Explanatory Note
This Post-Effective Amendment No. 88 under the Securities Act of 1933, as amended (the “Securities Act”) (Amendment No. 91 under the Investment Company Act of 1940, as amended (the “1940 Act”)) to the registration statement on Form N-1A (the “Registration Statement”) of Vanguard Tax-Managed Funds (the “Trust”) is being filed pursuant to paragraph (b)(1)(iii) of Rule 485 under the Securities Act solely for the purpose of delaying, until August 9, 2024, the pending effective date of the Trust’s 87th Post- Effective Amendment. By way of further background:
∙Post-Effective Amendment No. 87 was filed under Rule 485(b)(1)(iii) on June 13, 2024, for the sole purpose of delaying, until July 12, 2024, the pending effective date of the Trust’s 86th Post- Effective Amendment.
∙Post-Effective Amendment No. 86 was filed under Rule 485(b)(1)(iii) on May 16, 2024, for the sole purpose of delaying, until June 14, 2024, the pending effective date of the Trust’s 84th Post- Effective Amendment.
∙Post-Effective Amendment No. 84 was filed under Rule 485(b)(1)(iii) on April 18, 2024, for the sole purpose of delaying, until May 17, 2024, the pending effective date of the Trust’s 83rd Post- Effective Amendment.
∙Post-Effective Amendment No. 83 was filed under Rule 485(b)(1)(iii) on March 21, 2024, for the sole purpose of delaying, until April 19, 2024, the pending effective date of the Trust’s 82nd Post- Effective Amendment.
∙Post-Effective Amendment No. 82 was filed under Rule 485(b)(1)(iii) on February 22, 2024, for the sole purpose of delaying, until March 22, 2024, the pending effective date of the Trust’s 81st Post-Effective Amendment.
∙Post-Effective Amendment No. 81 was filed under Rule 485(b)(1)(iii) on January 25, 2024, for the sole purpose of delaying, until February 23, 2024, the pending effective date of the Trust’s 80th Post-Effective Amendment.
∙Post-Effective Amendment No. 80 was filed under Rule 485(b)(1)(iii) on December 28, 2023, for the sole purpose of delaying, until January 26, 2024, the pending effective date of the Trust’s 79th Post-Effective Amendment.
∙Post-Effective Amendment No. 79 was filed under Rule 485(b)(1)(iii) on November 30, 2023, for the sole purpose of delaying, until December 29, 2023, the pending effective date of the Trust’s 78th Post-Effective Amendment.
∙Post-Effective Amendment No. 78 was filed under Rule 485(b)(1)(iii) on November 2, 2023, for the sole purpose of delaying, until December 1, 2023, the pending effective date of the Trust’s 77th Post-Effective Amendment.
∙Post-Effective Amendment No. 77 was filed under Rule 485(b)(1)(iii) on October 5, 2023, for the sole purpose of delaying, until November 3, 2023, the pending effective date of the Trust’s 76th Post-Effective Amendment.
∙Post-Effective Amendment No. 76 was filed under Rule 485(a)(2) on July 21, 2023, to register shares of Vanguard 500 Index Fund, a new series of the Trust (the “Acquiring Fund”), in connection with a reorganization of a predecessor fund (Vanguard 500 Index Fund, a series of Vanguard Index Funds) with and into the Acquiring Fund. The Acquiring Fund is identical in management to the predecessor fund, and the investment objective, strategies, and policies remain unchanged. Post-Effective Amendment No. 76 originally requested that the Amendment become effective on October 6, 2023.
This Post-Effective Amendment No. 88 incorporates by reference the information contained in Parts A, B, and C of Post-Effective Amendment No. 76 to the Registrant’s Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant hereby certifies that it meets all requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Town of Valley Forge and the Commonwealth of Pennsylvania, on the 11th day of July, 2024.
VANGUARD TAX-MANAGED FUNDS
BY: /s/ Salim Ramji*
Salim Ramji
Chief Executive Officer
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 and on the date indicated:
Signature |
Title |
Date |
/s/ Salim Ramji* |
Chief Executive Officer |
July 11, 2024 |
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Salim Ramji |
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/s/ Tara Bunch* |
Trustee |
July 11, 2024 |
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Tara Bunch |
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/s/ Emerson U. Fullwood* |
Trustee |
July 11, 2024 |
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Emerson U. Fullwood |
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/s/ F. Joseph Loughrey* |
Trustee |
July 11, 2024 |
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F. Joseph Loughrey |
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/s/ Mark Loughridge* |
Independent Chair |
July 11, 2024 |
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Mark Loughridge |
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/s/ Scott C. Malpass* |
Trustee |
July 11, 2024 |
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Scott C. Malpass |
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/s/ Lubos Pastor* |
Trustee |
July 11, 2024 |
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Lubos Pastor |
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/s/ André F. Perold* |
Trustee |
July 11, 2024 |
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André F. Perold |
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/s/ Sarah Bloom Raskin* |
Trustee |
July 11, 2024 |
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Sarah Bloom Raskin |
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/s/ Grant Reid* |
Trustee |
July 11, 2024 |
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Grant Reid |
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/s/ David Thomas* |
Trustee |
July 11, 2024 |
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David Thomas |
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/s/ Peter F. Volanakis* |
Trustee |
July 11, 2024 |
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Peter F. Volanakis |
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Signature |
Title |
Date |
/s/ Christine Buchanan* |
Chief Financial Officer |
July 11, 2024 |
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Christine Buchanan |
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*By: /s/ John E. Schadl
John E. Schadl, pursuant to a Power of Attorney filed herewith; a Power of Attorney filed on January 11, 2024 (see File Number 33-34494); a Power of Attorney filed on July 21, 2023 (see File Number 33-53683); and a Power of Attorney filed on March 29, 2023 (see File Number 2-11444), each Incorporated by Reference.
POWER OF ATTORNEY
Each person whose signature appears below (the “Principals”) hereby constitutes and appoints John E. Schadl with full power to act, as the true and lawful attorney-in-fact and agent, with full and several power of substitution and re-substitution, of such undersigned person with authority to take any appropriate action to execute in the name of and on behalf of such undersigned person, and to file with the U.S. Securities and Exchange Commission (“Commission”), any and all registration statements on Form N-1A (or any successors thereto), any and all amendments (including without limitation pre-effective and post- effective amendments) thereto, any and all applications for exemptive relief from state or federal regulations, and any and all amendments thereto, or any other forms of documents and to perform any and all such acts as such attorney-in-fact and agent may deem necessary or advisable to enable the following named persons that are registered with the Commission (the “Registrants”) to comply with the applicable laws of the United States, any individual state or similar jurisdiction of the United States, and in connection therewith to execute and file all requisite papers and documents, including but not limited to, applications, reports, notices, surety bonds, irrevocable consents and appointments of attorneys for service of process; and granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act requisite and necessary to be done in connection therewith, as fully as the relevant Registrant and undersigned person might or could do herself, himself or itself or in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or any of them, or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof:
Vanguard Wellington Fund (2-11444) Vanguard Windsor Funds (2-14336) Vanguard World Fund (2-17620) Vanguard Explorer Fund (2-27203) Vanguard Wellesley Income Fund (2-31333) Vanguard Fixed Income Securities Funds (2- 47371)
Vanguard Money Market Reserves (2-52698) Vanguard Index Funds (2-56846)
Vanguard Municipal Bond Funds (2-57689) Vanguard Trustees’ Equity Fund (2-65955-99) Vanguard Specialized Funds (2-88116) Vanguard Chester Funds (2-92948)
Vanguard California Tax-Free Funds (33-1569) Vanguard Massachusetts Tax-Exempt Funds (333-63579)
Vanguard Funds (33-48863) Vanguard CMT Funds (333-111362) Vanguard Montgomery Funds (333-145624) Vanguard New York Tax-Free Funds (33-2908)
Vanguard Pennsylvania Tax-Free Funds (33- 2907)
Vanguard New Jersey Tax-Free Funds (33- 17351)
Vanguard Ohio Tax-Free Funds (33-34261) Vanguard Quantitative Funds (33-8553) Vanguard Fenway Funds (33-19446) Vanguard Malvern Funds (33-23444) Vanguard International Equity Index Funds (33- 32548)
Vanguard Variable Insurance Funds (33-32216) Vanguard STAR Funds (2-88373)
Vanguard Whitehall Funds (33-64845) Vanguard Tax-Managed Funds (33-53683) Vanguard Scottsdale Funds (333-11763) Vanguard Horizon Funds (33-56443) Vanguard Institutional Index Funds (33-34494) Vanguard Admiral Funds (33-49023) Vanguard Bond Index Funds (33-6001) Vanguard Charlotte Funds (333-177613)
This Power of Attorney shall be governed by and interpreted in accordance with the laws of the Commonwealth of Pennsylvania.
The Principals hereby revoke all powers of attorney which they may have heretofore granted regarding the subject matter hereof. All past acts of such attorneys-in-fact and agents in furtherance of the foregoing are hereby ratified and confirmed.
Each of the Principals has executed this Power of Attorney in the capacity and on the date indicated opposite their name. This Power of Attorney may be executed in multiple counterparts, each of which shall be deemed an original, but which taken together shall constitute one instrument.
NAME |
TITLE |
DATE |
/s/ Salim Ramji |
Chief Executive Officer |
July 8, 2024 |
Salim Ramji |
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PROPOSED RESOLUTION
APPROVAL OF A POWER OF ATTORNEY
RESOLVED, that the proposed Power of Attorney, in substantially the form presented, constituting and appointing John E. Schadl as attorney-in-fact and agents for (i) each of the Directors, Trustees, principal executive officer and principal financial and accounting officer of the investment companies that are listed in the proposed Power of Attorney (each of such investment companies, a “Vanguard Company”); and (ii) each of the Vanguard Companies, for the purpose of executing and filing for and on behalf of the Vanguard Companies all requisite papers and documents (including registration statements and pre- and post-effective amendments thereto) with the U.S. Securities and Exchange Commission and the offices of the securities administrators of the states and similar jurisdictions of the United States to comply with the applicable laws of the United States, any individual state or similar jurisdiction of the United States, is hereby approved and may be executed by each designated Director/Trustee, officer and Vanguard Company.