What Independent Directors Should “Request” of Mutual
Fund Advisers

Abstract

The background to this study is recognition of the failure of mutual fund independent directors to fulfill their obligations as “shareholder watchdogs” under the Investment Company Act of 1940. This article presents reasons for the failure, as well as a discussion of U.S. District Judge Feess’ opinion in a mutual fund case dealing with excessive fees. The author believes that, in order to achieve normative transparency of information, independent directors and advisers of major funds known for shareholder stewardship must strongly, vigorously, and proactively work together to gain approval in Congress and/or the SEC.