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This updated fifth edition reflects a large number of updates since 2015, covering significant completed and pending rulemakings and other initiatives by the SEC, including those relating to the following: liquidity risk and cybersecurity risk management; exchange traded funds; the use of funds of derivatives; fair valuation; funds investing in other funds; money market fund ("MMF") reform fund names; environmental (including climate), social, and governance ("ESG") investing; and industry developments including LIBOR transition, responses to the COVID-19 pandemic, and greater focus on diversity, equity, and inclusion.

To assist directors of investment companies registered under the Investment Company Act of 1940 in fulfilling their responsibilities, this guide provides:

• an overview of functions, responsibilities, and potential liabilities of fund directors, under both the federal securities laws (including the 1940 Act) and corporate law generally;
• information about the structure and operations of the board and its relationship to the investment adviser, the distributor, and others important to the fund;
• assistance to directors in discharging their responsibilities by providing them with enough information to enable them to understand their duties and to ask the right questions;
• suggestions as to how independent directors can best fulfill their responsibilities by reference to industry practice and legal requirements;
• and more.