaton Vance Management and Parametric Risk Advisors LLC for Eaton Vance Risk-Managed Equity Option Income Fund (now Eaton Vance Risk-Managed Equity Option Fund) dated February 11, 2008 filed as Exhibit (d)(11) to Post-Effective Amendment No. 89 filed April 25, 2008 (Accession No. 0000940394-08-000678) and incorporated herein by reference.

 

 

 

(b)

Fee Reduction Agreement dated June 16, 2008 between Eaton Vance Management and Parametric Risk Advisors LLC for Eaton Vance Risk-Managed Equity Option Income Fund (now Eaton Vance Risk-Managed Equity Option Fund) filed as Exhibit (d)(11)(b) to Post-Effective Amendment No. 90 filed August 28, 2008 (Accession No. 0000940394-08-001208) and incorporated herein by reference.

 

 

(6)

 

Investment Advisory and Administrative Services Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Commodity Strategy Fund, and Eaton Vance Management dated April 7, 2010 filed as Exhibit (d)(12) to Post-Effective Amendment No. 105 filed April 29, 2010 (Accession No. 0000940394-10-000423) and incorporated herein by reference.

 

 

(7)

 

Investment Sub-Advisory Agreement between Eaton Vance Management and Armored Wolf, LLC relating to Eaton Vance Commodity Strategy Fund dated April 7, 2010 filed as Exhibit (d)(13) to Post-Effective Amendment No. 105 filed April 29, 2010 (Accession No. 0000940394-10-000423) and incorporated herein by reference.

 

 

(8)

(a)

Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Short Term Real Return Fund (now Eaton Vance Short Duration Real Return Fund), and Eaton Vance Management dated March 30, 2010 filed as Exhibit (d)(14) to Post-Effective Amendment No. 103 filed April 7, 2010 (Accession No. 0000940394-10-000357) and incorporated herein by reference.

 

 

 

(b)

Fee Reduction Agreement dated August 12, 2013 between Eaton Vance Special Investment Trust on behalf of Eaton Vance Short Term Real Return Fund (now Eaton Vance Short Duration Real Return Fund) and Eaton Vance Management filed as Exhibit (d)(8)(b) to Post-Effective Amendment No. 134 filed February 26, 2014 (Accession No. 0000940394-14-000268) and incorporated herein by reference.

 

 

(9)

 

Investment Advisory and Administrative Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Option Absolute Return Strategy Fund (now Parametric Absolute Return Fund), and Eaton Vance Management dated August 9, 2010 filed as Exhibit (d)(15) to Post-Effective Amendment No. 108 filed September 27, 2010 (Accession No. 0000940394-10-001000) and incorporated herein by reference.

 

 

(10)

 

Investment Sub-Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Option Absolute Return Strategy Fund (now Parametric Absolute Return Fund), and Parametric Risk Advisors LLC dated August 9, 2010 filed as Exhibit (d)(16) to Post-Effective Amendment No. 108 filed September 27, 2010 (Accession No. 0000940394-10-001000) and incorporated herein by reference.

 

 

(11)

 

Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Small-Cap Fund, and Boston Management and Research dated April 30, 2012 filed as Exhibit (d)(17) to Post-Effective Amendment No. 121 filed April 26, 2012 (Accession No. 0000940394-12-000429) and incorporated herein by reference.

 

 

(12)

 

Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Special Equities Fund, and Boston Management and Research dated April 30, 2012 filed as Exhibit (d)(18) to Post-Effective Amendment No. 121 filed April 26, 2012 (Accession No. 0000940394-12-000429) and incorporated herein by reference.

 

 

(13)

 

Investment Advisory and Administrative Agreement between Eaton Vance Special Investment Trust, on behalf of Eaton Vance Bond Fund, and Eaton Vance Management dated January 31, 2013 filed as Exhibit (d)(14) to Post-Effective Amendment No. 126 filed January 29, 2013 (Accession No. 0000940394-13-000205) and incorporated herein by reference.



C-2





 

(e)

(1)

 

Master Distribution Agreement effective as of _____, 2014 between each Trust identified on Schedule A on behalf of each of its series listed on Schedule A, and Eaton Vance Distributors, Inc. to be filed by Amendment.

 

 

(2)

 

Selling Group Agreement between Eaton Vance Distributors, Inc. and Authorized Dealers filed as Exhibit (e)(2) to Post-Effective Amendment No. 85 filed April 26, 2007 and incorporated herein by reference.  

 

(f)

 

 

The Securities and Exchange Commission has granted the Registrant an exemptive order that permits the Registrant to enter into deferred compensation arrangements with its independent Trustees.  See in the Matter of Capital Exchange Fund, Inc., Release No. IC-20671 (November 1, 1994).

 

(g)

(1)

 

Amended and Restated Master Custodian Agreement between Eaton Vance Funds and State Street Bank & Trust Company dated September 1, 2013 filed as Exhibit (g)(1) to Post-Effective Amendment No. 211 of Eaton Vance Mutual Funds Trust (File Nos. 002-90946, 811-04015) filed September 24, 2013 (Accession No. 0000940394-13-001073) and incorporated herein by reference.

 

 

(2)

 

Amended and Restated Services Agreement with State Street Bank & Trust Company dated September 1, 2010 filed as Exhibit (g)(2) to Post-Effective Amendment No. 108 filed September 27, 2010 (Accession No. 0000940394-10-001000) and incorporated herein by reference.

 

 

(3)

 

Amendment Number 1 to Amended and Restated Services Agreement with State Street Bank & Trust Company dated September 1, 2010 filed as Exhibit (g)(3) to Post-Effective Amendment No. 39 of Eaton Vance Municipals Trust II (File Nos. 033-71320, 811-08134) filed May 29, 2012 (Accession No. 0000940394-12-000641) and incorporated herein by reference.

 

 

(4)

 

Amendment dated September 1, 2013 to Amended and Restated Services Agreement with State Street Bank & Trust Company dated September 1, 2010 filed as Exhibit (g)(4) to Post-Effective Amendment No. 211 of Eaton Vance Mutual Funds Trust (File Nos. 002-90946, 811-04015) filed September 24, 2013 (Accession No. 0000940394-13-001073) and incorporated herein by reference.

 

(h)

(1)

 

Amended and Restated Administrative Services Agreement between Eaton Vance Special Investment Trust (on behalf of each of its series listed on Appendix A) and Eaton Vance Management dated June 11, 2012 filed as Exhibit (h)(3) to Post-Effective Amendment No. 123 filed September 27, 2012 (Accession No. 0000940394-12-000998) and incorporated herein by reference.

 

 

(2)

(a)

Transfer Agency and Shareholder Services Agreement effective September 1, 2011 filed as Exhibit (h)(4) to Post-Effective Amendment No. 121 of Eaton Vance Growth Trust (File Nos. 02-22019,  811-1241) filed September 29, 2011 (Accession No. 0000940394-11-001076) and incorporated herein by reference.

 

 

 

(b)

Amendment dated January 1, 2014 to Transfer Agency and Shareholder Services Agreement effective September 1, 2011 filed as Exhibit (h)(2)(b) to Post-Effective Amendment No. 159 of Eaton Vance Growth Trust (File Nos. 002-22019, 811-01241) filed January 27, 2014 (Accession No. 0000940394-14-000132) and incorporated herein by reference.

 

 

(3)

 

Sub-Transfer Agency Support Services Agreement effective January 1, 2014 between BNY Mellon Investment Servicing (US) Inc. and Eaton Vance Management filed as Exhibit (h)(3) to Post-Effective Amendment No. 159 of Eaton Vance Growth Trust (File Nos. 002-22019, 811-01241) filed January 27, 2014 (Accession No. 0000940394-14-000132) and incorporated herein by reference.

 

 

(4)

 

Fee Reduction Agreement dated October 15, 2007 between Eaton Vance Special Investment Trust on behalf of Eaton Vance Balanced Fund and Eaton Vance Management filed as Exhibit (h)(9) to Post-Effective Amendment No. 86 filed December 14, 2007 (Accession No. 0000940394-07-002080) and incorporated herein by reference.



C-3





 

 

(5)

(a)

Expense Waivers/Reimbursements Agreement between Eaton Vance Management and each of the entities (on behalf of certain of their series) listed on Schedule A dated October 31, 2012 filed as Exhibit (h)(4) to Post-Effective Amendment No. 63 of Eaton Vance Investment Trust (File Nos. 033-01121, 811-04443) filed July 26, 2013 (Accession No. 0000940394-13-000938) and incorporated herein by reference.

 

 

 

(b)

Amended Schedule A dated March 31, 2014 to the Expense Waivers/Reimbursements Agreement dated October 31, 2012 filed as Exhibit (h)(5)(b) to Post-Effective Amendment No. 136 filed on March 27, 2014 (Accession No. 0000940394-14-000536) and incorporated herein by reference.

 

(i)

 

 

Opinion of Internal Counsel dated _____, 2014 to be filed by Amendment.

 

(m)

(1)

(a)

Master Distribution Plan for Class A, Advisers Class and Investor Class shares adopted May 1, 2013 on behalf of each Trust and their respective series listed on Schedule A filed as Exhibit (m)(1) to Post-Effective Amendment No. 41 of Eaton Vance Municipals Trust II (File Nos. 033-71320, 811-08134) filed May 30, 2013 (Accession No. 0000940394-13-000754) and incorporated herein by reference.

 

 

 

(b)

Amended Schedule A dated March 25, 2014 to Master Distribution Plan for Class A, Advisers Class and Investor Class shares adopted May 1, 2013 filed as Exhibit (e)(1)(b) to Post-Effective Amendment No. 220 of Eaton Vance Mutual Funds Trust (File Nos. 002-90946, 811-04015) filed March 25, 2014 (Accession No. 0000940394-14-000526) and incorporated herein by reference.

 

 

(2)

 

Master Distribution Plan for Class B shares adopted May 1, 2013 on behalf of each Trust and their respective series listed on Schedule A filed as Exhibit (m)(2) to Post-Effective Amendment No. 41 of Eaton Vance Municipals Trust II (File Nos. 033-71320, 811-08134) filed May 30, 2013 (Accession No. 0000940394-13-000754) and incorporated herein by reference.

 

 

(3)

(a)

Master Distribution Plan for Class C shares adopted May 1, 2013 on behalf of each Trust and their respective series listed on Schedule A filed as Exhibit (m)(3) to Post-Effective Amendment No. 41 of Eaton Vance Municipals Trust II (File Nos. 033-71320, 811-08134) filed May 30, 2013 (Accession No. 0000940394-13-000754) and incorporated herein by reference.

 

 

 

(b)

Amended Schedule A dated August 28, 2013 to Master Distribution Plan for Class C shares adopted May 1, 2013 filed as Exhibit (e)(1)(b) to Post-Effective Amendment No. 209 of Eaton Vance Mutual Funds Trust (File Nos. 002-90946, 811-04015) filed August 28, 2013 (Accession No. 0000940394-13-001042) and incorporated herein by reference.

 

 

(4)

 

Master Distribution Plan for Class R shares adopted May 1, 2013 on behalf of each Trust and their respective series listed on Schedule A filed as Exhibit (m)(4) to Post-Effective Amendment No. 204 of Eaton Vance Mutual Funds Trust (File Nos. 002-90946, 811-04015) filed May 30, 2013 (Accession No. 0000940394-13-000762) and incorporated herein by reference.

 

(n)

 

 

Amended and Restated Multiple Class Plan for Eaton Vance Funds dated _____, 2014 to be filed by Amendment.

 

(p)

(1)

 

Code of Ethics adopted by the Eaton Vance Entities and the Eaton Vance Funds effective September 1, 2000, as revised December 1, 2013 filed as Exhibit (p)(1) to Post-Effective Amendment No. 156 of Eaton Vance Growth Trust (File Nos. 002-22019, 811-01241) filed December 23, 2013 (Accession No. 0000940394-13-001464) and incorporated herein by reference.

 

 

(2)

 

Code of Ethics adopted by the Lloyd George Management Group, which includes:  Lloyd George Management (BVI) Ltd, Lloyd George Investment Management (Bermuda) Ltd, Lloyd George Management (Hong Kong) Ltd, Lloyd George Investment Management (Hong Kong) Limited, Lloyd George Management (Europe) Ltd, Lloyd George Management (Singapore) Pte Ltd and the LGM Funds effective December 2004, as revised October 2008 filed as Exhibit (p)(2) to Post-Effective Amendment No. 102 of Eaton Vance Growth Trust (File Nos. 2-22019 and 811-1241) filed December 24, 2008 (Accession No. 0000940394-08-001633) and incorporated herein by reference.



C-4





 

 

(3)

 

Code of Ethics adopted by Parametric Risk Advisors, LLC as amended July 30, 2013 filed as Exhibit (p)(3) to Post-Effective Amendment No. 134 filed February 26, 2014 (Accession No. 0000940394-14-000268) and incorporated herein by reference.

 

 

(4)

 

Code of Ethics adopted by Armored Wolf, LLC effective May 1, 2009 filed as Exhibit (p)(5) to Post-Effective Amendment No. 104 filed April 7, 2010 (Accession No. 0000940394-10-000360) and incorporated herein by reference.

 

(q)

 

 

Power of Attorney for Eaton Vance Special Investment Trust and Bond Portfolio, CMBS Portfolio, Dividend Builder Portfolio, Floating Rate Portfolio, Greater India Portfolio, Inflation-Linked Securities Portfolio, Investment Grade Income Portfolio, Large-Cap Core Research Portfolio, Large-Cap Growth Portfolio, Large-Cap Value Portfolio and Short-Term U.S. Government Portfolio dated January 2, 2014 filed as Exhibit (q) to Post-Effective Amendment No. 134 filed February 26, 2014 (Accession No. 0000940394-14-000268) and incorporated herein by reference.

Item 29. Persons Controlled by or Under Common Control

Not applicable

Item 30. Indemnification

Article IV of the Registrant s Declaration of Trust permits Trustee and officer indemnification by By-Law, contract and vote.  Article XI of the By-Laws contains indemnification provisions.  Registrant’s Trustees and officers are insured under a standard mutual fund errors and omissions insurance policy covering loss incurred by reason of negligent errors and omissions committed in their capacities as such.

The distribution agreement of the Registrant also provides for reciprocal indemnity of the principal underwriter, on the one hand, and the Trustees and officers, on the other.

Item 31. Business and other Connections of Investment Advisers

Reference is made to: (i) the information set forth under the caption Management and Organization in the Statement of Additional Information; (ii) the Eaton Vance Corp. Form 10-K filed under the Securities Exchange Act of 1934 (File No. 1-8100); and (iii) the Form ADV of Eaton Vance Management (File No. 801-15930) and Boston Management and Research (File No. 801-43127) filed with the Commission, all of which are incorporated herein by reference.

Item 32. Principal Underwriters

 

(a)

Registrant s principal underwriter, Eaton Vance Distributors, Inc., a wholly-owned subsidiary of Eaton Vance Corp., is the principal underwriter for each of the registered investment companies named below:


Eaton Vance Growth Trust

Eaton Vance Investment Trust

Eaton Vance Municipals Trust

Eaton Vance Municipals Trust II

Eaton Vance Mutual Funds Trust

Eaton Vance Series Fund, Inc.

Eaton Vance Series Trust II

Eaton Vance Special Investment Trust

Eaton Vance Variable Trust


 

(b)

(1)
Name and Principal
Business Address*

(2)
Positions and Offices
with Principal Underwriter

(3)
Positions and Offices
with Registrant

 

 

 

Julie Andrade

Vice President

None

Brian Arcara

Vice President

None



C-5





Michelle Baran

Vice President

None

Ira Baron

Vice President

None

Jeffrey P. Beale

Vice President

None

Brian Blair

Vice President

None

Stephanie H. Brady

Vice President

None

Timothy Breer

Vice President

None

Mark Burkhard

Vice President

None

Eric Caplinger

Vice President

None

Daniel C. Cataldo

Vice President and Treasurer

None

Tiffany Cayarga

Vice President

None

Randy Clark

Vice President

None

Eric Cooper

Vice President

None

Tyler Cortelezzi

Vice President

None

Patrick Cosgrove

Vice President

None

Peter Crowley

Vice President

None

Roberto Crugnale

Vice President

None

Robert Cunha

Vice President

None

Rob Curtis

Vice President

None

Russell E. Curtis

Vice President and Chief Operations Officer

None

Kevin Dachille

Vice President

None

Kevin Darrow

Vice President

None

Barry Deans

Vice President

None

Derek Devine

Vice President

None

Todd Dickinson

Vice President

None

Brian Dunkley

Vice President

None

James Durocher

Senior Vice President

None

Margaret Egan

Vice President

None

Robert Ellerbeck

Vice President

None

Daniel Ethier

Vice President

None

Troy Evans

Vice President

None

Lawrence L. Fahey

Vice President

None

Thomas E. Faust Jr.

Director

Trustee

Scott Firth

Vice President

None

James Foley

Vice President

None

J. Timothy Ford

Vice President

None

Kathleen Fryer

Vice President

None

Jonathan Futterman

Vice President

None

Anne Marie Gallagher

Vice President

None



C-6





Sheri Gilchrist

Vice President

None

Hugh S. Gilmartin

Vice President

None

Charles Glovsky

Vice President

None

Bradford Godfrey

Vice President

None

David Gordon

Vice President

None

John Greenway

Vice President

None

Peter Hartman

Vice President

None

Steven Heck

Vice President

None

Richard Hein

Vice President

None

Joseph Hernandez

Vice President

None

Dori Hetrick

Vice President

None

Toebe Hinckle

Vice President

None

Suzanne Hingel

Vice President

None

Perry D. Hooker

Vice President

None

Christian Howe

Vice President

None

Laurie G. Hylton

Director

None

Jonathan Isaac

Vice President

None

Adrian Jackson

Vice President

None

Elizabeth Johnson

Vice President

None

Steve Jones

Vice President

None

Sean Kelly

Senior Vice President

None

William Kennedy

Vice President

None

Joseph Kosciuszek

Vice President

None

Kathleen Krivelow

Vice President

None

David Lefcourt

Vice President

None

Benjamin LeFevre

Vice President

None

Andrew Leimenstoll

Vice President

None

Vince Leon

Vice President

None

Paul Leonardo

Vice President

None

Lauren Loehning

Vice President

None

John Loy

Vice President

None

Coleen Lynch

Vice President

None

John Macejka

Vice President

None

Christopher Marek

Vice President

None

Frederick S. Marius

Vice President, Secretary, Clerk and Chief Legal Officer

None

Geoff Marshall

Vice President

None

Christopher Mason

Vice President

None

Daniel J. McCarthy

Vice President

None



C-7





Don McCaughey

Vice President

None

Andy McClelland

Vice President

None

Dave McDonald

Vice President

None

Tim McEwen

Vice President

None

Ian McGinn

Vice President

None

Shannon McHugh-Price

Vice President

None

David Michaud

Vice President

None

Mark Milan

Vice President

None

John Moninger

Senior Vice President

None

Matthew Navins

Vice President

None

Tyler Neenan

Vice President

None

Mark D. Nelson

Vice President

None

Paul Nicely

Vice President

None

Andrew Ogren

Vice President

None

David Oliveri

Vice President

None

Philip Pace

Vice President

None

Greg Piaseckyj

Vice President

None

Steve Pietricola

Vice President

None

John Pumphrey

Vice President

None

James Putman

Vice President

None

Henry Rehberg

Vice President

None

Christopher Remington

Vice President

None

David Richman

Vice President

None

Christopher Rohan

Vice President

None

Kevin Rookey

Vice President

None

John Santoro

Vice President

None

Rocco Scanniello

Vice President

None

Michael Shea

Vice President

None

Alan Simeon

Vice President

None

Randy Skarda

Vice President

None

Jamie Smoller

Vice President

None

Ralph Studley

Vice President

None

Elaine Sullivan

Vice President

None

Chris Sunderland

Vice President

None

Frank Sweeney

Vice President

None

Gigi Szekely

Vice President and Chief Compliance Officer

None

Brian Taranto

Vice President and Chief Administrative Officer

None

Stefan Thielen

Vice President

None



C-8





Robyn Tice

Vice President

None

John M. Trotsky

Vice President

None

Geoffrey Underwood

Vice President

None

Randolph Verzillo

Vice President

None

Greg Walsh

Vice President

None

Stan Weiland

Vice President

None

Collin Weir

Vice President

None

Scott Weisel

Vice President

None

Greg Whitehead

Vice President

None

Steve Widder

Vice President

None

Matthew J. Witkos

President, Chief Executive Officer and Director

None

John Young

Vice President

None

Trey Young

Vice President

None

Gregor Yuska

Vice President

None

David Zigas

Vice President

None

 

 

* Address is Two International Place, Boston, MA  02110

 

(c)

Not applicable

Item 33. Location of Accounts and Records

All applicable accounts, books and documents required to be maintained by the Registrant by Section 31(a) of the Investment Company Act of 1940 and the Rules promulgated thereunder are in the possession and custody of the Registrant’s custodian, State Street Bank and Trust Company, 200 Clarendon Street, 16th Floor, Mail Code ADM27, Boston, MA 02116, and its transfer agent, BNY Mellon Investment Servicing (US) Inc., 4400 Computer Drive, Westborough, MA 01581-5120, with the exception of certain corporate documents and portfolio trading documents which are in the possession and custody of the administrator and investment adviser or sub-adviser.  Registrant is informed that all applicable accounts, books and documents required to be maintained by registered investment advisers are in the custody and possession of Eaton Vance Management and Boston Management and Research, both located at Two International Place, Boston, MA 02110, BMO Global Asset Management (Asia) Limited (formerly Lloyd George Investment Management (Hong Kong) Limited), located at Suite 3808, One Exchange Square Central, Hong Kong, Parametric Risk Advisors, LLC located at 518 Riverside Avenue, Westport, CT 06880 and Armored Wolf, LLC located at Lakeshore Tower 111, 18111 Von Karman Avenue, Suite #525, Irvine, CA 92612.

Item 34. Management Services

Not applicable

Item 35. Undertakings

None.




C-9


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, and the Investment Company Act of 1940, the Registrant has duly caused this Post-Effective Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Boston, and the Commonwealth of Massachusetts, on March 31, 2014.

 

EATON VANCE SPECIAL INVESTMENT TRUST

 

By:

/s/ Payson F. Swaffield

 

 

Payson F. Swaffield, President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities indicated on March 31, 2014.

Signature

Title

 

 

/s/ Payson F. Swaffield

President (Chief Executive Officer)

Payson F. Swaffield

 

 

 

/s/ James F. Kirchner

Treasurer (Principal Financial and Accounting Officer)

James F. Kirchner

 

 

 

Signature

Title

Signature

Title

 

 

 

 

Scott E. Eston*

Trustee

Ronald A. Pearlman*

Trustee

Scott E. Eston

 

Ronald A. Pearlman

 

 

 

 

 

Thomas E. Faust Jr.*

Trustee

Helen Frame Peters*

Trustee

Thomas E. Faust Jr.

 

Helen Frame Peters

 

 

 

 

 

Allen R. Freedman*

Trustee

Harriett Tee Taggart*

Trustee

Allen R. Freedman

 

Harriett Tee Taggart

 

 

 

 

 

Valerie A. Mosley*

Trustee

Ralph F. Verni*

Trustee

Valerie A. Mosley

 

Ralph F. Verni

 

 

 

 

 

William H. Park*

Trustee

 

 

William H. Park

 

 

 

 

 

 

 

*By:

/s/ Maureen A. Gemma

 

 

Maureen A. Gemma (As attorney-in-fact)

 




C-10


SIGNATURES

Large-Cap Value Portfolio has duly caused this Amendment to the Registration Statement on Form N-1A of Eaton Vance Special Investment Trust (File No. 002-27962) to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Boston and the Commonwealth of Massachusetts on March 31, 2014.

 

LARGE-CAP VALUE PORTFOLIO

 

By:

/s/ Michael R. Mach

 

 

Michael R. Mach, President

This Amendment to the Registration Statement on Form N-1A of Eaton Vance Special Investment Trust (File No. 002-27962) has been signed below by the following persons in the capacities indicated on March 31, 2014.

Signature

Title

 

 

/s/ Michael R. Mach

President (Chief Executive Officer)

Michael R. Mach

 

 

 

/s/ James F. Kirchner

Treasurer (Principal Financial and Accounting Officer)

James F. Kirchner

 

 

 

Signature

Title

Signature

Title

 

 

 

 

Scott E. Eston*

Trustee

Ronald A. Pearlman*

Trustee

Scott E. Eston

 

Ronald A. Pearlman

 

 

 

 

 

Thomas E. Faust Jr.*

Trustee

Helen Frame Peters*

Trustee

Thomas E. Faust Jr.

 

Helen Frame Peters

 

 

 

 

 

Allen R. Freedman*

Trustee

Harriett Tee Taggart*

Trustee

Allen R. Freedman

 

Harriett Tee Taggart

 

 

 

 

 

Valerie A. Mosley*

Trustee

Ralph F. Verni*

Trustee

Valerie A. Mosley

 

Ralph F. Verni

 

 

 

 

 

William H. Park*

Trustee

 

 

William H. Park

 

 

 

 

 

 

 

*By:

/s/ Maureen A. Gemma

 

 

Maureen A. Gemma (As attorney-in-fact)

 




C-11


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