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 | 811-22169 | |||||
| Dreyfus Institutional Reserves Funds | ||||||
| (Exact name of Registrant as specified in charter) | ||||||
c/o BNY Mellon Investment Adviser, Inc. 240 Greenwich Street New York, New York 10286 | ||||||
| (Address of principal executive offices) (Zip code) | ||||||
Bennett A. MacDougall, Esq. 240 Greenwich Street New York, New York 10286 | ||||||
| (Name and address of agent for service) | ||||||
| Registrant's telephone number, including area code: | (212) 922-6400 | |||||
Date of fiscal year end:
| 03/31 | |||||
| Date of reporting period: | 03/31/2021
| |||||
The following N-CSR relates only to the Registrant's series listed below and does not relate to any series of the Registrant with a different fiscal year end and, therefore, different N-CSR reporting requirements. A separate N-CSR will be filed for any series with a different fiscal year end, as appropriate.
Dreyfus Institutional Preferred Government Money Market Fund
FORM N-CSR
Item 1. Reports to Stockholders.
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Dreyfus Institutional Preferred Government Money Market Fund
ANNUAL REPORT
March 31, 2021
Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes. |
The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds. |
Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value |
Contents
T H E F U N D
F O R M O R E I N F O R M AT I O N
Back Cover
DISCUSSION OF FUND PERFORMANCE (Unaudited)
For the period from April 1, 2020 through March 31, 2021, as provided by John H. Tobin, Chief Investment Officer.
Market and Fund Performance Overview
For the 12-month period ended March 31, 2021, Dreyfus Institutional Preferred Government Money Market Fund’s Institutional shares produced a yield of 0.08% and its Hamilton shares produced a yield of 0.04%. Taking into account the effects of compounding, the fund’s Institutional and Hamilton shares also produced effective yields of 0.08% and 0.04%, respectively, for the same period.1
Yields of money market instruments declined over the reporting period as the Federal Reserve (the “Fed”) policy, fiscal support from Congress and an improving economy restored the market in the wake of turmoil related to the COVID-19 pandemic.
Relief Programs and Vaccines Aid Economy and Markets
At the beginning of the reporting period, investors remained concerned about the effect of the COVID-19 virus on the economy, but support programs implemented by the Fed and fiscal relief from Congress helped restore calm. An easing of government lockdowns, combined with signs of economic recovery, contributed to the market’s recovery as the reporting period progressed. Toward the end of the reporting period, inflation rose somewhat.
As a result of the COVID-19 pandemic and government lockdowns, U.S. gross domestic product (GDP) shrank by a 5.0% annualized rate in the first quarter of 2020 and by a 31.4% annualized rate in the second quarter of 2020. In March 2020, 1.7 million jobs were lost, and the unemployment rate rose to 4.4%. In April 2020, job losses continued, amounting to 20.7 million and causing the unemployment rate to jump to 14.8%.
In response to the pandemic, Congress passed the $2 trillion Coronavirus Aid, Relief and Economic Security (CARES) Act, providing payments to qualified citizens. It also included the Paycheck Protection Program that enabled small businesses to keep their workers employed.
The Fed also acted to support markets. In addition to its March 2020 emergency interest-rate cuts, the Fed announced that it would make open-ended purchases of Treasuries and government-guaranteed, mortgage-backed securities. The Fed also launched two programs to support the corporate bond market, pledging to buy up to $750 billion in new and existing bonds.
The Fed intervened in money markets as well, relaunching the Commercial Paper Funding Facility (CPFF) that was originated during the global financial crisis. This program involves direct purchases of commercial paper, easing pressures on large corporations that rely on this market to fund operations. In addition, the Fed’s Money Market Mutual Fund Liquidity Facility (MMLF) makes loans to financial institutions collateralized by assets purchased from money market mutual funds. The MMLF helps money market funds fulfill redemption requests, improving market functioning.
As relief programs took effect, and government lockdowns began to ease, the economy began to recover. Manufacturing improved dramatically, as indicated by the June 2020 Purchasing Managers Index (PMI), a monthly measure of activity, which rose by more than 20% over May 2020. The manufacturing PMI rose further to 53.7% in July 2020 and to 55.6% in August 2020. Recovery in the manufacturing sector continued in 2021, with the March 2021 reading hitting 64.7%.
2
Job creation also surged in May and June 2020, as nonfarm payrolls rose by more than 2.8 million and 4.8 million, respectively. In July and August 2020, the economy continued to add new jobs, with new positions totaling 1.7 million and 1.6 million, respectively. Job creation slowed late in 2020 but picked up again in 2021. New jobs amounted to 916,000 in March 2021, and the unemployment rate fell to 6.0%.
Inflation remained subdued during much of the reporting period but rose late in 2020. The core personal consumption expenditure price (PCE) index, which excludes volatile food and energy prices, came to 3.4% in the third quarter of 2020 and 1.3% in the fourth quarter of 2020.
Short-term Interest Rates Expected to Remain Low
COVID-19 and the subsequent economic shutdowns led to turmoil in the money markets, but the Fed’s emergency rate cuts, along with several programs designed to reliquefy the markets, including the CPFF and MMLF, helped restore calm. Treasury and agency money market funds benefited from a flight to quality, as investors shifted out of prime money market funds. The fund has extended maturities where possible, in anticipation of rates staying low for a long time. As always, we have retained our longstanding focus on quality and liquidity.
April 15, 2021
1 Effective yield is based upon dividends declared daily and reinvested monthly. Past performance is no guarantee of future results. Yields fluctuate. Yields provided for the fund reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an undertaking in effect that may be extended, terminated or modified at any time. Had these expenses not been absorbed, fund yields would have been lower and, in some cases, seven-day yields during the reporting period would have been negative absent the expense absorption.
You could lose money by investing in a money market fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.
Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.
3
UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)
As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.
Review your fund’s expenses
The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Institutional Preferred Government Money Market Fund from October 1, 2020 to March 31, 2021. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.
Expenses and Value of a $1,000 Investment |
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Assume actual returns for the six months ended March 31, 2021 |
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| Institutional Shares | Hamilton Shares |
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Expenses paid per $1,000† | $.45 | $.60 |
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Ending value (after expenses) | $1,000.10 | $1,000.10 |
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COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)
Using the SEC’s method to compare expenses
The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.
Expenses and Value of a $1,000 Investment |
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Assuming a hypothetical 5% annualized return for the six months ended March 31, 2021 |
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| Institutional Shares | Hamilton Shares |
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Expenses paid per $1,000† | $.45 | $.61 |
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Ending value (after expenses) | $1,024.48 | $1,024.33 |
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† | Expenses are equal to the fund’s annualized expense ratio of .09% for Institutional Shares and .12% for Hamilton Shares, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). | |||
4
STATEMENT OF INVESTMENTS
March 31, 2021
U.S. Government Agencies - 36.7% | Annualized | Principal | Value ($) | |||
Federal Farm Credit Banks: | ||||||
4/16/2021 | 0.11 | 25,000,000 | a | 24,998,854 | ||
5/3/2021 | 0.10 | 14,000,000 | a | 13,998,756 | ||
5/4/2021 | 0.11 | 60,000,000 | a | 59,993,950 | ||
5/12/2021 | 0.03 | 180,000,000 | a | 179,993,850 | ||
6/1/2021 | 0.09 | 25,000,000 | a | 24,996,188 | ||
7/20/2021 | 0.08 | 40,000,000 | a | 39,990,222 | ||
8/3/2021 | 0.09 | 75,000,000 | a | 74,976,750 | ||
8/5/2021 | 0.12 | 50,000,000 | a | 49,979,000 | ||
8/25/2021 | 0.05 | 20,000,000 | a | 19,995,944 | ||
8/31/2021 | 0.12 | 40,000,000 | a | 39,979,733 | ||
4/1/2021, 3 Month SOFR +.06% | 0.07 | 100,000,000 | b | 99,991,369 | ||
4/6/2021, 3 Month U.S. T-BILL +.04% | 0.06 | 110,000,000 | b | 109,991,057 | ||
4/6/2021, 3 Month U.S. T-BILL +.17% | 0.19 | 100,000,000 | b | 99,991,541 | ||
4/6/2021, 3 Month U.S. T-BILL +.23% | 0.25 | 100,000,000 | b | 100,000,000 | ||
4/6/2021, 3 Month U.S. T-BILL +.23% | 0.25 | 30,000,000 | b | 29,996,795 | ||
Federal Home Loan Banks: | ||||||
4/1/2021 | 0.10 | 150,000,000 | a | 150,000,000 | ||
4/1/2021, 3 Month SOFR +.01% | 0.02 | 50,000,000 | b | 50,000,000 | ||
4/1/2021, 3 Month SOFR +.01% | 0.02 | 100,000,000 | b | 100,000,000 | ||
4/1/2021, 3 Month SOFR +.02% | 0.03 | 50,000,000 | b | 50,000,000 | ||
4/1/2021, 3 Month SOFR +.02% | 0.03 | 100,000,000 | b | 100,000,000 | ||
4/1/2021, 3 Month SOFR +.04% | 0.05 | 225,000,000 | b | 225,000,000 | ||
4/1/2021, 3 Month SOFR +.06% | 0.07 | 50,000,000 | b | 50,000,000 | ||
4/1/2021, 3 Month SOFR +.09% | 0.10 | 150,000,000 | b | 150,000,000 | ||
4/1/2021, 3 Month SOFR +.15% | 0.16 | 150,000,000 | b | 150,000,000 | ||
4/9/2021 | 0.11 | 55,000,000 | a | 54,998,717 | ||
5/7/2021 | 0.11 | 100,000,000 | a | 99,989,600 | ||
5/12/2021 | 0.11 | 75,000,000 | a | 74,991,117 | ||
5/14/2021 | 0.11 | 100,000,000 | a | 99,987,578 | ||
5/18/2021 | 0.09 | 50,000,000 | 50,000,000 | |||
6/4/2021 | 0.04 | 50,000,000 | a | 49,996,445 | ||
6/9/2021 | 0.07 | 200,000,000 | a | 199,974,125 | ||
7/8/2021 | 0.02 | 50,000,000 | a | 49,996,736 | ||
7/14/2021 | 0.09 | 90,000,000 | a | 89,976,600 | ||
8/4/2021 | 0.07 | 125,000,000 | a | 124,970,052 | ||
Federal Home Loan Mortgage Corporation: | ||||||
4/1/2021, 3 Month SOFR +.30% | 0.31 | 50,000,000 | b,c | 50,000,000 | ||
4/1/2021, 3 Month SOFR +.32% | 0.33 | 50,000,000 | b,c | 50,000,000 | ||
Federal National Mortgage Association: | ||||||
4/1/2021, 3 Month SOFR +.20% | 0.21 | 75,000,000 | b,c | 75,000,000 | ||
5
STATEMENT OF INVESTMENTS (continued)
U.S. Government Agencies - 36.7%(continued) | Annualized | Principal | Value ($) | |||
Tennessee Valley Authority: | ||||||
4/7/2021 | 0.03 | 45,000,000 | a | 44,999,775 | ||
Total U.S. Government Agencies (cost $3,108,754,754) | 3,108,754,754 | |||||
U.S. Treasury Bills - 27.5% | ||||||
4/6/2021 | 0.03 | 130,000,000 | a | 129,999,458 | ||
4/13/2021 | 0.10 | 100,000,000 | a | 99,996,833 | ||
4/27/2021 | 0.09 | 125,000,000 | a | 124,992,236 | ||
5/25/2021 | 0.01 | 370,000,000 | a | 369,992,950 | ||
7/13/2021 | 0.05 | 270,000,000 | a | 269,965,238 | ||
7/20/2021 | 0.05 | 100,000,000 | a | 99,983,958 | ||
4/15/2021 | 0.04 | 150,000,000 | a | 149,997,667 | ||
4/22/2021 | 0.11 | 296,600,000 | a | 296,581,401 | ||
5/27/2021 | 0.08 | 225,000,000 | a | 224,970,833 | ||
6/3/2021 | 0.08 | 260,000,000 | a | 259,964,300 | ||
6/10/2021 | 0.04 | 100,000,000 | a | 99,992,222 | ||
7/22/2021 | 0.09 | 200,000,000 | a | 199,943,417 | ||
Total U.S. Treasury Bills (cost $2,326,380,513) | 2,326,380,513 | |||||
U.S. Treasury Notes - 3.4% | ||||||
5/31/2021 | 2.00 | 187,000,000 | 187,595,844 | |||
7/31/2021 | 1.75 | 100,000,000 | 100,542,567 | |||
Total U.S. Treasury Notes (cost $288,138,411) | 288,138,411 | |||||
U.S. Treasury Floating Rate Notes - 8.7% | ||||||
4/6/2021, 3 Month U.S. T-BILL +.05% | 0.07 | 150,000,000 | b | 150,029,756 | ||
4/6/2021, 3 Month U.S. T-BILL +.06% | 0.08 | 150,000,000 | b | 149,981,971 | ||
4/6/2021, 3 Month U.S. T-BILL +.14% | 0.16 | 65,000,000 | b | 65,005,172 | ||
4/6/2021, 3 Month U.S. T-BILL +.15% | 0.17 | 360,000,000 | b | 360,108,191 | ||
4/6/2021, 3 Month U.S. T-BILL +.22% | 0.24 | 10,000,000 | b | 10,000,163 | ||
Total U.S. Treasury Floating Rate Notes (cost $735,125,253) | 735,125,253 | |||||
Repurchase Agreements - 25.8% | ||||||
Banco Santander, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at 4/1/2021 in the amount of $275,000,038 (fully collateralized by: original par of $260,646,600, U.S. Treasuries (including strips), 0.25%-3.63%, due 8/31/2021-5/15/2050, valued at $280,500,066) | 0.01 | 275,000,000 | 275,000,000 | |||
6
Repurchase Agreements - 25.8%(continued) | Annualized | Principal | Value ($) | |||
Bank of America Securities, OBFR +.02%, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at interest rate reset date of 4/1/2021 in the amount of $50,000,125 and maturity date of 7/6/2021 (fully collateralized by: original par of $59,538,523, Government National Mortgage Association Agency Mortgage-Backed Securities, 2.50%-4.50%, due 8/20/2047-3/20/2051, valued at $51,000,000) | 0.09 | 50,000,000 | d | 50,000,000 | ||
Credit Agricole CIB, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at 4/1/2021 in the amount of $412,000,057 (fully collateralized by: original par of $406,575,608, U.S. Treasuries (including strips), 0.38%-2.88%, due 11/15/2021-8/15/2028, valued at $420,240,011) | 0.01 | 412,000,000 | 412,000,000 | |||
Federal Reserve Bank of New York, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at 4/1/2021 in the amount of $150,000,000 (fully collateralized by: original par of $139,837,700, U.S. Treasuries (including strips), 2.38%, due 5/15/2029, valued at $150,000,076) | 0.00 | 150,000,000 | 150,000,000 | |||
JP Morgan Securities, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at 4/1/2021 in the amount of $500,000,069 (fully collateralized by: original par of $457,619,000, U.S. Treasuries (including strips), 0.38%-2.00%, due 4/15/2024-2/15/2050, valued at $510,000,139) | 0.01 | 500,000,000 | 500,000,000 | |||
7
STATEMENT OF INVESTMENTS (continued)
Repurchase Agreements - 25.8%(continued) | Annualized | Principal | Value ($) | |||
JP Morgan Securities, 1 Month SOFR +.01%, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at interest rate reset date of 4/1/2021 in the amount of $200,000,889 and maturity date of 4/7/2021 (fully collateralized by: original par of $13,852,736, Federal Home Loan Mortgage Corp Agency Mortgage-Backed Securities, 2.00%-4.00%, due 12/1/2030-2/1/2051, valued at $12,958,548, original par of $357,596,762, Federal National Mortgage Association Agency Mortgage-Backed Securities, 3.65%-6.50%, due 10/1/2028-10/1/2048, valued at $117,375,199, original par of $383,200,961, Government National Mortgage Association Agency Mortgage-Backed Securities, 2.50%-9.50%, due 1/15/2027-5/15/2054, valued at $73,666,253) | 0.02 | 200,000,000 | b | 200,000,000 | ||
JP Morgan Securities, 1 Month SOFR +.05%, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at interest rate reset date of 4/1/2021 in the amount of $100,005,556 and maturity date of 6/30/2021 (fully collateralized by: original par of $145,271,845, Federal Home Loan Mortgage Corp Agency Mortgage-Backed Securities, 2.50%-6.00%, due 12/1/2026-5/1/2050, valued at $52,495,379, original par of $48,913,216, Federal National Mortgage Association Agency Mortgage-Backed Securities, 2.50%-4.09%, due 1/1/2034-8/1/2050, valued at $49,504,621) | 0.06 | 100,000,000 | d | 100,000,000 | ||
8
Repurchase Agreements - 25.8%(continued) | Annualized | Principal | Value ($) | |||
Royal Bank of Canada, Tri-Party Agreement thru BNY Mellon, dated 3/31/2021, due at 4/1/2021 in the amount of $500,000,069 (fully collateralized by: original par of $465,352,000, U.S. Treasuries (including strips), 0.13%-3.38%, due 10/31/2021-11/15/2048, valued at $510,000,087) | 0.01 | 500,000,000 | 500,000,000 | |||
Total Repurchase Agreements (cost $2,187,000,000) | 2,187,000,000 | |||||
Total Investments (cost $8,645,398,931) | 102.1% | 8,645,398,931 | ||||
Liabilities, Less Cash and Receivables | (2.1%) | (175,854,426) | ||||
Net Assets | 100.0% | 8,469,544,505 | ||||
OBFR—Overnight Bank Funding Rate
SOFR—Secured Overnight Financing Rate
U.S. T-BILL—U.S. Treasury Bill Money Market Yield
a Security is a discount security. Income is recognized through the accretion of discount.
b Variable rate security—Interest rate resets periodically and rate shown is the interest rate in effect at period end. Date shown represents the earlier of the next interest reset date or ultimate maturity date. Security description also includes the reference rate and spread if published and available.
c The Federal Housing Finance Agency (“FHFA”) placed the Federal Home Loan Mortgage Corporation and Federal National Mortgage Association into conservatorship with FHFA as the conservator. As such, the FHFA oversees the continuing affairs of these companies.
d Illiquid security; investment has a put feature and a variable or floating rate. The interest rate shown is the current rate as of March 31, 2021 and changes periodically. The maturity date shown reflects early termination date and the amount due represents the receivable of the fund as of the next interest payment date. At March 31, 2021, these securities amounted to $150,000,000 or 1.77% of net assets.
Portfolio Summary (Unaudited) † | Value (%) |
U.S. Treasury Securities | 39.6 |
U.S. Government Agencies | 36.7 |
Repurchase Agreements | 25.8 |
102.1 |
† Based on net assets.
See notes to financial statements.
9
STATEMENT OF ASSETS AND LIABILITIES
March 31, 2021
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| Cost |
| Value |
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Assets ($): |
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Investments in securities—See Statement of Investments | 8,645,398,931 |
| 8,645,398,931 |
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Cash |
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| 2,337,418 |
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Interest receivable |
| 2,022,393 |
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Receivable for shares of Beneficial Interest subscribed |
| 206,297 |
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| 8,649,965,039 |
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Liabilities ($): |
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|
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Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 2(b) |
| 406,911 |
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Payable for investment securities purchased |
| 179,996,195 |
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Trustees’ fees and expenses payable |
| 13,407 |
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Payable for shares of Beneficial Interest redeemed |
| 4,021 |
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| 180,420,534 |
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Net Assets ($) |
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| 8,469,544,505 |
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Composition of Net Assets ($): |
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Paid-in capital |
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| 8,469,524,507 |
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Total distributable earnings (loss) |
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| 19,998 |
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Net Assets ($) |
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| 8,469,544,505 |
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Net Asset Value Per Share | Institutional Shares | Hamilton Shares |
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Net Assets ($) | 7,022,544,300 | 1,447,000,205 |
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Shares Outstanding | 7,020,892,913 | 1,446,744,449 |
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Net Asset Value Per Share ($) | 1.00 | 1.00 |
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See notes to financial statements. |
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10
STATEMENT OF OPERATIONS
Year Ended March 31, 2021
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Investment Income ($): |
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Interest Income |
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| 17,829,411 |
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Expenses: |
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Management fee—Note 2(a) |
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| 13,963,292 |
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Shareholder servicing costs—Note 2(b) |
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| 1,188,678 |
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Trustees’ fees—Note 2(a,c) |
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| 755,850 |
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Administrative service fees—Note 2(b) |
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| 32,410 |
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Total Expenses |
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| 15,940,230 |
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Less—reduction in expenses due to undertaking—Note 2(a) |
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| (4,323,189) |
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Less—Trustees’ fees reimbursed by |
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| (755,850) |
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Net Expenses |
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| 10,861,191 |
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Investment Income—Net |
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| 6,968,220 |
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Net Realized Gain (Loss) on Investments—Note 1(b) ($) | 19,998 |
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Net Increase in Net Assets Resulting from Operations |
| 6,988,218 |
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See notes to financial statements. | ||||||
11
STATEMENT OF CHANGES IN NET ASSETS
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| Year Ended March 31, | |||||
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| 2021a |
| 2020 |
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Operations ($): |
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Investment income—net |
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| 6,968,220 |
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| 148,063,065 |
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Net realized gain (loss) on investments |
| 19,998 |
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| 469,578 |
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Net Increase (Decrease) in Net Assets | 6,988,218 |
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| 148,532,643 |
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Distributions ($): |
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Distributions to shareholders: |
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Institutional Shares |
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| (6,140,936) |
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| (111,059,650) |
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Hamilton Shares |
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| (1,104,738) |
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| (35,773,441) |
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Premier Shares |
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| - |
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| (1,229,974) |
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Total Distributions |
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| (7,245,674) |
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| (148,063,065) |
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Beneficial Interest Transactions ($1.00 per share): |
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Net proceeds from shares sold: |
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|
|
| |
Institutional Shares |
|
| 63,792,838,739 |
|
|
| 62,691,298,357 |
| |
Hamilton Shares |
|
| 6,661,222,377 |
|
|
| 7,108,661,429 |
| |
Premier Shares |
|
| 208,259,388 |
|
|
| 185,867,259 |
| |
Distributions reinvested: |
|
|
|
|
|
|
|
| |
Institutional Shares |
|
| 997,023 |
|
|
| 22,118,959 |
| |
Hamilton Shares |
|
| 1,588 |
|
|
| 44,141 |
| |
Premier Shares |
|
| 283 |
|
|
| 66,184 |
| |
Cost of shares redeemed: |
|
|
|
|
|
|
|
| |
Institutional Shares |
|
| (63,356,167,286) |
|
|
| (61,458,624,468) |
| |
Hamilton Shares |
|
| (7,391,681,687) |
|
|
| (6,463,508,327) |
| |
Premier Shares |
|
| (263,681,719) |
|
|
| (201,314,049) |
| |
Increase (Decrease) in Net Assets | (348,211,294) |
|
|
| 1,884,609,485 |
| |||
Total Increase (Decrease) in Net Assets | (348,468,750) |
|
|
| 1,885,079,063 |
| |||
Net Assets ($): |
| ||||||||
Beginning of Period |
|
| 8,818,013,255 |
|
|
| 6,932,934,192 |
| |
End of Period |
|
| 8,469,544,505 |
|
|
| 8,818,013,255 |
| |
|
|
|
|
|
|
|
|
|
|
a | Effective February 1, 2021, Premier shares were converted to Hamilton shares of which 81,161,822 Premier shares representing $81,161,844 were converted to 81,161,844 Hamilton shares. | ||||||||
See notes to financial statements. | |||||||||
12
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the fiscal periods indicated. All information reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.
Year Ended March 31, | |||||||||||||||
Institutional Shares | 2021 | 2020 | 2019 | 2018 | 2017 | ||||||||||
Per Share Data ($): | |||||||||||||||
Net asset value, beginning of period | 1.00 | 1.00 | 1.00 | 1.00 | 1.00 | ||||||||||
Investment Operations: | |||||||||||||||
Investment income—net | .001 | .019 | .020 | .010 | .004 | ||||||||||
Distributions: | |||||||||||||||
Dividends from investment income—net | (.001) | (.019) | (.020) | (.010) | (.004) | ||||||||||
Net asset value, end of period | 1.00 | 1.00 | 1.00 | 1.00 | 1.00 | ||||||||||
Total Return (%) | .08 | 1.89 | 2.04 | 1.04 | .37 | ||||||||||
Ratios/Supplemental Data (%): | |||||||||||||||
Ratio of total expenses | .14 | .15 | .15 | .14 | .14 | ||||||||||
Ratio of net expenses | .10 | .10 | .10 | .10 | .10 | ||||||||||
Ratio of net investment income | .07 | 1.83 | 2.05 | 1.05 | .39 | ||||||||||
Net Assets, end of period ($ x 1,000) | 7,022,544 | 6,584,820 | 5,329,802 | 4,296,966 | 3,522,447 | ||||||||||
See notes to financial statements.
13
FINANCIAL HIGHLIGHTS (continued)
Hamilton Shares | Year Ended March 31, | ||||||||||
2021a | 2020 | 2019 | 2018 | 2017 | |||||||
Per Share Data ($): | |||||||||||
Net asset value, beginning of period | 1.00 | 1.00 | 1.00 | 1.00 | 1.00 | ||||||
Investment Operations: | |||||||||||
Investment income—net | .001 | .018 | .020 | .010 | .003 | ||||||
Distributions: | |||||||||||
Dividends from investment income—net | (.001) | (.018) | (.020) | (.010) | (.003) | ||||||
Net asset value, end of period | 1.00 | 1.00 | 1.00 | 1.00 | 1.00 | ||||||
Total Return (%) | .05 | 1.84 | 1.99 | .99 | .31 | ||||||
Ratios/Supplemental Data (%): | |||||||||||
Ratio of total expenses | .20 | .20 | .20 | .19 | .19 | ||||||
Ratio of net expenses | .13 | .15 | .15 | .15 | .15 | ||||||
Ratio of net investment income | .05 | 1.79 | 1.98 | .97 | .32 | ||||||
Net Assets, end of period ($ x 1,000) | 1,447,000 | 2,177,756 | 1,532,310 | 1,458,823 | 1,506,461 | ||||||
a Effective February 1, 2021, Premier shares of the fund were converted to Hamilton shares.
See notes to financial statements.
14
NOTES TO FINANCIAL STATEMENTS
NOTE 1—Significant Accounting Policies:
Dreyfus Institutional Preferred Government Money Market Fund (the “fund”) is a separate diversified series of Dreyfus Institutional Reserves Funds (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering two series, including the fund. The fund’s investment objective is to seek as high a level of current income as is consistent with the preservation of capital and the maintenance of liquidity. The fund is managed by Dreyfus Cash Investment Strategies, a division of BNY Mellon Investment Adviser, Inc. (the “Adviser”), the fund’s investment adviser and a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”).
Effective February 1, 2021, Premier shares of the fund were converted to Hamilton shares.
BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold to the public without a sales charge. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Institutional and Hamilton. Institutional and Hamilton shares are sold at net asset value per share generally to institutional investors. Hamilton shares are subject to a Shareholder Services Plan. Other differences between the classes include the services offered to and the expenses borne by each class, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.
The fund operates as a “government money market fund” as that term is defined in Rule 2a-7 under the Act. It is the fund’s policy to maintain a constant net asset value (“NAV”) per share of $1.00 and the fund has adopted certain investment, portfolio valuation and dividend and distribution policies to enable it to do so. There is no assurance, however, that the fund will be able to maintain a constant NAV per share of $1.00.
The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.
The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative
15
NOTES TO FINANCIAL STATEMENTS (continued)
U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.
The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.
(a) Portfolio valuation: Investments in securities are valued at amortized cost in accordance with Rule 2a-7 under the Act. If amortized cost is determined not to approximate fair market value, the fair value of the portfolio securities will be determined by procedures established by and under the general oversight of the Company’s Board of Trustees (the “Board”).
The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.
Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:
Level 1—unadjusted quoted prices in active markets for identical investments.
16
Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).
Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, money market securities are valued using amortized cost, in accordance with rules under the Act. Generally, amortized cost approximates the current fair value of a security, but since the value is not obtained from a quoted price in an active market, such securities are reflected within Level 2 of the fair value hierarchy.
The following is a summary of the inputs used as of March 31, 2021 in valuing the fund’s investments:
Level 1-Unadjusted Quoted Prices | Level 2- Other Significant Observable Inputs | Level 3-Significant Unobservable Inputs | Total | |||
Assets ($) | ||||||
Investments In Securities:† | ||||||
Short-Term Investments | - | 8,645,398,931 | - | 8,645,398,931 | ||
† See Statement of Investments for additional detailed categorizations, if any.
(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and is recognized on the accrual basis. Realized gains and losses from securities transactions are recorded on the identified cost basis.
The fund may enter into repurchase agreements with financial institutions, deemed to be creditworthy by the Adviser, subject to the seller’s agreement to repurchase and the fund’s agreement to resell such securities at a mutually agreed upon price. Pursuant to the terms of the repurchase agreement, such securities must have an aggregate market value greater than or equal to the terms of the repurchase price plus accrued interest at all times. If the value of the underlying securities falls below the value of the repurchase price plus accrued interest, the fund will require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults on its repurchase
17
NOTES TO FINANCIAL STATEMENTS (continued)
obligation, the fund maintains its right to sell the underlying securities at market value and may claim any resulting loss against the seller. The collateral is held on behalf of the fund by the tri-party administrator with respect to any tri-party agreement. The fund may also jointly enter into one or more repurchase agreements with other funds managed by the Adviser in accordance with an exemptive order granted by the SEC pursuant to section 17(d) and Rule 17d-1 under the Act. Any joint repurchase agreements must be collateralized fully by U.S. Government securities.
(c) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.
(d) Dividends and distributions to shareholders: It is the policy of the fund to declare dividends daily from investment income-net. Such dividends are paid monthly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains.
(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable
18
provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.
As of and during the period ended March 31, 2021, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2021, the fund did not incur any interest or penalties.
Each tax year in the four-year period ended March 31, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.
At March 31, 2021, the components of accumulated earnings (loss) on a tax basis were substantially the same as for financial reporting purposes.
The tax character of distributions paid to shareholders during the fiscal periods ended March 31, 2021 and March 31, 2020 were all ordinary income.
At March 31, 2021, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).
(f) New accounting pronouncements: In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), and in January 2021, the FASB issued Accounting Standards Update 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which provides optional, temporary relief with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates as of the end of 2021. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period from March 12, 2020 through December 31, 2022. Management is evaluating the impact of ASU 2020-04 and ASU 2021-01 on the fund’s investments, derivatives, debt and other contracts that will undergo reference rate-related modifications as a result of the reference rate reform. Management is also currently actively working with other financial institutions and counterparties to modify contracts as required by applicable regulation and within the regulatory deadlines.
19
NOTES TO FINANCIAL STATEMENTS (continued)
NOTE 2—Management Fee and Other Transactions with Affiliates:
(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .10% of the value of the fund’s average daily net assets and is payable monthly. Effective on February 1, 2021, the management agreement between the fund and the Adviser was amended to reflect a reduction in the management fee payable by the fund to the Adviser from an annual rate of .14% to an annual rate of .10% of the value of the fund’s average daily net assets. Out of its fee, the Adviser pays all of the expenses of the fund except management fees, Shareholder Services Plan fees, Administrative Services Plan fees, brokerage fees, taxes, fees and expenses of non-interested Trustees (including counsel fees) and extraordinary expenses. In addition, the Adviser is required to reduce its fee in an amount equal to the fund’s allocable portion of fees and expenses of the non-interested Trustees (including counsel fees). During the period ended March 31, 2021, fees reimbursed by the Adviser amounted to $755,850.
The Adviser had also agreed, from April 1, 2020 through February 1, 2021 to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Shareholder Services Plan fees, Administrative Services Plan fees and certain other expenses) did not exceed .10% of the value of the fund’s average daily net assets. These expense limitations and waivers are voluntary, not contractual, and may be terminated at any time. The reduction in expenses, pursuant to the undertaking, amounted to $3,571,333 during the period ended March 31, 2021.
The Adviser has also undertaken to waive receipt of the management fee and/or reimburse operating expenses in order to facilitate a daily yield at or above a certain level which may change from time to time. This undertaking is voluntary and not contractual, and may be terminated at any time. The reduction in expenses, pursuant to the undertaking, amounted to $751,856 during the period ended March 31, 2021.
(b) Under the fund’s Shareholder Services Plan, with respect to the fund’s applicable Hamilton shares and Premier shares, the fund pays the Distributor for advertising, marketing and for providing certain services relating to shareholders of the respective class of shares. Hamilton shares pay the Distributor at annual rate of .05% and prior to February 1, 2021, Premier shares had paid the Distributor an annual rate of .25% of the value of the applicable share class’ average daily net assets. These services include answering shareholder inquiries regarding the fund and providing reports and other information and services related to the maintenance of
20
shareholder accounts. Under the Shareholder Services Plan, the Distributor may make payments to Service Agents with respect to these services. The amount paid under the Shareholder Services Plan for Servicing is intended to be a “service fee” as defined under the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”), and at no time will such amount exceed the maximum amount permitted to be paid under the FINRA Conduct Rules as a service fee. The fees payable under the Service Plan are payable without regard to actual expenses occurred. Additionally, prior to February 1, 2021, with respect to the fund’s applicable Premier shares, the fund had paid the Distributor for the provision of certain types of recordkeeping and other related services pursuant to the Administrative Services Plan. Premier shares paid the Distributor at an annual rate of .05% of the value of the applicable Premier shares class’ average daily net assets. Neither the Shareholder Services Plan nor the Administrative Services Plan (the “Plans”) provides for payments related to the distribution of fund shares. Under the Plans, as to each class, the Distributor would be able to pay financial intermediaries from the fees it receives from the Plans for the provision of the respective services by the intermediaries to their clients who are beneficial owners of fund shares. During the period ended March 31, 2021, Hamilton shares and Premier shares were charged $1,026,628 and $162,050, respectively, pursuant to the Shareholder Services Plan and Premier shares were charged $32,410 pursuant to the Administrative Services Plan.
The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.
The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $737,761 and Shareholder Services Plan fees of $67,380, which are offset against an expense reimbursement currently in effect in the amount of $398,230.
(c) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.
21
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of Trustees of Dreyfus Institutional Preferred Government Money Market Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of Dreyfus Institutional Preferred Government Money Market Fund (the “Fund”) (one of the funds constituting Dreyfus Institutional Reserves Funds), including the statement of investments, as of March 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting Dreyfus Institutional Reserves Funds) at March 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2021, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.
New York, New York
May 26, 2021
22
IMPORTANT TAX INFORMATION (Unaudited)
For federal tax purposes, the fund hereby reports 98.03% of ordinary income dividends paid during the fiscal period ended March 31, 2021 as qualifying “interest-related dividends”. For state individual income tax purposes, the fund hereby reports 83.82% of the ordinary income dividends paid during fiscal year ended March 31, 2021 as attributable to interest income from direct obligations of the United States. Such dividends are currently exempt from taxation for individual income tax purposes in most states, including New York, California, Connecticut and the District of Columbia.
23
BOARD MEMBERS INFORMATION (Unaudited)
INDEPENDENT BOARD MEMBERS
Chairman of the Board (2008)
Principal Occupation During Past 5 Years:
· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)
Other Public Company Board Memberships During Past 5 Years:
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-Present)
No. of Portfolios for which Board Member Serves: 106
———————
Francine J. Bovich (69)
Board Member (2015)
Principal Occupation During Past 5 Years:
· Trustee, The Bradley Trusts, private trust funds (2011-Present)
Other Public Company Board Memberships During Past 5 Years:
· Annaly Capital Management, Inc., a real estate investment trust, Director (2014-Present)
No. of Portfolios for which Board Member Serves: 63
———————
J. Charles Cardona (65)
Board Member (2014)
Principal Occupation During Past 5 Years:
· President and Director of the Adviser (2008-2016)
· Chief Executive Officer of Dreyfus Cash Investment Strategies, a division of the Adviser (2009-2016)
· Chairman of the Distributor (2013–2016) Director (2005-2016)
Other Public Company Board Memberships During Past 5 Years:
· BNY Mellon ETF Trust, Chairman and Trustee (2020-Present)
· BNY Mellon Liquidity Funds, Director (2004-Present) and Chairman (2019-2021)
No. of Portfolios for which Board Member Serves: 37
———————
Gordon J. Davis (79)
Board Member (2012)
Principal Occupation During Past 5 Years:
· Partner in the law firm of Venable LLP (2012-Present)
No. of Portfolios for which Board Member Serves: 47
———————
24
Andrew J. Donohue (70)
Board Member (2019)
Principal Occupation During Past 5 Years:
· Attorney, Solo Law Practice (2019-Present)
· Of Counsel, Shearman & Sterling LLP (2017-2019)
· Chief of Staff to the Chair of the SEC (2015-2017)
Other Public Company Board Memberships During Past 5 Years:
· Oppenheimer Funds (58 funds), Director (2017-2019)
No. of Portfolios for which Board Member Serves: 50
———————
Isabel P. Dunst (74)
Board Member (2014)
Principal Occupation During Past 5 Years:
Principal Occupation During Past 5 Years:
· Hogan Lovells LLP, a law firm, Retired (2019-Present); Senior Counsel (2018-2019); Of Counsel (2015-2018); Partner (1990-2014)
· Member of the Board of Governors, Hebrew Union College Jewish Institute of Religion (2015-Present)
· Board Member, Bend the ARC, a civil rights organization, (2016-Present)
No. of Portfolios for which Board Member Serves: 29
———————
Nathan Leventhal (78)
Board Member (2009)
Principal Occupation During Past 5 Years:
· President Emeritus of Lincoln Center for the Performing Arts (2001-Present)
· President of the Palm Beach Opera (2016-Present)
Other Public Company Board Memberships During Past 5 Years:
· Movado Group, Inc., a public company that designs, sources, markets and distributes watches Director (2003-June 2020)
No. of Portfolios for which Board Member Serves: 42
———————
25
BOARD MEMBERS INFORMATION (Unaudited) (continued)
INDEPENDENT BOARD MEMBERS (continued)
Robin A. Melvin (57)
Board Member (2014)
Principal Occupation During Past 5 Years:
· Trustee, Westover School, a private girls' boarding school in Middlebury, Connecticut (2019-Present)
· Co-Chair, Mentor Illinois, a non-profit organization dedicated to increasing the quality of mentoring services in Illinois (2014-2020); Board member, Mentor Illinois (2013-2020)
No. of Portfolios for which Board Member Serves: 85
———————
Roslyn M. Watson (71)
Board Member (2014)
Principal Occupation During Past 5 Years:
· Principal, Watson Ventures, Inc., a real estate investment company (1993-Present)
Other Public Company Board Memberships During Past 5 Years:
· American Express Bank, FSB, Director (1993-2018)
No. of Portfolios for which Board Member Serves: 50
———————
Benaree Pratt Wiley (74)
Board Member (2009)
Principal Occupation During Past 5 Years:
· Principal, The Wiley Group, a firm specializing in strategy and business development (2005-Present)
Other Public Company Board Memberships During Past 5 Years:
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2008-Present)
· Blue Cross Blue Shield of Massachusetts, Director (2004-Present)
No. of Portfolios for which Board Member Serves: 68
———————
Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80. The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc. 240 Greenwich Street, New York, New York 10286. Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.
Clifford L. Alexander, Jr., Emeritus Board Member
Whitney I. Gerard, Emeritus Board Member
George L. Perry, Emeritus Board Member
26
OFFICERS OF THE FUND (Unaudited)
DAVID DIPETRILLO, President since January 2021.
Vice President and Director of the Adviser since February 2021, Head of North America Product, BNY Mellon Investment Management since January 2018, Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017; He is an officer of 61 investment companies (comprised of 114 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 43 years old and has been an employee of BNY Mellon since 2005.
JAMES WINDELS, Treasurer since January 2008.
Vice President of the Adviser since September 2020, Director-BNY Mellon Fund Administration, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 62 years old and has been an employee of the Adviser since April 1985.
BENNETT A. MACDOUGALL, Chief Legal Officer since October 2015.
Chief Legal Officer of the Adviser and Associate General Counsel and Managing Director of BNY Mellon. He is an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 49 years old and has been an employee of the Adviser since June 2015.
JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.
Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since December 1996.
DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.
Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018. She is an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 30 years old and has been an employee of the Adviser since August 2018.
SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.
Managing Counsel of BNY Mellon since December 2017, Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 45 years old and has been an employee of the Adviser since March 2013.
JEFF PRUSNOFSKY, Vice President and Assistant Secretary since January 2005.
Senior Managing Counsel of BNY Mellon, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since October 1990.
AMANDA QUINN, Vice President and Assistant Secretary since March 2020.
Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since June 2019.
PETER M. SULLIVAN, Vice President and Assistant Secretary since March 2019.
Senior Managing Counsel of BNY Mellon since December 2020; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the the Adviser or an affiliate of the the Adviser. He is 53 years old and has been an employee of BNY Mellon since April 2004.
NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.
Managing Counsel of BNY Mellon since December 2019; Counsel of BNY Mellon from May 2016 to December 2019; Assistant Secretary of the Adviser since 2018; Attorney at Wildermuth Endowment Strategy Fund/Wildermuth Advisory, LLC from November 2015 to May 2016. She is an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since May 2016.
27
OFFICERS OF THE FUND (Unaudited) (continued)
GAVIN C. REILLY, Assistant Treasurer since January 2008.
Tax Manager-BNY Mellon Fund Administration, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 52 years old and has been an employee of the Adviser since April 1991.
ROBERT SALVIOLO, Assistant Treasurer since January 2008.
Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since June 1989.
ROBERT SVAGNA, Assistant Treasurer since January 2008.
Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 62 investment companies (comprised of 137 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since November 1990.
JOSEPH W. CONNOLLY, Chief Compliance Officer since January 2008.
Chief Compliance Officer of the Adviser, the BNY Mellon Family of Funds and BNY Mellon Funds Trust (61 investment companies, comprised of 129 portfolios). He is 63 years old and has served in various capacities with the Adviser since 1980, including manager of the firm’s Fund Accounting Department from 1997 through October 2001.
CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.
Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 55 investment companies (comprised of 130 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 52 years old and has been an employee of the Distributor since 1997.
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29
Dreyfus Institutional Preferred Government Money Market Fund
240 Greenwich Street
New York, NY 10286
Adviser
BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286
Custodian
The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286
Transfer Agent &
Dividend Disbursing Agent
BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286
Distributor
BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286
Ticker Symbols: | Institutional: DSVXX Hamilton: DSHXX |
Telephone Call your representative or 1-800-373-9387
Mail BNY Mellon Family of Funds to: BNY Mellon Institutional Services, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144
E-mail Send your request to instserv@bnymellon.com
Internet Access Dreyfus Money Market Funds at www.dreyfus.com
The fund will disclose daily, on www.dreyfus.com, the fund’s complete schedule of holdings as of the end of the previous business day. The schedule of holdings will remain on the website for a period of five months. The fund files a monthly schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-MFP. The fund’s Forms N-MFP are available on the SEC’s website at www.sec.gov.
Information regarding how the fund voted proxies related to portfolio securities for the most recent 12-month period ended June 30 is available at www.dreyfus.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.
© 2021 BNY Mellon Securities Corporation
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Item 2. Code of Ethics.
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. There have been no amendments to, or waivers in connection with, the Code of Ethics during the period covered by this Report.
Item 3. Audit Committee Financial Expert.
The Registrant's Board has determined that J. Charles Cardona, a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and Exchange Commission (the "SEC"). Mr. Cardona is "independent" as defined by the SEC for purposes of audit committee financial expert determinations.
Item 4. Principal Accountant Fees and Services.
(a) Audit Fees. The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $36,853 in 2020 and $34,853 in 2021.
(b) Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $7,575 in 2020 and $7,184 in 2021. These services consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies.
The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2020 and $0 in 2021.
(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice, and tax planning ("Tax Services") were $3,177 in 2020 and $5,369 in 2021. These services consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies. The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval by the Audit Committee were $0 in 2020 and $0 in 2021.
(d) All Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $109 in 2020 and $136 in 2021. These services consisted of a review of the Registrant's anti-money laundering program.
The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee, were $0 in 2020 and $0 in 2021.
(e)(1) Audit Committee Pre-Approval Policies and Procedures. The Registrant's Audit Committee has established policies and procedures (the "Policy") for pre-approval (within specified fee limits) of the Auditor's engagements for non-audit services to the Registrant and Service Affiliates without specific case-by-case consideration. The pre-approved services in the Policy can include pre-approved audit services, pre-approved audit-related services, pre-approved tax services and pre-approved all other services. Pre-approval considerations include whether the proposed services are compatible with maintaining the Auditor's independence. Pre-approvals pursuant to the Policy are considered annually.
(e)(2) Note. None of the services described in paragraphs (b) through (d) of this Item 4 were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) None of the hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.
Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $753,594 in 2020 and $2,168,933 in 2021.
Auditor Independence. The Registrant's Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Auditor's independence.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) 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. | Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers. |
Not applicable.
| Item 10. | Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures applicable to Item 10.
| Item 11. | Controls and Procedures. |
(a) The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.
(b) There were no changes to the Registrant's internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.
| Item 12. | Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable.
| Item 13. | Exhibits. |
(a)(1) Code of ethics referred to in Item 2.
(a)(3) Not applicable.
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.
Dreyfus Institutional Reserves Funds
By: /s/ David DiPetrillo
David DiPetrillo
President (Principal Executive Officer)
Date: May 26, 2021
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/ David DiPetrillo
David DiPetrillo
President (Principal Executive Officer)
Date: May 26, 2021
By: /s/ James Windels
James Windels
Treasurer (Principal Financial Officer)
Date: May 26, 2021
EXHIBIT INDEX
(a)(1) Code of ethics referred to in Item 2.
(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940. (EX-99.CERT)
(b) Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940. (EX-99.906CERT)