-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MeoIHXYTdvjIEVKasSiGLkH4iXKxD71kXxClFEkoI9+4EvdYAW/39A+4Yd6iP77k lpVLSjzwny+uWXHqhmkGyg== 0000950149-02-000159.txt : 20020414 0000950149-02-000159.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950149-02-000159 CONFORMED SUBMISSION TYPE: 485BXT PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHWAB INVESTMENTS CENTRAL INDEX KEY: 0000869365 STATE OF INCORPORATION: MA FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 485BXT SEC ACT: 1933 Act SEC FILE NUMBER: 033-37459 FILM NUMBER: 02525135 BUSINESS ADDRESS: STREET 1: 101 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4156277000 MAIL ADDRESS: STREET 1: 101 MONTGOMERY ST STREET 2: 101 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHWAB INVESTMENTS CENTRAL INDEX KEY: 0000869365 STATE OF INCORPORATION: MA FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 485BXT SEC ACT: 1940 Act SEC FILE NUMBER: 811-06200 FILM NUMBER: 02525136 BUSINESS ADDRESS: STREET 1: 101 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4156277000 MAIL ADDRESS: STREET 1: 101 MONTGOMERY ST STREET 2: 101 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94104 485BXT 1 f78693ie485bxt.txt POST-EFFECTIVE AMENDMENT FOR SCHWAB INVESTMENTS File Nos. 33-37459 and 811-6200 As filed with the Securities and Exchange Commission on February 1, 2002 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Post-Effective Amendment No.40 [X] and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 Amendment No. 44 [X] SCHWAB INVESTMENTS ------------------ (Exact Name of Registrant as Specified in Charter) 101 Montgomery Street, San Francisco, California 94104 ------------------------------------------------------ (Address of Principal Executive Offices) (zip code) Registrant's Telephone Number, including Area Code: (415) 627-7000 Jeremiah H. Chafkin 101 Montgomery Street, San Francisco, California 94104 ------------------------------------------------------ (Name and Address of Agent for Service) Copies of communications to: Richard W. Grant Esq. Martin E. Lybecker, Esq. Koji Felton, Esq. Morgan Lewis & Bockius LLP Ropes & Gray Charles Schwab Investment 1701 Market Street One Franklin Square Management, Inc. Philadelphia, PA 19103 1301 K Street, N.W., Suite 800 East 101 Montgomery Street Washington, D.C. 20005 120K-14-109 San Francisco, CA 94104
It is proposed that this filing will become effective (check appropriate box): / / Immediately upon filing pursuant to paragraph (b) /X/ On February 28, 2002, pursuant to paragraph (b) / / 60 days after filing pursuant to paragraph (a)(i) / / On (date), pursuant to paragraph (a)(1) / / 75 days after filing pursuant to paragraph (a)(ii) / / On (date), pursuant to paragraph (a)(ii) of Rule 485 if appropriate, check appropriate box: /X/ This post-effective amendment designates a new effective date for a previously filed post-effective amendment Part C The prospectus for the Schwab 1000 Fund was electronically filed and is incorporated by reference to Part A, File No. 811-7704, of Post-Effective Amendment No. 39, filed on December 10, 2001. The Statement of Additional Information for the Schwab 1000 Fund was electronically filed and is incorporated by reference to Part B, File No. 811-7704, of Post-Effective Amendment No. 41, filed on December 10, 2001. Part C PART C OTHER INFORMATION SCHWAB INVESTMENTS Item 23. Exhibits. (a) Articles of Agreement and Declaration of Trust, dated Incorporation October 26, 1990, was electronically filed and is incorporated by reference to Exhibit 1, File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (b) By-Laws Amended and Restated By-Laws were electronically filed and are incorporated by reference to Exhibit 2, File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (c) Instruments Defining (i) Article III, Section 5, Article V, Article Rights of Security VI, Article VIII, Section 4 and Article IX, Holders Sections 1, 5 and 7 of the Agreement and Declaration of Trust were filed and are incorporated by reference to Exhibit 1, File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (ii) Article 9, Article 10, Section 6, and Article 11 of the Amended and Restated By-Laws were filed and are incorporated by reference to Exhibit 2, File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A filed on December 30, 1997. (d) Investment Advisory (i) Investment Advisory and Administration Contracts Agreement between Registrant and Charles Schwab Investment Management, Inc. (the "Investment Manager") and Schedules B and C were electronically filed and are incorporated by reference to Exhibit 5(a), File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (ii) Amended Schedules A and D to Investment Advisory and Administration Agreement referred to at Exhibit (d)(i) above was electronically filed and is incorporated by reference to Exhibit (d) (ii), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. Part C (e) Underwriting Contracts (i) Distribution Agreement between Registrant and Charles Schwab & Co., Inc. ("Schwab") was electronically filed and is incorporated by reference to Exhibit 6, File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (ii) Amended Schedule A to the Distribution Agreement was electronically filed and is incorporated by reference to Exhibit (e) (ii), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, on July 21, 1999. (f) Bonus or Profit Inapplicable. Sharing Contracts (g) Custodian Agreements (i) Custodian Services Agreement between Registrant and PNC Bank, National Association (formerly Provident National Bank) was electronically filed and is incorporated by reference to Exhibit 8(a), File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (ii) Amendment No. 1 to Custodian Services Agreement referred to at Exhibit g(i) above was filed and is incorporated by reference to Exhibit 8(b), File No. 811-6200, of Post-Effective Amendment No. 13 to Registrant's Registration Statement on Form N-1A, filed on December 29, 1996. (iii) Amendment No. 2 to Custodian Services Agreement referred to at Exhibit (g)(i) above was filed and is incorporated by reference to Exhibit 8(c), File No. 811-6200, of Post-Effective Amendment No.14 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1996. (iv) Amended Schedule A to the Custodian Services Agreement referred to at Exhibit (g)(i) above was electronically filed and is incorporated by reference to Exhibit (g)(iv), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (v) Transfer Agency Agreement between the Registrant and Schwab and Schedule B were electronically filed and are incorporated by reference to Exhibit 8(e), File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. Part C (vi) Amended Schedules A and C to the Transfer Agency Agreement referred to at Exhibit (g)(v) above were electronically filed and are incorporated by reference to Exhibit (g)(vi), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N1-1A, filed on July 21, 1999. (vii) Shareholder Service Agreement between the Registrant and Schwab and Schedule B were electronically filed and are incorporated by reference to Exhibit 8(g), File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1997. (viii) Schedules A and C to the Shareholder Service Agreement between the Registrant and Schwab referenced at Exhibit (g)(vii) above were electronically filed and are incorporated by reference to Exhibit (g)(viii), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (ix) Accounting Services Agreement between Registrant and Provident Financial Processing Corporation was electronically filed and is incorporated by reference to Exhibit 8(i), File No. 811-6200, of Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A filed on December 30, 1997. (x) Amendment No. 1 to Accounting Services Agreement referred to at Exhibit (g)(ix) above was filed and is incorporated by reference to Exhibit 8(j), File No. 811-6200, of Post-Effective Amendment No. 13 to Registrant's Registration Statement on Form N-1A, filed on December 29, 1996. (xi) Amendment No. 2 to Accounting Services Agreement referred to at Exhibit (g)(ix) above was filed and is incorporated by reference to Exhibit 8(k), File No. 811-6200, of Post-Effective Amendment No. 14 to Registrant's Registration Statement on Form N-1A, filed on December 30, 1996. (xii) Amended Custodian Services Fee Agreement dated November 1, 1998, by and between the Registrant and PNC Bank, National Association, is incorporated herein by reference to Exhibit (g)(xii), File No. 811-6200, of Post-Effective Amendment No. 27 to Registrant's Registration Statement on Form N-1A, electronically filed on December 30, 1998. Part C (xiii) Schedule A to the Custodian Services Fee Agreement between the registrant and PNC Bank, National Association and PFPC, Inc. was electronically filed and is incorporated by reference to Exhibit (g)(xiv), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (xiv) Accounting Services Agreement with SEI Fund Resources dated April 1, 1998, was electronically filed and is incorporated herein by reference to Exhibit g (xiii), File No. 811-6200, of Post-Effective Amendment No. 27 to Registrant's Registration Statement on Form N-1A, electronically filed on December 30, 1998. (xv) Amended Schedule A of the Accounting Services Agreement between the Registrant and SEI Fund Resources was electronically filed and is incorporated by reference to Exhibit (g)(xvi), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (xvi) Amendment No. 1 to the Accounting Services Agreement dated December 17, 1998, by and between Schwab Capital Trust, Schwab Annuity Portfolios, Schwab Investments and SEI Fund Resources was electronically filed and is incorporated by reference to exhibit (g)(xvii), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (h) Other Material Inapplicable. Contracts (i) Legal Opinion Opinion of Counsel to be filed by amendment. (j) Other Opinions Auditors' consent to be filed by amendment. (k) Omitted Financial Inapplicable. Statements (l) Initial Capital (i) Purchase Agreement relating to shares of the Agreement Schwab 1000 Fund was electronically filed and is incorporated by reference to Exhibit (l)(i), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. Part C (ii) Purchase Agreement relating to shares of the Schwab Short-Term Bond Market Index Fund (formerly Schwab Short/Intermediate Government Bond Fund) was electronically filed and incorporated by reference to Exhibit (l)(ii), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (iii) Purchase Agreement relating to shares of the Schwab California Long-Term Tax-Free Bond Fund (formerly Schwab California Tax Free Bond Fund) was electronically filed and is incorporated by reference to Exhibit (l)(iii), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (iv) Purchase Agreement relating to shares of the Schwab Long-Term Tax-Free Bond Fund (formerly Schwab National Tax Free Bond Fund) was electronically filed and is incorporated by reference to Exhibit (l)(iv), File No. 811-6200, of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (v) Purchase Agreement relating to shares of the Schwab Short/Intermediate Tax-Free Bond Fund, Schwab California Short/Intermediate Tax-Free Bond Fund and Schwab Total Bond Market Index Fund (formerly, Schwab Long-Term Government Bond Fund) was electronically filed and is incorporated by reference to Exhibit 13, File No. 811-6200, to Post-Effective Amendment No. 22 to Registrant's Registration Statement on Form N-1A filed on December 30, 1997. (vi) Purchase Agreement relating to shares of the Schwab YieldPlus Fund(R) was electronically filed and is incorporated by reference to Exhibit (l)(vi) of Post-Effective Amendment No. 29, File No. 811-6200, to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. (m) Rule 12b-1 Plan Inapplicable. (n) Financial Data Schedule Inapplicable. (o) Rule 18f-3 Plan Registrant's Amended and Restated Multiple Class Plan for Investor and Select Shares of Schwab 1000 Fund(R) and Schwab YieldPlus Fund(R) was electronically filed and is incorporated by reference to Exhibit (o)(i) of Post-Effective Amendment No. 29 to Registrant's Registration Statement on Form N-1A, filed on July 21, 1999. Part C (p) Power of Attorney (i) Power of Attorney executed by Mariann Byerwalter, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(i), File No. 811-6200. (ii) Power of Attorney executed by William A. Hasler, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(ii), File No. 811-6200 (iii) Power of Attorney executed by Gerald B. Smith, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(iii), File No. 811-6200 (iv) Power of Attorney executed by Charles R. Schwab, November 21, 2000, to Post-Effective Amendment No. 35 to the Registrant's Registration Statement on Form N-1A, electronically filed on December 11, 2000, is incorporated herein by reference to Exhibit (p)(iv), File No. 811-6200. (v) Power of Attorney executed by Jeremiah H. Chafkin, November 21, 2000, to Post-Effective Amendment No. 35 to the Registrant's Registration Statement on Form N-1A, electronically filed on December 11, 2000, is incorporated herein by reference to Exhibit (p)(v), File No. 811-6200. (vi) Power of Attorney executed by John Coghlan, November 21, 2000, to Post-Effective Amendment No. 35 to the Registrant's Registration Statement on Form N-1A, electronically filed on December 11, 2000, is incorporated herein by reference to Exhibit (p)(vi), File No. 811-6200. (vii) Power of Attorney executed by Donald F. Dorward, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed February 26, 2001, is incorporated herein by reference to Exhibit (p)(vii), File No. 811-6200. (viii) Power of Attorney executed by Robert G. Holmes, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(viii), File No. 811-6200. Part C (ix) Power of Attorney executed by Donald R. Stephens, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(ix), File No. 811-6200. (x) Power of Attorney executed by Michael W. Wilsey, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(x), File No. 811-6200. (xi) Power of Attorney executed by Tai-Chin Tung, February 14, 2001, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 26, 2001, is incorporated herein by reference to Exhibit (p)(xi), File No. 811-6200. (xii) Certificate of Assistant Secretary executed by Alice L. Schulman, August 20, 2001, to Post-Effective Amendment No. 37 to Registrant's Statement on Form N-1A electronically filed on August 28, 2001, is incorporated herein by reference to Exhibit (p)(xii), File No. 811-6200. (q) Code of Ethics (i) Code of Ethics adopted by Registrant, Charles Schwab Investment Management Inc. and Charles Schwab & Co., Inc., April 24, 2000, to Post-Effective Amendment No. 36 to Registrant's Statement on Form N-1A, electronically filed on February 27, 2001, is incorporated herein by reference to Exhibit (a)(i), File No. 811-6200. Item 24. Persons Controlled by or under Common Control with the Registrant. The Charles Schwab Family of Funds (the "Schwab Fund Family"), Schwab Capital Trust and Schwab Annuity Portfolios are each Massachusetts business trusts registered under the Investment Company Act of 1940, as amended (the "1940 Act"). Each is advised by the Investment Manager and employs Schwab as principal underwriter, transfer agent and shareholder services agent. As a result, The Charles Schwab Family of Funds, Schwab Capital Trust and Schwab Annuity Portfolios may each be deemed to be under common control with Registrant. Item 25. Indemnification. Article VIII of Registrant's Agreement and Declaration of Trust (Exhibit (1) hereto, which is incorporated herein by reference) provides in effect that Registrant will indemnify its officers and trustees against all liabilities and expenses, including but not limited to amounts paid in satisfaction of judgments, in compromise, or as fines and penalties, and counsel fees reasonably incurred by any such officer or trustee in connection with the defense or disposition of any action, suit, or other proceeding. However, in accordance with Section 17(h) and 17(i) of the 1940 Act and its own terms, said Agreement and Declaration of Trust does not protect any person against any liability to Registrant or its shareholders to which he or she would otherwise be subject by reason of willful misfeasance, bad faith, gross Part C negligence, or reckless disregard of the duties involved in the conduct of his or her office. In any event, Registrant will comply with 1940 Act Releases No. 7221 and 11330 respecting the permissible boundaries of indemnification by an investment company of its officers and trustees. Insofar as indemnification for liability arising under the Securities Act of 1933, as amended (the "1933 Act"), may be permitted to trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, Registrant has been advised that, in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by Registrant of expenses incurred or paid by a trustee, officer or controlling person of 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, 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 1933 Act and will be governed by the final adjudication of such issue. Item 26. Business and Other Connections of Investment Manager Registrant's investment adviser, Charles Schwab Investment Management, Inc., a Delaware corporation, organized in October 1989 to serve as investment manager to Registrant, also serves as the investment manager to The Charles Schwab Family of Funds, Schwab Capital Trust, and Schwab Annuity Portfolios, each an open-end, management investment company. The principal place of business of the investment adviser is 101 Montgomery Street, San Francisco, California 94104. The only business in which the investment adviser engages is that of investment adviser and administrator to Registrant, The Charles Schwab Family of Funds, Schwab Capital Trust, Schwab Annuity Portfolios and any other investment companies that Schwab may sponsor in the future as well as provider of advisory services to the Schwab Fund for Charitable Giving and to Charles Schwab Asset Management (Ireland) Limited. The business, profession, vocation or employment of a substantial nature in which each director and/or senior or executive officer of the investment adviser (CSIM) is or has been engaged during the past two fiscal years is listed below. The name of any company for which any director and/or senior or executive officer of the investment adviser serves as director, officer, employee, partner or trustee is also listed below. In addition, the name and position of each director and/or senior or executive officer of the Registrant's principal underwriter Charles Schwab & Co. Inc. is listed below.
Name and Position with Registrant Name of Company Capacity - --------------------------------------------------------------------------------------- Charles R. Schwab, Charles Schwab & Co., Inc. Chairman, Director Chairman, Chief Executive Officer and Trustee The Charles Schwab Corporation Chairman and Co-Chief Executive Officer, Director Charles Schwab Investment Chairman, Director Management, Inc. Schwab Holdings, Inc. Chief Executive Officer, Director
Part C
Name and Position with Registrant Name of Company Capacity - --------------------------------------------------------------------------------------- Charles Schwab Limited (U.K.) Chairman and Chief Executive Officer Schwab International Holdings, Chairman and Chief Inc. Executive Officer Schwab (SIS) Holdings, Inc. I Chairman and Chief Executive Officer U.S. Trust Corporation Director United States Trust Company of Director New York The Gap, Inc. Director Audiobase, Inc. Director Vodaphone AirTouch PLC Director Siebel Systems Director Xign, Inc. Director The Charles Schwab Trust Company Director until July 2001 Mayer & Schweitzer, Inc. Chairman and Director until January 1999 Schwab Retirement Plan Services, Chairman, Director Inc. until January 1999 Performance Technologies, Inc. Chairman, Director until January 1999 TrustMark, Inc. Chairman and Director until January 1999 David S. Pottruck Charles Schwab & Co., Inc. President and Chief Executive Officer, Director The Charles Schwab Corporation President and Co-Chief Executive Officer, Director Charles Schwab Investment Director Management, Inc.
Part C
Name and Position with Registrant Name of Company Capacity - --------------------------------------------------------------------------------------- U.S. Trust Corporation Director United States Trust Company of Director New York Schwab (SIS) Holdings, Inc. I President and Chief Operating Officer Schwab Holdings, Inc. President and Chief Operating Officer, Director Schwab International Holdings, President and Chief Inc. Operating Officer Schwab Retirement Plan Services, Director until January Inc. 1999 Charles Schwab Limited (U.K.) Director until January 1999 Mayer & Schweitzer, Inc. Director until January 1999 Performance Technologies, Inc. Director until January 1999 TrustMark, Inc. Director until January 1999 John P. Coghlan Charles Schwab & Co., Inc. Vice Chairman and President and Trustee Enterprise President - Retirement Plan Services and Services for Investment Managers Charles Schwab Investment Chief Executive Management, Inc. Officer and Director The Charles Schwab Corporation Vice Chairman and Executive Vice President The Charles Schwab Trust Company President, Chief Executive Officer and Director TrustMark, Inc. President and Director Charles Schwab Asset Management Director (Ireland) Ltd. Charles Schwab Worldwide Funds Director PLC
Part C
Name and Position with Registrant Name of Company Capacity - --------------------------------------------------------------------------------------- Performance Technologies, Inc. Director Schwab Retirement Plan Services, Director Inc. Willie C. Bogan The Charles Schwab Corporation Assistant Corporate Secretary Charles Schwab & Co., Inc. Vice President and Assistant Corporate Secretary Charles Schwab Investment Assistant Corporate Management, Inc. Secretary The Charles Schwab Trust Company Assistant Corporate Secretary until February 2000 Jeremiah H. Chafkin, Charles Schwab & Co., Inc. Executive Vice Executive Vice President, Asset President, Chief Management Products Operating Officer and Services. Prior and Trustee to September 1999, Mr. Chafkin was Senior Managing Director, Bankers Trust Company. Charles Schwab Investment President and Chief Management, Inc. Operating Officer Charles Schwab Asset Management Director (Ireland) Ltd. Karen W. Chang Charles Schwab & Co., Inc. Enterprise President - General Investor Services Koji E. Felton, Charles Schwab Investment Senior Vice President, Secretary Management, Inc. Chief Counsel and Assistant Corporate Secretary Christopher V. Dodds Charles Schwab & Co., Inc. Executive Vice President and Chief Financial Officer Carrie Dwyer Charles Schwab & Co., Inc. Executive Vice President - Corporate Oversite and Corporate Secretary Lon Gorman Charles Schwab & Co., Inc. Vice Chairman and Enterprise President - Capital Markets and Trading
Part C
Name and Position with Registrant Name of Company Capacity - --------------------------------------------------------------------------------------- Daniel O. Leemon Charles Schwab & Co., Inc. Executive Vice President and Chief Strategy Officer Dawn G. Lepore Charles Schwab & Co., Inc. Vice Chairman of Technology and Administration Frederick E. Matteson Charles Schwab & Co., Inc. Executive Vice President - Schwab Technology Services Mary McLeod Charles Schwab & Co., Inc. Executive Vice President - Human Resources John P. McGonigle Charles Schwab & Co., Inc. Executive Vice President - Mutual Funds Geoffrey J. Penney Charles Schwab & Co., Inc. Executive Vice President - Financial Products and International Technology Gideon Sasson Charles Schwab & Co., Inc. Enterprise President - Brokerage Operations Elizabeth G. Sawi Charles Schwab & Co., Inc. Executive Vice President and Chief Administrative Officer Tai-Chin Tung, Charles Schwab Investment Senior Vice President Treasurer and Management, Inc. and Chief Financial Principal Financial Officer Officer The Charles Schwab Trust Company Vice President Stephen B. Ward, Charles Schwab Investment Senior Vice President Senior Vice Management, Inc. and Chief Investment President and Chief Officer Investment Officer The Charles Schwab Trust Company Chief Investment Officer
Part C Item 27. Principal Underwriters. (a) Schwab acts as principal underwriter and distributor of Registrant's shares. Schwab also acts as principal underwriter for The Charles Schwab Family of Funds, Schwab Capital Trust, Schwab Annuity Portfolios and intends to act as such for any other investment company which Schwab may sponsor in the future. (b) See Item 26(b) for information on each director and/or senior or executive officer of Schwab. The principal business address of Schwab is 101 Montgomery Street, San Francisco, California 94104. (c) Not applicable. Item 28. Location of Accounts and Records. All accounts, books and other documents required to be maintained pursuant to Section 31(a) of the 1940 Act and the Rules thereunder are maintained at the offices of: Registrant; Registrant's investment manager and administrator, Charles Schwab Investment Management, Inc., 101 Montgomery Street, San Francisco, California 94104; Registrant's principal underwriter, Charles Schwab & Co., Inc., 101 Montgomery Street, San Francisco, California 94104; Registrant's Custodian, PFPC Trust Company, 8800 Tinicum Blvd., Third Floor Suite 200, Philadelphia, Pennsylvania 19153; Registrant's fund accountants, PFPC, Inc., 400 Bellevue Parkway, Wilmington, Delaware 19809 or SEI Fund Resources, Oaks, Pennsylvania; or Ropes & Gray, 1301 K Street, N.W., Suite 800 East, Washington, District of Columbia, 20005. Item 29. Management Services. Not applicable. Item 30. Undertakings. Not applicable. Part C SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended (the "1933 Act"), and the Investment Company Act of 1940, as amended, Registrant certifies that it meets all of the requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the 1933 Act and has duly caused this Post Effective Amendment No. 40 to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on the 1st day of February, 2002. SCHWAB INVESTMENTS Registrant Charles R. Schwab* --------------------------- Charles R. Schwab, Chairman Pursuant to the requirements of the 1933 Act, this Post-Effective Amendment No. 40 to Registrant's Registration Statement on Form N-1A has been signed below by the following persons in the capacities indicated this 1st day of February, 2002.
Signature Title - --------- ----- Charles R. Schwab* Chairman, Chief Executive Officer and Trustee - -------------------- Charles R. Schwab John Coghlan* President and Trustee - -------------------- John Coghlan Jeremiah H. Chafkin* Executive Vice President, Chief Operating Officer and Trustee - -------------------- Jeremiah H. Chafkin Mariann Byerwalter* Trustee - -------------------- Mariann Byerwalter Donald F. Dorward* Trustee - -------------------- Donald F. Dorward William A. Hasler* Trustee - -------------------- William A. Hasler Robert G. Holmes* Trustee - -------------------- Robert G. Holmes Gerald B. Smith* Trustee - -------------------- Gerald B. Smith Donald R. Stephens* Trustee - -------------------- Donald R. Stephens Michael W. Wilsey* Trustee - -------------------- Michael W. Wilsey Tai-Chin Tung* Treasurer and Principal Financial Officer - -------------------- Tai-Chin Tung *By: /s/ Richard W. Grant -------------------------------------- Richard W. Grant, Attorney-in-Fact pursuant to Powers of Attorney
-----END PRIVACY-ENHANCED MESSAGE-----