The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete. |
Form N-CEN Filer Information |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CEN ANNUAL REPORT FOR REGISTERED INVESTMENT COMPANIES | OMB APPROVAL |
| OMB Number: 3235-0729 Estimated average burden hours per response: 19.04 |
a. Report for period ending: | 2020-04-30 |
b. Does this report cover a period of less than 12 months? | ☐ Yes ☒ No |
a. Full name of Registrant | BlackRock MuniHoldings Fund, Inc. |
b. Investment Company Act file number ( e.g., 811-) | 811-08081 |
c. CIK | 0001034665 |
d. LEI | MZBVMGS24JR92TGE6Z32 |
a. Street 1 | 100 Bellevue Parkway |
Street 2 | |
b. City | Wilmington |
c. State, if applicable |
DELAWARE
|
d. Foreign country, if applicable |
UNITED STATES OF AMERICA
|
e. Zip code and zip code extension, or foreign postal code | 19809 |
f. Telephone number (including country code if foreign) | 800-441-7762 |
g. Public Website, if any | www.blackrock.com |
Instruction. Provide the requested information for each person maintaining physical possession of each account, book, or other document required to be maintained by section 31(a) of the Act (15 U.S.C. 80a-30(a)) and the rules under that section. |
Location books Record |
Name of person (e.g., a custodian of records) | Telephone | Address | Briefly describe books and records kept at this location |
---|---|---|---|---|
#1 | BlackRock Investments, LLC | 609-282-3046 | 40 East 52nd St New York, NEW YORK 10022 UNITED STATES OF AMERICA | Records related to its functions as distributor |
#2 | BlackRock Advisors, LLC | 302-797-2000 | 100 Bellevue Parkway Wilmington, DELAWARE 19809 UNITED STATES OF AMERICA | Records related to its functions as advisor and administrator |
#3 | State Street Bank and Trust Company | 617-786-3000 | 1 Lincoln Street Boston, MASSACHUSETTS 02111 UNITED STATES OF AMERICA | Records related to its functions as custodian, sub-administrator and accounting agent |
#4 | Computershare Trust Company, National Association | 781-575-2000 | 250 Royall Street Canton, MASSACHUSETTS 02021 UNITED STATES OF AMERICA | Records related to its functions as transfer agent |
Instruction. Respond "yes" to Item B.4.b only if the Registrant has filed an application to deregister or will file an application to deregister before its next required filing on this form. |
a. Is this the first filing on this form by the Registrant? | ☐ Yes ☒ No |
b. Is this the last filing on this form by the Registrant? | ☐ Yes ☒ No |
Instruction. "Family of investment companies" means, except for insurance company separate accounts, any two or more registered investment companies that (i) share the same investment adviser or principal underwriter; and (ii) hold themselves out to investors as related companies for purposes of investment and investor services. In responding to this item, all Registrants in the family of investment companies should report the name of the family of investment companies identically. |
Insurance company separate accounts that may not hold themselves out to investors as related companies (products) for purposes of investment and investor services should consider themselves part of the same family if the operational or accounting or control systems under which these entities function are substantially similar. |
a. Is the Registrant part of a family of investment companies? | ☒ Yes ☐ No |
i. Full name of family of investment companies | BlackRock-advised Funds |
Instruction. For Item B.6.a.i., the Registrant should include all Series that have been established by the Registrant and have shares outstanding (other than shares issued in connection with an initial investment to satisfy section 14(a) of the Act). |
a. Indicate the classification of the Registrant by checking the applicable item | ☐
a. Open-end management investment company registered under the Act on Form N-1A
☒ b. Closed-end management investment company registered under the Act on Form N-2 ☐ c. Separate account offering variable annuity contracts which is registered under the Act as a management investment company on Form N-3 ☐ d. Separate account offering variable annuity contracts which is registered under the Act as a unit investment trust on Form N-4 ☐ e. Small business investment company registered under the Act on Form N-5 ☐ f. Separate account offering variable insurance contracts which is registered under the Act as a unit investment trust on Form N-6 ☐ g. Unit investment trust registered under the Act on Form N-8B-2 |
a. Is the Registrant the issuer of a class of securities registered under the Securities Act of 1933 ("Securities Act")? | ☒ Yes ☐ No |
a. Provide the information requested below about each person serving as director of the Registrant (management investment companies only): |
Director Record | Full Name | CRD number, if any | Is the person an "interested person" of the Registrant as that term is defined in section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19))? | Investment Company Act file number of any other registered investment company for which the person also serves as a director (e.g., 811-): |
---|---|---|---|---|
#1 | Catherine A. Lynch | 000000000 | No | 811-02857 811-23345 811-23346 811-21457 811-21346 811-05542 811-08349 811-21051 811-10543 811-21037 811-04802 811-09401 811-23466 811-23285 811-07478 811-21053 811-23341 811-08215 811-06414 811-05603 811-07660 811-07080 811-21184 811-08621 811-23428 811-07354 811-07156 811-10339 811-22603 811-21180 811-21784 811-23344 811-02688 811-21178 811-06570 811-21566 811-06500 811-21656 811-08603 811-04375 811-22032 811-10337 811-21413 811-09191 811-21348 811-10331 811-22774 811-06540 811-21702 811-08573 811-21181 811-21124 811-21179 811-04264 811-06499 811-10333 811-06692 811-05611 811-22426 811-21729 811-21506 811-23339 811-06728 811-06502 811-21036 811-06660 811-21835 811-23357 811-21126 811-23218 811-21434 811-23380 811-07083 811-23340 811-05739 811-23343 811-22606 811-07136 811-22501 811-21793 811-08707 811-21318 811-07642 811-21349 811-21972 811-08217 811-22991 |
#2 | R. Glenn Hubbard | 000000000 | No | 811-06499 811-08215 811-08349 811-21184 811-04264 811-10543 811-22991 811-06414 811-10339 811-21413 811-21053 811-05611 811-23339 811-21348 811-21178 811-21036 811-21656 811-21126 811-06500 811-05603 811-23357 811-09191 811-02688 811-02857 811-21180 811-23346 811-23340 811-06728 811-07660 811-07642 811-10333 811-07080 811-21037 811-21349 811-21784 811-23345 811-21318 811-23341 811-07136 811-21346 811-08707 811-09401 811-23380 811-22501 811-21972 811-23428 811-10337 811-21051 811-23343 811-04375 811-06570 811-22032 811-05542 811-23344 811-21729 811-05739 811-23285 811-07478 811-08603 811-10331 811-06540 811-22426 811-21179 811-21506 811-22774 811-07083 811-08621 811-06692 811-04802 811-06660 811-21566 811-08573 811-21702 811-08217 811-23466 811-07156 811-21181 811-21835 811-21434 811-21793 811-21124 811-22606 811-23218 811-06502 811-21457 811-22603 811-07354 |
#3 | Robert Fairbairn | 004992372 | Yes | 811-02405 811-05542 811-06499 811-04375 811-07478 811-21124 811-23341 811-21506 811-03091 811-21318 811-06660 811-08573 811-21037 811-21036 811-09191 811-02354 811-04802 811-04282 811-08215 811-02739 811-10331 811-06570 811-23357 811-10631 811-06211 811-08217 811-21346 811-23344 811-22501 811-21413 811-22603 811-05742 811-02556 811-08621 811-03189 811-04612 811-21348 811-21729 811-07171 811-23285 811-23345 811-08162 811-22991 811-07354 811-23343 811-23402 811-21178 811-06728 811-06502 811-06669 811-04264 811-06500 811-07080 811-07642 811-21702 811-09739 811-21793 811-05739 811-06414 811-05576 811-02688 811-08797 811-08349 811-21434 811-21126 811-22426 811-23466 811-09637 811-07177 811-23339 811-10095 811-05611 811-21763 811-23340 811-21181 811-07332 811-09735 811-10543 811-22032 811-21180 811-22061 811-02809 811-05178 811-21184 811-06349 811-21972 811-21656 811-05723 811-08603 811-21457 811-09651 811-21759 811-23346 811-23380 811-21835 811-23428 811-22606 811-02857 811-07660 811-10333 811-05603 811-05149 811-21053 811-10337 811-06692 811-23218 811-07899 811-21179 811-07885 811-22774 811-07136 811-07083 811-03310 811-21349 811-03290 811-02661 811-06540 811-08707 811-07156 811-10339 811-21051 811-21566 811-09401 811-21784 |
#4 | John M. Perlowski | 000000000 | Yes | 811-05739 811-07660 811-03091 811-21181 811-21124 811-08621 811-08707 811-08349 811-06540 811-07354 811-07136 811-21972 811-06499 811-02809 811-06500 811-07171 811-22426 811-22606 811-04802 811-05576 811-23218 811-21784 811-22991 811-09735 811-03189 811-08603 811-10333 811-10337 811-21413 811-06211 811-08573 811-21179 811-23380 811-02661 811-04282 811-04375 811-09637 811-08162 811-23402 811-10095 811-21126 811-23285 811-21346 811-10331 811-23341 811-09191 811-06728 811-02857 811-21053 811-07080 811-21348 811-05178 811-08217 811-21349 811-07478 811-23344 811-07156 811-09651 811-04612 811-05742 811-21656 811-06570 811-05611 811-08797 811-21759 811-22603 811-07885 811-21835 811-06669 811-05603 811-10339 811-09401 811-21037 811-23339 811-21318 811-21566 811-23428 811-22061 811-22032 811-07332 811-05149 811-02405 811-07642 811-22774 811-21763 811-05723 811-23345 811-21793 811-07177 811-21184 811-08215 811-03290 811-03310 811-23346 811-09739 811-02688 811-06349 811-06660 811-07899 811-06502 811-21036 811-21051 811-23466 811-02556 811-05542 811-02354 811-04264 811-02739 811-06692 811-21457 811-21434 811-06414 811-21729 811-21180 811-21178 811-21702 811-23340 811-07083 811-23357 811-10543 811-10631 811-21506 811-22501 811-23343 |
#5 | Karen P. Robards | 000000000 | No | 811-04264 811-06660 811-04802 811-08603 811-04375 811-21036 811-21126 811-21413 811-07478 811-07660 811-09191 811-06414 811-02857 811-21702 811-05603 811-21037 811-10543 811-06500 811-10331 811-21434 811-06540 811-21318 811-07354 811-23285 811-23345 811-21051 811-21179 811-21835 811-10339 811-21184 811-23428 811-08349 811-06570 811-21178 811-22991 811-23343 811-09401 811-21346 811-23346 811-21181 811-05611 811-22774 811-23340 811-07642 811-21053 811-23466 811-22603 811-02688 811-08707 811-08217 811-23218 811-22426 811-23344 811-06502 811-10337 811-10333 811-23357 811-05739 811-08573 811-07083 811-21349 811-21124 811-21348 811-21457 811-22606 811-06692 811-08215 811-06728 811-07156 811-21729 811-22501 811-08621 811-21180 811-21506 811-21566 811-05542 811-21793 811-21656 811-07136 811-06499 811-07080 811-21972 811-21784 811-22032 811-23339 811-23341 811-23380 |
#6 | Frank J. Fabozzi | 000000000 | No | 811-07660 811-23218 811-06540 811-21036 811-22032 811-06692 811-21702 811-08603 811-02688 811-08349 811-22426 811-21124 811-08621 811-04264 811-09401 811-21180 811-07354 811-21457 811-23340 811-10543 811-21037 811-04375 811-23339 811-21793 811-23345 811-10333 811-23380 811-21126 811-06414 811-09191 811-05739 811-06500 811-21656 811-06499 811-10337 811-06660 811-23346 811-05603 811-21349 811-23466 811-21053 811-22606 811-21181 811-21318 811-05611 811-22603 811-06728 811-21179 811-07083 811-22774 811-21434 811-05542 811-23428 811-07642 811-22501 811-21184 811-21346 811-10331 811-06570 811-07136 811-10339 811-08573 811-08217 811-23341 811-21972 811-21729 811-23344 811-23343 811-06502 811-21784 811-07080 811-02857 811-21051 811-21178 811-04802 811-08707 811-08215 811-22991 811-21506 811-07156 811-21413 811-21835 811-07478 811-21566 811-21348 811-23285 811-23357 |
#7 | Cynthia L. Egan | 000000000 | No | 811-23380 811-02688 811-21346 811-08603 811-21506 811-21413 811-21702 811-08621 811-22501 811-07478 811-21126 811-07660 811-21729 811-07354 811-04375 811-10337 811-10339 811-04802 811-10333 811-06499 811-06692 811-21835 811-22991 811-07080 811-21051 811-07083 811-04264 811-22603 811-21184 811-08573 811-23341 811-23428 811-21181 811-21036 811-21349 811-23344 811-21179 811-23466 811-08217 811-06414 811-21566 811-10543 811-21457 811-23339 811-07136 811-21124 811-21037 811-22426 811-06502 811-06660 811-08707 811-09191 811-21180 811-21178 811-10331 811-21053 811-23357 811-22774 811-22032 811-23345 811-02857 811-22606 811-21434 811-06570 811-21656 811-23218 811-08215 811-21318 811-21348 811-23340 811-06540 811-23346 811-23285 811-09401 811-07642 811-07156 811-21972 811-06728 811-05611 811-05603 811-08349 811-21784 811-05542 811-05739 811-06500 811-21793 811-23343 |
#8 | W. Carl Kester | 000000000 | No | 811-08215 811-23285 811-09191 811-10331 811-21126 811-07080 811-04264 811-23344 811-10543 811-06692 811-05603 811-22991 811-21037 811-21184 811-06500 811-07354 811-21566 811-07642 811-21506 811-22774 811-21413 811-23339 811-06414 811-08603 811-06728 811-21972 811-10339 811-22426 811-07083 811-04802 811-21784 811-06660 811-04375 811-21457 811-05611 811-22603 811-21729 811-08349 811-21434 811-21656 811-21053 811-23466 811-21793 811-21178 811-21835 811-07136 811-02857 811-23428 811-21124 811-23380 811-05739 811-06502 811-10333 811-06570 811-21349 811-06499 811-23218 811-23340 811-22501 811-23346 811-22606 811-02688 811-07478 811-21318 811-23345 811-23357 811-08621 811-08573 811-21180 811-05542 811-10337 811-21179 811-07156 811-21348 811-21036 811-09401 811-23343 811-07660 811-21702 811-23341 811-08217 811-21346 811-06540 811-21051 811-21181 811-08707 811-22032 |
#9 | Michael J. Castellano | 000000000 | No | 811-08707 811-21457 811-09401 811-04375 811-06692 811-07478 811-02688 811-21413 811-07354 811-21434 811-05739 811-05542 811-21566 811-08349 811-08215 811-22032 811-08603 811-22991 811-07660 811-21729 811-09191 811-23285 811-07136 811-07080 811-21037 811-21126 811-21179 811-21346 811-22774 811-22426 811-21702 811-21181 811-21348 811-02857 811-21656 811-06660 811-23218 811-06570 811-23380 811-06502 811-06728 811-10339 811-06500 811-22606 811-23428 811-23340 811-21124 811-08621 811-04802 811-21784 811-06414 811-10333 811-10543 811-21793 811-23344 811-22603 811-23343 811-05611 811-21318 811-21506 811-23345 811-23357 811-21180 811-21972 811-23466 811-07642 811-22501 811-21178 811-05603 811-04264 811-23339 811-06499 811-06540 811-10337 811-21036 811-10331 811-21184 811-21051 811-21835 811-23346 811-08573 811-07083 811-07156 811-23341 811-08217 811-21053 811-21349 |
#10 | Richard E. Cavanagh | 000000000 | No | 811-04802 811-23346 811-06570 811-05603 811-21051 811-06692 811-06502 811-07642 811-21413 811-22501 811-21349 811-22426 811-21179 811-21184 811-21053 811-21180 811-08573 811-07080 811-10333 811-21181 811-08215 811-08621 811-21036 811-21037 811-04375 811-05739 811-08217 811-06728 811-09191 811-21835 811-21457 811-06500 811-06499 811-21784 811-21656 811-22774 811-21124 811-23343 811-08349 811-23285 811-23218 811-09401 811-22032 811-10331 811-08707 811-21126 811-10543 811-07156 811-21346 811-23344 811-23345 811-23466 811-02688 811-21506 811-23380 811-06414 811-23340 811-22606 811-05611 811-22603 811-21972 811-21348 811-10337 811-21566 811-22991 811-08603 811-23339 811-07354 811-06540 811-23341 811-04264 811-06660 811-02857 811-07136 811-07083 811-21729 811-23357 811-05542 811-21434 811-10339 811-07660 811-21178 811-21793 811-07478 811-21318 811-21702 811-23428 |
a. Provide the information requested below about each person serving as chief compliance officer (CCO) of the Registrant for purposes of rule 38a-1 (17 CFR 270.38a- 1): |
Chief compliance officer Record | Full Name | CRD Number, if any | Telephone | Address | Has the CCO changed since the last filing? | If the chief compliance officer is compensated or employed by any person other than the Registrant, or an affiliated person of the Registrant, for providing chief compliance officer services, provide: |
---|---|---|---|---|---|---|
#1 | Charles Park | 000000000 | XXXXXX | 55 East 52nd Street New York, NEW YORK 10055 UNITED STATES OF AMERICA | No |
|
Instruction. Registrants registered on Forms N-3, N-4 or N-6, should respond "yes" to this Item only if security holder votes were solicited on contract-level matters. |
a. Were any matters submitted by the Registrant for its security holders' vote during the reporting period? | ☒ Yes ☐ No |
i. If yes, and to the extent the response relates only to certain series of the Registrant, indicate the series involved: |
Security Matter Series info Record | Series name | Series identification number |
---|---|---|
#1 | N/A | N/A |
Instruction. For purposes of this Item, the following proceedings should be described: (1) any bankruptcy, receivership or similar proceeding with respect to the Registrant or any of its significant subsidiaries; (2) any proceeding to which any director, officer or other affiliated person of the Registrant is a party adverse to the Registrant or any of its subsidiaries; and (3) any proceeding involving the revocation or suspension of the right of the Registrant to sell securities. |
a. Have there been any material legal proceedings, other than routine litigation incidental to the business, to which the Registrant or any of its subsidiaries was a party or of which any of their property was the subject during the reporting period? | ☐ Yes ☒ No |
b. Has any proceeding previously reported been terminated? | ☐ Yes ☒ No |
a. Were any claims with respect to the Registrant filed under a fidelity bond (including, but not limited to, the fidelity insuring agreement of the bond) during the reporting period? | ☐ Yes ☒ No |
a. Are the Registrant's officers or directors covered in their capacities as officers or directors under any directors and officers/errors and omissions insurance policy owned by the Registrant or anyone else? | ☒ Yes ☐ No |
i. If yes, were any claims filed under the policy during the reporting period with respect to the Registrant? | ☐ Yes ☒ No |
Instruction. For purposes of this Item, a provision of financial support includes any (1) capital contribution, (2) purchase of a security from a Money Market Fund in reliance on rule 17a-9 under the Act (17 CFR 270.17a-9), (3) purchase of any defaulted or devalued security at fair value reasonably intended to increase or stabilize the value or liquidity of the Registrant's portfolio, (4) execution of letter of credit or letter of indemnity, (5) capital support agreement (whether or not the Registrant ultimately received support), (6) performance guarantee, or (7) other similar action reasonably intended to increase or stabilize the value or liquidity of the Registrant's portfolio. Provision of financial support does not include any (1) routine waiver of fees or reimbursement of Registrant's expenses, (2) routine inter-fund lending, (3) routine inter-fund purchases of Registrant's shares, or (4) action that would qualify as financial support as defined above, that the board of directors has otherwise determined not to be reasonably intended to increase or stabilize the value or liquidity of the Registrant's portfolio. |
a. Did an affiliated person, promoter, or principal underwriter of the Registrant, or an affiliated person of such a person, provide any form of financial support to the Registrant during the reporting period? | ☐ Yes ☒ No |
a. During the reporting period, did the Registrant rely on any orders from the Commission granting an exemption from one or more provisions of the Act, Securities Act or Exchange Act? | ☒ Yes ☐ No |
i. If yes, provide the release number for each order: |
|
a. Provide the information requested below about each principal underwriter: |
Principal underwriter Record | Full Name | SEC file number (e.g., 8-) | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Is the principal underwriter an affiliated person of the Registrant, or its investment adviser(s) or depositor? |
---|---|---|---|---|---|---|---|
#1 | BlackRock Investments, LLC | 8-48436 | 000038642 | 54930061FBHCKXL2G714 | NEW YORK | UNITED STATES OF AMERICA | Yes |
b. Have any principal underwriters been hired or terminated during the reporting period? | ☐ Yes ☒ No |
a. Provide the following information about each independent public accountant: |
Public accountant Record | Full Name | PCAOB Number | LEI, if any | State, if applicable | Foreign country, if applicable |
---|---|---|---|---|---|
#1 | Deloitte & Touche LLP | 34 | 00000000000000000000 | MASSACHUSETTS | UNITED STATES OF AMERICA |
b. Has the independent public accountant changed since the last filing? | ☐ Yes ☒ No |
Instruction. Small business investment companies are not required to respond to this item. |
a. For the reporting period, did an independent public accountant's report on internal control note any material weaknesses? | ☐ Yes ☒ No |
a. For the reporting period, did an independent public accountant issue an opinion other than an unqualified opinion with respect to its audit of the Registrant's financial statements? | ☐ Yes ☒ No |
Instruction. Responses to this item need not include changes to valuation techniques used for individual securities (e.g., changing from market approach to income approach for a private equity security). In responding to Item B.20.c., provide the applicable "asset type" category specified in Item C.4.a. of Form N-PORT. In responding to Item B.20.d., provide a brief description of the type of investments involved. If the change in valuation methods applies only to certain sub-asset types included in the response to Item B.20.c., please provide the sub-asset types in the response to Item B.20.d. The responses to Item B.20.c. and Item B.20.d. should be identical only if the change in valuation methods applies to all assets within that category. |
a. Have there been material changes in the method of valuation (e.g., change from use of bid price to mid price for fixed income securities or change in trigger threshold for use of fair value factors on international equity securities) of the Registrant's assets during the reporting period? | ☐ Yes ☒ No |
a. Have there been any changes in accounting principles or practices, or any change in the method of applying any such accounting principles or practices, which will materially affect the financial statements filed or to be filed for the current year with the Commission and which has not been previously reported? | ☐ Yes ☒ No |
a. During the reporting period, did the Registrant pay any dividend or make any distribution in the nature of a dividend payment, required to be accompanied by a written statement pursuant to section 19(a) of the Act (15 U.S.C. 80a-19(a)) and rule 19a-1 thereunder (17 CFR 270.19a-1)? | ☒ Yes ☐ No |
i. If yes, and to the extent the response relates only to certain series of the Registrant, indicate the series involved: |
Payment dividend series info Record | Series name | Series identification number |
---|---|---|
#1 | N/A | N/A |
Management investment companies that offer multiple series must complete Part C as to each series separately, even if some information is the same for two or more series. To begin this section or add an additional series(s), click on the bar labeled "Add a New Series" below. |
Management Investment Record: 1 |
a. Full Name of the Fund | BlackRock MuniHoldings Fund, Inc. |
b. Series identication number, if any | |
c. LEI | MZBVMGS24JR92TGE6Z32 |
d. Is this the first filing on this form by the Fund? | ☐ Yes ☒ No |
a. How many Classes of shares of the Fund (if any) are authorized? | 0 |
b. How many new Classes of shares of the Fund were added during the reporting period? | 0 |
c. How many Classes of shares of the Fund were terminated during the reporting period? | 0 |
d. For each Class with shares outstanding, provide the information requested below: |
Shares Outstanding Record | Full name of Class | Class identification number, if any | Ticker symbol, if any | — | — | — | — |
---|
Instructions: 1. "Fund of Funds" means a fund that acquires securities issued by any other investment company in excess of the amounts permitted under paragraph (A) of section 12(d)(1) of the Act (15 U.S.C. 80a-12(d)(1)(A)), but, for purposes of this Item, does not include a fund that acquires securities issued by another company solely in reliance on rule 12d1-1 under the Act (CFR 270.12d1-1). 2. "Index" means an investment company, including an Exchange-Traded Fund, that seeks to track the performance of a specified index. 3. "Interval Fund" means a closed-end management investment company that makes periodic repurchases of its shares pursuant to rule 23c-3 under the Act (17 CFR 270.23c-3). 4. "Master-Feeder Fund" means a two-tiered arrangement in which one or more funds (each a feeder fund) holds shares of a single Fund (the master fund) in with section 12(d)(1)(E) of the Act (15 U.S.C. 80a-12(d)(1)(E)) or pursuant to exemptive relief granted by the Commission. 5. "Target Date Fund" means an investment company that has an investment objective or strategy of providing varying degrees of long-term appreciation and capital preservation through a mix of equity and fixed income exposures that changes over time based on an investor's age, target retirement date, or life expectancy. |
a. Indicate if the Fund is any one of the types listed. Check all that apply. |
a. Exchange-Traded Fund or Exchange-Traded Managed Fund or
offers a Class that itself is an Exchange-Traded Fund or
Exchange-Traded Managed Fund
☐ i. Exchange-Traded Fund ☐ ii. Exchange-Traded Managed Fund ☐ b. Index Fund ☐ c. Seeks to achieve performance results that are a multiple of a benchmark, the inverse of a benchmark, or a multiple of the inverse of a benchmark ☐ d. Interval Fund ☐ e. Fund of Funds ☐ f. Master-Feeder Fund ☐ g. Money Market Fund ☐ h. Target Date Fund ☐ i. Underlying fund to a variable annuity or variable life insurance contract ☒ N/A |
a. Does the Fund seek to operate as a “non-diversified company” as such term is defined in section 5(b)(2) of the Act (15 U.S.C. 80a- 5(b) (2))? | ☐ Yes ☒ No |
Instruction. "Controlled foreign corporation" has the meaning provided in section 957 of the Internal Revenue Code [26 U.S.C. 957]. |
a. Does the fund invest in a controlled foreign corporation for the purpose of investing in certain types of instruments such as, but not limited to, commodities? | ☐ Yes ☒ No |
Instruction. For purposes of this Item, other adverse impacts would include, for example, (1) a loss to the Fund if collateral and indemnification were not sufficient to replace the loaned securities or their value, (2) the Fund's ineligibility to vote shares in a proxy, or (3) the Fund's ineligibility to receive a direct distribution from the issuer. |
a. Is the Fund authorized to engage in securities lending transactions? | ☒ Yes ☐ No |
b. Did the Fund lend any of its securities during the reporting period? | ☐ Yes ☒ No |
c. Provide the information requested below about each securities lending agent, if any, retained by the Fund: |
Securities Lending Record | Full name of securities lending agent | LEI, if any | Is the securities lending agent an affiliated person, or an affiliated person of an affiliated person, of the Fund? | Does the securities lending agent or any other entity indemnify the fund against borrower default on loans administered by this agent? |
---|---|---|---|---|
#1 | BlackRock Investment Management, LLC | 5493006MRTEZZ4S4CQ20 | Yes | Yes |
If the entity providing the indemnification is not the securities lending agent, provide the following information: | ||||
Idemnity Providers Record | Name of person providing indemnification | LEI, if any, of person providing indemnification | ||
#1 | N/A | N/A | ||
Did the Fund exercise its indemnification rights during the reporting period? | ☐ Yes ☒ No | |||
d. If a person providing cash collateral management services to the Fund in connection with the Fund's securities lending activities does not also serve as securities lending agent, provide the following information about each cash collateral manager: |
Collateral Managers Record | Full name of cash collateral manager | LEI, if any | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of a securities lending agent retained by the Fund? | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of the Fund? | — | — | — | — | — |
---|
e. Types of payments made to one or more securities lending agents and cash collateral managers (check all that apply): | ☒
i. Revenue sharing split
☐ ii. Non-revenue sharing split (other than administrative fee) ☐ iii. Administrative fee ☒ iv. Cash collateral reinvestment fee ☐ v. Indemnification fee ☒ vi. Other ☐ N/A |
If other, describe: | Rebates paid to borrowers |
f. Provide the monthly average of the value of portfolio securities on loan during the reporting period | N/A |
g. Provide the net income from securities lending activities | N/A |
a. Did the Fund rely on any of the following rules under the Act during the reporting period? (check all that apply) | ☐
a. Rule 10f-3 (17 CFR 270.10f-3)
☒ b. Rule 12d1-1 (17 CFR 270.12d1-1) ☐ c. Rule 15a-4 (17 CFR 270.15a-4) ☐ d. Rule 17a-6 (17 CFR 270.17a-6) ☐ e. Rule 17a-7 (17 CFR 270.17a-7) ☐ f. Rule 17a-8 (17 CFR 270.17a-8) ☐ g. Rule 17e-1 (17 CFR 270.17e-1) ☐ h. Rule 22d-1 (17 CFR 270.22d-1) ☐ i. Rule 23c-1 (17 CFR 270.23c-1) ☒ j. Rule 32a-4 (17 CFR 270.32a-4) ☐ N/A |
Instruction. Provide information concerning any direct or indirect limitations, waivers or reductions, on the level of expenses incurred by the fund during the reporting period. A limitation, for example, may be applied indirectly (such as when an adviser agrees to accept a reduced fee pursuant to a voluntary fee waiver) or it may apply only for a temporary period such as for a new fund in its start-up phase. |
a. Did the Fund have an expense limitation arrangement in place during the reporting period? | ☒ Yes ☐ No |
b. Were any expenses of the Fund reduced or waived pursuant to an expense limitation arrangement during the reporting period? | ☒ Yes ☐ No |
c. Are the fees waived subject to recoupment? | ☐ Yes ☒ No |
d. Were any expenses previously waived recouped during the period? | ☐ Yes ☒ No |
a. Provide the following information about each investment adviser (other than a sub-adviser) of the Fund: |
Full name |
SEC file number ( e.g., 801- ) | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Was the investment adviser hired during the reporting period? |
---|---|---|---|---|---|---|
Investment Advisers Record: 1 | ||||||
BlackRock Advisors, LLC | 801-47710 | 000106614 | 5493001LN9MRM6A35J74 | DELAWARE | UNITED STATES OF AMERICA | No |
b. If an investment adviser (other than a sub- adviser) to the Fund was terminated during the reporting period, provide the following with respect to each investment adviser: |
Full name |
SEC file number ( e.g., 801- ) | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — |
---|
c. For each sub-adviser to the Fund, provide the information requested: |
Full name |
SEC file number ( e.g., 801- ) | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Is the sub-adviser an affiliated person of the Fund's investment adviser(s)? | Was the sub-adviser hired during the reporting period? | — | — | — | — | — | — | — | — |
---|
d. If a sub-adviser was terminated during the reporting period, provide the following with respect to such sub-adviser: |
Full name |
SEC file number ( e.g., 801- ) | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — |
---|
a. Provide the following information about each person providing transfer agency services to the Fund: |
Full name |
SEC file number ( e.g., 801- ) | LEI, if any | State, if applicable | Foreign country, if applicable | Is the transfer agent an affiliated person of the Fund or its investment adviser(s)? | Is the transfer agent a sub-transfer agent? |
---|---|---|---|---|---|---|
Transfer Agents Record: 1 | ||||||
Computershare Trust Company, National Association | 85-11340 | 2549001YYB62BVMSAO13 | MASSACHUSETTS | UNITED STATES OF AMERICA | No | No |
b. Has a transfer agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
a. Provide the following information about each person that provided pricing services to the Fund during the reporting period: |
Pricing Services Record | Full name | LEI, if any, or provide and describe other identifying number | State, if applicable | Foreign country, if applicable | Is the pricing service an affiliated person of the Fund or its investment adviser(s)? |
---|---|---|---|---|---|
#1 | Bloomberg L.P. | 549300B56MD0ZC402L06 | NEW YORK | UNITED STATES OF AMERICA | No |
#2 | Refinitiv US Holdings Inc. | 549300NF240HXJO7N016 | NEW YORK | UNITED STATES OF AMERICA | No |
#3 | IHS Markit Ltd. | 549300HLPTRASHS0E726 | UNITED KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND | No | |
#4 | ICE Data Services, Inc. | 13-3668779 Description: Tax ID | MASSACHUSETTS | UNITED STATES OF AMERICA | No |
b. Was a pricing service hired or terminated during the reporting period? | ☐ Yes ☒ No |
a. Provide the following information about each person that provided custodial services to the Fund during the reporting period: |
Custodians Record | Full name | LEI, if any | State, if applicable | Foreign country, if applicable | Is the custodian an affiliated person of the Fund or its investment adviser(s)? | Is the custodian a sub-custodian? |
Type of custody (describe if "Other") |
---|---|---|---|---|---|---|---|
#1 | Barclays Capital Inc. | AC28XWWI3WIBK2824319 | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Futures commission merchants and commodity clearing organizations - rule 17f-6 (17 CFR 270.17f-6) |
#2 | Credit Suisse Securities (USA) LLC | 1V8Y6QCX6YMJ2OELII46 | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Futures commission merchants and commodity clearing organizations - rule 17f-6 (17 CFR 270.17f-6) |
#3 | Citigroup Global Markets Inc. | MBNUM2BPBDO7JBLYG310 | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Futures commission merchants and commodity clearing organizations - rule 17f-6 (17 CFR 270.17f-6) |
#4 | Morgan Stanley & Co. LLC | 9R7GPTSO7KV3UQJZQ078 | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Futures commission merchants and commodity clearing organizations - rule 17f-6 (17 CFR 270.17f-6) |
#5 | Goldman Sachs & Co. LLC | FOR8UP27PHTHYVLBNG30 | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Futures commission merchants and commodity clearing organizations - rule 17f-6 (17 CFR 270.17f-6) |
#6 | Bofa Securities, Inc. | 549300HN4UKV1E2R3U73 | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Futures commission merchants and commodity clearing organizations - rule 17f-6 (17 CFR 270.17f-6) |
#7 | State Street Bank and Trust Company | 571474TGEMMWANRLN572 | MASSACHUSETTS | UNITED STATES OF AMERICA | No | No | Bank - section 17(f)(1) (15 U.S.C. 80a-17(f)(1)) |
b. Has a custodian been hired or terminated during the reporting period?* | ☐ Yes ☒ No |
a. Provide the following information about each shareholder servicing agent of the Fund: |
Shareholder Servicing Agents Record | Full name | LEI, if any, or provide and describe other identifying number | State, if applicable | Foreign country, if applicable | Is the shareholder servicing agent an affiliated person of the Fund or its investment adviser(s)? | Is the shareholder servicing agent a sub-shareholder servicing agent? | — | — | — | — | — | — | — |
---|
b. Has a shareholder servicing agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
a. Provide the following information about each administrator of the Fund: |
Administrators Record | Full name | LEI, if any, or provide and describe other identifying number | State, if applicable | Foreign country, if applicable | Is the administrator an affiliated person of the Fund or its investment adviser(s)? | Is the administrator a sub-administrator? |
---|---|---|---|---|---|---|
#1 | State Street Bank and Trust Company | 571474TGEMMWANRLN572 | MASSACHUSETTS | UNITED STATES OF AMERICA | No | Yes |
#2 | BlackRock Advisors, LLC | 5493001LN9MRM6A35J74 | DELAWARE | UNITED STATES OF AMERICA | Yes | No |
b. Has a third-party administrator been hired or terminated during the reporting period? | ☐ Yes ☒ No |
a. Provide the following information about each affiliated broker-dealer: |
Broker Dealers Record | Full name | SEC file number | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Total commissions paid to the affiliated broker-dealer for the reporting period |
---|---|---|---|---|---|---|---|
#1 | BlackRock Investments, LLC | 8-48436 | 000038642 | 54930061FBHCKXL2G714 | NEW YORK | UNITED STATES OF AMERICA | 0.00000000 |
#2 | BlackRock Execution Services | 8-48719 | 000039438 | 549300HFCRQ0NT5KY652 | NEW YORK | UNITED STATES OF AMERICA | 0.00000000 |
Instructions to Item C.16 and Item C.17. To help Registrants distinguish between agency and principal transactions, and to promote consistent reporting of the information required by these items, the following criteria should be used: 1. If a security is purchased or sold in a transaction for which the confirmation specifies the amount of the commission to be paid by the Registrant, the transaction should be considered an agency transaction and included in determining the answers to Item C.16. 2. If a security is purchased or sold in a transaction for which the confirmation specifies only the net amount to be paid or received by the Registrant and such net amount is equal to the market value of the security at the time of the transaction, the transaction should be considered a principal transaction and included in determining the amounts in Item C.17. 3. If a security is purchased by the Registrant in an underwritten offering, the acquisition should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the underwriters are receiving from the issuer. 4. If a security is sold by the Registrant in a tender offer, the sale should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the offeror is paying to soliciting brokers or dealers. 5. If a security is purchased directly from the issuer (such as a bank CD), the purchase should be considered a principal transaction and included in answering Item C.17. 6. The value of called or maturing securities should not be counted in either agency or principal transactions and should not be included in determining the amounts shown in Item C.16 and Item C.17. This means that the acquisition of a security may be included, but it is possible that its disposition may not be included. Disposition of a repurchase agreement at its expiration date should not be included. 7. The purchase or sales of securities in transactions not described in paragraphs (1) through (6) above should be evaluated by the Fund based upon the guidelines established in those paragraphs and classified accordingly. The agents considered in Item C.16 may be persons or companies not registered under the Exchange Act as securities brokers. The persons or companies from whom the investment company purchased or to whom it sold portfolio instruments on a principal basis may be persons or entities not registered under the Exchange Act as securities dealers. |
a. For each of the ten brokers that received the largest dollar amount of brokerage commissions (excluding dealer concessions in underwritings) by virtue of direct or indirect participation in the Fund’s portfolio transactions, provide the information below: |
Brokers Record | Full name | SEC file number | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Gross commissions paid by the Fund for the reporting period | — | — | — | — | — | — | — | — |
---|
b. Aggregate brokerage commissions paid by Fund during the reporting period: | 0.00000000 |
a. For each of the ten entities acting as principals with which the Fund did the largest dollar amount of principal transactions (include all short-term obligations, and U.S. government and tax-free securities) in both the secondary market and in underwritten offerings, provide the information below: |
Principal Transactions Record | Full name | SEC file number | CRD number | LEI, if any | State, if applicable | Foreign country, if applicable | Total value of purchases and sales (excluding maturing securities) with Fund |
---|---|---|---|---|---|---|---|
#1 | Citigroup Global Markets Inc. | 8-8177 | 000007059 | MBNUM2BPBDO7JBLYG310 | NEW YORK | UNITED STATES OF AMERICA | 10,161,797.37000000 |
#2 | Morgan Stanley & Co. LLC | 8-15869 | 000008209 | 9R7GPTSO7KV3UQJZQ078 | NEW YORK | UNITED STATES OF AMERICA | 11,803,879.70000000 |
#3 | Barclays Capital Inc. | 8-41342 | 000019714 | AC28XWWI3WIBK2824319 | NEW YORK | UNITED STATES OF AMERICA | 4,771,817.00000000 |
#4 | National Financial Services LLC | 8-26740 | 000013041 | 549300JRHF1MHHWUAW04 | MASSACHUSETTS | UNITED STATES OF AMERICA | 5,205,298.60000000 |
#5 | J.P. Morgan Securities LLC | 8-35008 | 000000079 | ZBUT11V806EZRVTWT807 | NEW YORK | UNITED STATES OF AMERICA | 10,938,899.66000000 |
#6 | Goldman Sachs & Co. LLC | 8-129 | 000000361 | FOR8UP27PHTHYVLBNG30 | NEW YORK | UNITED STATES OF AMERICA | 13,469,204.55000000 |
#7 | Jefferies LLC | 8-15074 | 000002347 | 58PU97L1C0WSRCWADL48 | NEW YORK | UNITED STATES OF AMERICA | 4,872,932.15000000 |
#8 | Wells Fargo Securities, LLC | 8-65876 | 000126292 | VYVVCKR63DVZZN70PB21 | NORTH CAROLINA | UNITED STATES OF AMERICA | 6,767,158.55000000 |
#9 | Bofa Securities, Inc. | 8-69787 | 000283942 | 549300HN4UKV1E2R3U73 | NEW YORK | UNITED STATES OF AMERICA | 16,060,070.80000000 |
#10 | BlackRock Liquidity Funds - MuniCash | N/A | 000000000 | 549300RWBJ885673DL84 | DELAWARE | UNITED STATES OF AMERICA | 139,461,146.28000000 |
b. Aggregate value of principal purchase/sale transactions of Fund during the reporting period: | 231,678,874.66000000 |
a. During the reporting period, did the Fund pay commissions to broker-dealers for "brokerage and research services" within the meaning of section 28(e) of the Exchange Act (15 U.S.C. 78bb)? | ☐ Yes ☒ No |
a. Provide the Fund's (other than a money market fund's) monthly average net assets during the reporting period | 238,495,385.00000000 |
b. Provide the money market fund's daily average net assets during the reporting period |
For open-end management investment companies, respond to the following: |
a. Did the Fund (if not a Money Market Fund, Exchange-Traded Fund, or Exchange-Traded Managed Fund) engage in swing pricing? | ☐ Yes ☐ No |
Instruction. For any security issued by the Fund that is not listed on a securities exchange but that has a ticker symbol, provide that ticker symbol.
Indicate by checking below which of the following securities have been issued by the Registrant. Indicate all that apply. |
Security Issued by Registrants Record | Type of security (describe if "Other") | Title of class | |
---|---|---|---|
#1 | Preferred stock | Variable Rate Muni Term Preferred Shares | |
Common Record | Exchange where listed | Ticker symbol | |
#1 | N/A | N/A | |
#2 | Common stock | BlackRock MuniHoldings Fund, Inc. | |
Common Record | Exchange where listed | Ticker symbol | |
#1 | NEW YORK STOCK EXCHANGE, INC. | MHD | |
Instruction. For Item D.2.c, the "percentage of participation in primary rights offering" is calculated as the percentage of subscriptions exercised during the primary rights offering relative to the amount of securities available for primary subscription. |
a. Did the Fund make a rights offering with respect to any type of security during the reporting period? | ☐ Yes ☒ No |
a. Did the Fund make a secondary offering during the reporting period? | ☐ Yes ☒ No |
a. Did the Fund repurchase any outstanding securities issued by the Fund during the reporting period? | ☐ Yes ☒ No |
Instruction. The term "long-term debt" means debt with a period of time from date of initial issuance to maturity of one year or greater. |
a. Were any issues of the Fund's long-term debt in default at the close of the reporting period with respect to the payment of principal, interest, or amortization? | ☐ Yes ☒ No |
Instruction. The term "dividends in arrears" means dividends that have not been declared by the board of directors or other governing body of the Fund at the end of each relevant dividend period set forth in the constituent instruments establishing the rights of the stockholders. |
a. Were any accumulated dividends in arrears on securities issued by the Fund at the close of the reporting period? | ☐ Yes ☒ No |
a. Have the terms of any constituent instruments defining the rights of the holders of any class of the Registrant's securities been materially modified? | ☐ Yes ☒ No |
Instruction. Base the percentage on amounts incurred during the reporting period |
a. Provide the Fund's advisory fee as of the end of the reporting period as percentage of net assets: | 0.55000000 |
a. Provide the Fund's net annual operating expenses as of the end of the reporting period (net of any waivers or reimbursements) as a percentage of net assets: | 2.15000000 |
Instruction. Respond to this item with respect to common stock issued by the Registrant only. |
a. Market price per share at end of reporting period: | 13.91000000 |
Instruction. Respond to this item with respect to common stock issued by the Registrant only. |
a. Net asset value per share at end of reporting period: | 15.18000000 |
a. Attachments applicable to all Registrants. All Registrants shall file the following attachments, as applicable, with the current report. Indicate the attachments filed with the current report by checking the applicable items below: | ☐
i. Legal proceedings
☐ ii. Provision of financial support ☒ iii. Independent public accountant's report on internal control (management investment companies other than small business investment companies only) ☐ iv. Change in accounting principles and practices ☐ v. Information required to be filed pursuant to exemptive orders ☐ vi. Other information required to be included as an attachment pursuant to Commission rules and regulations |
a. Attachments to be filed by closed-end management investment companies and small business investment companies. Registrants shall file the following attachments, as applicable, with the current report. Indicate the attachments filed with the current report by checking the applicable items below: | ☒
i. Material amendments to organizational documents
☐ ii. Instruments defining the rights of the holders of any new or amended class of securities ☐ iii. New or amended investment advisory contracts ☐ iv. Information called for by Item 405 of Regulation S-K ☐ v. Code of ethics (small business investment companies only) |
Instructions. 1. Item G.1.a.i. Legal proceedings. (a) If the Registrant responded "YES" to Item B.11.a., provide a brief description of the proceedings. As part of the description, provide the case or docket number (if any), and the full names of the principal parties to the proceeding. (b) If the Registrant responded "YES" to Item B.11.b., identify the proceeding and give its date of termination. 2. Item G.1.a.ii. Provision of financial support. If the Registrant responded "YES" to Item B.14., provide the following information (unless the Registrant is a Money Market Fund): (a) Description of nature of support. (b) Person providing support. (c) Brief description of relationship between the person providing support and the Registrant. (d) Date support provided. (e) Amount of support. (f) Security supported (if applicable). Disclose the full name of the issuer, the title of the issue (including coupon or yield, if applicable) and at least two identifiers, if available (e.g., CIK, CUSIP, ISIN, LEI). (g) Value of security supported on date support was initiated (if applicable). (h) Brief description of reason for support. (i) Term of support. (j) Brief description of any contractual restrictions relating to support. 3. Item G.1.a.iii. Independent public accountant's report on internal control (management investment companies other than small business investment companies only). Each management investment company shall furnish a report of its independent public accountant on the company's system of internal accounting controls. The accountant's report shall be based on the review, study and evaluation of the accounting system, internal accounting controls, and procedures for safeguarding securities made during the audit of the financial statements for the reporting period. The report should disclose any material weaknesses in: (a) the accounting system; (b) system of internal accounting control; or (c) procedures for safeguarding securities which exist as of the end of the Registrant's fiscal year. The accountant's report shall be furnished as an exhibit to the form and shall: (1) be addressed to the Registrant's shareholders and board of directors; (2) be dated; (3) be signed manually; and (4) indicate the city and state where issued. Attachments that include a report that discloses a material weakness should include an indication by the Registrant of any corrective action taken or proposed. The fact that an accountant's report is attached to this form shall not be regarded as acknowledging any review of this form by the independent public accountant. 4. Item G.1.a.iv. Change in accounting principles and practices. If the Registrant responded "YES" to Item B.21, provide an attachment that describes the change in accounting principles or practices, or the change in the method of applying any such accounting principles or practices. State the date of the change and the reasons therefor. A letter from the Registrant's independent accountants, approving or otherwise commenting on the change, shall accompany the description. 5. Item G.1.a.v. Information required to be filed pursuant to exemptive orders. File as an attachment any information required to be reported on Form N-CEN or any predecessor form to Form N-CEN (e.g., Form N-SAR) pursuant to exemptive orders issued by the Commission and relied on by the Registrant. 6. Item G.1.a.vi. Other information required to be included as an attachment pursuant to Commission rules and regulations. File as an attachment any other information required to be included as an attachment pursuant to Commission rules and regulations. |
Instructions. 7. Item G.1.b.i. Material amendments to organizational documents. Provide copies of all material amendments to the Registrant's charters, by-laws, or other similar organizational documents that occurred during the reporting period. 8. Item G.1.b.ii. Instruments defining the rights of the holders of any new or amended class of securities. Provide copies of all constituent instruments defining the rights of the holders of any new or amended class of securities for the current reporting period. If the Registrant has issued a new class of securities other than short-term paper, furnish a description of the class called for by the applicable item of Form N-2. If the constituent instruments defining the rights of the holders of any class of the Registrant's securities have been materially modified during the reporting period, give the title of the class involved and state briefly the general effect of the modification upon the rights of the holders of such securities. 9. Item G.1.b.iii. New or amended investment advisory contracts. Provide copies of any new or amended investment advisory contracts that became effective during the reporting period. 10. Item G.1.b.iv. Information called for by Item 405 of Regulation S-K. Provide the information called for by Item 405 of Regulation S-K concerning failure of certain closed-end management investment company and small business investment company shareholders to file certain ownership reports. 11. Item G.1.b.v. Code of ethics (small business investment companies only). (a) (1) Disclose whether, as of the end of the period covered by the report, the Registrant has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Registrant or a third party. If the Registrant has not adopted such a code of ethics, explain why it has not done so. (2) For purposes of this instruction, the term "code of ethics" means written standards that are reasonably designed to deter wrongdoing and to promote: (i) honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; (ii) full, fair, accurate, timely, and understandable disclosure in reports and documents that a Registrant files with, or submits to, the Commission and in other public communications made by the Registrant; (iii) compliance with applicable governmental laws, rules, and regulations; (iv) the prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and (v) accountability for adherence to the code. (3) The Registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (a)(2) of this instruction. The Registrant must file a copy of any such amendment as an exhibit to this report on Form N-CEN, unless the Registrant has elected to satisfy paragraph (a)(6) of this instruction by posting its code of ethics on its website pursuant to paragraph (a)(6)(ii) of this Instruction, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (a)(6)(iii) of this instruction. (4) If the Registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Registrant or a third party, that relates to one or more of the items set forth in paragraph (a)(2) of this instruction, the Registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver. (5) If the Registrant intends to satisfy the disclosure requirement under paragraph (a)(3) or (4) of this instruction regarding an amendment to, or a waiver from, a provision of its code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in paragraph (a)(2) of this instruction by posting such information on its Internet website, disclose the Registrant's Internet address and such intention. (6) The Registrant must: (i) file with the Commission a copy of its code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its report on this Form N-CEN; (ii) post the text of such code of ethics on its Internet website and disclose, in its most recent report on this Form N-CEN, its Internet address and the fact that it has posted such code of ethics on its Internet website; or (iii) undertake in its most recent report on this Form N-CEN to provide to any person without charge, upon request, a copy of such code of ethics and explain the manner in which such request may be made. (7) A Registrant may have separate codes of ethics for different types of officers. Furthermore, a "code of ethics" within the meaning of paragraph (a)(2) of this instruction may be a portion of a broader document that addresses additional topics or that applies to more persons than those specified in paragraph (a)(1) of this instruction. In satisfying the requirements of paragraph (a)(6) of this instruction, a Registrant need only file, post, or provide the portions of a broader document that constitutes a "code of ethics" as defined in paragraph (a)(2) of this instruction and that apply to the persons specified in paragraph (a)(1) of this instruction. (8) If a Registrant elects to satisfy paragraph (a)(6) of this instruction by posting its code of ethics on its Internet website pursuant to paragraph (a)(6)(ii), the code of ethics must remain accessible on its website for as long as the Registrant remains subject to the requirements of this instruction and chooses to comply with this instruction by posting its code on its Internet website pursuant to paragraph (a)(6)(ii). (9) The Registrant does not need to provide any information pursuant to paragraphs (a)(3) and (4) of this instruction if it discloses the required information on its Internet website within five business days following the date of the amendment or waiver and the Registrant has disclosed in its most recently filed report on this Form N-CEN its Internet website address and intention to provide disclosure in this manner. If the amendment or waiver occurs on a Saturday, Sunday, or holiday on which the Commission is not open for business, then the five business day period shall begin to run on and include the first business day thereafter. If the Registrant elects to disclose this information through its website, such information must remain available on the website for at least a 12-month period. The Registrant must retain the information for a period of not less than six years following the end of the fiscal year in which the amendment or waiver occurred. Upon request, the Registrant must furnish to the Commission or its staff a copy of any or all information retained pursuant to this requirement. (10) The Registrant does not need to disclose technical, administrative, or other non-substantive amendments to its code of ethics. (11) For purposes of this instruction: (i) the term "waiver" means the approval by the Registrant of a material departure from a provision of the code of ethics; and (ii) the term "implicit waiver" means the Registrant's failure to take action within a reasonable period of time regarding a material departure from a provision of the code of ethics that has been made known to an executive officer, as defined in rule 3b-7 under the Exchange Act (17 CFR 240.3b-7), of the Registrant. (b) (1) Disclose that the Registrant's board of directors has determined that the Registrant either: (i) has at least one audit committee financial expert serving on its audit committee; or (ii) does not have an audit committee financial expert serving on its audit committee. (2) If the Registrant provides the disclosure required by paragraph (b)(1)(i) of this instruction, it must disclose the name of the audit committee financial expert and whether that person is "independent." In order to be considered "independent" for purposes of this instruction, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of directors, or any other board committee: (i) accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or (ii) be an "interested person" of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)). (3) If the Registrant provides the disclosure required by paragraph (b)(1)(ii) of this instruction, it must explain why it does not have an audit committee financial expert. (4) If the Registrant's board of directors has determined that the Registrant has more than one audit committee financial expert serving on its audit committee, the Registrant may, but is not required to, disclose the names of those additional persons. A Registrant choosing to identify such persons must indicate whether they are independent pursuant to paragraph (b)(2) of this instruction. (5) For purposes of this instruction, an "audit committee financial expert" means a person who has the following attributes: (i) an understanding of generally accepted accounting principles and financial statements; (ii) the ability to assess the general application of such principles in connection with the accounting for estimates, accruals, and reserves; (iii) experience preparing, auditing, analyzing, or evaluating financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can reasonably be expected to be raised by the Registrant's financial statements, or experience actively supervising one or more persons engaged in such activities; (iv) an understanding of internal controls and procedures for financial reporting; and (v) an understanding of audit committee functions. (6) A person shall have acquired such attributes through: (i) education and experience as a principal financial officer, principal accounting officer, controller, public accountant, or auditor or experience in one or more positions that involve the performance of similar functions; (ii) experience actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor, or person performing similar functions; (iii) experience overseeing or assessing the performance of companies or public accountants with respect to the preparation, auditing, or evaluation of financial statements; or (iv) other relevant experience. (7) (i) A person who is determined to be an audit committee financial expert will not be deemed an "expert" for any purpose, including without limitation for purposes of Section 11 of the Securities Act (15 U.S.C. 77k), as a result of being designated or identified as an audit committee financial expert pursuant to this instruction; (ii) the designation or identification of a person as an audit committee financial expert pursuant to this instruction does not impose on such person any duties, obligations, or liability that are greater than the duties, obligations, and liability imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification; (iii) the designation or identification of a person as an audit committee financial expert pursuant to this instruction does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors. (8) If a person qualifies as an audit committee financial expert by means of having held a position described in paragraph (b)(6)(iv) of this Instruction, the Registrant shall provide a brief listing of that person's relevant experience. |
Pursuant to the requirements of the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. |
Registrant | BlackRock MuniHoldings Fund, Inc. |
Date | 2020-07-08 |
Signature | Ann Frechette |
Title | Assistant Treasurer |
BLACKROCK MUNIHOLDINGS FUND, INC.
ARTICLES OF
AMENDMENT
AMENDING THE ARTICLES SUPPLEMENTARY ESTABLISHING AND FIXING THE RIGHTS AND
PREFERENCES OF
VARIABLE RATE MUNI TERM PREFERRED SHARES
This is to certify that
The charter of BlackRock MuniHoldings Fund, Inc., a Maryland corporation (the “Corporation”), is amended by these Articles of Amendment, which amend the Articles Supplementary Establishing and Fixing the Rights and Preferences of Variable Rate Muni Term Preferred Shares, dated as of December 15, 2011, as amended to date (the “Articles Supplementary”).
Second: The charter of the Corporation is hereby amended by deleting the definition of “Ratings Spread” in the Articles Supplementary and replacing it with the following definition:
“Ratings Spread” means, with respect to any Rate Period for any Series of VMTP Preferred Shares, the percentage per annum set forth opposite the highest applicable credit rating assigned to such Series, unless the lowest applicable credit rating is at or below A1/A+, in which case it shall mean the percentage per annum set forth opposite the lowest applicable credit rating assigned to such Series, by either Moody’s (if Moody’s is then rating the VMTP Preferred Shares at the request of the Corporation), Fitch (if Fitch is then rating the VMTP Preferred Shares at the request of the Corporation) or Other Rating Agency (if such Other Rating Agency is then rating the VMTP Preferred Shares at the request of the Corporation) in the table below on the Rate Determination Date for such Rate Period:
Moody’s/Fitch* |
Percentage |
Aa2/AA to Aaa/AAA |
0.77% |
Aa3/AA- |
0.95% |
A1/A+ |
1.30% |
A2/A |
1.55% |
A3/A- |
1.70% |
Baa1/BBB+ |
2.05% |
Baa2/BBB |
2.30% |
Baa3/BBB- |
2.80% |
Non-investment grade or NR |
3.30% |
* And/or the equivalent ratings of an Other Rating Agency then rating the VMTP Preferred Shares at the request of the Corporation.
Third: The charter of the Corporation is hereby amended by deleting the definition of “Redemption Premium” in the Articles Supplementary in its entirety.
Fourth: The charter of the Corporation is hereby amended by deleting the definition of “Redemption Price” in the Articles Supplementary in its entirety and replacing it with the following:
“Redemption Price” means the sum of (i) the Liquidation Preference and (ii) accumulated but unpaid dividends thereon (whether or not declared) to, but not including, the date fixed for redemption.
Fifth: The charter of Corporation is hereby amended by deleting Section 5(c) in the Articles Supplementary in its entirety and replacing it with the following:
Notwithstanding Sections 5(a) and 5(b) of these Articles Supplementary, except as may be otherwise expressly provided by Sections 5(f), 5(g) or 5(h) of these Articles Supplementary or as otherwise required by Applicable Law, the provisions of these Articles Supplementary set forth under (x) the caption “Designation” (but only with respect to any VMTP Preferred Shares already issued and Outstanding), (y) Sections 1(a) (but only with respect to any VMTP Preferred Shares already issued and Outstanding), 2(a), 2(b), 2(c), 2(d), 2(e)(i), 2(e)(ii), 2(k), 3(b), 8, 10(a)(i), 10(b)(i), 10(h), 11(a), 11(b) or 11(c) of these Articles Supplementary and (z) the definitions “Additional Amount”, “Applicable Base Rate”, “Applicable Rate”, “Dividend Payment Date”, “Dividend Period”, “Effective Leverage Ratio”, “Failure to Deposit”, “Gross-up Payment”, “Liquidation Preference”, “Maximum Rate”, “Outstanding”, “Rate Determination Date”, “Ratings Spread”, “Redemption Price”, “Subsequent Rate Period” or “Term Redemption Date” (i) (A) may be amended so as to adversely affect the amount, timing, priority or taxability of any dividend, redemption or other payment or distribution due to the Holders or (B) may amend the definition of “Effective Leverage Ratio” or the calculation thereof, in each case, only upon the affirmative vote or written consent of (1) a majority of the Board of Directors and (2) the Total Holders and (ii) may be otherwise amended upon the affirmative vote or written consent of (1) a majority of the Board of Directors and (2) the holders of 66 2/3% of the Outstanding VMTP Preferred Shares.
Sixth: The charter of the Corporation is hereby amended by deleting Section 10(a)(iii) of the Articles Supplementary in its entirety and replacing it with the following:
The Corporation may not on any date send a Notice of Redemption pursuant to paragraph (c) of this Section 10 in respect of a redemption contemplated to be effected pursuant to this paragraph (a) unless on such date (A) the Corporation has available Deposit Securities with maturity or tender dates not later than the day preceding the applicable Redemption Date and having a Market Value not less than the amount due to Holders of VMTP Preferred Shares by reason of the redemption of such VMTP Preferred Shares on such Redemption Date and (B) the Discounted Value of Moody’s Eligible Assets (if Moody’s is then rating the VMTP Preferred Shares at the request of the Corporation), the Discounted Value of Fitch Eligible Assets (if Fitch is then rating the VMTP Preferred Shares at the request of the Corporation) and the Discounted Value of Other Rating Agency Eligible Assets (if any Other Rating Agency is then rating the VMTP Preferred Shares at the request of the Corporation) each at least equals the Basic Maintenance Amount, and would at least equal the Basic Maintenance Amount immediately subsequent to such redemption if such redemption were to occur on such date. For purposes of determining in clause (B) of the preceding sentence whether the Discounted Value of Moody’s Eligible Assets at least equals the Basic Maintenance Amount, the Moody’s Discount Factors applicable to Moody’s Eligible Assets shall be determined by reference to the first Exposure Period (as defined in the Moody’s Guidelines) longer than the Exposure Period then applicable to the Corporation, as described in the definition of Moody’s Discount Factor herein.
Seventh: These Articles of Amendment shall be effective as of January 2, 2020.
Eighth: The amendment to the charter of the Corporation as set forth above in these Articles of Amendment has been duly advised by the board of directors of the Corporation and approved by the stockholders of the Corporation as and to the extent required by law and in accordance with the charter of the Corporation.
IN WITNESS WHEREOF, BlackRock MuniHoldings Fund, Inc. has caused these Articles of Amendment to be signed as of December 19, 2019 in its name and on its behalf by the person named below who acknowledges that these Articles of Amendment are the act of the Corporation and, to the best of such person’s knowledge, information and belief and under penalties for perjury, all matters and facts contained in these Articles of Amendment are true in all material respects.
BlackRock MuniHoldings Fund, Inc.
By: /s/ Jonathan Diorio
Name: Jonathan Diorio
Title: Vice President
ATTEST:
/s/ Janey Ahn
Name: Janey Ahn
Title: Secretary
BLACKROCK MUNIHOLDINGS FUND, INC.
ARTICLES OF
AMENDMENT
AMENDING THE ARTICLES SUPPLEMENTARY ESTABLISHING AND FIXING THE RIGHTS AND
PREFERENCES OF
VARIABLE RATE MUNI TERM PREFERRED SHARES
This is to certify that:
First: The charter of BlackRock MuniHoldings Fund, Inc., a Maryland corporation (the “Corporation”), is amended by these Articles of Amendment, which amend the Articles Supplementary Establishing and Fixing the Rights and Preferences of Variable Rate Muni Term Preferred Shares, dated as of December 15, 2011, as amended to date (the “Articles Supplementary”).
Second: The charter of the Corporation is hereby amended by deleting subsection (e) of the definition of “Increased Rate Event” in the Articles Supplementary in its entirety and replacing it with the following definition as of April 3, 2020:
(e) failure by the Corporation on the last day of an applicable Effective Leverage Ratio Cure Period to have an Effective Leverage Ratio of not greater than 45%, except that for the period from and including April 3, 2020 and through and including December 31, 2020, failure by the Corporation on the last day of an applicable Effective Leverage Ratio Cure Period to have an Effective Leverage Ratio of not greater than 50%. This Increased Rate Event shall be considered cured on the date the Corporation next has an Effective Leverage Ratio of not greater than 45% or 50%, as applicable;
Third: For the period from and including April 3, 2020 through and including December 31, 2020, the charter of the Corporation is hereby amended by deleting subsection (e) of the definition of “Ratings Spread” in the Articles Supplementary in its entirety and replacing it with the following definition as of April 3, 2020:
“Ratings Spread” means, with respect to any Rate Period for any Series of VMTP Preferred Shares, the percentage per annum set forth opposite the highest applicable credit rating assigned to such Series, unless the lowest applicable credit rating is at or below A1/A+, in which case it shall mean the percentage per annum set forth opposite the lowest applicable credit rating assigned to such Series, by either Moody’s (if Moody’s is then rating the VMTP Preferred Shares at the request of the Corporation), Fitch (if Fitch is then rating the VMTP Preferred Shares at the request of the Corporation) or Other Rating Agency (if such Other Rating Agency is then rating the VMTP Preferred Shares at the request of the Corporation) in the table below on the Rate Determination Date for such Rate Period:
Moody’s/Fitch* |
Percentage |
Aa2/AA to Aaa/AAA |
0.90% |
Aa3/AA- |
0.95% |
A1/A+ |
1.30% |
A2/A |
1.55% |
A3/A- |
1.70% |
Baa1/BBB+ |
2.05% |
Baa2/BBB |
2.30% |
Baa3/BBB- |
2.80% |
Non-investment grade or NR |
3.30% |
* And/or the equivalent ratings of an Other Rating Agency then rating the VMTP Preferred Shares at the request of the Corporation.
For the avoidance of doubt, effective January 1, 2021, the definition of “Ratings Spread” shall read as follows:
“Ratings Spread” means, with respect to any Rate Period for any Series of VMTP Preferred Shares, the percentage per annum set forth opposite the highest applicable credit rating assigned to such Series, unless the lowest applicable credit rating is at or below A1/A+, in which case it shall mean the percentage per annum set forth opposite the lowest applicable credit rating assigned to such Series, by either Moody’s (if Moody’s is then rating the VMTP Preferred Shares at the request of the Corporation), Fitch (if Fitch is then rating the VMTP Preferred Shares at the request of the Corporation) or Other Rating Agency (if such Other Rating Agency is then rating the VMTP Preferred Shares at the request of the Corporation) in the table below on the Rate Determination Date for such Rate Period:
Moody’s/Fitch* |
Percentage |
Aa2/AA to Aaa/AAA |
0.77% |
Aa3/AA- |
0.95% |
A1/A+ |
1.30% |
A2/A |
1.55% |
A3/A- |
1.70% |
Baa1/BBB+ |
2.05% |
Baa2/BBB |
2.30% |
Baa3/BBB- |
2.80% |
Non-investment grade or NR |
3.30% |
* And/or the equivalent ratings of an Other Rating Agency then rating the VMTP Preferred Shares at the request of the Corporation.
Fourth: The charter of the Corporation is hereby amended by deleting Section 6(b) in the Articles Supplementary in its entirety and replacing it with the following as of April 3, 2020:
Effective Leverage Ratio. The Corporation shall maintain an Effective Leverage Ratio of not greater than 45% (other than solely by reason of fluctuations in the market value of its portfolio securities), except that for the period from and including April 3, 2020 and through and including December 31, 2020, the Corporation shall maintain an Effective Leverage Ratio of not greater than 50% (other than solely by reason of fluctuations in the market value of its portfolio securities). In the event that the Corporation’s Effective Leverage Ratio exceeds 45% or 50%, as applicable (whether by reason of fluctuations in the market value of its portfolio securities or otherwise), the Corporation shall cause the Effective Leverage Ratio to be 45% or lower or 50% or lower, as applicable, within ten (10) Business Days (“Effective Leverage Ratio Cure Period”).
2
Fifth: These Articles of Amendment shall be effective as of April 3, 2020.
Sixth: The amendment to the charter of the Corporation as set forth above in these Articles of Amendment has been duly advised by the board of directors of the Corporation and approved by the stockholders of the Corporation as and to the extent required by law and in accordance with the charter of the Corporation.
[Signature Page Follows]
3
IN WITNESS WHEREOF, BlackRock MuniHoldings Fund, Inc. has caused these Articles of Amendment to be signed as of April 2, 2020 in its name and on its behalf by the person named below who acknowledges that these Articles of Amendment are the act of the Corporation and, to the best of such person’s knowledge, information and belief and under penalties for perjury, all matters and facts contained in these Articles of Amendment are true in all material respects.
BlackRock MuniHoldings Fund, Inc.
By: /s/ Jonathan Diorio
Name: Jonathan Diorio
Title: Vice President
ATTEST:
/s/ Janey Ahn
Name: Janey Ahn
Title: Secretary
[Signature Page – MHD Amendment to Articles Supplementary]
REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
To the Shareholders and Board of Directors of BlackRock MuniAssets Fund, Inc., BlackRock MuniEnhanced Fund, Inc., BlackRock MuniHoldings Fund, Inc., BlackRock MuniHoldings Fund II, Inc., BlackRock MuniHoldings Quality Fund, Inc., BlackRock Muni Intermediate Duration Fund, Inc., and BlackRock MuniVest Fund II, Inc.:
In planning and performing our audits of the financial statements of BlackRock MuniAssets Fund, Inc., BlackRock MuniEnhanced Fund, Inc., BlackRock MuniHoldings Fund, Inc., BlackRock MuniHoldings Fund II, Inc., BlackRock MuniHoldings Quality Fund, Inc., BlackRock Muni Intermediate Duration Fund, Inc., and BlackRock MuniVest Fund II, Inc. (the "Funds"), as of and for the year ended April 30, 2020, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), we considered the Funds' internal control over financial reporting, including controls over safeguarding securities, as a basis for designing our auditing procedures for the purpose of expressing our opinion on financial statements and to comply with the requirements of Form N-CEN, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion.
The management of the Funds is responsible for establishing
and maintaining effective internal control over financial
reporting. In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected
benefits and related costs of controls. A company's internal
control over financial reporting is a process designed to
provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. A company's internal control over
financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made
only in accordance with authorizations of management and
directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of a company's
assets that could have a material effect on the financial
statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become
inadequate because of changes in conditions or that the degree
of compliance with the policies or procedures may deteriorate.
A deficiency in internal control over financial reporting exists
when the design or operation of a control does not allow
management or employees, in the normal course of
performing their assigned functions, to prevent or detect
misstatements on a timely basis. A material weakness is a
deficiency, or a combination of deficiencies, in internal
control over financial reporting, such that there is a reasonable
possibility that a material misstatement of the company's
annual or interim financial statements will not be prevented or
detected on a timely basis.
Our consideration of the Funds' internal control over financial
reporting was for the limited purpose described in the first
paragraph and would not necessarily disclose all deficiencies
in internal control that might be material weaknesses under
standards established by the PCAOB. However, we noted no
deficiencies in the Funds' internal control over financial
reporting and its operation, including controls for safeguarding
securities that we consider to be a material weakness, as
defined above, as of April 30, 2020.
This report is intended solely for the information and use of
management and Board of Directors of the Funds and the
Securities and Exchange Commission and is not intended to be
and should not be used by anyone other than these specified
parties.
/s/Deloitte & Touche LLP Boston, Massachusetts June 22, 2020 |