UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-22083
Fidelity Central Investment Portfolios II LLC
(Exact name of registrant as specified in charter)
245 Summer St., Boston, Massachusetts 02210
(Address of principal executive offices) (Zip code)
Margaret Carey, Secretary
245 Summer St.
Boston, Massachusetts 02210
(Name and address of agent for service)
Registrant's telephone number, including area code:
617-563-7000
Date of fiscal year end: | December 31 |
Date of reporting period: | December 31, 2023 |
Item 1.
Reports to Stockholders
Contents
Average Annual Total Returns | |||
Periods ended December 31, 2023 | Past 1 year | Past 5 years | Life of Fund A |
Fidelity® International Credit Central Fund | 7.02% | 1.59% | 1.37% |
$10,000 Over Life of Fund |
Let's say hypothetically that $10,000 was invested in Fidelity® International Credit Central Fund, on June 13, 2017, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Bloomberg Global Aggregate Credit Ex U.S. Index (Hedged USD) performed over the same period. |
Quality Diversification (% of Fund's net assets) |
We have used ratings from Moody's Investors Service, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. All ratings are as of the date indicated and do not reflect subsequent changes. |
Asset Allocation (% of Fund's net assets) |
Futures and Swaps - 23.4% |
Forward foreign currency contracts - (68.4)% |
Geographic Diversification (% of Fund's net assets) |
* Includes Short-Term investments and Net Other Assets (Liabilities). Percentages are adjusted for the effect of derivatives, if applicable. |
Nonconvertible Bonds - 63.2% | |||
Principal Amount (a) | Value ($) | ||
Australia - 1.5% | |||
AusNet Services Holdings Pty Ltd. 1.625% 3/11/81 (Reg. S) (b) | EUR | 300,000 | 298,360 |
Leighton Finance U.S.A. Pty Ltd. 1.5% 5/28/29 (Reg. S) | EUR | 1,070,000 | 1,019,579 |
QBE Insurance Group Ltd.: | |||
2.5% 9/13/38 (Reg. S) (b) | GBP | 825,000 | 890,879 |
6.75% 12/2/44 (Reg. S) (b) | 1,400,000 | 1,391,250 | |
TOTAL AUSTRALIA | 3,600,068 | ||
Belgium - 0.8% | |||
KBC Group NV 6.324% 9/21/34 (b)(c) | 1,720,000 | 1,816,635 | |
Denmark - 1.3% | |||
Danske Bank A/S: | |||
2.25% 1/14/28 (Reg. S) (b) | GBP | 1,595,000 | 1,855,082 |
4.625% 4/13/27 (Reg. S) (b) | GBP | 565,000 | 713,866 |
4.75% 6/21/30 (Reg. S) (b) | EUR | 510,000 | 593,282 |
TOTAL DENMARK | 3,162,230 | ||
Finland - 0.6% | |||
Nordea Bank Abp 4.125% 5/5/28 (Reg. S) | EUR | 1,365,000 | 1,555,528 |
France - 5.7% | |||
BNP Paribas SA: | |||
2.159% 9/15/29 (b)(c) | 1,380,000 | 1,200,266 | |
2.5% 3/31/32 (Reg. S) (b) | EUR | 700,000 | 730,800 |
4.125% 5/24/33 (Reg. S) | EUR | 900,000 | 1,046,859 |
BPCE SA 1.5% 1/13/42 (Reg. S) (b) | EUR | 1,000,000 | 1,000,642 |
Electricite de France SA: | |||
5.5% 1/25/35 (Reg. S) | GBP | 1,600,000 | 2,057,591 |
5.7% 5/23/28 (c) | 558,000 | 577,333 | |
6.25% 5/23/33 (c) | 635,000 | 687,189 | |
Engie SA 4.25% 9/6/34 (Reg. S) | EUR | 1,100,000 | 1,286,919 |
Holding d'Infrastructures et des Metiers de l'Environnement 0.625% 9/16/28 (Reg. S) | EUR | 645,000 | 618,207 |
Lagardere S.C.A. 1.75% 10/7/27 (Reg. S) | EUR | 1,500,000 | 1,649,715 |
Societe Generale: | |||
4.75% 11/24/25 (c) | 1,220,000 | 1,194,758 | |
6.691% 1/10/34 (b)(c) | 1,145,000 | 1,209,080 | |
Technip Energies NV 1.125% 5/28/28 | EUR | 550,000 | 547,319 |
TOTAL FRANCE | 13,806,678 | ||
Germany - 10.3% | |||
ACCENTRO Real Estate AG 5.625% 2/13/26 (Reg. S) | EUR | 2,242,800 | 962,521 |
AGPS BondCo PLC 4.625% 1/14/26 (Reg. S) (b) | EUR | 4,600,000 | 1,754,508 |
Bayer AG 4.625% 5/26/33 (Reg. S) | EUR | 520,000 | 598,975 |
Bayer U.S. Finance LLC 6.375% 11/21/30 (c) | 800,000 | 823,087 | |
Commerzbank AG 8.625% 2/28/33 (Reg. S) (b) | GBP | 600,000 | 812,397 |
Deutsche Bank AG: | |||
3.25% 5/24/28 (Reg. S) (b) | EUR | 1,700,000 | 1,836,069 |
6.125% 12/12/30 (Reg. S) (b) | GBP | 2,000,000 | 2,581,023 |
EnBW Energie Baden-Wuerttemberg AG 1.375% 8/31/81 (Reg. S) (b) | EUR | 1,300,000 | 1,223,344 |
KfW: | |||
0% 3/31/27 (Reg. S) | EUR | 1,520,000 | 1,552,600 |
0% 9/17/30 (Reg. S) | EUR | 2,000,000 | 1,874,313 |
0.75% 1/15/29 (Reg. S) | EUR | 4,520,000 | 4,597,113 |
2.875% 5/29/26 (Reg. S) | EUR | 1,290,000 | 1,436,118 |
Robert Bosch GmbH 4.375% 6/2/43 (Reg. S) | EUR | 800,000 | 946,793 |
Schaeffler AG 3.375% 10/12/28 (Reg. S) | EUR | 1,100,000 | 1,174,879 |
Sirius Real Estate Ltd. 1.125% 6/22/26 (Reg. S) | EUR | 800,000 | 795,780 |
Vonovia SE 5% 11/23/30 (Reg. S) | EUR | 500,000 | 582,573 |
ZF Europe Finance BV 2% 2/23/26 (Reg. S) | EUR | 500,000 | 525,756 |
ZF Finance GmbH 2% 5/6/27 (Reg. S) | EUR | 700,000 | 713,052 |
TOTAL GERMANY | 24,790,901 | ||
Greece - 0.4% | |||
Alpha Bank SA 4.25% 2/13/30 (Reg. S) (b) | EUR | 930,000 | 1,000,350 |
Hong Kong - 0.7% | |||
Prudential Funding Asia PLC 2.95% 11/3/33 (Reg. S) (b) | 1,790,000 | 1,568,735 | |
Ireland - 3.5% | |||
AIB Group PLC: | |||
1.875% 11/19/29 (Reg. S) (b) | EUR | 760,000 | 815,367 |
2.25% 4/4/28 (Reg. S) (b) | EUR | 2,595,000 | 2,745,812 |
6.608% 9/13/29 (b)(c) | 1,125,000 | 1,185,134 | |
Bank of Ireland Group PLC: | |||
1.375% 8/11/31 (Reg. S) (b) | EUR | 3,185,000 | 3,277,269 |
2.029% 9/30/27 (b)(c) | 515,000 | 469,579 | |
TOTAL IRELAND | 8,493,161 | ||
Italy - 0.4% | |||
UniCredit SpA 2.731% 1/15/32 (Reg. S) (b) | EUR | 1,024,000 | 1,059,679 |
Luxembourg - 2.1% | |||
Alpha Trains Finance SA 2.064% 6/30/30 | EUR | 604,000 | 633,852 |
Blackstone Property Partners Europe LP: | |||
1% 5/4/28 (Reg. S) | EUR | 2,835,000 | 2,618,794 |
1.75% 3/12/29 (Reg. S) | EUR | 1,305,000 | 1,210,602 |
2.625% 10/20/28 (Reg. S) | GBP | 660,000 | 716,845 |
TOTAL LUXEMBOURG | 5,180,093 | ||
Mexico - 1.3% | |||
Petroleos Mexicanos 6.5% 3/13/27 | 3,335,000 | 3,099,466 | |
Netherlands - 2.9% | |||
ING Groep NV: | |||
4.5% 5/23/29 (Reg. S) (b) | EUR | 400,000 | 454,907 |
4.75% 5/23/34 (Reg. S) (b) | EUR | 3,100,000 | 3,638,059 |
JDE Peet's BV 2.25% 9/24/31 (c) | 224,000 | 179,402 | |
Rabobank Nederland 4% 1/10/30 (Reg. S) | EUR | 1,000,000 | 1,139,619 |
REWE International Finance 4.875% 9/13/30 (Reg. S) | EUR | 700,000 | 818,505 |
Universal Music Group NV 4% 6/13/31 (Reg. S) | EUR | 750,000 | 865,259 |
TOTAL NETHERLANDS | 7,095,751 | ||
Poland - 0.4% | |||
GTC Aurora Luxembourg SA 2.25% 6/23/26 (Reg. S) | EUR | 1,215,000 | 966,406 |
Portugal - 0.2% | |||
Fidelidade-Companhia de Seguros SA 4.25% 9/4/31 (Reg. S) (b) | EUR | 500,000 | 495,868 |
Spain - 0.7% | |||
Werfenlife SA 4.625% 6/6/28 (Reg. S) | EUR | 1,400,000 | 1,574,320 |
Sweden - 0.8% | |||
Heimstaden AB 4.375% 3/6/27 (Reg. S) | EUR | 1,800,000 | 817,696 |
Samhallsbyggnadsbolaget I Norden AB: | |||
1.75% 1/14/25 (Reg. S) | EUR | 769,000 | 730,100 |
2.25% 8/12/27 (Reg. S) | EUR | 350,000 | 258,845 |
TOTAL SWEDEN | 1,806,641 | ||
Switzerland - 5.0% | |||
Cloverie PLC 4.5% 9/11/44 (Reg. S) (b) | 3,512,000 | 3,461,638 | |
Demeter Investments BV: | |||
5.625% 8/15/52 (Reg. S) (b) | 1,020,000 | 988,368 | |
5.75% 8/15/50 (Reg. S) (b) | 2,010,000 | 1,980,212 | |
UBS Group AG: | |||
2.125% 11/15/29 (Reg. S) (b) | GBP | 1,000,000 | 1,128,524 |
4.194% 4/1/31 (b)(c) | 1,065,000 | 991,561 | |
4.75% 3/17/32 (Reg. S) (b) | EUR | 1,535,000 | 1,783,968 |
4.988% 8/5/33 (Reg. S) (b) | 500,000 | 483,415 | |
6.537% 8/12/33 (b)(c) | 470,000 | 501,564 | |
Zurich Finance (Ireland) DAC 3.5% 5/2/52 (Reg. S) (b) | 970,000 | 788,969 | |
TOTAL SWITZERLAND | 12,108,219 | ||
United Kingdom - 21.5% | |||
Admiral Group PLC 8.5% 1/6/34 (Reg. S) | GBP | 450,000 | 629,681 |
Anglian Water (Osprey) Financing PLC 2% 7/31/28 (Reg. S) | GBP | 465,000 | 483,593 |
Barclays PLC: | |||
5.262% 1/29/34 (Reg. S) (b) | EUR | 1,930,000 | 2,279,239 |
7.437% 11/2/33 (b) | 650,000 | 727,821 | |
8.407% 11/14/32 (Reg. S) (b) | GBP | 445,000 | 604,492 |
Heathrow Funding Ltd.: | |||
2.625% 3/16/28 (Reg. S) | GBP | 1,395,000 | 1,579,924 |
7.125% 2/14/24 | GBP | 750,000 | 956,771 |
HSBC Holdings PLC: | |||
4.787% 3/10/32 (Reg. S) (b) | EUR | 1,420,000 | 1,656,775 |
4.856% 5/23/33 (Reg. S) (b) | EUR | 1,660,000 | 1,943,826 |
6.8% 9/14/31 (b) | GBP | 360,000 | 494,400 |
8.201% 11/16/34 (Reg. S) (b) | GBP | 585,000 | 822,385 |
Imperial Brands Finance Netherlands BV 5.25% 2/15/31 (Reg. S) | EUR | 1,000,000 | 1,141,590 |
Imperial Tobacco Finance PLC 3.5% 7/26/26 (c) | 1,052,000 | 1,003,537 | |
InterContinental Hotel Group PLC 3.375% 10/8/28 (Reg. S) | GBP | 660,000 | 783,622 |
John Lewis PLC 6.125% 1/21/25 | GBP | 4,297,000 | 5,456,331 |
Lloyds Banking Group PLC: | |||
1.985% 12/15/31 (b) | GBP | 710,000 | 811,776 |
4.5% 1/11/29 (Reg. S) (b) | EUR | 675,000 | 773,494 |
4.75% 9/21/31 (Reg. S) (b) | EUR | 2,400,000 | 2,798,693 |
Marks & Spencer PLC 4.5% 7/10/27 (Reg. S) | GBP | 880,000 | 1,080,793 |
Mobico Group PLC 4.875% 9/26/31 (Reg. S) | EUR | 1,650,000 | 1,845,525 |
NatWest Group PLC: | |||
2.105% 11/28/31 (Reg. S) (b) | GBP | 1,655,000 | 1,878,394 |
3.622% 8/14/30 (Reg. S) (b) | GBP | 615,000 | 749,590 |
4.771% 2/16/29 (Reg. S) (b) | EUR | 1,535,000 | 1,760,983 |
7.416% 6/6/33 (Reg. S) (b) | GBP | 885,000 | 1,177,616 |
NGG Finance PLC 2.125% 9/5/82 (Reg. S) (b) | EUR | 1,440,000 | 1,440,432 |
Reckitt Benckiser Treasury Services PLC 3.875% 9/14/33 (Reg. S) | EUR | 845,000 | 987,711 |
Rolls-Royce PLC 3.375% 6/18/26 | GBP | 970,000 | 1,172,810 |
Severn Trent Utilities Finance PLC: | |||
4.625% 11/30/34 (Reg. S) | GBP | 500,000 | 622,213 |
6.125% 2/26/24 | GBP | 385,000 | 490,853 |
Southern Water Services Finance Ltd. 1.625% 3/30/27 (Reg. S) | GBP | 576,000 | 646,994 |
SW Finance I PLC 7.375% 12/12/41 (Reg. S) | GBP | 352,000 | 479,636 |
Tesco Corporate Treasury Services PLC: | |||
2.75% 4/27/30 (Reg. S) | GBP | 985,000 | 1,108,997 |
5.5% 2/27/35 (Reg. S) | GBP | 300,000 | 386,492 |
Thames Water Utility Finance PLC 1.875% 1/24/24 (Reg. S) | GBP | 770,000 | 972,272 |
The Berkeley Group PLC 2.5% 8/11/31 (Reg. S) | GBP | 1,330,000 | 1,305,457 |
Travis Perkins PLC 3.75% 2/17/26 (Reg. S) | GBP | 862,000 | 1,033,922 |
Tritax EuroBox PLC 0.95% 6/2/26 (Reg. S) | EUR | 610,000 | 611,403 |
Virgin Money UK PLC 7.625% 8/23/29 (Reg. S) (b) | GBP | 1,260,000 | 1,707,363 |
Vodafone Group PLC: | |||
4.875% 10/3/78 (Reg. S) (b) | GBP | 275,000 | 340,491 |
6.25% 10/3/78 (Reg. S) (b) | 1,109,000 | 1,102,069 | |
Whitbread PLC: | |||
2.375% 5/31/27 (Reg. S) | GBP | 645,000 | 748,416 |
3.375% 10/16/25 (Reg. S) | GBP | 2,710,000 | 3,342,534 |
TOTAL UNITED KINGDOM | 51,940,916 | ||
United States of America - 3.1% | |||
Blackstone Private Credit Fund 4.875% 4/14/26 | GBP | 1,295,000 | 1,576,510 |
Carrier Global Corp. 4.5% 11/29/32 (Reg. S) | EUR | 425,000 | 501,779 |
Duke Energy Corp. 3.85% 6/15/34 | EUR | 905,000 | 987,208 |
Ford Motor Credit Co. LLC 6.86% 6/5/26 | GBP | 790,000 | 1,038,049 |
General Motors Financial Co., Inc. 5.15% 8/15/26 (Reg. S) | GBP | 375,000 | 480,089 |
Morgan Stanley 4.656% 3/2/29 (b) | EUR | 725,000 | 830,675 |
MPT Operating Partnership LP/MPT Finance Corp. 2.5% 3/24/26 | GBP | 930,000 | 961,474 |
Southern Co. 1.875% 9/15/81 (b) | EUR | 1,135,000 | 1,073,055 |
TOTAL UNITED STATES OF AMERICA | 7,448,839 | ||
TOTAL NONCONVERTIBLE BONDS (Cost $162,213,071) | 152,570,484 | ||
U.S. Government and Government Agency Obligations - 12.6% | |||
Principal Amount (a) | Value ($) | ||
U.S. Treasury Obligations - 12.6% | |||
U.S. Treasury Bonds: | |||
1.125% 8/15/40 | 1,500,000 | 957,422 | |
2.25% 8/15/46 | 190,000 | 135,086 | |
3.625% 5/15/53 | 300,000 | 277,359 | |
3.875% 5/15/43 | 4,200,000 | 4,012,055 | |
4.375% 8/15/43 | 3,245,000 | 3,312,435 | |
6.25% 5/15/30 (d)(e) | 5,750,000 | 6,499,740 | |
U.S. Treasury Notes: | |||
1% 7/31/28 | 5,000,000 | 4,397,852 | |
3.875% 8/15/33 | 800,000 | 799,000 | |
4.125% 1/31/25 | 4,200,000 | 4,173,750 | |
4.375% 11/30/28 | 2,800,000 | 2,865,188 | |
4.875% 10/31/28 | 1,900,000 | 1,983,273 | |
5% 9/30/25 | 1,000,000 | 1,010,195 | |
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $29,719,401) | 30,423,355 | ||
Foreign Government and Government Agency Obligations - 4.8% | |||
Principal Amount (a) | Value ($) | ||
Germany - 3.3% | |||
German Federal Republic: | |||
0% 5/15/35 (Reg. S) | EUR | 2,055,000 | 1,786,654 |
1% 5/15/38(Reg. S) | EUR | 2,050,000 | 1,923,859 |
1.25% 8/15/48 (d)(e) | EUR | 4,450,000 | 3,990,280 |
3.25% 7/4/42 | EUR | 300,000 | 378,212 |
TOTAL GERMANY | 8,079,005 | ||
Japan - 1.5% | |||
Japan Government, yield at date of purchase -0.1896% to -0.1796% 2/5/24 to 2/26/24 | JPY | 510,650,000 | 3,622,321 |
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $14,053,157) | 11,701,326 | ||
Supranational Obligations - 4.3% | |||
Principal Amount (a) | Value ($) | ||
European Investment Bank: | |||
0% 3/13/26 (Reg. S) | EUR | 4,000,000 | 4,187,044 |
0% 6/17/27 | EUR | 4,200,000 | 4,274,435 |
0% 1/14/31 (Reg. S) | EUR | 800,000 | 742,602 |
0.625% 1/22/29 (Reg. S) | EUR | 800,000 | 808,918 |
European Union 2.75% 10/5/26 (Reg. S) | EUR | 300,000 | 333,678 |
TOTAL SUPRANATIONAL OBLIGATIONS (Cost $9,995,531) | 10,346,677 | ||
Preferred Securities - 9.4% | |||
Principal Amount (a) | Value ($) | ||
Australia - 0.4% | |||
QBE Insurance Group Ltd. 5.25% (Reg. S) (b)(f) | 1,070,000 | 1,025,918 | |
Canada - 0.5% | |||
Bank of Nova Scotia: | |||
CME Term SOFR 3 Month Index + 2.900% 8.3354% (b)(f)(g) | 850,000 | 784,439 | |
4.9% (b)(f) | 440,000 | 421,884 | |
TOTAL CANADA | 1,206,323 | ||
Czech Republic - 0.1% | |||
CPI Property Group SA 3.75% (Reg. S) (b)(f) | EUR | 1,300,000 | 339,026 |
Finland - 0.2% | |||
Citycon Oyj 4.496% (Reg. S) (b)(f) | EUR | 565,000 | 503,698 |
France - 1.1% | |||
BNP Paribas SA 6.625% (Reg. S) (b)(f) | 1,015,000 | 1,028,029 | |
Electricite de France SA 5.625% (Reg. S) (b)(f) | 1,490,000 | 1,522,934 | |
TOTAL FRANCE | 2,550,963 | ||
Germany - 3.3% | |||
Aroundtown SA 3.375% (Reg. S) (b)(f) | EUR | 3,000,000 | 1,340,902 |
AT Securities BV USD SWAP SEMI 30/360 5Y INDX + 3.540% 7.747% (Reg. S) (b)(f)(g) | 3,000,000 | 1,473,700 | |
Grand City Properties SA 1.5% (Reg. S) (b)(f) | EUR | 2,200,000 | 1,089,330 |
Volkswagen International Finance NV: | |||
3.748% (Reg. S) (b)(f) | EUR | 800,000 | 827,407 |
3.875% (Reg. S) (b)(f) | EUR | 3,200,000 | 3,307,165 |
TOTAL GERMANY | 8,038,504 | ||
Ireland - 0.5% | |||
AerCap Holdings NV 5.875% 10/10/79 (b) | 845,000 | 845,610 | |
AIB Group PLC 6.25% (Reg. S) (b)(f) | EUR | 360,000 | 393,949 |
TOTAL IRELAND | 1,239,559 | ||
Sweden - 0.4% | |||
Heimstaden Bostad AB 3.248% (Reg. S) (b)(f) | EUR | 1,510,000 | 896,728 |
Samhallsbyggnadsbolaget I Norden AB 2.624% (Reg. S) (b)(f) | EUR | 805,000 | 151,827 |
TOTAL SWEDEN | 1,048,555 | ||
Switzerland - 0.7% | |||
Credit Suisse Group AG Claim (h) | 9,515,000 | 1,094,225 | |
UBS Group AG 7% (Reg. S) (b)(f) | 500,000 | 526,278 | |
TOTAL SWITZERLAND | 1,620,503 | ||
United Kingdom - 2.2% | |||
Barclays PLC: | |||
7.125% (b)(f) | GBP | 200,000 | 248,403 |
8.875% (b)(f) | GBP | 700,000 | 892,597 |
British American Tobacco PLC 3% (Reg. S) (b)(f) | EUR | 2,135,000 | 2,104,532 |
Lloyds Banking Group PLC 5.125% (b)(f) | GBP | 280,000 | 345,781 |
Mobico Group PLC 4.25% (Reg. S) (b)(f) | GBP | 525,000 | 611,731 |
SSE PLC 3.74% (Reg. S) (b)(f) | GBP | 870,000 | 1,070,960 |
TOTAL UNITED KINGDOM | 5,274,004 | ||
TOTAL PREFERRED SECURITIES (Cost $42,023,688) | 22,847,053 | ||
Money Market Funds - 4.8% | |||
Shares | Value ($) | ||
Fidelity Cash Central Fund 5.40% (i) (Cost $11,501,763) | 11,499,464 | 11,501,764 | |
TOTAL INVESTMENT IN SECURITIES - 99.1% (Cost $269,506,611) | 239,390,659 |
NET OTHER ASSETS (LIABILITIES) - 0.9% | 2,125,653 |
NET ASSETS - 100.0% | 241,516,312 |
Futures Contracts | |||||
Number of contracts | Expiration Date | Notional Amount ($) | Value ($) | Unrealized Appreciation/ (Depreciation) ($) | |
Purchased | |||||
Bond Index Contracts | |||||
ASX 10 Year Treasury Bond Index Contracts (Australia) | 20 | Mar 2024 | 1,590,037 | 46,383 | 46,383 |
Eurex Euro-Schatz Contracts (Germany) | 35 | Mar 2024 | 4,116,712 | 31,638 | 31,638 |
TME 10 Year Canadian Note Contracts (Canada) | 80 | Mar 2024 | 7,497,377 | 315,387 | 315,387 |
TOTAL BOND INDEX CONTRACTS | 393,408 | ||||
Treasury Contracts | |||||
CBOT 2-Year U.S. Treasury Note Contracts (United States) | 82 | Mar 2024 | 16,884,953 | 168,969 | 168,969 |
CBOT 5-Year U.S. Treasury Note Contracts (United States) | 211 | Mar 2024 | 22,951,195 | 510,035 | 510,035 |
CBOT Long Term U.S. Treasury Bond Contracts (United States) | 94 | Mar 2024 | 11,744,125 | 844,388 | 844,388 |
TOTAL TREASURY CONTRACTS | 1,523,392 | ||||
TOTAL PURCHASED | 1,916,800 | ||||
Sold | |||||
Bond Index Contracts | |||||
ICE Long Gilt Contracts (United Kingdom) | 41 | Mar 2024 | 5,364,556 | (285,260) | (285,260) |
TOTAL FUTURES CONTRACTS | 1,631,540 | ||||
The notional amount of futures purchased as a percentage of Net Assets is 26.9% | |||||
The notional amount of futures sold as a percentage of Net Assets is 2.2% |
Forward Foreign Currency Contracts | ||||||
Currency Purchased | Currency Sold | Counterparty | Settlement Date | Unrealized Appreciation/ (Depreciation) ($) | ||
EUR | 521,000 | USD | 575,882 | Bank of America, N.A. | 1/03/24 | (724) |
CAD | 174,000 | USD | 130,125 | BNP Paribas S.A. | 1/12/24 | 1,208 |
EUR | 877,000 | USD | 947,397 | JPMorgan Chase Bank, N.A. | 1/12/24 | 21,143 |
GBP | 146,000 | USD | 182,967 | Citibank, N. A. | 1/12/24 | 3,142 |
GBP | 914,000 | USD | 1,167,274 | Citibank, N. A. | 1/12/24 | (2,181) |
USD | 94,561 | AUD | 144,000 | Brown Brothers Harriman & Co | 1/12/24 | (3,599) |
USD | 286,677 | CAD | 380,000 | BNP Paribas S.A. | 1/12/24 | (142) |
USD | 190,893 | CAD | 259,000 | Canadian Imperial Bk. of Comm. | 1/12/24 | (4,597) |
USD | 164,924 | EUR | 150,000 | BNP Paribas S.A. | 1/12/24 | (733) |
USD | 3,498,435 | EUR | 3,164,000 | Bank of America, N.A. | 1/12/24 | 4,183 |
USD | 105,156,329 | EUR | 96,988,000 | Bank of America, N.A. | 1/12/24 | (1,955,093) |
USD | 266,648 | EUR | 244,000 | Brown Brothers Harriman & Co | 1/12/24 | (2,820) |
USD | 749,327 | GBP | 589,000 | BNP Paribas S.A. | 1/12/24 | (1,482) |
USD | 51,236,469 | GBP | 40,589,000 | BNP Paribas S.A. | 1/12/24 | (503,076) |
USD | 395,654 | GBP | 316,000 | Bank of America, N.A. | 1/12/24 | (7,157) |
USD | 3,566,645 | JPY | 511,550,000 | BNP Paribas S.A. | 1/12/24 | (66,677) |
TOTAL FORWARD FOREIGN CURRENCY CONTRACTS | (2,518,605) | |||||
Unrealized Appreciation | 29,676 | |||||
Unrealized Depreciation | (2,548,281) |
Credit Default Swaps | ||||||||||
Underlying Reference | Maturity Date | Clearinghouse / Counterparty | Fixed Payment Received/ (Paid) | Payment Frequency | Notional Amount(1) | Value ($) | Upfront Premium Received/ (Paid) ($) | Unrealized Appreciation/ (Depreciation) ($) | ||
Buy Protection | ||||||||||
Intesa Sanpaolo SpA | Jun 2028 | JPMorgan Chase Bank, N.A. | (1%) | Quarterly | EUR | 2,630,000 | (33,489) | 3,403 | (30,086) | |
AUD | - | Australian dollar |
CAD | - | Canadian dollar |
EUR | - | European Monetary Unit |
GBP | - | British pound sterling |
JPY | - | Japanese yen |
USD | - | U.S. dollar |
(a) | Amount is stated in United States dollars unless otherwise noted. |
(b) | Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end. |
(c) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,839,125 or 4.9% of net assets. |
(d) | Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $1,427,154. |
(e) | Security or a portion of the security has been segregated as collateral for open forward foreign currency contracts. At period end, the value of securities pledged amounted to $3,106,463. |
(f) | Security is perpetual in nature with no stated maturity date. |
(g) | Coupon is indexed to a floating interest rate which may be multiplied by a specified factor and/or subject to caps or floors. |
(h) | Non-income producing - Security is in default. |
(i) | Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request. |
Affiliate | Value, beginning of period ($) | Purchases ($) | Sales Proceeds ($) | Dividend Income ($) | Realized Gain (loss) ($) | Change in Unrealized appreciation (depreciation) ($) | Value, end of period ($) | % ownership, end of period |
Fidelity Cash Central Fund 5.40% | 12,016,704 | 137,754,040 | 138,268,980 | 554,525 | - | - | 11,501,764 | 0.0% |
Fidelity Securities Lending Cash Central Fund 5.40% | - | 226,353 | 226,353 | 33 | - | - | - | 0.0% |
Total | 12,016,704 | 137,980,393 | 138,495,333 | 554,558 | - | - | 11,501,764 | |
Valuation Inputs at Reporting Date: | ||||
Description | Total ($) | Level 1 ($) | Level 2 ($) | Level 3 ($) |
Investments in Securities: | ||||
Corporate Bonds | 152,570,484 | - | 152,570,484 | - |
U.S. Government and Government Agency Obligations | 30,423,355 | - | 30,423,355 | - |
Foreign Government and Government Agency Obligations | 11,701,326 | - | 11,701,326 | - |
Supranational Obligations | 10,346,677 | - | 10,346,677 | - |
Preferred Securities | 22,847,053 | - | 22,847,053 | - |
Money Market Funds | 11,501,764 | 11,501,764 | - | - |
Total Investments in Securities: | 239,390,659 | 11,501,764 | 227,888,895 | - |
Derivative Instruments: Assets | ||||
Futures Contracts | 1,916,800 | 1,916,800 | - | - |
Forward Foreign Currency Contracts | 29,676 | - | 29,676 | - |
Total Assets | 1,946,476 | 1,916,800 | 29,676 | - |
Liabilities | ||||
Futures Contracts | (285,260) | (285,260) | - | - |
Forward Foreign Currency Contracts | (2,548,281) | - | (2,548,281) | - |
Swaps | (33,489) | - | (33,489) | - |
Total Liabilities | (2,867,030) | (285,260) | (2,581,770) | - |
Total Derivative Instruments: | (920,554) | 1,631,540 | (2,552,094) | - |
Primary Risk Exposure / Derivative Type | Value | |
Asset ($) | Liability ($) | |
Credit Risk | ||
Swaps (a) | 0 | (33,489) |
Total Credit Risk | 0 | (33,489) |
Foreign Exchange Risk | ||
Forward Foreign Currency Contracts (b) | 29,676 | (2,548,281) |
Total Foreign Exchange Risk | 29,676 | (2,548,281) |
Interest Rate Risk | ||
Futures Contracts (c) | 1,916,800 | (285,260) |
Total Interest Rate Risk | 1,916,800 | (285,260) |
Total Value of Derivatives | 1,946,476 | (2,867,030) |
Counterparty | Value of Derivative Assets ($) | Value of Derivative Liabilities ($) | Collateral Received(a) ($) | Collateral Pledged(a) ($) | Net(b) ($) | |||||
Bank of America, N.A. | 4,183 | (1,962,974) | - | 1,958,791 | - | |||||
BNP Paribas S.A. | 1,208 | (572,110) | - | 570,902 | - | |||||
Brown Brothers Harriman & Co | - | (6,419) | - | - | (6,419) | |||||
Canadian Imperial Bk. of Comm. | - | (4,597) | - | - | (4,597) | |||||
Citibank, N.A. | 3,142 | (2,181) | - | - | 961 | |||||
JPMorgan Chase Bank, N.A. | 21,143 | (33,489) | - | - | (12,346) | |||||
Total | $ | 29,676 | $ | (2,581,770) | $ | - | $ | 2,529,693 | $ | (22,401) |
Statement of Assets and Liabilities | ||||
December 31, 2023 | ||||
Assets | ||||
Investment in securities, at value - See accompanying schedule: | ||||
Unaffiliated issuers (cost $258,004,848) | $ | 227,888,895 | ||
Fidelity Central Funds (cost $11,501,763) | 11,501,764 | |||
Total Investment in Securities (cost $269,506,611) | $ | 239,390,659 | ||
Foreign currency held at value (cost $1,434,030) | 1,445,673 | |||
Unrealized appreciation on forward foreign currency contracts | 29,676 | |||
Receivable for fund shares sold | 453,510 | |||
Interest receivable | 3,494,207 | |||
Distributions receivable from Fidelity Central Funds | 48,705 | |||
Receivable for daily variation margin on futures contracts | 73,717 | |||
Total assets | 244,936,147 | |||
Liabilities | ||||
Payable for investments purchased | $ | 809,849 | ||
Unrealized depreciation on forward foreign currency contracts | 2,548,281 | |||
Payable for fund shares redeemed | 24,665 | |||
Bi-lateral OTC swaps, at value | 33,489 | |||
Other payables and accrued expenses | 3,551 | |||
Total Liabilities | 3,419,835 | |||
Net Assets | $ | 241,516,312 | ||
Net Assets consist of: | ||||
Paid in capital | $ | 366,574,871 | ||
Total accumulated earnings (loss) | (125,058,559) | |||
Net Assets | $ | 241,516,312 | ||
Net Asset Value, offering price and redemption price per share ($241,516,312 ÷ 3,033,544 shares) | $ | 79.62 |
Statement of Operations | ||||
Year ended December 31, 2023 | ||||
Investment Income | ||||
Dividends | $ | 3,010,847 | ||
Interest | 7,892,872 | |||
Income from Fidelity Central Funds (including $33 from security lending) | 554,558 | |||
Total Income | 11,458,277 | |||
Expenses | ||||
Custodian fees and expenses | $ | 11,842 | ||
Independent trustees' fees and expenses | 1,057 | |||
Miscellaneous | 6 | |||
Total expenses before reductions | 12,905 | |||
Expense reductions | (2,016) | |||
Total expenses after reductions | 10,889 | |||
Net Investment income (loss) | 11,447,388 | |||
Realized and Unrealized Gain (Loss) | ||||
Net realized gain (loss) on: | ||||
Investment Securities: | ||||
Unaffiliated issuers | (55,697,604) | |||
Forward foreign currency contracts | (4,428,458) | |||
Foreign currency transactions | 23,435 | |||
Futures contracts | (2,643,416) | |||
Swaps | (62,843) | |||
Total net realized gain (loss) | (62,808,886) | |||
Change in net unrealized appreciation (depreciation) on: | ||||
Investment Securities: | ||||
Unaffiliated issuers | 69,068,932 | |||
Fidelity Central Funds | 1 | |||
Forward foreign currency contracts | (2,706,133) | |||
Assets and liabilities in foreign currencies | (42,817) | |||
Futures contracts | 1,502,759 | |||
Swaps | (26,521) | |||
Total change in net unrealized appreciation (depreciation) | 67,796,221 | |||
Net gain (loss) | 4,987,335 | |||
Net increase (decrease) in net assets resulting from operations | $ | 16,434,723 |
Statement of Changes in Net Assets | ||||
Year ended December 31, 2023 | Year ended December 31, 2022 | |||
Increase (Decrease) in Net Assets | ||||
Operations | ||||
Net investment income (loss) | $ | 11,447,388 | $ | 14,705,780 |
Net realized gain (loss) | (62,808,886) | (19,087,653) | ||
Change in net unrealized appreciation (depreciation) | 67,796,221 | (96,564,382) | ||
Net increase (decrease) in net assets resulting from operations | 16,434,723 | (100,946,255) | ||
Distributions to shareholders | (10,069,714) | (27,874,672) | ||
Distributions to shareholders from tax return of capital | - | (92,865) | ||
Total Distributions | (10,069,714) | (27,967,537) | ||
Affiliated share transactions | ||||
Proceeds from sales of shares | 35,866,979 | 26,968,985 | ||
Reinvestment of distributions | 10,069,714 | 27,967,537 | ||
Cost of shares redeemed | (172,439,294) | (219,671,418) | ||
Net increase (decrease) in net assets resulting from share transactions | (126,502,601) | (164,734,896) | ||
Total increase (decrease) in net assets | (120,137,592) | (293,648,688) | ||
Net Assets | ||||
Beginning of period | 361,653,904 | 655,302,592 | ||
End of period | $ | 241,516,312 | $ | 361,653,904 |
Other Information | ||||
Shares | ||||
Sold | 467,702 | 295,639 | ||
Issued in reinvestment of distributions | 131,428 | 339,843 | ||
Redeemed | (2,232,453) | (2,478,557) | ||
Net increase (decrease) | (1,633,323) | (1,843,075) | ||
Fidelity® International Credit Central Fund |
Years ended December 31, | 2023 | 2022 | 2021 | 2020 | 2019 | |||||
Selected Per-Share Data | ||||||||||
Net asset value, beginning of period | $ | 77.49 | $ | 100.66 | $ | 104.23 | $ | 101.26 | $ | 94.83 |
Income from Investment Operations | ||||||||||
Net investment income (loss) A,B | 3.322 | 2.720 | 2.309 | 3.060 | 2.744 | |||||
Net realized and unrealized gain (loss) | 1.936 | (20.165) | (2.501) | 5.002 | 9.957 | |||||
Total from investment operations | 5.258 | (17.445) | (.192) | 8.062 | 12.701 | |||||
Distributions from net investment income | (3.128) | (5.143) | (2.087) C | (3.418) | (3.022) C | |||||
Distributions from net realized gain | - | (.563) | (1.291) C | (1.674) | (3.040) C | |||||
Distributions from tax return of capital | - | (.019) | - | - | (.209) | |||||
Total distributions | (3.128) | (5.725) | (3.378) | (5.092) | (6.271) | |||||
Net asset value, end of period | $ | 79.62 | $ | 77.49 | $ | 100.66 | $ | 104.23 | $ | 101.26 |
Total Return D | 7.02% | (17.51)% | (.18)% | 8.11% | 13.57% | |||||
Ratios to Average Net Assets B,E,F | ||||||||||
Expenses before reductions | -% G | -% G | -% G | .01% | .01% | |||||
Expenses net of fee waivers, if any | -% G | -% G | -% G | .01% | .01% | |||||
Expenses net of all reductions | -% G | -% G | -% G | .01% | .01% | |||||
Net investment income (loss) | 4.25% | 3.08% | 2.27% | 2.97% | 2.72% | |||||
Supplemental Data | ||||||||||
Net assets, end of period (000 omitted) | $ | 241,516 | $ | 361,654 | $ | 655,303 | $ | 455,948 | $ | 310,543 |
Portfolio turnover rate H | 73% | 25% | 52% | 67% | 84% |
Fidelity Central Fund | Investment Manager | Investment Objective | Investment Practices | Expense RatioA |
Fidelity Money Market Central Funds | Fidelity Management & Research Company LLC (FMR) | Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. | Short-term Investments | Less than .005% |
Gross unrealized appreciation | $7,318,670 |
Gross unrealized depreciation | (36,089,844) |
Net unrealized appreciation (depreciation) | $(28,771,174) |
Tax Cost | $269,065,445 |
Undistributed ordinary income | $969,515 |
Capital loss carryforward | $(97,329,572) |
Net unrealized appreciation (depreciation) on securities and other investments | $(28,698,503) |
Short-term | $(16,977,348) |
Long-term | (80,352,224) |
Total capital loss carryforward | $(97,329,572) |
December 31, 2023 | December 31, 2022 | |
Ordinary Income | $10,069,714 | $ 25,207,941 |
Long-term Capital Gains | - | 2,666,731 |
Tax Return of Capital | - | 92,865 |
Total | $10,069,714 | $ 27,967,537 |
Credit Risk | Credit risk relates to the ability of the issuer of a financial instrument to make further principal or interest payments on an obligation or commitment that it has to a fund. |
Foreign Exchange Risk | Foreign exchange rate risk relates to fluctuations in the value of an asset or liability due to changes in currency exchange rates. |
Interest Rate Risk | Interest rate risk relates to the fluctuations in the value of interest-bearing securities due to changes in the prevailing levels of market interest rates. |
Primary Risk Exposure / Derivative Type | Net Realized Gain (Loss)($) | Change in Net Unrealized Appreciation (Depreciation)($) |
Fidelity International Credit Central Fund | ||
Credit Risk | ||
Purchased Options | (1,246,084) | 256,214 |
Swaps | (62,843) | (26,521) |
Total Credit Risk | (1,308,927) | 229,693 |
Foreign Exchange Risk | ||
Forward Foreign Currency Contracts | (4,428,458) | (2,706,133) |
Total Foreign Exchange Risk | (4,428,458) | (2,706,133) |
Interest Rate Risk | ||
Futures Contracts | (2,643,416) | 1,502,759 |
Total Interest Rate Risk | (2,643,416) | 1,502,759 |
Totals | (8,380,801) | (973,681) |
Purchases ($) | Sales ($) | |
Fidelity International Credit Central Fund | 128,199,243 | 275,464,317 |
Total Security Lending Fees Paid to NFS | Security Lending Income From Securities Loaned to NFS | Value of Securities Loaned to NFS at Period End | |
Fidelity International Credit Central Fund | $3 | $- | $- |
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2023 to December 31, 2023). |
Annualized Expense Ratio- A | Beginning Account Value July 1, 2023 | Ending Account Value December 31, 2023 | Expenses Paid During Period- C July 1, 2023 to December 31, 2023 | |||||||
Fidelity® International Credit Central Fund | 0.0046% | |||||||||
Actual | $ 1,000 | $ 1,068.00 | $ .02 | |||||||
Hypothetical-B | $ 1,000 | $ 1,025.18 | $ .02 | |||||||
A special meeting of shareholders was held on October 18, 2023. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting. | ||
Proposal 1 | ||
To elect a Board of Trustees. | ||
# of Votes | % of Votes | |
Abigail P. Johnson | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Jennifer Toolin McAuliffe | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Christine J. Thompson | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Elizabeth S. Acton | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Laura M. Bishop | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Ann E. Dunwoody | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
John Engler | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Robert F. Gartland | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Robert W. Helm | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Arthur E. Johnson | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Michael E. Kenneally | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Mark A. Murray | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Carol J. Zierhoffer | ||
Affirmative | 37,482,316,252.700 | 100.000 |
TOTAL | 37,482,316,252.700 | 100.000 |
Proposal 1 reflects trust wide proposal and voting results. |
Item 2.
Code of Ethics
As of the end of the period, December 31, 2023, Fidelity Central Investment Portfolios II LLC (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
Item 3.
Audit Committee Financial Expert
The Board of Trustees of the trust has determined that Elizabeth S. Acton is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Acton is independent for purposes of Item 3 of Form N-CSR.
Item 4.
Principal Accountant Fees and Services
Fees and Services
The following table presents fees billed by PricewaterhouseCoopers LLP (“PwC”) in each of the last two fiscal years for services rendered to Fidelity International Credit Central Fund (the “Fund”):
Services Billed by PwC
December 31, 2023 FeesA
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |
Fidelity International Credit Central Fund | $78,400 | $6,100 | $11,900 | $2,600 |
December 31, 2022 FeesA
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |
Fidelity International Credit Central Fund | $74,700 | $6,200 | $11,400 | $2,800 |
The following table(s) present(s) fees billed by PwC that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Fund(s) and that are rendered on behalf of Fidelity Management & Research Company LLC ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund(s) (“Fund Service Providers”):
Services Billed by PwC
December 31, 2023A | December 31, 2022A | |
Audit-Related Fees | $8,284,200 | $7,914,600 |
Tax Fees | $1,000 | $1,000 |
All Other Fees | $- | $- |
A Amounts may reflect rounding.
“Audit-Related Fees” represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.
“Tax Fees” represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.
“All Other Fees” represent fees billed for services provided to the fund or Fund Service Provider, a significant portion of which are assurance related, that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.
Assurance services must be performed by an independent public accountant.
* * *
The aggregate non-audit fees billed by PwC for services rendered to the Fund(s), FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Fund(s) are as follows:
Billed By | December 31, 2023A | December 31, 2022A |
PwC | $13,608,400 | $12,903,400 |
A Amounts may reflect rounding.
The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC to Fund Service Providers to be compatible with maintaining the independence of PwC in its(their) audit of the Fund(s), taking into account representations from PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Fund(s) and its(their) related
entities and FMR’s review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund(s) Service Providers.
Audit Committee Pre-Approval Policies and Procedures
The trust’s Audit Committee must pre-approve all audit and non-audit services provided by a fund’s independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.
The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund (“Covered Service”) are subject to approval by the Audit Committee before such service is provided.
All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair’s absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.
Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee periodically.
Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X (“De Minimis Exception”)
There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Fund’s(s’) last two fiscal years relating to services provided to (i) the Fund(s) or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Fund(s).
The Registrant has not retained, for the preparation of the audit report on the financial statements included in the Form N-CSR, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board (the “PCAOB”) has determined that the PCAOB is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction.
The Registrant is not a “foreign issuer,” as defined in 17 CFR 240.3b-4.
Item 5.
Audit Committee of Listed Registrants
Not applicable.
Item 6.
Investments
(a)
Not applicable.
(b)
Not applicable.
Item 7.
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not applicable.
Item 8.
Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 9.
Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not applicable.
Item 10.
Submission of Matters to a Vote of Security Holders
There were no material changes to the procedures by which shareholders may recommend nominees to the trust’s Board of Trustees.
Item 11.
Controls and Procedures
(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(a)(ii) There was no change in the trust’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust’s internal control over financial reporting.
Item 12.
Disclosure of Securities Lending Activities for Closed-End Management
Investment Companies
Not applicable.
Item 18.
Recovery of Erroneously Awarded Compensation
(a)
Not applicable.
(b)
Not applicable.
Item 19.
Exhibits
(a) | (1) | Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH. |
(a) | (2) | |
(a) | (3) | Not applicable. |
(b) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Fidelity Central Investment Portfolios II LLC
By: | /s/Laura M. Del Prato |
Laura M. Del Prato | |
President and Treasurer | |
Date: | February 22, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/Laura M. Del Prato |
Laura M. Del Prato | |
President and Treasurer | |
Date: | February 22, 2024 |
By: | /s/John J. Burke III |
John J. Burke III | |
Chief Financial Officer | |
Date: | February 22, 2024 |