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until: (1) The RIC is formed as either a domestic corporation,
partnership, trust, or series within an existing trust; (2) the
required 1933 Act SEC registration becomes effective; (3) the
management contract is executed; and (4) the required 1940 Act
registration of the investment company becomes effective.
The Board of Trustees
All the RIC's in the Fidelity family are governed by a
common board of trustees, which meets monthly (except for August)
in a special "boardroom" in petitioner's offices. Neither the
board of trustees nor any of the RIC's it oversees have any
employees or office facilities.
During the years at issue, the common board of trustees had
11 members (3 "interested" and 8 independent trustees). In
exercising its fiduciary responsibilities to consider and approve
each separate management contract, the board of trustees reviews
the financial performance of each individual RIC. To assist the
board of trustees in carrying out its responsibilities, FMR Co.
compiles shareholder composition, financial, profitability, and
other data on each RIC. It also compiles data on comparable
RIC's and their performance, management fees, and expenses
ratios. All these data are presented to the board of trustees
for review. FMR Co. also prepares oral and, sometimes,
videotaped presentations to highlight the data under review by
the board of trustees.
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Last modified: May 25, 2011