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: 811-02968-99 | ||
Name of Registrant: Vanguard Trustees’ Equity Fund | ||
Address of Registrant: | ||
P.O. Box 2600 | ||
Valley Forge, PA 19482 | ||
Name and address of agent for service: | ||
Heidi Stam, Esquire | ||
P.O. Box 876 | ||
Valley Forge, PA 19482 | ||
Registrant’s telephone number, including area code: (610) 669-1000 | ||
Date of fiscal year end: October 31 | ||
Date of reporting period: November 1, 2013 – October 31, 2014 | ||
Item 1: Reports to Shareholders |
Annual Report | October 31, 2014
Vanguard International Value Fund
The mission continues
On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.
Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.
As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.
Contents | |
Your Fund’s Total Returns. | 1 |
Chairman’s Letter. | 2 |
Advisors’ Report. | 9 |
Fund Profile. | 14 |
Performance Summary. | 16 |
Financial Statements. | 18 |
Your Fund’s After-Tax Returns. | 33 |
About Your Fund’s Expenses. | 34 |
Glossary. | 36 |
Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.
Your Fund’s Total Returns
Fiscal Year Ended October 31, 2014 | |
Total | |
Returns | |
Vanguard International Value Fund | 1.20% |
MSCI All Country World Index ex USA | 0.06 |
International Funds Average | 0.04 |
International Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. |
Your Fund’s Performance at a Glance | ||||
October 31, 2013, Through October 31, 2014 | ||||
Distributions Per Share | ||||
Starting | Ending | |||
Share | Share | Income | Capital | |
Price | Price | Dividends | Gains | |
Vanguard International Value Fund | $37.12 | $36.87 | $0.697 | $0.000 |
1
Chairman’s Letter
Dear Shareholder,
International stock markets significantly trailed the broad U.S. stock market for the fiscal year ended October 31, 2014. Mounting concerns about the global economy, especially the threat of deflation in Europe and a slowdown in China and other emerging markets, contributed to the weakness.
Vanguard International Value Fund returned 1.20% for the fiscal year. Although modest, the fund’s result exceeded that of its benchmark, the MSCI All Country World Index ex USA, and the average return of its peers.
The advisors’ holdings in Europe and the Pacific region contributed most to the outperformance; their choices in emerging markets weakened results.
During the fiscal year, the U.S. dollar strengthened against most major currencies, including the euro and the Japanese yen. The stronger dollar weighed on the returns of U.S.-based investors. (For more on currency effects and international diversification, see the text box on page 6.)
If you hold the International Value Fund in a taxable account, you may wish to review the discussion of after-tax returns later in this report.
2
Their smooth ride turned jagged, but U.S. stocks ended higher
The global stock market’s occasional zigs and zags during the year were punctuated by a roller-coaster ride in October that left international markets several steps behind the U.S. stock market for the 12 months ended October 31. Emerging markets advanced modestly, while the developed European and Pacific markets finished in negative territory.
In contrast, the broad U.S. stock market returned about 16% for the 12 months. Impressive corporate earnings and various global stimulus measures generally supported stocks against a bleaker backdrop that included tensions in the Middle East and Ukraine and other international economic concerns. After falling in the first two weeks of October, several major U.S. indexes rebounded to finish at record highs. Reflecting confidence in the U.S. economy, the Federal Reserve announced October 29 that it was ending its stimulative bond-buying program as anticipated.
U.S. bonds posted positive returns as already low yields declined
The broad U.S. taxable bond market returned 4.14%. Bond prices, which backtracked at times over the summer, climbed in October as investors sought sanctuary from stock market volatility.
Overall, bond returns have been strong despite many analysts’ expectations that already low yields wouldn’t decline further. Prices rose and yields fell even as the Fed
Market Barometer | |||
Average Annual Total Returns | |||
Periods Ended October 31, 2014 | |||
One | Three | Five | |
Year | Years | Years | |
Stocks | |||
Russell 1000 Index (Large-caps) | 16.78% | 19.90% | 16.98% |
Russell 2000 Index (Small-caps) | 8.06 | 18.18 | 17.39 |
Russell 3000 Index (Broad U.S. market) | 16.07 | 19.77 | 17.01 |
FTSE All-World ex US Index (International) | 0.45 | 8.07 | 6.38 |
Bonds | |||
Barclays U.S. Aggregate Bond Index (Broad taxable market) | 4.14% | 2.73% | 4.22% |
Barclays Municipal Bond Index (Broad tax-exempt market) | 7.82 | 4.93 | 5.26 |
Citigroup Three-Month U.S. Treasury Bill Index | 0.04 | 0.04 | 0.06 |
CPI | |||
Consumer Price Index | 1.66% | 1.60% | 1.89% |
3
began steadily reducing its bond purchases in January. (Bond prices and yields move in opposite directions.) The yield of the 10-year U.S. Treasury note ended October at 2.31%, down from 2.54% a year earlier.
Municipal bonds returned 7.82%, with tax-exempt issues in high demand even at a time of reduced supply.
International bond markets (as measured by the Barclays Global Aggregate Index ex USD) slid in September and October en route to a –2.53% return for the 12 months.
The Fed’s target for short-term interest rates remained at 0%–0.25%, restraining returns for money market funds and savings accounts.
Selections in Europe and Japan lifted the fund above its index
The International Value Fund’s three advisors scour developed and emerging markets outside the United States in search of stocks that, while perhaps temporarily out of favor, have the potential for a resurgence.
Expense Ratios | ||
Your Fund Compared With Its Peer Group | ||
Peer Group | ||
Fund | Average | |
International Value Fund | 0.43% | 1.36% |
The fund expense ratio shown is from the prospectus dated February 26, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2014, the fund’s expense ratio was 0.44%. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2013. | ||
Peer group: International Funds.
4
The most recent period was, as I mentioned earlier, a challenging time for international stocks. But the team managing the International Value Fund was able to coax positive relative results from it, in part by avoiding some of the worst performers.
After a robust start to the fiscal year, many markets in Europe—including France, Germany, Italy, and Spain—lost ground in its second half as clouds appeared on the economic horizon in the form of lower growth prospects and looming deflation. Still, the International Value Fund’s European portfolio, which constituted about half its assets, eked out a positive result. Limited exposure to France, which had a negative return, and an overweight allocation to Denmark, one of the few European countries to register double-digit gains, enhanced performance. The advisors’ selections in Spain also helped.
In the Pacific region, which made up about a third of the fund’s assets, the fund advanced modestly, while its benchmark counterpart finished just slightly positive.
Japan, the largest country holding in the region and the fund, stood out. The advisors have sought out more opportunities there in recent years, resulting in the fund’s notably larger exposure to Japanese stocks than the benchmark’s. Prime Minister Shinzo Abe’s efforts to spur growth has led to economic improvements, and the Bank of Japan’s surprise announcement in late
Total Returns | |
Ten Years Ended October 31, 2014 | |
Average | |
Annual Return | |
International Value Fund | 6.85% |
Spliced International Index | 5.14 |
International Funds Average | 5.64 |
For a benchmark description, see the Glossary. International Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. | |
5
October that it would expand its stimulus efforts was considered a positive sign. The advisors’ superior selection among Japanese information technology and telecommunication services stocks boosted results.
The fund’s emerging-market portfolio detracted from performance, returning about –4% compared with about 1% for its benchmark counterpart.
Currency fluctuation is one reason U.S. and international stocks diverge |
Diversification is a proven way to reduce volatility and manage risk. That’s why it can make |
sense for investors to allocate a portion of their stock portfolios to international equities |
(20% of the equity allocation can be a good starting point). International stocks, which make |
up about half of the world’s stock market capitalization, perform somewhat differently than |
stocks in the U.S. market. One of the many reasons for this is currency fluctuation. Currency |
movements historically have not been correlated to stock price movements, meaning they |
tend not to move together. |
International stocks have underperformed U.S. stocks recently for U.S.-based investors, |
in part because many foreign currencies have weakened against the U.S. dollar. But that |
divergence actually highlights the diversification benefit of owning both U.S. and international |
stocks. As you can see from the accompanying chart, at other times, international stocks have |
outshone their U.S. counterparts. (For more insight, see Global Equities: Balancing Home Bias |
and Diversification, available at vanguard.com/research.) |
Trailing 12-month return differential between U.S. and non-U.S. stocks |
Notes: U.S. equities are represented by the MSCI USA Index; international equities are represented by the MSCI All Country World Index ex USA. Data are from October 31, 1994, through October 31, 2014. Sources: Vanguard, Thomson Reuters Datastream, and MSCI. |
6
During the fiscal year, China’s decelerating economic growth and reduced appetite for commodities and other imports weighed on emerging-market stocks. Subpar selection among Chinese material stocks and light exposure to Chinese financial companies hurt the fund’s performance. Russian holdings were another source of weakness. Russian energy stocks have been under pressure from lower oil prices as well as the international sanctions put in place amid the conflict in Ukraine.
Among industries, six of the International Value Fund’s ten sectors notched gains for the fiscal year. Industrials, materials, and health care, were key outperformers. Consumer staples, energy, and financials were among the largest detractors.
For more information on the fund’s investment strategies and positioning, please see the Advisors’ Report that follows this letter.
Over ten years, the fund did well versus both its index and its peers
For the decade ended October 31, 2014, the International Value Fund posted an average annual return of 6.85%, more than a percentage point better than the average return of its benchmark index and peer group.
International Value’s long-term performance exceeded the benchmark’s in all but one of the last ten years. This is the second year that the fund has been managed by its current three advisors. Each brings to the table a slightly different approach, providing a diversification benefit to investors.
As we reflect upon the past decade, and indeed the fiscal year, it’s important to consider the benefits of global diversification. The past year vividly illustrated how global stock markets don’t always move in lockstep. A portfolio that includes both U.S. and international stocks and other asset classes can provide some cushion for investors to weather the inevitable variations in global market performance.
When market volatility heats up, the best response is to keep cool
After several years of strength, stocks hit a rough patch toward the close of the fiscal year, as I noted earlier. For the first half of October, global stock markets (as measured by the FTSE Global All Cap Index) returned –5.56%. Even though stocks rebounded in the second half of the month, many investors undoubtedly were left feeling unsettled.
What’s my best advice to anxious shareholders? Remain calm and remember that volatility is a normal part of stock market investing. The value of keeping a cool head is highlighted in a Vanguard research paper that looked at how investors behaved during the financial crisis, when global stocks declined about 58% and U.S. stocks about 55%.
7
The 2010 paper, Resilience in Volatile Markets: 401(k) Participant Behavior, September 2007–December 2009, examined the behavior of participants in Vanguard-administered retirement plans. During that time, about three-quarters of participants made no changes to their accounts, and only 3% gave up on stocks completely.
As stocks recovered, this discipline yielded big benefits. From the end of 2008 to the end of 2013, the average Vanguard 401(k) portfolio nearly doubled in value, largely because of the surge in stock prices.
I’m pleased that, over time, our clients have demonstrated an impressive ability to remain focused on their long-term goals.
They stayed the course through the 1987 correction, the dot-com boom of the 1990s, and the more recent financial crisis, and they continue to do so today.
As always, thank you for investing with Vanguard.
Sincerely,
F. William McNabb III
Chairman and Chief Executive Officer
November 14, 2014
8
Advisors’ Report
For the 12 months ended October 31, 2014, Vanguard International Value Fund returned 1.20%. Your fund is managed by three independent advisors, a strategy that enhances the fund’s diversification by providing exposure to distinct yet complementary investment approaches. It is not uncommon for different advisors to have different views about individual securities or the broader investment environment.
The table below presents the advisors, the percentage and amount of fund assets that each manages, and brief descriptions of their investment strategies. Each advisor has also prepared a discussion of the investment environment during the fiscal year and of how the portfolio’s positioning reflects this assessment. These reports were prepared on November 19, 2014.
Vanguard International Value Fund Investment Advisors | ||||
Fund Assets Managed | ||||
Investment Advisor | % | $ Million | Investment Strategy | |
Lazard Asset Management LLC | 39 | 3,243 | The advisor uses a research-driven, bottom-up, | |
relative-value approach in selecting stocks. The goal is | ||||
to identify individual stocks that offer an appropriate | ||||
trade-off between low relative valuation and high | ||||
financial productivity. | ||||
Edinburgh Partners Limited | 35 | 2,871 | The advisor employs a concentrated, low-turnover, | |
value-oriented investment approach that results in a | ||||
portfolio of companies with good long-term prospects | ||||
and below-market price/earnings ratios. In-depth | ||||
fundamental research on industries and companies is | ||||
central to this investment process. | ||||
ARGA Investment Management, | 24 | 1,989 | The advisor believes that investors overreact to | |
LP | short-term developments, leading to opportunities to | |||
generate gains from investing in “good businesses at | ||||
great prices.” Its valuation-focused process uses a | ||||
dividend discount model to select stocks that trade at a | ||||
discount to intrinsic value based on the company’s | ||||
long-term earnings power and dividend-paying | ||||
capability. | ||||
Cash Investments | 2 | 168 | These short-term reserves are invested by Vanguard in | |
equity index products to simulate investments in | ||||
stocks. Each advisor may also maintain a modest cash | ||||
position. |
9
Lazard Asset Management LLC
Portfolio Managers:
Michael G. Fry, Managing Director
Michael A. Bennett, CPA,
Managing Director
International markets moderately rose during the period and continued to be driven by macroeconomic factors at a time when corporate earnings generally met expectations. Geopolitical factors, such as the Russia-Ukraine border disputes and unrest in the Middle East, contributed to volatility in both the equity and fixed income markets. In local currencies, international equity market indexes finished higher, but U.S.-based investors missed out on a lot of those gains because of the strong U.S. dollar. Its strength was partly due to the difference between expected U.S. and non-U.S. growth rates and to the diverging monetary policies of the Federal Reserve and other central banks. All major currencies except the British pound saw steep declines versus the U.S. dollar.
The materials and energy sectors were among the worst performers; they were primarily affected by falling commodity prices, notably oil, which was down more than 15%. Health care was the best performer as the pharmaceutical industry consolidated further.
Within health care, heavy exposure and stock selection helped the portfolio’s returns compared with those of the benchmark index. The sector experienced strong gains, and the portfolio benefited from its pharmaceutical holdings such as Denmark’s Novo Nordisk, Switzerland’s Novartis, and Germany’s Bayer.
In the consumer discretionary sector, stock selection helped drive the portfolio’s relative returns. British-based Signet Jewelers performed well amid strong results and the market’s favorable reaction to its Zales acquisition.
Stock selection and exposure to emerging markets also added to relative returns. The fund benefited from positions in Brazilian private-education provider Estácio and in Taiwan Semiconductor, which makes microprocessors.
In contrast, selection in financials and telecommunications services detracted from relative returns as shares of Russia’s Sberbank and Mobile TeleSystems declined amid the levying of sanctions on Russia over its conflict with Ukraine.
Limited exposure to the poorly performing energy sector partly offset negative selection. Our stake in Norway’s Petroleum Geo-Services declined amid falling oil prices, weak demand, and excess capacity, and we recently sold it.
10
Edinburgh Partners Limited
Portfolio Manager:
Sandy Nairn, Director and CEO
The world economy continues to grow at what is perceived as a relatively sedate and possibly disappointing pace. Economists’ expectations are beginning to gradually adjust to a future in which 3% global growth is as much as can be expected. This has not yet fully translated to equity markets. As a consequence, we are seeing profits matching expectations but accompanied by a cautionary note on future progression.
This leaves markets in a real quandary. Inflation is not a problem in the short term Monetary policy remains relaxed, although it is beginning to tighten, but valuations are on the full side in many markets. Various geopolitical flare-ups are triggering equity market disruptions that are then followed by recovery. In our view, the likely result of all this is that equity returns will stay positive but subdued for some time.
Reflecting this uncertainty, the unwinding of the premium paid for companies with predictable earnings streams has further to go; thus, the portfolio’s exposure to such companies remains relatively limited. The portfolio maintains a relatively cyclical orientation, though we think this has probably peaked, as evidenced by our sale of shipping company AP Moller–Maersk, which reached our price targets.
Since the calendar year began, Japanese holdings in general have lagged other global equity markets. Concerns over a sales tax increase have played a role, as have questions about the extent to which the government would follow through on its reflation policy. We remain relatively sanguine about both matters. The sales tax increase is necessary to raise revenue, but the counterpart is the package of reflationary measures and reforms. Our view is that Prime Minister Shinzo Abe and his key officials are well aware of this and that the policy will be pursued to its conclusion.
We have made some changes to the portfolio’s holdings that simply reflect the appreciation of the affected stocks and their consequent valuation—hence our sale of Fujitsu, Fujikura, and Seven & I. We also sold Tokyo Electron, which is being taken over by Applied Materials (officially, the transaction is a merger). It is a sign of the changes taking place in Japan that a leading technology company is being acquired by a foreign one with the full blessing of Japan’s government. That there remains value in Japan is evidenced by the fact that we have found other opportunities to replace the holdings we sold. We bought Toshiba in part for the potential of its NAND flash memory business. Sumitomo Mitsui Trust Holdings is benefiting from domestic reflation, and East Japan Railway has huge prime real estate assets that are being redeveloped.
11
The portfolio has also added exposure to pharmaceuticals. Our analysis suggested that the market was not rewarding greater efficiency in research and development and in drug discovery. Accordingly, toward the end of 2013, we invested in AstraZeneca, followed by Novartis and Roche. Pfizer’s putative bid for AstraZeneca was largely portrayed in the media as tax-driven, but although tax considerations were undoubtedly a factor, the principal business motivation was access to AstraZeneca’s drug pipeline.
Valuations remain reasonably full, but not to the point at which we can predict sharp and prolonged declines. Periodic setbacks will most likely produce positive but lower-than-historic returns. The value we see in pockets globally does not yet push us to keep the portfolio highly cautious. Nevertheless, we believe the cyclical exposure has now peaked, and we anticipate a gradual reduction as valuation gaps diminish. As for emerging markets, our view is the same as in our last report: They are still in transition, and although some value has begun to surface, it remains patchy, and an increase in exposure would probably depend on appropriate price falls.
ARGA Investment Management, LP
Portfolio Managers:
A. Rama Krishna, CFA, Founder and
Chief Investment Officer
Steven Morrow, CFA, Director of Research
International equity markets, while volatile, ended the fiscal year almost unchanged. Strong performance in the first half reflected growing confidence in the global economy amid further signs of European economic stabilization. The positive returns were mostly erased in the second half by signs of Europe’s slowdown and re-escalating tensions in Ukraine. Wide performance differences between regions, sectors, and individual stocks have created a new set of valuation opportunities.
The current portfolio’s positioning and changes over the past year reflect ARGA’s long-term orientation and valuation-driven investment discipline. Our practice of owning the most attractively valued businesses led us to shift exposures across many regions and sectors.
We took advantage of the strong European stock performance early in the year to trim or sell holdings for which valuations had become less compelling than other opportunities. This sharply
12
reduced the portfolio’s European exposure. We used the proceeds largely to buy Japanese equities, whose valuations had grown attractive because of fears about an impending sales tax increase and the lack of additional stimulus from Japan’s central bank.
Japanese equities now appear more attractively valued versus other developed markets than they have in the past 25 years. Ironically, this undervaluation comes at a time when both the Japanese government and pension organizations are urging Japanese corporations to boost returns through improved governance. We identified a large number of attractively valued Japanese automotive and other companies with diverse domestic and overseas exposures. In addition, the poor performance of emerging markets over the past few years has led us to uncover many undervalued emerging-market companies.
Although the recent decline in oil prices is likely to dampen near-term profitability and growth for oil and oil-services companies, the supply/demand imbalance that has driven prices lower has also created a significant valuation opportunity. Based on our analysis of the energy industry’s cost structure and long-term economics, we recently increased our exposure to selected oil-related companies that show long-term ability to generate cash.
We consider the current portfolio well-positioned to benefit from the attractive valuations available across a diverse range of businesses and regions.
13
International Value Fund
Fund Profile
As of October 31, 2014
Portfolio Characteristics | ||
MSCI AC | ||
World Index | ||
Fund | ex USA | |
Number of Stocks | 163 | 1,819 |
Median Market Cap | $42.5B | $33.5B |
Price/Earnings Ratio | 18.3x | 16.9x |
Price/Book Ratio | 1.6x | 1.7x |
Return on Equity | 13.3% | 14.9% |
Earnings Growth | ||
Rate | 14.6% | 11.7% |
Dividend Yield | 2.4% | 2.9% |
Turnover Rate | 37% | — |
Ticker Symbol | VTRIX | — |
Expense Ratio1 | 0.43% | — |
Short-Term Reserves | 2.5% | — |
Sector Diversification (% of equity exposure) | ||
MSCI AC | ||
World Index | ||
Fund | ex USA | |
Consumer Discretionary | 15.5% | 10.7% |
Consumer Staples | 9.1 | 9.9 |
Energy | 8.3 | 8.5 |
Financials | 22.5 | 27.5 |
Health Care | 11.1 | 8.6 |
Industrials | 12.9 | 10.8 |
Information Technology | 8.8 | 7.0 |
Materials | 4.0 | 7.8 |
Telecommunication Services | 6.4 | 5.5 |
Utilities | 1.4 | 3.7 |
Volatility Measures | |
MSCI AC | |
World Index | |
ex USA | |
R-Squared | 0.96 |
Beta | 1.00 |
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months. | |
Ten Largest Holdings (% of total net assets) | ||
Novartis AG | Pharmaceuticals | 2.5% |
KDDI Corp. | Wireless | |
Telecommunication | ||
Services | 2.5 | |
Sumitomo Mitsui | ||
Financial Group Inc. | Diversified Banks | 2.3 |
Samsung Electronics Co. | Technology | |
Ltd. | Hardware, Storage & | |
Peripherals | 1.8 | |
Japan Tobacco Inc. | Tobacco | 1.8 |
BNP Paribas SA | Diversified Banks | 1.6 |
Royal Dutch Shell plc | Integrated Oil & Gas | 1.5 |
Royal Bank of Scotland | ||
Group plc | Diversified Banks | 1.4 |
SAP SE | Application Software | 1.3 |
Omron Corp. | Electronic | |
Components | 1.3 | |
Top Ten | 18.0% | |
The holdings listed exclude any temporary cash investments and equity index products. | ||
Allocation by Region (% of equity exposure)
1 The expense ratio shown is from the prospectus dated February 26, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2014, the expense ratio was 0.44%.
14
International Value Fund
Market Diversification (% of equity exposure) | ||
MSCI AC | ||
World | ||
Index | ||
Fund | ex USA | |
Europe | ||
United Kingdom | 18.2% | 14.8% |
Germany | 8.0 | 6.2 |
Switzerland | 6.4 | 6.5 |
France | 5.0 | 6.8 |
Italy | 2.8 | 1.7 |
Netherlands | 2.2 | 1.9 |
Sweden | 2.1 | 2.1 |
Denmark | 1.7 | 1.1 |
Belgium | 1.1 | 0.9 |
Other | 2.5 | 4.1 |
Subtotal | 50.0% | 46.1% |
Pacific | ||
Japan | 25.3% | 14.8% |
South Korea | 3.3 | 3.2 |
Hong Kong | 3.1 | 2.2 |
Singapore | 1.5 | 1.1 |
Australia | 1.4 | 5.7 |
Other | 0.0 | 0.1 |
Subtotal | 34.6% | 27.1% |
Emerging Markets | ||
Brazil | 2.9% | 2.3% |
Russia | 2.1 | 1.0 |
China | 2.0 | 4.4 |
Thailand | 1.4 | 0.5 |
Turkey | 1.3 | 0.4 |
South Africa | 1.2 | 1.7 |
Taiwan | 1.2 | 2.7 |
Other | 1.5 | 5.9 |
Subtotal | 13.6% | 18.9% |
North America | 0.9% | 7.5% |
Middle East | 0.9% | 0.4% |
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International Value Fund
Performance Summary
All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.
Cumulative Performance: October 31, 2004, Through October 31, 2014
Initial Investment of $10,000
Average Annual Total Returns | |||||
Periods Ended October 31, 2014 | |||||
Final Value | |||||
One | Five | Ten | of a $10,000 | ||
Year | Years | Years | Investment | ||
International Value Fund* | 1.20% | 6.79% | 6.85% | $19,400 | |
••••••• | Spliced International Index | 0.06 | 5.19 | 5.14 | 16,511 |
– – – – | International Funds Average | 0.04 | 6.72 | 5.64 | 17,309 |
MSCI All Country World Index ex | |||||
USA | 0.06 | 6.09 | 6.59 | 18,927 | |
For a benchmark description, see the Glossary. International Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. | |||||
See Financial Highlights for dividend and capital gains information.
16
International Value Fund
Fiscal-Year Total Returns (%): October 31, 2004, Through October 31, 2014
Average Annual Total Returns: Periods Ended September 30, 2014 | ||||
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period. | ||||
Securities and Exchange Commission rules require that we provide this information. | ||||
Inception | One | Five | Ten | |
Date | Year | Years | Years | |
International Value Fund | 5/16/1983 | 5.84% | 6.26% | 7.11% |
17
International Value Fund
Financial Statements
Statement of Net Assets
As of October 31, 2014
The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).
Market | ||
Value | ||
Shares | ($000) | |
Common Stocks (95.2%)1 | ||
Australia (1.1%) | ||
QBE Insurance Group Ltd. | 4,815,103 | 49,009 |
BHP Billiton Ltd. | 1,440,637 | 43,000 |
92,009 | ||
Belgium (1.0%) | ||
Anheuser-Busch InBev NV | 772,743 | 85,639 |
Brazil (2.8%) | ||
BB Seguridade | ||
Participacoes SA | 3,647,100 | 48,655 |
Estacio Participacoes SA | 3,874,400 | 44,851 |
AMBEV SA | 5,021,100 | 33,242 |
Cielo SA | 1,980,304 | 32,494 |
Cia de Saneamento | ||
Basico do Estado | ||
de Sao Paulo | 4,040,600 | 31,623 |
Petroleo Brasileiro | ||
SA ADR | 2,525,900 | 30,892 |
* PDG Realty SA | ||
Empreendimentos | ||
e Participacoes | 21,893,800 | 10,781 |
232,538 | ||
China (1.9%) | ||
China Shenhua | ||
Energy Co. Ltd. | 28,281,500 | 79,635 |
* Baidu Inc. ADR | 193,960 | 46,312 |
Industrial & Commercial | ||
Bank of China Ltd. | 17,298,000 | 11,433 |
China Construction | ||
Bank Corp. | 15,052,000 | 11,208 |
China Machinery | ||
Engineering Corp. | 19,693,000 | 11,168 |
159,756 | ||
Denmark (1.7%) | ||
Novo Nordisk A/S Class B | 1,243,346 | 56,193 |
TDC A/S | 6,398,383 | 48,844 |
Carlsberg A/S Class B | 263,397 | 23,196 |
DSV A/S | 318,300 | 9,525 |
137,758 |
Market | |||
Value | |||
Shares | ($000) | ||
Finland (0.6%) | |||
Sampo Oyj Class A | 987,587 | 47,313 | |
France (4.6%) | |||
BNP Paribas SA | 2,035,558 | 128,362 | |
Sanofi | 553,493 | 51,269 | |
ArcelorMittal | 3,202,278 | 41,978 | |
Valeo SA | 365,718 | 41,106 | |
Schneider Electric SE | 481,214 | 38,095 | |
Airbus Group NV | 553,442 | 33,133 | |
Total SA | 425,956 | 25,419 | |
GDF Suez | 869,200 | 21,100 | |
380,462 | |||
Germany (7.5%) | |||
SAP SE | 1,601,063 | 108,856 | |
Fresenius Medical Care | |||
AG & Co. KGaA | 1,431,632 | 105,021 | |
Bayer AG | 589,060 | 83,786 | |
United Internet AG | 1,538,554 | 60,189 | |
Volkswagen AG | |||
Preference Shares | 270,846 | 57,760 | |
Siemens AG | 313,845 | 35,379 | |
* | METRO AG | 1,034,972 | 32,996 |
adidas AG | 392,859 | 28,604 | |
Bayerische Motoren | |||
Werke AG | 246,571 | 26,381 | |
BASF SE | 275,761 | 24,290 | |
RWE AG | 640,802 | 22,687 | |
Allianz SE | 129,292 | 20,538 | |
HeidelbergCement AG | 251,877 | 17,155 | |
623,642 | |||
Greece (0.3%) | |||
* | Piraeus Bank SA | 17,051,197 | 24,824 |
Hong Kong (3.0%) | |||
Swire Pacific Ltd. | |||
Class A | 7,817,850 | 102,549 | |
Hutchison Whampoa Ltd. | 5,838,000 | 74,018 | |
Li & Fung Ltd. | 43,624,000 | 53,429 |
18
International Value Fund
Market | ||
Value | ||
Shares | ($000) | |
Esprit Holdings Ltd. | 8,372,934 | 10,581 |
* Global Brands Group | ||
Holding Ltd. | 43,624,000 | 9,677 |
250,254 | ||
India (0.4%) | ||
Infosys Ltd. ADR | 453,734 | 30,337 |
Indonesia (0.5%) | ||
Telekomunikasi Indonesia | ||
Persero Tbk PT ADR | 1,001,969 | 45,439 |
Ireland (0.5%) | ||
* Ryanair Holdings plc ADR | 676,805 | 37,590 |
Israel (0.9%) | ||
Teva Pharmaceutical | ||
Industries Ltd. ADR | 1,344,935 | 75,949 |
Italy (2.6%) | ||
Eni SPA | 3,987,407 | 84,922 |
Intesa Sanpaolo SPA | ||
(Registered) | 23,369,772 | 68,605 |
Atlantia SPA | 1,496,635 | 35,233 |
Mediolanum SPA | 4,361,357 | 29,366 |
218,126 | ||
Japan (24.2%) | ||
KDDI Corp. | 3,218,900 | 207,372 |
Sumitomo Mitsui | ||
Financial Group Inc. | 4,656,400 | 189,284 |
Japan Tobacco Inc. | 4,263,700 | 147,724 |
Omron Corp. | 2,189,200 | 106,197 |
Panasonic Corp. | 7,365,300 | 88,845 |
Sumitomo Mitsui Trust | ||
Holdings Inc. | 21,056,000 | 86,820 |
Toyota Motor Corp. | 1,254,900 | 75,490 |
SoftBank Corp. | 1,018,600 | 75,477 |
East Japan Railway Co. | 941,200 | 74,434 |
Bridgestone Corp. | 2,169,400 | 72,501 |
Mitsubishi Corp. | 3,537,200 | 70,522 |
Sumitomo Electric | ||
Industries Ltd. | 4,439,000 | 61,028 |
Toshiba Corp. | 13,536,000 | 60,462 |
Seven & I Holdings | ||
Co. Ltd. | 1,528,683 | 60,362 |
Dai Nippon Printing | ||
Co. Ltd. | 5,866,000 | 58,472 |
Honda Motor Co. Ltd. | 1,837,700 | 58,470 |
Daiwa House Industry | ||
Co. Ltd. | 2,974,000 | 57,314 |
Nissan Motor Co. Ltd. | 5,593,300 | 51,770 |
^ Yamada Denki Co. Ltd. | 15,804,600 | 50,780 |
Daikin Industries Ltd. | 805,300 | 50,703 |
Makita Corp. | 850,500 | 49,828 |
Daihatsu Motor Co. Ltd. | 3,545,200 | 49,480 |
Market | |||
Value | |||
Shares | ($000) | ||
Isuzu Motors Ltd. | 2,663,500 | 35,645 | |
Ryohin Keikaku Co. Ltd. | 230,700 | 31,369 | |
Komatsu Ltd. | 1,272,100 | 30,567 | |
Yamato Kogyo Co. Ltd. | 873,400 | 29,329 | |
^ | Dena Co. Ltd. | 1,634,200 | 21,181 |
Miraca Holdings Inc. | 452,600 | 19,190 | |
Lintec Corp. | 569,400 | 12,070 | |
Nexon Co. Ltd. | 1,187,500 | 10,482 | |
Nintendo Co. Ltd. | 82,000 | 8,920 | |
2,002,088 | |||
Netherlands (2.1%) | |||
Heineken NV | 876,630 | 65,497 | |
Unilever NV | 1,428,277 | 55,454 | |
* | NXP Semiconductor NV | 378,900 | 26,053 |
Akzo Nobel NV | 256,503 | 17,075 | |
Wolters Kluwer NV | 373,533 | 9,978 | |
174,057 | |||
Norway (0.2%) | |||
^ | TGS Nopec Geophysical | ||
Co. ASA | 602,893 | 14,111 | |
Philippines (0.5%) | |||
Alliance Global | |||
Group Inc. | 73,103,700 | 41,839 | |
Russia (2.1%) | |||
Gazprom OAO ADR | 12,977,363 | 86,129 | |
Mobile Telesystems | |||
OJSC ADR | 1,751,347 | 25,044 | |
Sberbank of Russia ADR | 2,316,079 | 17,617 | |
Sberbank of Russia | 9,657,936 | 17,122 | |
* | Lenta Ltd. GDR | 1,498,074 | 14,586 |
* | X5 Retail Group NV GDR | 573,992 | 10,493 |
170,991 | |||
Singapore (1.4%) | |||
DBS Group Holdings Ltd. | 4,684,000 | 67,687 | |
Genting Singapore plc | 58,872,000 | 50,436 | |
118,123 | |||
South Africa (1.2%) | |||
Mediclinic | |||
International Ltd. | 4,541,733 | 40,583 | |
Nampak Ltd. | 7,406,690 | 30,209 | |
Mr Price Group Ltd. | 1,372,195 | 28,404 | |
99,196 | |||
South Korea (3.2%) | |||
Samsung Electronics | |||
Co. Ltd. | 129,673 | 150,221 | |
E-Mart Co. Ltd. | 253,606 | 47,110 | |
Hyundai Mobis Co. Ltd. | 103,434 | 24,656 | |
Hyundai Home Shopping | |||
Network Corp. | 141,604 | 17,989 | |
Hana Financial Group Inc. | 470,830 | 16,262 | |
SK Innovation Co. Ltd. | 142,413 | 11,624 | |
267,862 |
19
International Value Fund
Market | |||
Value | |||
Shares | ($000) | ||
Spain (0.8%) | |||
* | Banco Santander SA | 3,242,356 | 28,607 |
Red Electrica Corp. SA | 326,060 | 28,500 | |
Banco Bilbao Vizcaya | |||
Argentaria SA | 848,311 | 9,485 | |
66,592 | |||
Sweden (2.0%) | |||
Swedbank AB Class A | 2,370,898 | 62,705 | |
Assa Abloy AB Class B | 1,023,890 | 54,452 | |
Getinge AB | 1,726,835 | 40,046 | |
^ | Oriflame Cosmetics SA | 466,439 | 8,126 |
165,329 | |||
Switzerland (6.3%) | |||
Novartis AG | 2,253,198 | 208,971 | |
Roche Holding AG | 234,346 | 69,216 | |
ABB Ltd. | 2,756,144 | 60,440 | |
Credit Suisse Group AG | 1,835,579 | 48,894 | |
Julius Baer Group Ltd. | 924,976 | 40,526 | |
Cie Financiere | |||
Richemont SA | 386,381 | 32,555 | |
Holcim Ltd. | 354,333 | 25,125 | |
Swatch Group AG (Bearer) | 49,612 | 23,521 | |
GAM Holding AG | 577,710 | 9,860 | |
519,108 | |||
Taiwan (1.2%) | |||
Taiwan Semiconductor | |||
Manufacturing Co. Ltd. | 22,565,704 | 97,403 | |
Wistron Corp. | 109,047 | 115 | |
97,518 | |||
Thailand (1.4%) | |||
Bangkok Bank PCL | 13,166,800 | 80,495 | |
Kasikornbank PCL | |||
(Foreign) | 4,325,600 | 31,716 | |
112,211 | |||
Turkey (1.3%) | |||
* | Turkcell Iletisim | ||
Hizmetleri AS | 6,895,597 | 40,015 | |
Turkiye Halk Bankasi AS | 5,980,422 | 39,943 | |
KOC Holding AS | 4,687,628 | 23,892 | |
103,850 | |||
United Kingdom (17.0%) | |||
Royal Dutch Shell plc | |||
Class A | 3,489,928 | 125,092 | |
* | Royal Bank of Scotland | ||
Group plc | 18,165,550 | 112,919 | |
AstraZeneca plc | 1,227,908 | 89,404 | |
Prudential plc | 3,741,533 | 86,463 | |
BG Group plc | 4,827,873 | 80,460 | |
Carnival plc | 1,779,082 | 70,941 | |
British American | |||
Tobacco plc | 1,212,581 | 68,872 | |
Vodafone Group plc | 19,784,694 | 65,742 |
Market | |||
Value | |||
Shares | ($000) | ||
* | Lloyds Banking | ||
Group plc | 51,893,211 | 64,124 | |
HSBC Holdings plc | 5,877,471 | 60,167 | |
Barclays plc | 14,725,337 | 56,445 | |
Serco Group plc | 10,282,143 | 49,022 | |
BP plc ADR | 1,082,625 | 47,051 | |
Signet Jewelers Ltd. | 385,653 | 46,407 | |
Informa plc | 5,760,883 | 44,389 | |
Rexam plc | 5,714,247 | 43,548 | |
Rolls-Royce Holdings plc | 3,033,401 | 40,984 | |
Shire plc | 601,050 | 40,013 | |
* | RSA Insurance Group plc | 5,082,207 | 39,328 |
Wolseley plc | 706,258 | 37,530 | |
Ashtead Group plc | 2,216,327 | 37,114 | |
Unilever plc | 771,289 | 31,038 | |
Associated British | |||
Foods plc | 698,960 | 30,845 | |
Anglo American plc | |||
London Shares | 1,044,803 | 22,042 | |
^ | Petrofac Ltd. | 1,008,993 | 17,143 |
Ladbrokes plc | 398,959 | 755 | |
Inchcape plc | 21,654 | 241 | |
1,408,079 | |||
United States (0.9%) | |||
Carnival Corp. | 558,500 | 22,424 | |
*,^ | Ultra Petroleum Corp. | 1,045,105 | 23,828 |
* | Weatherford | ||
International plc | 1,786,000 | 29,326 | |
75,578 | |||
Total Common Stocks | |||
(Cost $7,349,255) | 7,878,168 | ||
Temporary Cash Investments (5.6%)1 | |||
Money Market Fund (5.4%) | |||
2,3 | Vanguard Market | ||
Liquidity Fund, | |||
0.114% | 446,376,565 | 446,377 | |
Face | |||
Amount | |||
($000) | |||
U.S. Government and Agency Obligations (0.2%) | |||
4 | Federal Home Loan Bank | ||
Discount Notes, | |||
0.073%, 11/26/14 | 1,000 | 1,000 | |
4,5 | Federal Home Loan Bank | ||
Discount Notes, | |||
0.074%, 12/3/14 | 2,000 | 2,000 | |
4,6 | Federal Home Loan Bank | ||
Discount Notes, | |||
0.074%, 12/5/14 | 200 | 200 | |
4,5,6 Federal Home Loan Bank | |||
Discount Notes, | |||
0.033%, 12/19/14 | 8,800 | 8,799 |
20
International Value Fund
Face | Market | ||
Amount | Value | ||
($000) | ($000) | ||
4,5,6 Federal Home Loan Bank | |||
Discount Notes, | |||
0.100%, 2/4/15 | 2,000 | 1,999 | |
6,7 | Freddie Mac Discount | ||
Notes, 0.070%, 12/8/14 | 1,000 | 1,000 | |
5,7 | Freddie Mac Discount | ||
Notes, 0.100%, 12/29/14 | 500 | 500 | |
6,7 | Freddie Mac Discount | ||
Notes, 0.075%, 2/3/15 | 1,000 | 1,000 | |
16,498 | |||
Total Temporary Cash Investments | |||
(Cost $462,875) | 462,875 | ||
Total Investments (100.8%) | |||
(Cost $7,812,130) | 8,341,043 | ||
Other Assets and Liabilities (-0.8%) | |||
Other Assets | 106,748 | ||
Liabilities3 | (176,302) | ||
(69,554) | |||
Net Assets (100%) | |||
Applicable to 224,367,590 outstanding | |||
$.001 par value shares of beneficial | |||
interest (unlimited authorization) | 8,271,489 | ||
Net Asset Value Per Share | $36.87 |
At October 31, 2014, net assets consisted of: | |
Amount | |
($000) | |
Paid-in Capital | 7,699,483 |
Undistributed Net Investment Income | 184,413 |
Accumulated Net Realized Losses | (135,169) |
Unrealized Appreciation (Depreciation) | |
Investment Securities | 528,913 |
Futures Contracts | 394 |
Forward Currency Contracts | (5,295) |
Foreign Currencies | (1,250) |
Net Assets | 8,271,489 |
See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $81,581,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures investments, the fund’s effective common stock and temporary cash investment positions represent 97.3% and 3.5%, respectively, of net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
3 Includes $86,848,000 of collateral received for securities on loan.
4 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full faith and credit of the U.S. government.
5 Securities with a value of $3,275,000 have been segregated as collateral for open forward currency contracts.
6 Securities with a value of $9,039,000 have been segregated as initial margin for open futures contracts.
7 The issuer was placed under federal conservatorship in September 2008; since that time, its daily operations have been managed by the Federal Housing Finance Agency and it receives capital from the U.S. Treasury, as needed to maintain a positive net worth, in exchange for senior preferred stock.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.
21
International Value Fund
Statement of Operations
Year Ended | |
October 31, 2014 | |
($000) | |
Investment Income | |
Income | |
Dividends1 | 249,916 |
Interest2 | 467 |
Securities Lending | 4,916 |
Total Income | 255,299 |
Expenses | |
Investment Advisory Fees—Note B | |
Basic Fee | 13,889 |
Performance Adjustment | 2,219 |
The Vanguard Group—Note C | |
Management and Administrative | 17,836 |
Marketing and Distribution | 1,382 |
Custodian Fees | 1,383 |
Auditing Fees | 43 |
Shareholders’ Reports | 63 |
Trustees’ Fees and Expenses | 17 |
Total Expenses | 36,832 |
Net Investment Income | 218,467 |
Realized Net Gain (Loss) | |
Investment Securities Sold | 548,783 |
Futures Contracts | 15,866 |
Foreign Currencies and Forward Currency Contracts | (7,387) |
Realized Net Gain (Loss) | 557,262 |
Change in Unrealized Appreciation (Depreciation) | |
Investment Securities | (664,351) |
Futures Contracts | (7,297) |
Foreign Currencies and Forward Currency Contracts | (7,691) |
Change in Unrealized Appreciation (Depreciation) | (679,339) |
Net Increase (Decrease) in Net Assets Resulting from Operations | 96,390 |
1 Dividends are net of foreign withholding taxes of $9,968,000. 2 Interest income from an affiliated company of the fund was $456,000. | |
See accompanying Notes, which are an integral part of the Financial Statements.
22
International Value Fund
Statement of Changes in Net Assets
Year Ended October 31, | ||
2014 | 2013 | |
($000) | ($000) | |
Increase (Decrease) in Net Assets | ||
Operations | ||
Net Investment Income | 218,467 | 161,014 |
Realized Net Gain (Loss) | 557,262 | 735,899 |
Change in Unrealized Appreciation (Depreciation) | (679,339) | 879,769 |
Net Increase (Decrease) in Net Assets Resulting from Operations | 96,390 | 1,776,682 |
Distributions | ||
Net Investment Income | (151,178) | (174,874) |
Realized Capital Gain | — | — |
Total Distributions | (151,178) | (174,874) |
Capital Share Transactions | ||
Issued | 957,145 | 855,250 |
Issued in Lieu of Cash Distributions | 144,177 | 166,322 |
Redeemed | (802,689) | (1,060,870) |
Net Increase (Decrease) from Capital Share Transactions | 298,633 | (39,298) |
Total Increase (Decrease) | 243,845 | 1,562,510 |
Net Assets | ||
Beginning of Period | 8,027,644 | 6,465,134 |
End of Period1 | 8,271,489 | 8,027,644 |
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $184,413,000 and $119,548,000. |
See accompanying Notes, which are an integral part of the Financial Statements.
23
International Value Fund
Financial Highlights
For a Share Outstanding | Year Ended October 31, | ||||
Throughout Each Period | 2014 | 2013 | 2012 | 2011 | 2010 |
Net Asset Value, Beginning of Period | $37.12 | $29.78 | $28.98 | $31.92 | $29.95 |
Investment Operations | |||||
Net Investment Income | . 9771 | .757 | .804 | .843 | .698 |
Net Realized and Unrealized Gain (Loss) | |||||
on Investments | (.530) | 7.402 | . 838 | (3.103) | 2.007 |
Total from Investment Operations | .447 | 8.159 | 1.642 | (2.260) | 2.705 |
Distributions | |||||
Dividends from Net Investment Income | (.697) | (.819) | (.842) | (.680) | (.735) |
Distributions from Realized Capital Gains | — | — | — | — | — |
Total Distributions | (.697) | (.819) | (.842) | (.680) | (.735) |
Net Asset Value, End of Period | $36.87 | $37.12 | $29.78 | $28.98 | $31.92 |
Total Return2 | 1.20% | 27.94% | 6.00% | -7.27% | 9.12% |
Ratios/Supplemental Data | |||||
Net Assets, End of Period (Millions) | $8,271 | $8,028 | $6,465 | $6,553 | $7,532 |
Ratio of Total Expenses to Average Net Assets3 | 0.44% | 0.43% | 0.40% | 0.39% | 0.39% |
Ratio of Net Investment Income to | |||||
Average Net Assets | 2.64%1 | 2.24% | 2.77% | 2.59% | 2.41% |
Portfolio Turnover Rate | 37% | 52% | 53% | 39% | 51% |
1 Net investment income per share and the ratio of net investment income to average net assets include $.175 and 0.47%, respectively, resulting from income received from Vodafone Group plc in the form of cash and shares in Verizon Communications Inc. in February 2014. 2 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees. 3 Includes performance-based investment advisory fee increases (decreases) of 0.03%, 0.01%, (0.03%), (0.05%), and (0.04%). | |||||
See accompanying Notes, which are an integral part of the Financial Statements.
24
International Value Fund
Notes to Financial Statements
Vanguard International Value Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of United States corporations.
A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.
1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.
2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).
3. Futures and Forward Currency Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.
25
International Value Fund
The fund enters into forward currency contracts to provide the appropriate currency exposure related to any open futures contracts or to protect the value of securities and related receivables and payables against changes in foreign exchange rates. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any assets pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the forward currency contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.
Futures contracts are valued at their quoted daily settlement prices. Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. The aggregate settlement values and notional amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized gains (losses) on futures or forward currency contracts.
During the year ended October 31, 2014, the fund’s average investments in long and short futures contracts represented 2% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period. The fund’s average investment in forward currency contracts represented 2% of net assets, based on the average of notional amounts at each quarter-end during the period.
4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2011–2014), and has concluded that no provision for federal income tax is required in the fund’s financial statements.
5. Distributions: Distributions to shareholders are recorded on the ex-dividend date.
6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending
26
International Value Fund
agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the absence of a default the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan.
7. Credit Facility: The fund and certain other funds managed by The Vanguard Group participate in a $2.89 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.06% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.
The fund had no borrowings outstanding at October 31, 2014, or at any time during the period then ended.
8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.
B. Lazard Asset Management LLC, Edinburgh Partners Limited, and ARGA Investment Management, LP, each provide investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee of Lazard Asset Management LLC is subject to quarterly adjustments based on performance for the preceding five years relative to the MSCI All Country World Index ex USA. The basic fee of Edinburgh Partners Limited is subject to quarterly adjustments based on performance for the preceding three years relative to the MSCI All Country World Index ex USA. The basic fee of ARGA Investment Management, LP, is subject to quarterly adjustments based on performance since October 31, 2012, relative to the MSCI All Country World Index ex USA.
The Vanguard Group manages the cash reserves of the fund on an at-cost basis.
For the year ended October 31, 2014, the aggregate investment advisory fee represented an effective annual basic rate of 0.17% of the fund’s average net assets, before an increase of $2,219,000 (0.03%) based on performance.
27
International Value Fund
C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At October 31, 2014, the fund had contributed capital of $825,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.33% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.
D. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).
The following table summarizes the market value of the fund’s investments as of October 31, 2014, based on the inputs used to value them:
Level 1 | Level 2 | Level 3 | |
Investments | ($000) | ($000) | ($000) |
Common Stocks | 414,192 | 7,463,976 | — |
Temporary Cash Investments | 446,377 | 16,498 | — |
Futures Contracts—Assets1 | 3,896 | — | — |
Forward Currency Contracts—Assets | — | 345 | — |
Forward Currency Contracts—Liabilities | — | (5,640) | — |
Total | 864,465 | 7,475,179 | — |
1 Represents variation margin on the last day of the reporting period. |
Securities in certain countries may transfer between Level 1 and Level 2 because of differences in stock market closure times that may result from transitions between standard and daylight saving time in those countries and the United States. Based on values on the date of transfer, securities valued at $159,042,000 based on Level 1 inputs were transferred from Level 2 during the fiscal year. Additionally, based on values on the date of transfer, securities valued at $189,263,000 based on Level 2 inputs were transferred from Level 1 during the fiscal year.
28
International Value Fund
E. At October 31, 2014, the fair values of derivatives were reflected in the Statement of Net Assets as follows:
Foreign | |||
Equity | Exchange | ||
Contracts | Contracts | Total | |
Statement of Net Assets Caption | ($000) | ($000) | ($000) |
Other Assets | 3,896 | 345 | 4,241 |
Liabilities | — | (5,640) | (5,640) |
Realized net gain (loss) and the change in unrealized appreciation (depreciation) on derivatives for the year ended October 31, 2014, were:
Foreign | |||
Equity | Exchange | ||
Contracts | Contracts | Total | |
Realized Net Gain (Loss) on Derivatives | ($000) | ($000) | ($000) |
Futures Contracts | 15,866 | — | 15,866 |
Forward Currency Contracts | — | (4,963) | (4,963) |
Realized Net Gain (Loss) on Derivatives | 15,866 | (4,963) | 10,903 |
Change in Unrealized Appreciation (Depreciation) on Derivatives | |||
Futures Contracts | (7,297) | — | (7,297) |
Forward Currency Contracts | — | (6,445) | (6,445) |
Change in Unrealized Appreciation (Depreciation) on Derivatives | (7,297) | (6,445) | (13,742) |
At October 31, 2014, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:
($000) | ||||
Aggregate | ||||
Number of | Settlement | Unrealized | ||
Long (Short) | Value | Appreciation | ||
Futures Contracts | Expiration | Contracts | Long (Short) | (Depreciation) |
FTSE 100 Index | December 2014 | 514 | 53,497 | (1,141) |
Dow Jones EURO STOXX 50 Index | December 2014 | 1,367 | 53,112 | (965) |
Topix Index | December 2014 | 345 | 41,146 | 1,896 |
S&P ASX 200 Index | December 2014 | 188 | 22,796 | 604 |
394 |
Unrealized appreciation (depreciation) on open FTSE 100 Index and Dow Jones EURO STOXX
50 Index futures contracts is required to be treated as realized gain (loss) for tax purposes.
29
International Value Fund
At October 31, 2014, the fund had open forward currency contracts to receive and deliver currencies as follows. Unrealized appreciation (depreciation) on open forward currency contracts is treated as realized gain (loss) for tax purposes.
Unrealized | ||||||
Contract | Appreciation | |||||
Settlement | Contract Amount (000) | (Depreciation) | ||||
Counterparty | Date | Receive | Deliver | ($000) | ||
BNP Paribas | 12/24/14 | EUR | 45,978 | USD | 59,649 | (2,011) |
UBS AG | 12/24/14 | GBP | 24,557 | USD | 40,029 | (761) |
BNP Paribas | 12/16/14 | JPY | 3,637,637 | USD | 34,088 | (1,686) |
Bank of America NA | 12/23/14 | AUD | 26,384 | USD | 23,673 | (543) |
Goldman Sachs International | 12/24/14 | EUR | 8,584 | USD | 10,958 | (196) |
Deutsche Bank AG | 12/24/14 | GBP | 6,302 | USD | 10,085 | (8) |
Deutsche Bank AG | 12/16/14 | JPY | 814,640 | USD | 7,691 | (435) |
BNP Paribas | 12/24/14 | GBP | 4,009 | USD | 6,396 | 14 |
BNP Paribas | 12/24/14 | EUR | 4,456 | USD | 5,579 | 7 |
Goldman Sachs International | 12/23/14 | AUD | 4,345 | USD | 3,747 | 63 |
Deutsche Bank AG | 12/23/14 | AUD | 3,870 | USD | 3,365 | 28 |
Morgan Stanley Capital Services LLC | 12/24/14 | USD | 19,032 | EUR | 15,006 | 220 |
UBS AG | 12/23/14 | USD | 8,172 | AUD | 9,306 | 13 |
(5,295) | ||||||
AUD—Australian dollar. | ||||||
EUR—Euro. | ||||||
GBP—British pound. | ||||||
JPY—Japanese yen. | ||||||
USD—U.S. dollar. |
F. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.
During the year ended October 31, 2014, the fund realized net foreign currency losses of $2,424,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized losses to undistributed net investment income.
For tax purposes, at October 31, 2014, the fund had $205,751,000 of ordinary income available for distribution. The fund used capital loss carryforwards of $547,619,000 to offset taxable capital gains realized during the year ended October 31, 2014. At October 31, 2014, the fund had available capital losses totaling $140,621,000 to offset future net capital gains through October 31, 2017.
30
International Value Fund
At October 31, 2014, the cost of investment securities for tax purposes was $7,818,739,000. Net unrealized appreciation of investment securities for tax purposes was $522,304,000, consisting of unrealized gains of $1,078,413,000 on securities that had risen in value since their purchase and $556,109,000 in unrealized losses on securities that had fallen in value since their purchase.
G. During the year ended October 31, 2014, the fund purchased $3,254,188,000 of investment securities and sold $2,929,173,000 of investment securities, other than temporary cash investments.
H. Capital shares issued and redeemed were:
Year Ended October 31, | ||
2014 | 2013 | |
Shares | Shares | |
(000) | (000) | |
Issued | 25,713 | 26,152 |
Issued in Lieu of Cash Distributions | 3,902 | 5,360 |
Redeemed | (21,491) | (32,360) |
Net Increase (Decrease) in Shares Outstanding | 8,124 | (848) |
I. Management has determined that no material events or transactions occurred subsequent to October 31, 2014, that would require recognition or disclosure in these financial statements.
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Report of Independent Registered
Public Accounting Firm
To the Board of Trustees of Vanguard Trustees’ Equity Fund and the Shareholders of Vanguard International Value Fund:
In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard International Value Fund (constituting a separate portfolio of Vanguard Trustees’ Equity Fund, hereafter referred to as the “Fund”) at October 31, 2014, 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 the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2014 by correspondence with the custodian and brokers, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 11, 2014
Special 2014 tax information (unaudited) for Vanguard International Value Fund |
This information for the fiscal year ended October 31, 2014, is included pursuant to provisions of the Internal Revenue Code. |
The fund distributed $117,586,000 of qualified dividend income to shareholders during the fiscal year. |
The fund designates to shareholders foreign source income of $204,996,000 and foreign taxes paid of $9,266,000. Shareholders will receive more detailed information with their Form 1099-DIV in January 2015 to determine the calendar-year amounts to be included on their 2014 tax returns. |
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Your Fund’s After-Tax Returns
This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.
Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2014. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)
Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.
Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.
Average Annual Total Returns: International Value Fund | |||
Periods Ended October 31, 2014 | |||
One | Five | Ten | |
Year | Years | Years | |
Returns Before Taxes | 1.20% | 6.79% | 6.85% |
Returns After Taxes on Distributions | 0.74 | 6.35 | 6.11 |
Returns After Taxes on Distributions and Sale of Fund Shares | 1.03 | 5.39 | 5.63 |
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About Your Fund’s Expenses
As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.
A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
The accompanying table illustrates your fund’s costs in two ways:
• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“
• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”
The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.
You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.
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Six Months Ended October 31, 2014 | |||
Beginning | Ending | Expenses | |
Account Value | Account Value | Paid During | |
International Value Fund | 4/30/2014 | 10/31/2014 | Period |
Based on Actual Fund Return | $1,000.00 | $978.24 | $2.24 |
Based on Hypothetical 5% Yearly Return | 1,000.00 | 1,022.94 | 2.29 |
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.45%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period. | |||
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Glossary
Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.
Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.
Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.
Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.
Expense Ratio. A fund’s total annual operating expenses expressed as a percentage of the fund’s average net assets. The expense ratio includes management and administrative expenses, but does not include the transaction costs of buying and selling portfolio securities.
Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.
Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.
Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.
Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.
R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.
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Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.
Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.
Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.
Benchmark Information
Spliced International Index: MSCI EAFE Index through May 31, 2010; MSCI All Country World Index ex USA thereafter.
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The People Who Govern Your Fund
The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.
A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 177 Vanguard funds.
The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.
InterestedTrustee1 | and Delphi Automotive LLP (automotive components); |
Senior Advisor at New Mountain Capital. | |
F. William McNabb III | |
Born 1957. Trustee Since July 2009. Chairman of the | Amy Gutmann |
Board. Principal Occupation(s) During the Past Five | Born 1949. Trustee Since June 2006. Principal |
Years: Chairman of the Board of The Vanguard Group, | Occupation(s) During the Past Five Years: President of |
Inc., and of each of the investment companies served | the University of Pennsylvania; Christopher H. Browne |
by The Vanguard Group, since January 2010; Director | Distinguished Professor of Political Science, School of |
of The Vanguard Group since 2008; Chief Executive | Arts and Sciences, and Professor of Communication, |
Officer and President of The Vanguard Group, and of | Annenberg School for Communication, with secondary |
each of the investment companies served by The | faculty appointments in the Department of Philosophy, |
Vanguard Group, since 2008; Director of Vanguard | School of Arts and Sciences, and at the Graduate |
Marketing Corporation; Managing Director of The | School of Education, University of Pennsylvania; |
Vanguard Group (1995–2008). | Trustee of the National Constitution Center; Chair |
of the Presidential Commission for the Study of | |
IndependentTrustees | Bioethical Issues. |
Emerson U. Fullwood | JoAnn Heffernan Heisen |
Born 1948. Trustee Since January 2008. Principal | Born 1950. Trustee Since July 1998. Principal |
Occupation(s) During the Past Five Years: Executive | Occupation(s) During the Past Five Years: Corporate |
Chief Staff and Marketing Officer for North America | Vice President and Chief Global Diversity Officer |
and Corporate Vice President (retired 2008) of Xerox | (retired 2008) and Member of the Executive |
Corporation (document management products and | Committee (1997–2008) of Johnson & Johnson |
services); Executive in Residence and 2009–2010 | (pharmaceuticals/medical devices/consumer |
Distinguished Minett Professor at the Rochester | products); Director of Skytop Lodge Corporation |
Institute of Technology; Director of SPX Corporation | (hotels), the University Medical Center at Princeton, |
(multi-industry manufacturing), the United Way of | the Robert Wood Johnson Foundation, and the Center |
Rochester, Amerigroup Corporation (managed health | for Talent Innovation; Member of the Advisory Board |
care), the University of Rochester Medical Center, | of the Maxwell School of Citizenship and Public Affairs |
Monroe Community College Foundation, and North | at Syracuse University. |
Carolina A&T University. | |
F. Joseph Loughrey | |
Rajiv L. Gupta | Born 1949. Trustee Since October 2009. Principal |
Born 1945. Trustee Since December 2001.2 | Occupation(s) During the Past Five Years: President |
Principal Occupation(s) During the Past Five Years: | and Chief Operating Officer (retired 2009) of Cummins |
Chairman and Chief Executive Officer (retired 2009) | Inc. (industrial machinery); Chairman of the Board |
and President (2006–2008) of Rohm and Haas Co. | of Hillenbrand, Inc. (specialized consumer services), |
(chemicals); Director of Tyco International, Ltd. | and of Oxfam America; Director of SKF AB (industrial |
(diversified manufacturing and services), Hewlett- | machinery), Hyster-Yale Materials Handling, Inc. |
Packard Co. (electronic computer manufacturing), | (forklift trucks), the Lumina Foundation for Education, |
and the V Foundation for Cancer Research; Member | Executive Officers | |
of the Advisory Council for the College of Arts and | ||
Letters and of the Advisory Board to the Kellogg | Glenn Booraem | |
Institute for International Studies, both at the | Born 1967. Controller Since July 2010. Principal | |
University of Notre Dame. | Occupation(s) During the Past Five Years: Principal | |
of The Vanguard Group, Inc.; Controller of each of | ||
Mark Loughridge | the investment companies served by The Vanguard | |
Born 1953. Trustee Since March 2012. Principal | Group; Assistant Controller of each of the investment | |
Occupation(s) During the Past Five Years: Senior Vice | companies served by The Vanguard Group (2001–2010). | |
President and Chief Financial Officer (retired 2013) | ||
at IBM (information technology services); Fiduciary | Thomas J. Higgins | |
Member of IBM’s Retirement Plan Committee (2004– | Born 1957. Chief Financial Officer Since September | |
2013); Member of the Council on Chicago Booth. | 2008. Principal Occupation(s) During the Past Five | |
Years: Principal of The Vanguard Group, Inc.; Chief | ||
Scott C. Malpass | Financial Officer of each of the investment companies | |
Born 1962. Trustee Since March 2012. Principal | served by The Vanguard Group; Treasurer of each of | |
Occupation(s) During the Past Five Years: Chief | the investment companies served by The Vanguard | |
Investment Officer and Vice President at the University | Group (1998–2008). | |
of Notre Dame; Assistant Professor of Finance at the | ||
Mendoza College of Business at Notre Dame; Member | Kathryn J. Hyatt | |
of the Notre Dame 403(b) Investment Committee; | Born 1955. Treasurer Since November 2008. Principal | |
Board Member of TIFF Advisory Services, Inc. | Occupation(s) During the Past Five Years: Principal of | |
(investment advisor); Member of the Investment | The Vanguard Group, Inc.; Treasurer of each of the | |
Advisory Committees of the Financial Industry | investment companies served by The Vanguard | |
Regulatory Authority (FINRA) and of Major League | Group; Assistant Treasurer of each of the investment | |
Baseball. | companies served by The Vanguard Group (1988–2008). | |
André F. Perold | Heidi Stam | |
Born 1952. Trustee Since December 2004. Principal | Born 1956. Secretary Since July 2005. Principal | |
Occupation(s) During the Past Five Years: George | Occupation(s) During the Past Five Years: Managing | |
Gund Professor of Finance and Banking, Emeritus | Director of The Vanguard Group, Inc.; General Counsel | |
at the Harvard Business School (retired 2011); | of The Vanguard Group; Secretary of The Vanguard | |
Chief Investment Officer and Managing Partner of | Group and of each of the investment companies | |
HighVista Strategies LLC (private investment firm); | served by The Vanguard Group; Director and Senior | |
Director of Rand Merchant Bank; Overseer of the | Vice President of Vanguard Marketing Corporation. | |
Museum of Fine Arts Boston. | ||
Vanguard Senior ManagementTeam | ||
Alfred M. Rankin, Jr. | ||
Born 1941. Trustee Since January 1993. Principal | Mortimer J. Buckley | Chris D. McIsaac |
Occupation(s) During the Past Five Years: Chairman, | Kathleen C. Gubanich | Michael S. Miller |
President, and Chief Executive Officer of NACCO | Paul A. Heller | James M. Norris |
Industries, Inc. (housewares/lignite), and of Hyster- | Martha G. King | Glenn W. Reed |
Yale Materials Handling, Inc. (forklift trucks); Chairman | John T. Marcante | |
of the Board of University Hospitals of Cleveland. | ||
Chairman Emeritus and Senior Advisor | ||
Peter F. Volanakis | ||
Born 1955. Trustee Since July 2009. Principal | John J. Brennan | |
Occupation(s) During the Past Five Years: President | Chairman, 1996–2009 | |
and Chief Operating Officer (retired 2010) of Corning | Chief Executive Officer and President, 1996–2008 | |
Incorporated (communications equipment); Trustee of | ||
Colby-Sawyer College; Member of the Advisory Board | Founder | |
of the Norris Cotton Cancer Center and of the Advisory | ||
Board of the Parthenon Group (strategy consulting). | John C. Bogle | |
Chairman and Chief Executive Officer, 1974–1996 | ||
1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.
P.O. Box 2600 | |
Valley Forge, PA 19482-2600 | |
Connect with Vanguard® > vanguard.com | |
Fund Information > 800-662-7447 | CFA® is a registered trademark owned by CFA Institute. |
Direct Investor Account Services > 800-662-2739 | |
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Q460 122014 |
Annual Report | October 31, 2014
Vanguard Diversified Equity Fund
The mission continues
On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.
Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.
As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.
Contents | |
Your Fund’s Total Returns. | 1 |
Chairman’s Letter. | 2 |
Fund Profile. | 8 |
Performance Summary. | 9 |
Financial Statements. | 11 |
Your Fund’s After-Tax Returns. | 19 |
About Your Fund’s Expenses. | 20 |
Glossary. | 22 |
Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.
Your Fund’s Total Returns
Fiscal Year Ended October 31, 2014 | |
Total | |
Returns | |
Vanguard Diversified Equity Fund | 15.20% |
MSCI US Broad Market Index | 16.21 |
Multi-Cap Core Funds Average | 12.74 |
Multi-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. |
Your Fund’s Performance at a Glance | ||||
October 31, 2013, Through October 31, 2014 | ||||
Distributions Per Share | ||||
Starting | Ending | |||
Share | Share | Income | Capital | |
Price | Price | Dividends | Gains | |
Vanguard Diversified Equity Fund | $29.43 | $33.18 | $0.283 | $0.380 |
1
Chairman’s Letter
Dear Shareholder,
For the fiscal year ended October 31, 2014, Vanguard Diversified Equity Fund returned 15.20%, lagging its benchmark, the MSCI US Broad Market Index, but ahead of the average return for multi-capitalization core funds.
As a “fund of funds,” the Diversified Equity Fund invests in other Vanguard mutual funds. Together, these eight underlying actively managed stock funds offer exposure to the entire U.S. equity market, investing in both growth and value stocks of companies of all sizes.
For the 12 months, all eight funds posted positive results. The fund’s large-cap funds produced the strongest gains, while its sole small-cap fund had the weakest result.
If you hold shares of the fund in a taxable account, you may wish to review the table of after-tax returns that appears later in this report.
Their smooth ride turned jagged, but U.S. stocks ended higher
Punctuated by a roller coaster of an October, the broad U.S. stock market returned about 16% for the 12 months ended October 31.
Impressive corporate earnings and various global stimulus measures generally supported stocks against a bleaker backdrop that included tensions in the Middle East and Ukraine as well as international
2
economic concerns. But over the first two weeks of October, stocks declined sharply as investors reacted to weakness in the global economy, especially the slowdown in China and the threat of deflation in Europe. Reflecting confidence in the U.S. economy, however, the Federal Reserve announced October 29 that it was ending its stimulative bond-buying program as anticipated.
U.S. stocks staged an impressive rebound in the period’s final two weeks, and several major indexes finished at record highs. International stocks didn’t fare as well. Emerging markets posted a modest advance, while stocks from the developed markets of Europe and the Pacific region slipped.
U.S. bonds posted positive returns as already low yields declined
The broad U.S. taxable bond market returned 4.14%. Bond prices, which backtracked at times over the summer, climbed in October as investors sought sanctuary from stock market volatility.
Overall, bond returns have been strong despite many analysts’ expectations that already low yields wouldn’t decline further. Prices rose and yields fell even as the Fed began steadily reducing its bond purchases in January. (Bond prices and yields move in opposite directions.) The yield of the 10-year U.S. Treasury note ended October at 2.31%, down from 2.54% a year earlier.
Market Barometer | |||
Average Annual Total Returns | |||
Periods Ended October 31, 2014 | |||
One | Three | Five | |
Year | Years | Years | |
Stocks | |||
Russell 1000 Index (Large-caps) | 16.78% | 19.90% | 16.98% |
Russell 2000 Index (Small-caps) | 8.06 | 18.18 | 17.39 |
Russell 3000 Index (Broad U.S. market) | 16.07 | 19.77 | 17.01 |
FTSE All-World ex US Index (International) | 0.45 | 8.07 | 6.38 |
Bonds | |||
Barclays U.S. Aggregate Bond Index (Broad taxable market) | 4.14% | 2.73% | 4.22% |
Barclays Municipal Bond Index (Broad tax-exempt market) | 7.82 | 4.93 | 5.26 |
Citigroup Three-Month U.S. Treasury Bill Index | 0.04 | 0.04 | 0.06 |
CPI | |||
Consumer Price Index | 1.66% | 1.60% | 1.89% |
3
Municipal bonds returned 7.82%, with tax-exempt issues in high demand even at a time of reduced supply.
International bond markets (as measured by the Barclays Global Aggregate Index ex USD) slid in September and October en route to a –2.53% return for the 12 months
The Fed’s target for short-term interest rates remained at 0%–0.25%, restraining returns for money market funds and savings accounts.
Large-cap growth stocks added most to returns
The Diversified Equity Fund’s performance for the fiscal year reflected trends in the broad U.S. stock market, in which large-cap stocks outpaced smaller-cap stocks, while growth stocks generally outperformed their value counterparts.
Given this investment environment, it’s not surprising that of the eight underlying funds, the top performers all feature large-cap growth stocks. Vanguard U.S. Growth Fund, which focuses on large-cap growth stocks, returned more than 18%; Vanguard Growth and Income Fund, which holds large-cap growth and value stocks, returned almost 18%. Vanguard Morgan™ Growth Fund, a blend of large- and mid-cap growth stocks, returned almost 16%. All three of these funds benefited from strong returns in technology.
Expense Ratios | ||
Your Fund Compared With Its Peer Group | ||
Acquired Fund Fees | Peer Group | |
and Expenses | Average | |
Diversified Equity Fund | 0.40% | 1.17% |
The acquired fund fees and expenses—drawn from the prospectus dated February 26, 2014—represent an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Diversified Equity Fund invests. The Diversified Equity Fund does not charge any expenses or fees of its own. For the fiscal year ended October 31, 2014, the annualized acquired fund fees and expenses were 0.41%. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2013.
Peer group: Multi-Cap Core Funds.
4
Vanguard Windsor™ Fund and Vanguard Windsor II Fund each returned about 14%. Both invest mainly in large-cap value stocks. Windsor Fund, like its large-cap growth counterparts, was most helped by its technology holdings, while for Windsor II, financial and health care companies contributed most.
The two mid-cap funds, Vanguard Mid-Cap Growth Fund and Vanguard Capital Value Fund, each returned more than 13%. Mid-Cap Growth Fund, as its name suggests, focuses on stocks of mid-cap growth companies, while Vanguard Capital Value Fund invests primarily in mid-cap value companies.
The weakest performance came from Vanguard Explorer™ Fund—the lone small-cap fund. Explorer, which focuses on small-cap growth companies, returned about 8%.
As it approaches the ten-year mark, the fund shows competitive results
Since its inception in 2005, the Diversified Equity Fund has produced an average annual return of 7.87%, behind the 8.42% return of its benchmark but ahead of the 6.97% average return of its peers.
This performance is perhaps more notable when you consider the extreme volatility that the fund has confronted during its nine-year history. This includes, of course, the worst global recession since the Great Depression.
Total Returns | |
Inception Through October 31, 2014 | |
Average | |
Annual Return | |
Diversified Equity Fund (Returns since inception: 6/10/2005) | 7.87% |
MSCI US Broad Market Index | 8.42 |
Multi-Cap Core Funds Average | 6.97 |
Multi-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. |
The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.
5
We continue to have great confidence in the skills and experience of the various advisors who manage the underlying funds. We believe that Diversified Equity will continue to benefit from the expertise of those advisors and produce competitive results over the long term.
When market volatility heats up, the best response is to keep cool
As I noted earlier, after several years of strength, stocks hit a rough patch toward the close of the fiscal year. For the first half of October, global stock markets (as measured by the FTSE Global All Cap Index) returned –5.56%. Even though stocks rebounded in the second half of the month, many investors undoubtedly were left feeling unsettled.
What’s my best advice to anxious shareholders? Remain calm and remember that volatility is a normal part of stock market investing. The value of keeping a cool head is highlighted in a Vanguard research paper that looked at how investors behaved during the financial crisis, when global stocks declined about 58% and U.S. stocks about 55%.
The 2010 paper, Resilience in Volatile Markets: 401(k) Participant Behavior, September 2007–December 2009, examined the behavior of participants in Vanguard-administered retirement plans. During the time period studied, about three-quarters of participants made no changes to their accounts, and only 3% gave up on stocks completely.
Underlying Funds: Allocations and Returns | ||
Twelve Months Ended October 31, 2014 | ||
Percentage of | ||
Diversified Equity Fund | ||
Vanguard Fund | Assets | Total Returns |
Vanguard Growth and Income Fund Investor | ||
Shares | 20.1% | 17.87% |
Vanguard U.S. Growth Fund Investor Shares | 15.0 | 18.39 |
Vanguard Morgan Growth Fund Investor Shares | 15.0 | 15.83 |
Vanguard Windsor II Fund Investor Shares | 15.0 | 14.36 |
Vanguard Windsor Fund Investor Shares | 14.9 | 14.14 |
Vanguard Explorer Fund Investor Shares | 10.1 | 8.20 |
Vanguard Mid-Cap Growth Fund | 5.0 | 13.42 |
Vanguard Capital Value Fund | 4.9 | 13.09 |
Combined | 100.0% | 15.20% |
6
As stocks recovered, this discipline yielded big benefits. From the end of 2008 to the end of 2013, the average Vanguard 401(k) portfolio nearly doubled in value, largely because of the surge in stock prices.
I’m pleased that, over time, our clients have demonstrated an impressive ability to remain focused on their long-term goals. They stayed the course through the 1987 correction, the dot-com boom of the 1990s, and the more recent financial crisis, and they continue to do so today.
As always, thank you for investing with Vanguard.
Sincerely,
F. William McNabb III
Chairman and Chief Executive Officer
November 13, 2014
7
Diversified Equity Fund
Fund Profile
As of October 31, 2014
Portfolio Characteristics | ||
MSCI US | ||
Broad Market | ||
Fund | Index | |
Number of Stocks | 1,453 | 3,217 |
Median Market Cap | $46.1B | $47.3B |
Price/Earnings Ratio | 18.3x | 20.3x |
Price/Book Ratio | 2.3x | 2.7x |
Return on Equity | 17.3% | 17.9% |
Earnings Growth | ||
Rate | 16.5% | 15.6% |
Dividend Yield | 2.0% | 1.9% |
Turnover Rate | 5% | — |
Ticker Symbol | VDEQX | — |
Acquired Fund Fees | ||
and Expenses1 | 0.40% | — |
30-Day SEC Yield | 0.98% | — |
Allocation to Underlying Vanguard Funds | |
Vanguard Growth and Income Fund | |
Investor Shares | 20.1% |
Vanguard U.S. Growth Fund Investor | |
Shares | 15.0 |
Vanguard Morgan Growth Fund Investor | |
Shares | 15.0 |
Vanguard Windsor II Fund Investor Shares | 15.0 |
Vanguard Windsor Fund Investor Shares | 14.9 |
Vanguard Explorer Fund Investor Shares | 10.1 |
Vanguard Mid-Cap Growth Fund | 5.0 |
Vanguard Capital Value Fund | 4.9 |
Volatility Measures | |
MSCI US | |
Broad Market | |
Index | |
R-Squared | 0.97 |
Beta | 1.08 |
These measures show the degree and timing of the fund’s fluctuations compared with the index over 36 months. | |
Sector Diversification (% of portfolio) | ||
MSCI US | ||
Broad Market | ||
Fund | Index | |
Consumer Discretionary | 12.3% | 12.5% |
Consumer Staples | 7.7 | 8.4 |
Energy | 9.3 | 8.5 |
Financials | 19.2 | 17.3 |
Health Care | 16.4 | 14.0 |
Industrials | 10.0 | 11.3 |
Information Technology | 18.1 | 18.9 |
Materials | 2.1 | 3.7 |
Telecommunication Services | 2.1 | 2.2 |
Utilities | 2.8 | 3.2 |
Fund percentages reflect holdings of underlying funds. |
1 This figure—drawn from the prospectus dated February 26, 2014—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Diversified Equity Fund invests. The Diversified Equity Fund does not charge any expenses or fees of its own. For the fiscal year ended October 31, 2014, the annualized acquired fund fees and expenses were 0.41%.
8
Diversified Equity Fund
Performance Summary
All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.
Cumulative Performance: June 10, 2005, Through October 31, 2014
Initial Investment of $10,000
Average Annual Total Returns | |||||
Periods Ended October 31, 2014 | |||||
Since | Final Value | ||||
One | Five | Inception | of a $10,000 | ||
Year | Years | (6/10/2005) | Investment | ||
Diversified Equity Fund* | 15.20% | 16.72% | 7.87% | $20,379 | |
•••••••• | MSCI US Broad Market Index | 16.21 | 17.13 | 8.42 | 21,374 |
– – – – | Multi-Cap Core Funds Average | 12.74 | 14.68 | 6.97 | 18,835 |
Multi-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. | |||||
"Since Inception" performance is calculated from the inception date for both the fund and its comparative standards. |
See Financial Highlights for dividend and capital gains information.
9
Diversified Equity Fund
Fiscal-Year Total Returns (%): June 10, 2005, Through October 31, 2014
Average Annual Total Returns: Periods Ended September 30, 2014
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.
Inception | One | Five | Since | |
Date | Year | Years | Inception | |
Diversified Equity Fund | 6/10/2005 | 16.66% | 15.53% | 7.67% |
10
Diversified Equity Fund
Financial Statements
Statement of Net Assets
As of October 31, 2014
The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).
Market | ||
Value | ||
Shares | ($000) | |
Investment Companies (100.0%) | ||
U.S. Stock Funds (100.0%) | ||
Vanguard Growth and Income Fund Investor Shares | 6,956,001 | 303,490 |
Vanguard U.S. Growth Fund Investor Shares | 7,192,999 | 227,730 |
Vanguard Morgan Growth Fund Investor Shares | 8,170,284 | 227,461 |
Vanguard Windsor II Fund Investor Shares | 5,715,552 | 226,279 |
Vanguard Windsor Fund Investor Shares | 10,270,250 | 225,740 |
Vanguard Explorer Fund Investor Shares | 1,449,397 | 152,593 |
Vanguard Mid-Cap Growth Fund | 2,884,952 | 76,163 |
Vanguard Capital Value Fund | 4,842,213 | 73,795 |
Total Investments (100.0%) (Cost $986,761) | 1,513,251 | |
Other Assets and Liabilities (0.0%) | ||
Other Assets | 1,563 | |
Liabilities | (1,469) | |
94 | ||
Net Assets (100%) | ||
Applicable to 45,616,502 outstanding $.001 par value shares of | ||
beneficial interest (unlimited authorization) | 1,513,345 | |
Net Asset Value Per Share | $33.18 |
At October 31, 2014, net assets consisted of: | |
Amount | |
($000) | |
Paid-in Capital | 940,138 |
Undistributed Net Investment Income | 4,904 |
Accumulated Net Realized Gains | 41,813 |
Unrealized Appreciation (Depreciation) | 526,490 |
Net Assets | 1,513,345 |
See Note A in Notes to Financial Statements.
See accompanying Notes, which are an integral part of the Financial Statements.
11
Diversified Equity Fund
Statement of Operations
| |
Year Ended | |
October 31, 2014 | |
($000) | |
Investment Income | |
Income | |
Income Distributions Received | 15,308 |
Net Investment Income—Note B | 15,308 |
Realized Net Gain (Loss) | |
Capital Gain Distributions Received | 40,290 |
Affiliated Investment Securities Sold | 15,558 |
Realized Net Gain (Loss) | 55,848 |
Change in Unrealized Appreciation (Depreciation) of Investment Securities | 137,664 |
Net Increase (Decrease) in Net Assets Resulting from Operations | 208,820 |
See accompanying Notes, which are an integral part of the Financial Statements.
12
Diversified Equity Fund
Statement of Changes in Net Assets
Year Ended October 31, | ||
2014 | 2013 | |
($000) | ($000) | |
Increase (Decrease) in Net Assets | ||
Operations | ||
Net Investment Income | 15,308 | 16,328 |
Realized Net Gain (Loss) | 55,848 | 81,244 |
Change in Unrealized Appreciation (Depreciation) | 137,664 | 255,443 |
Net Increase (Decrease) in Net Assets Resulting from Operations | 208,820 | 353,015 |
Distributions | ||
Net Investment Income | (13,538) | (17,334) |
Realized Capital Gain1 | (18,179) | (756) |
Total Distributions | (31,717) | (18,090) |
Capital Share Transactions | ||
Issued | 167,215 | 161,825 |
Issued in Lieu of Cash Distributions | 30,644 | 17,511 |
Redeemed | (281,229) | (267,987) |
Net Increase (Decrease) from Capital Share Transactions | (83,370) | (88,651) |
Total Increase (Decrease) | 93,733 | 246,274 |
Net Assets | ||
Beginning of Period | 1,419,612 | 1,173,338 |
End of Period2 | 1,513,345 | 1,419,612 |
1 Includes fiscal 2014 and 2013 short-term gain distributions totaling $9,233,000 and $756,000, respectively. Short-term gain distributions are treated as ordinary income dividends for tax purposes. 2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $4,904,000 and $4,665,000. | ||
See accompanying Notes, which are an integral part of the Financial Statements.
13
Diversified Equity Fund
Financial Highlights
For a Share Outstanding | Year Ended October 31, | ||||
Throughout Each Period | 2014 | 2013 | 2012 | 2011 | 2010 |
Net Asset Value, Beginning of Period | $29.43 | $22.70 | $20.34 | $19.13 | $16.43 |
Investment Operations | |||||
Net Investment Income | . 3221 | .332 | .262 | .228 | .206 |
Capital Gain Distributions Received | . 8481 | .131 | .034 | — | — |
Net Realized and Unrealized Gain (Loss) | |||||
on Investments | 3.243 | 6.626 | 2.310 | 1.192 | 2.686 |
Total from Investment Operations | 4.413 | 7.089 | 2.606 | 1.420 | 2.892 |
Distributions | |||||
Dividends from Net Investment Income | (.283) | (. 344) | (. 246) | (. 210) | (.192) |
Distributions from Realized Capital Gains | (.380) | (.015) | — | — | — |
Total Distributions | (. 663) | (. 359) | (. 246) | (. 210) | (.192) |
Net Asset Value, End of Period | $33.18 | $29.43 | $22.70 | $20.34 | $19.13 |
Total Return2 | 15.20% | 31.70% | 12.97% | 7.42% | 17.68% |
Ratios/Supplemental Data | |||||
Net Assets, End of Period (Millions) | $1,513 | $1,420 | $1,173 | $1,183 | $1,250 |
Ratio of Total Expenses to Average Net Assets | — | — | — | — | — |
Acquired Fund Fees and Expenses | 0.41% | 0.40% | 0.40% | 0.41% | 0.40% |
Ratio of Net Investment Income to | |||||
Average Net Assets | 1.03% | 1.27% | 1.18% | 1.09% | 1.13% |
Portfolio Turnover Rate | 5% | 5% | 3% | 3% | 3% |
1 Calculated based on average shares outstanding. | |||||
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. | |||||
See accompanying Notes, which are an integral part of the Financial Statements.
14
Diversified Equity Fund
Notes to Financial Statements
Vanguard Diversified Equity Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in selected Vanguard actively managed U.S. stock funds. Financial statements and other information about each underlying fund are available on vanguard.com.
A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.
1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.
2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2011–2014), and has concluded that no provision for federal income tax is required in the fund’s financial statements.
3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.
4. Credit Facility: The fund and certain other funds managed by The Vanguard Group participate in a $2.89 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.06% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and borne by the funds in which the fund invests (see Note B). Any borrowings under this facility bear interest at a rate equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.
The fund had no borrowings outstanding at October 31, 2014, or at any time during the period then ended.
5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.
B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the year ended October 31, 2014, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.
15
Diversified Equity Fund
C. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).
At October 31, 2014, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.
D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.
The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from net investment income and realized capital gains. Accordingly, the fund has reclassified $1,531,000 from undistributed net investment income, and $4,773,000 from accumulated net realized gains, to paid-in capital.
For tax purposes, at October 31, 2014, the fund had $8,190,000 of ordinary income and $38,547,000 of long-term capital gains available for distribution.
At October 31, 2014, the cost of investment securities for tax purposes was $986,782,000. Net unrealized appreciation of investment securities for tax purposes was $526,469,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.
E. Capital shares issued and redeemed were:
Year Ended October 31, | ||
2014 | 2013 | |
Shares | Shares | |
(000) | (000) | |
Issued | 5,388 | 6,193 |
Issued in Lieu of Cash Distributions | 1,008 | 773 |
Redeemed | (9,013) | (10,412) |
Net Increase (Decrease) in Shares Outstanding | (2,617) | (3,446) |
16
Diversified Equity Fund
F. Transactions during the period in affiliated underlying Vanguard funds were as follows: | ||||||
Current Period Transactions | ||||||
Oct. 31, | Proceeds | Oct. 31, | ||||
2013 | from | Capital Gain | 2014 | |||
Market | Purchases | Securities | Dividend | Distributions | Market | |
Value | at Cost | Sold | Income | Received | Value | |
($000) | ($000) | ($000) | ($000) | ($000) | ($000) | |
Vanguard Capital Value Fund | 69,747 | 8,220 | 6,477 | 519 | 6,414 | 73,795 |
Vanguard Explorer Fund | 141,354 | 19,377 | 5,576 | 52 | 14,143 | 152,593 |
Vanguard Growth and | ||||||
Income Fund | 284,921 | 6,856 | 32,354 | 4,714 | — | 303,490 |
Vanguard Mid-Cap Growth Fund | 70,011 | 7,302 | 3,658 | 19 | 6,783 | 76,163 |
Vanguard Morgan Growth Fund | 214,137 | 12,351 | 21,991 | 1,438 | 8,274 | 227,461 |
Vanguard U.S. Growth Fund | 212,777 | 5,019 | 26,908 | 866 | — | 227,730 |
Vanguard Windsor Fund | 213,503 | 6,791 | 21,260 | 2,825 | — | 225,740 |
Vanguard Windsor II Fund | 213,420 | 12,918 | 20,451 | 4,875 | 4,676 | 226,279 |
Total | 1,419,870 | 78,834 | 138,675 | 15,308 | 40,290 | 1,513,251 |
G. Management has determined that no material events or transactions occurred subsequent to October 31, 2014, that would require recognition or disclosure in these financial statements.
17
Report of Independent Registered
Public Accounting Firm
To the Board of Trustees of Vanguard Trustees’ Equity Fund and the Shareholders of Vanguard Diversified Equity Fund:
In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Diversified Equity Fund (constituting a separate portfolio of Vanguard Trustees’ Equity Fund, hereafter referred to as the “Fund”) at October 31, 2014, 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 the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2014 by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 11, 2014
Special 2014 tax information (unaudited) for Vanguard Diversified Equity Fund |
This information for the fiscal year ended October 31, 2014, is included pursuant to provisions of the Internal Revenue Code.
The fund distributed $13,354,000 as capital gain dividends (from net long-term capital gains) to shareholders during the fiscal year.
For non-resident alien shareholders, 100% of short-term capital gain dividends distributed by the fund are qualified short-term capital gains.
The fund distributed $14,422,000 of qualified dividend income to shareholders during the fiscal year.
For corporate shareholders, 62.4% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.
18
Your Fund’s After-Tax Returns
This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.
Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2014. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)
Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.
Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.
Average Annual Total Returns: Diversified Equity Fund | |||
Periods Ended October 31, 2014 | |||
Since | |||
One | Five | Inception | |
Year | Years | (6/10/2005) | |
Returns Before Taxes | 15.20% | 16.72% | 7.87% |
Returns After Taxes on Distributions | 14.49 | 16.41 | 7.45 |
Returns After Taxes on Distributions and Sale of Fund Shares | 8.90 | 13.53 | 6.31 |
19
About Your Fund’s Expenses
As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.
A typical fund’s expenses are expressed as a percentage of its average net assets. The Diversified Equity Fund has no direct expenses, but bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.
The following examples are intended to help you understand the ongoing cost (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period. The costs were calculated using the acquired fund fees and expenses for the Diversified Equity Fund.
The accompanying table illustrates your fund’s costs in two ways:
• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“
• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”
The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.
You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.
20
Six Months Ended October 31, 2014 | |||
Beginning | Ending | Expenses | |
Account Value | Account Value | Paid During | |
Diversified Equity Fund | 4/30/2014 | 10/31/2014 | Period |
Based on Actual Fund Return | $1,000.00 | $1,072.40 | $2.14 |
Based on Hypothetical 5% Yearly Return | 1,000.00 | 1,023.14 | 2.09 |
The calculations are based on acquired fund fees and expenses charged by the underlying mutual funds in which the Diversified Equity Fund invests. The Diversified Equity Fund’s annualized expense figure for the period is 0.41%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized average weighted expense ratio for the underlying funds multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period. | |||
21
Glossary
30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (for bonds), its actual income (for asset-backed securities), or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.
Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs. Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another fund.
Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.
Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.
Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.
Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.
Expense Ratio. A fund’s total annual operating expenses expressed as a percentage of the fund’s average net assets. The expense ratio includes management and administrative expenses, but does not include the transaction costs of buying and selling portfolio securities.
Foreign Holdings. The percentage of a fund represented by securities or depositary receipts of companies based outside the United States.
Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.
22
Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.
Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.
Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.
R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.
Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.
23
The People Who Govern Your Fund
The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.
A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 177 Vanguard funds.
The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.
InterestedTrustee1 | and Delphi Automotive LLP (automotive components); |
Senior Advisor at New Mountain Capital. | |
F. William McNabb III | |
Born 1957. Trustee Since July 2009. Chairman of the | Amy Gutmann |
Board. Principal Occupation(s) During the Past Five | Born 1949. Trustee Since June 2006. Principal |
Years: Chairman of the Board of The Vanguard Group, | Occupation(s) During the Past Five Years: President of |
Inc., and of each of the investment companies served | the University of Pennsylvania; Christopher H. Browne |
by The Vanguard Group, since January 2010; Director | Distinguished Professor of Political Science, School of |
of The Vanguard Group since 2008; Chief Executive | Arts and Sciences, and Professor of Communication, |
Officer and President of The Vanguard Group, and of | Annenberg School for Communication, with secondary |
each of the investment companies served by The | faculty appointments in the Department of Philosophy, |
Vanguard Group, since 2008; Director of Vanguard | School of Arts and Sciences, and at the Graduate |
Marketing Corporation; Managing Director of The | School of Education, University of Pennsylvania; |
Vanguard Group (1995–2008). | Trustee of the National Constitution Center; Chair |
of the Presidential Commission for the Study of | |
IndependentTrustees | Bioethical Issues. |
Emerson U. Fullwood | JoAnn Heffernan Heisen |
Born 1948. Trustee Since January 2008. Principal | Born 1950. Trustee Since July 1998. Principal |
Occupation(s) During the Past Five Years: Executive | Occupation(s) During the Past Five Years: Corporate |
Chief Staff and Marketing Officer for North America | Vice President and Chief Global Diversity Officer |
and Corporate Vice President (retired 2008) of Xerox | (retired 2008) and Member of the Executive |
Corporation (document management products and | Committee (1997–2008) of Johnson & Johnson |
services); Executive in Residence and 2009–2010 | (pharmaceuticals/medical devices/consumer |
Distinguished Minett Professor at the Rochester | products); Director of Skytop Lodge Corporation |
Institute of Technology; Director of SPX Corporation | (hotels), the University Medical Center at Princeton, |
(multi-industry manufacturing), the United Way of | the Robert Wood Johnson Foundation, and the Center |
Rochester, Amerigroup Corporation (managed health | for Talent Innovation; Member of the Advisory Board |
care), the University of Rochester Medical Center, | of the Maxwell School of Citizenship and Public Affairs |
Monroe Community College Foundation, and North | at Syracuse University. |
Carolina A&T University. | |
F. Joseph Loughrey | |
Rajiv L. Gupta | Born 1949. Trustee Since October 2009. Principal |
Born 1945. Trustee Since December 2001.2 | Occupation(s) During the Past Five Years: President |
Principal Occupation(s) During the Past Five Years: | and Chief Operating Officer (retired 2009) of Cummins |
Chairman and Chief Executive Officer (retired 2009) | Inc. (industrial machinery); Chairman of the Board |
and President (2006–2008) of Rohm and Haas Co. | of Hillenbrand, Inc. (specialized consumer services), |
(chemicals); Director of Tyco International, Ltd. | and of Oxfam America; Director of SKF AB (industrial |
(diversified manufacturing and services), Hewlett- | machinery), Hyster-Yale Materials Handling, Inc. |
Packard Co. (electronic computer manufacturing), | (forklift trucks), the Lumina Foundation for Education, |
and the V Foundation for Cancer Research; Member | Executive Officers | |
of the Advisory Council for the College of Arts and | ||
Letters and of the Advisory Board to the Kellogg | Glenn Booraem | |
Institute for International Studies, both at the | Born 1967. Controller Since July 2010. Principal | |
University of Notre Dame. | Occupation(s) During the Past Five Years: Principal | |
of The Vanguard Group, Inc.; Controller of each of | ||
Mark Loughridge | the investment companies served by The Vanguard | |
Born 1953. Trustee Since March 2012. Principal | Group; Assistant Controller of each of the investment | |
Occupation(s) During the Past Five Years: Senior Vice | companies served by The Vanguard Group (2001–2010). | |
President and Chief Financial Officer (retired 2013) | ||
at IBM (information technology services); Fiduciary | Thomas J. Higgins | |
Member of IBM’s Retirement Plan Committee (2004– | Born 1957. Chief Financial Officer Since September | |
2013); Member of the Council on Chicago Booth. | 2008. Principal Occupation(s) During the Past Five | |
Years: Principal of The Vanguard Group, Inc.; Chief | ||
Scott C. Malpass | Financial Officer of each of the investment companies | |
Born 1962. Trustee Since March 2012. Principal | served by The Vanguard Group; Treasurer of each of | |
Occupation(s) During the Past Five Years: Chief | the investment companies served by The Vanguard | |
Investment Officer and Vice President at the University | Group (1998–2008). | |
of Notre Dame; Assistant Professor of Finance at the | ||
Mendoza College of Business at Notre Dame; Member | Kathryn J. Hyatt | |
of the Notre Dame 403(b) Investment Committee; | Born 1955. Treasurer Since November 2008. Principal | |
Board Member of TIFF Advisory Services, Inc. | Occupation(s) During the Past Five Years: Principal of | |
(investment advisor); Member of the Investment | The Vanguard Group, Inc.; Treasurer of each of the | |
Advisory Committees of the Financial Industry | investment companies served by The Vanguard | |
Regulatory Authority (FINRA) and of Major League | Group; Assistant Treasurer of each of the investment | |
Baseball. | companies served by The Vanguard Group (1988–2008). | |
André F. Perold | Heidi Stam | |
Born 1952. Trustee Since December 2004. Principal | Born 1956. Secretary Since July 2005. Principal | |
Occupation(s) During the Past Five Years: George | Occupation(s) During the Past Five Years: Managing | |
Gund Professor of Finance and Banking, Emeritus | Director of The Vanguard Group, Inc.; General Counsel | |
at the Harvard Business School (retired 2011); | of The Vanguard Group; Secretary of The Vanguard | |
Chief Investment Officer and Managing Partner of | Group and of each of the investment companies | |
HighVista Strategies LLC (private investment firm); | served by The Vanguard Group; Director and Senior | |
Director of Rand Merchant Bank; Overseer of the | Vice President of Vanguard Marketing Corporation. | |
Museum of Fine Arts Boston. | ||
Vanguard Senior ManagementTeam | ||
Alfred M. Rankin, Jr. | ||
Born 1941. Trustee Since January 1993. Principal | Mortimer J. Buckley | Chris D. McIsaac |
Occupation(s) During the Past Five Years: Chairman, | Kathleen C. Gubanich | Michael S. Miller |
President, and Chief Executive Officer of NACCO | Paul A. Heller | James M. Norris |
Industries, Inc. (housewares/lignite), and of Hyster- | Martha G. King | Glenn W. Reed |
Yale Materials Handling, Inc. (forklift trucks); Chairman | John T. Marcante | |
of the Board of University Hospitals of Cleveland. | ||
Chairman Emeritus and Senior Advisor | ||
Peter F. Volanakis | ||
Born 1955. Trustee Since July 2009. Principal | John J. Brennan | |
Occupation(s) During the Past Five Years: President | Chairman, 1996–2009 | |
and Chief Operating Officer (retired 2010) of Corning | Chief Executive Officer and President, 1996–2008 | |
Incorporated (communications equipment); Trustee of | ||
Colby-Sawyer College; Member of the Advisory Board | Founder | |
of the Norris Cotton Cancer Center and of the Advisory | ||
Board of the Parthenon Group (strategy consulting). | John C. Bogle | |
Chairman and Chief Executive Officer, 1974–1996 | ||
1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.
P.O. Box 2600 | |
Valley Forge, PA 19482-2600 | |
Connect with Vanguard® > vanguard.com | |
Fund Information > 800-662-7447 | |
Direct Investor Account Services > 800-662-2739 | |
Institutional Investor Services > 800-523-1036 | |
Text Telephone for People | |
Who Are Deaf or Hard of Hearing> 800-749-7273 | |
This material may be used in conjunction | |
with the offering of shares of any Vanguard | |
fund only if preceded or accompanied by | |
the fund’s current prospectus. | |
All comparative mutual fund data are from Lipper, a | |
Thomson Reuters Company, or Morningstar, Inc., unless | |
otherwise noted. | |
You can obtain a free copy of Vanguard’s proxy voting | |
guidelines by visiting vanguard.com/proxyreporting or by | |
calling Vanguard at 800-662-2739. The guidelines are | |
also available from the SEC’s website, sec.gov. In | |
addition, you may obtain a free report on how your fund | |
voted the proxies for securities it owned during the 12 | |
months ended June 30. To get the report, visit either | |
vanguard.com/proxyreporting or sec.gov. | |
You can review and copy information about your fund at | |
the SEC’s Public Reference Room in Washington, D.C. To | |
find out more about this public service, call the SEC at | |
202-551-8090. Information about your fund is also | |
available on the SEC’s website, and you can receive | |
copies of this information, for a fee, by sending a | |
request in either of two ways: via e-mail addressed to | |
publicinfo@sec.gov or via regular mail addressed to the | |
Public Reference Section, Securities and Exchange | |
Commission, Washington, DC 20549-1520. | |
© 2014 The Vanguard Group, Inc. | |
All rights reserved. | |
Vanguard Marketing Corporation, Distributor. | |
Q6080 122014 |
Annual Report | October 31, 2014
Vanguard Emerging Markets Select Stock Fund
The mission continues
On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.
Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.
As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.
Contents | |
Your Fund’s Total Returns. | 1 |
Chairman’s Letter. | 2 |
Advisors’ Report. | 8 |
Fund Profile. | 13 |
Performance Summary. | 15 |
Financial Statements. | 17 |
Your Fund’s After-Tax Returns. | 32 |
About Your Fund’s Expenses. | 33 |
Glossary. | 35 |
Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.
Your Fund’s Total Returns
Fiscal Year Ended October 31, 2014 | |
Total | |
Returns | |
Vanguard Emerging Markets Select Stock Fund | 0.15% |
FTSE Emerging Index | 3.37 |
Emerging Markets Funds Average | 1.00 |
Emerging Markets Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. |
Your Fund’s Performance at a Glance | ||||
October 31, 2013, Through October 31, 2014 | ||||
Distributions Per Share | ||||
Starting | Ending | |||
Share | Share | Income | Capital | |
Price | Price | Dividends | Gains | |
Vanguard Emerging Markets Select Stock Fund | $20.37 | $20.13 | $0.262 | $0.000 |
1
Chairman’s Letter
Dear Shareholder,
Emerging markets stocks, in aggregate, delivered a modest advance for the 12 months ended October 31, 2014, masking a wide divergence in results among countries. In particular, Indian stocks surged, while Brazilian and Russian shares tumbled.
Against this backdrop, Vanguard Emerging Markets Select Stock Fund eked out a return of 0.15%. The fund’s result trailed the average return of peer funds and the return of its benchmark, the FTSE Emerging Index. The fund had disappointing results with holdings in South Korea, a country not represented in the index.
From the standpoint of U.S.based investors, currency had a generally negative effect on the returns of emerging markets stocks, as the dollar’s relative value rose during the period. (For more on currency effects and international diversification, see the text box on page 6.
If you own the fund in a taxable account, you may wish to review the section on aftertax returns that appears later in this report.
U.S. stocks and bonds topped their international counterparts
In the United States, the broad stock market returned about 16% and the broad taxable bond market returned 4.14% for the 12 months.
2
The path for U.S. stocks wasn’t always smooth. A sharp drop in the first half of October was followed by an impressive rebound in the second half of the month, supported by solid corporate earnings.
Overall, U.S. bond returns have been strong despite many analysts’ expectations that already low yields wouldn’t decline further. (Bond prices and yields move in opposite directions.) The yield of the benchmark 10year U.S. Treasury note ended October at 2.31%, down from 2.54% a year earlier. Municipal bonds returned 7.82%, with taxexempt issues in high demand even at a time of reduced supply.
Reflecting confidence in the U.S. economy, the Federal Reserve announced October 29 that it was ending its stimulative bondbuying program as anticipated. The Fed’s target for shortterm interest rates remained at 0%–0.25%, restraining returns for money market funds and savings accounts.
International markets, meanwhile, were shadowed by continuing concerns about decelerating growth in China and the threat of deflation in Europe. With their 3% return, emerging markets stocks were a relative standout as shares from the developed markets of Europe and the Pacific region slipped. International bond markets (as measured by the Barclays
Market Barometer | |||
Average Annual Total Returns | |||
Periods Ended October 31, 2014 | |||
One | Three | Five | |
Year | Years | Years | |
Stocks | |||
Russell 1000 Index (Large-caps) | 16.78% | 19.90% | 16.98% |
Russell 2000 Index (Small-caps) | 8.06 | 18.18 | 17.39 |
Russell 3000 Index (Broad U.S. market) | 16.07 | 19.77 | 17.01 |
FTSE All-World ex US Index (International) | 0.45 | 8.07 | 6.38 |
Bonds | |||
Barclays U.S. Aggregate Bond Index (Broad taxable market) | 4.14% | 2.73% | 4.22% |
Barclays Municipal Bond Index (Broad tax-exempt market) | 7.82 | 4.93 | 5.26 |
Citigroup Three-Month U.S. Treasury Bill Index | 0.04 | 0.04 | 0.06 |
CPI | |||
Consumer Price Index | 1.66% | 1.60% | 1.89% |
3
Global Aggregate Index ex USD) slid in September and October en route to a –2.53% return for the 12 months.
The quest for outperformance carries both risks and benefits
Your fund is managed by four advisors, each responsible for investing a portion of the fund’s assets. The advisors bring a range of views and methods to their work, enhancing the diversification of the Emerging Markets Select Stock Fund.
Their goal as active managers is to outperform, not match the return of, the fund’s benchmark index. To do this, the fund’s holdings must, of course, be different from those of the benchmark. Your fund diverges from the FTSE Emerging Index in the number of stocks it holds and the weightings within industry sectors. (For more details, see the Fund Profile page that follows the Advisors’ Report.)
In some cases, the Emerging Markets Select Stock Fund invests in countries that aren’t in the benchmark, with South Korea being a notable example. Breaking from the benchmark served the fund well in each of the previous two fiscal years, when its returns comfortably exceeded those of the index. But the quest for outperformance also brings risks. In fiscal year 2014, the fund fell short, in part, because its investments in South Korean consumer electronics and auto companies did poorly.
Expense Ratios | ||
Your Fund Compared With Its Peer Group | ||
Peer Group | ||
Fund | Average | |
Emerging Markets Select Stock Fund | 0.94% | 1.54% |
The fund expense ratio shown is from the prospectus dated February 26, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2014, the fund’s expense ratio was 0.96%. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2013. | ||
Peer group: Emerging Markets Funds. |
4
Brazil was also a weak spot for both the fund and the index, as shares in that country retreated amid political uncertainty and worries about faltering growth. Russian stocks were among the worst performers, feeling the effects of international sanctions stemming from the conflict in Ukraine. Although they declined, the fund’s Russian holdings fared better than their counterparts in the benchmark.
The fund had success with both Indian and Chinese stocks in industries that ranged from financial services to technology. Although China’s expansion has slowed, the world’s secondlargest economy is still growing at an enviable rate. Indian equities were buoyed by the election of a probusiness prime minister.
For more about the fund’s strategy and positioning, please see the Advisors’ Report that follows this letter.
Since it began, the fund has posted competitive relative returns
Over its more than threeyear existence, the Emerging Markets Select Stock Fund has posted an average annual return of 1.00%. That’s a modest result, to be sure, but better than that of the benchmark (+0.47%) and peers (–0.04%). As an investor in the fund, you should keep in mind that emerging markets stocks are volatile, a point underscored by the fund’s relatively brief history. For its first partial fiscal year (June 27 to October 31, 2011), the fund had a sharply negative return, but it went on to rebound in fiscal years 2012 and 2013.
Total Returns | |
Inception Through October 31, 2014 | |
Average | |
Annual Return | |
Emerging Markets Select Stock Fund (Returns since inception: 6/27/2011) | 1.00% |
FTSE Emerging Index | 0.47 |
Emerging Markets Funds Average | -0.04 |
Emerging Markets Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. |
The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.
5
If you’re a longterm, risktolerant investor, we believe this fund can play a role in further diversifying the international portion of your portfolio. We’re confident that the advisors’ expertise and thorough research can produce rewarding results over time.
When market volatility heats up, the best response is to keep cool
After several years of strength, stocks hit a rough patch toward the close of the fiscal year, as I noted earlier. For the first half of October, global stock markets
Currency fluctuation is one reason U.S. and international stocks diverge |
Diversification is a proven way to reduce volatility and manage risk. That’s why it can make |
sense for investors to allocate a portion of their stock portfolios to international equities |
(20% of the equity allocation can be a good starting point). International stocks, which make |
up about half of the world’s stock market capitalization, perform somewhat differently than |
stocks in the U.S. market. One of the many reasons for this is currency fluctuation. Currency |
movements historically have not been correlated to stock price movements, meaning they |
tend not to move together. |
International stocks have underperformed U.S. stocks recently for U.S.based investors, |
in part because many foreign currencies have weakened against the U.S. dollar. But that |
divergence actually highlights the diversification benefit of owning both U.S. and international |
stocks. As you can see from the accompanying chart, at other times, international stocks have |
outshone their U.S. counterparts. (For more insight, see Global Equities: Balancing Home Bias |
and Diversification, available at vanguard.com/research.) |
Trailing 12-month return differential between U.S. and non-U.S. stocks |
6
(as measured by the FTSE Global All Cap Index) returned –5.56%. Even though stocks rebounded in the second half of the month, many investors undoubtedly were left feeling unsettled.
What’s my best advice to anxious shareholders? Remain calm and remember that volatility is a normal part of stock market investing. The value of keeping a cool head is highlighted in a Vanguard research paper that looked at how investors behaved during the financial crisis, when global stocks declined about 58% and U.S. stocks about 55%.
The 2010 paper, Resilience in Volatile Markets: 401(k) Participant Behavior, September 2007–December 2009, examined the behavior of participants in Vanguardadministered retirement plans. During that time, about threequarters of participants made no changes to their accounts, and only 3% gave up on stocks completely.
As stocks recovered, this discipline yielded big benefits. From the end of 2008 to the end of 2013, the average Vanguard 401(k) portfolio nearly doubled in value, largely because of the surge in stock prices.
I’m pleased that, over time, our clients have demonstrated an impressive ability to remain focused on their longterm goals. They stayed the course through the 1987 correction, the dotcom boom of the 1990s, and the more recent financial crisis, and they continue to do so today.
As always, thank you for investing with Vanguard.
Sincerely,
F. William McNabb III
Chairman and Chief Executive Officer
November 18, 2014
7
Advisors’ Report
For the fiscal year ended October 31, 2014, Vanguard Emerging Markets Select Stock Fund returned 0.15%, compared with the 1.00% average return of peergroup funds and the 3.37% return of the fund’s benchmark, the FTSE Emerging Index.
Your fund is managed by four independent investment advisors, a strategy that enhances the fund’s diversification by providing exposure to distinct yet complementary investment approaches. It’s not uncommon for different advisors to have different views about individual securities or the broader investment environment.
The table accompanying this report lists the advisors, the amount and percentage of fund assets each manages, and brief descriptions of their investment strategies.
Vanguard Emerging Markets Select Stock Fund Investment Advisors | ||||
Fund Assets Managed | ||||
Investment Advisor | % | $ Million | Investment Strategy | |
Wellington Management | 25 | 77 | Allocates the assets in its portion of the fund to a team | |
Company, LLP | of global analysts who seek to add value through | |||
in-depth fundamental research and understanding of | ||||
their industries. By covering the same companies over | ||||
a period of many years, these investment professionals | ||||
gain comprehensive insight to guide decisions for their | ||||
subportfolios. | ||||
M&G Investment Management | 24 | 74 | Seeks to identify companies that can handle capital | |
Limited | with discipline, generate returns above the cost of | |||
capital, and stay focused on creating value. M&G | ||||
attempts to take advantage of pricing deviations | ||||
created by short-term investors. | ||||
Oaktree Capital Management, L.P. | 24 | 74 | Seeks to capture misevaluation of securities caused by | |
investor behavior. Oaktree’s investment process is | ||||
driven by bottom-up research, which includes | ||||
extensive travel to meet company management and | ||||
maintaining in-house models focused on deriving | ||||
reliable cash-flow projections. | ||||
Pzena Investment Management, | 24 | 74 | Uses a deep-value approach that focuses on the most | |
LLC | undervalued companies based on price-to-normalized | |||
earnings. The firm believes that this value philosophy | ||||
works well globally and is especially effective in | ||||
emerging markets because of generally wider valuation | ||||
spreads. | ||||
Cash Investments | 3 | 12 | These short-term reserves are invested by Vanguard in | |
equity index products to simulate investment in stocks. | ||||
Each advisor may also maintain a modest cash | ||||
position. |
8
The advisors have provided the following assessment of the investment environment during the past 12 months and the notable successes and shortfalls in their portfolios. These comments were prepared on November 21, 2014.
Wellington Management Company, llp
Portfolio Manager:
Cheryl M. Duckworth, CFA,
Senior Vice President and
Associate Director,
Global Industry Research
Our portfolio focuses on bottomup stock selection as the primary driver of performance while minimizing active industry bets.
Emergingmarket equities rose in U.S. dollar terms for the period, as measured by the FTSE Emerging Index. Seven of the ten sectors in the index posted positive returns. Information technology, health care, and consumer discretionary led, while energy, materials, and consumer staples posted negative returns.
Our stock selection detracted from relative results in telecommunication services, energy, and industrials. Tullow Oil, and Motor Oil Hellas detracted most from relative returns.
Tullow, a multinational oil and gas exploration company with a proven track record and attractive assets in Africa, underperformed as market attention has turned to U.S. shale companies and smaller exploration and production firms. We believe that new discoveries could unlock upside for Tullow, so we added to our shares during the year.
Motor Oil Hellas, a Greek crude refiner that makes petroleum products and lubricants, detracted from relative returns. The general Greek market was weak, especially in the second half of the fiscal year, driven by negative sentiment over European Central Bank stress tests on local banks, Greece’s bailout, and continuing political risk. We have been adding to our holdings on weakness, as we find attractive the company’s free cashflow generation, low capital expenditures, and positive sensitivity to a falling euro.
Stock selection within materials, consumer staples, and utilities helped offset some disappointments elsewhere. Fosun International, ICICI Bank, and Guangdong Investment were top contributors.
Chinese conglomerate Fosun International advanced as the market took a positive view of its longterm migration to a more assetlight business (such as health care, asset management, and insurance).
ICICI Bank, the largest private bank in India, also performed well. It is highly leveraged to the overall economic recovery and is positioned to benefit from reforms in infrastructure and insurance.
9
Chinadomiciled Guangdong Investment, a water utility, tollroad operator, and powergeneration company, was boosted by higher water revenue and improvement in the power business. We continue to like Guangdong Investment given that it is the main water supplier to Hong Kong; that contract was recently renewed with a largerthanexpected revenue increase.
M&G Investment
Management Limited
Portfolio Manager:
Matthew Vaight, UKSIP
Weak returns from Brazilian and Russian holdings hurt performance over the period, while successes in India helped.
The introduction of Western economic sanctions over the conflict in Ukraine knocked investor confidence. Share prices fell for Sberbank, Russia’s biggest lender, which was included in the sanctions, and Russian energy firm Lukoil. O’Key Group, a Russian hypermarket chain, was a notable detractor as investors worried about the consequences of a ban on food imports and a weak domestic economy.
Elsewhere, stockspecific issues affected the performance of Hyundai Motor, a South Korean carmaker, and Brasil Insurance. Hyundai’s share price fell when it paid a high price for land to construct a new headquarters. Brasil Insurance detracted as investors were disappointed by its pace of growth. However, we support its management team’s plans to consolidate after a number of acquisitions, and we increased our stake in the Brazilian insurance broker, as we believe its longterm prospects remain attractive.
On a positive note, several Indian holdings rallied amid optimism about the prospect of economic reforms. Utility business CESC, financial group Axis Bank, and mortgage lender Indiabulls Housing Finance were boosted by hopes that Prime Minister Narendra Modi would revive India’s economy. Energy Development, a Philippine geothermal power producer, also helped results as investors welcomed the efficient restoration of power units damaged in last year’s typhoon.
As valueoriented investors, we sold several stocks that had performed well, including Crompton Greaves, an Indian power equipment firm, and we added positions in Brazil and China, where we see greater value. We invested in Cyrela Brazil Realty and MRV Engenharia, two Brazilian home builders that are becoming more disciplined after a period of rapid expansion, and Greatview Aseptic Packaging, a Chinese manufacturer of drink cartons.
10
Oaktree Capital Management, L.P.
Portfolio Managers:
Frank J. Carroll III,
Managing Director and CoHead of
Emerging Markets Equities
Timothy D. Jensen,
Managing Director and CoHead of
Emerging Markets Equities
Emerging markets again experienced significant volatility during the 12 months. Markets fell substantially from November 2013 to January 2014. They rallied sharply from February through August before slumping in September because of currency weakness against a strengthening U.S. dollar, acrosstheboard commodity price weakness, slowing global growth, and countryspecific issues. Emergingmarket returns were positive during the year but lagged the performance of the U.S. market.
Countryspecific factors contributed to the volatility. Chinese equities marginally outperformed but were periodically buffeted by worries about slowing growth and credit conditions. Some important Chinese reforms, including anticorruption enforcement and initiatives to improve capital allocation among stateowned enterprises, are necessary but have moderated GDP growth. Brazil performed erratically in anticipation of its presidential election; the incumbent won reelection in the end, which was not the preferred market outcome.
On the positive side, the Indian market responded very well to the landslide election of a new government under Prime Minister Narendra Modi, who is expected to drive a broad economic reform agenda. Finally, the Russian market suffered from tightening sanctions and slowing growth in the wake of the conflict with Ukraine.
Stock selection primarily drove the fund’s relative performance. It detracted in China, India, and several nonindex South Korean holdings but was positive in Mexico, Dubai, and the Philippines. Strong stock selection in Russia almost offset the negative impact of an overweight allocation to that market.
By sector, selection detracted from relative performance in information technology and materials but helped in consumer discretionary.
At the end of the fiscal year, the portfolio had overweight allocations to China, South Korea, and Brazil and underweight allocations to Malaysia and South Africa.
11
Pzena Investment Management, LLC
Portfolio Managers:
Caroline Cai, CFA, Principal
Allison Fisch, Principal
John P. Goetz, Managing Principal
and CoChief Investment Officer
Over the fiscal year, our portfolio experienced substantial weakness from our industrial companies in shipping and shipbuilding—in particular, Hyundai Mipo Dockyard, Pacific Basin Shipping, and Randon. We still hold these positions as we see opportunity for meaningful recovery in the global shipping cycle.
Exposure to the underperforming energy sector also detracted; our investments in Russian energy giants Gazprom, Lukoil, and Rosneft, in particular, are worth noting. Continuing conflict in Ukraine has raised both the risk and the range of outcomes associated with our Russian holdings. Russian valuations, however, reflect alltime cheapness, and we believe the risk/reward tradeoff remains attractive.
Information technology and financial holdings were positive for the portfolio. HCL Technologies, Hon Hai Precision, and Union National Bank were the top individual contributors.
By country, Russia (for reasons discussed above) as well as Brazil and South Korea detracted most, while India was the leading contributor because of strong individual stock selection.
As earlier optimism in emerging markets has faded moving into the fourth quarter, we are finding fertile hunting ground for new investment ideas in the developing world. The current uncertainties and riskaverse behavior by investors globally have created interesting opportunities. Deep value stocks are cheap, and our portfolio is priced at slightly more than seven times price to normal earnings, a very attractive level. Our current portfolio reflects a diverse set of investments that are not tied to any particular macroeconomic or geopolitical outcome in the near term.
12
Emerging Markets Select Stock Fund
Fund Profile
As of October 31, 2014
Portfolio Characteristics | |||
MSCI | |||
AC | |||
FTSE | World | ||
Emerging | Index | ||
Fund | Index | ex USA | |
Number of Stocks | 269 | 907 | 1,819 |
Median Market Cap | $12.4B | $17.4B | $33.5B |
Price/Earnings Ratio | 15.0x | 14.1x | 16.9x |
Price/Book Ratio | 1.5x | 1.8x | 1.7x |
Return on Equity | 18.0% | 18.6% | 14.9% |
Earnings Growth | |||
Rate | 12.6% | 14.6% | 11.7% |
Dividend Yield | 2.2% | 2.8% | 2.9% |
Turnover Rate | 54% | — | — |
Ticker Symbol | VMMSX | — | — |
Expense Ratio1 | 0.94% | — | — |
Short-Term Reserves | 1.7% | — | — |
Sector Diversification (% of equity exposure) | |||
MSCI | |||
AC | |||
FTSE | World | ||
Emerging | Index | ||
Fund | Index | ex USA | |
Consumer | |||
Discretionary | 12.0% | 7.7% | 10.7% |
Consumer Staples | 7.0 | 8.5 | 9.9 |
Energy | 12.2 | 11.1 | 8.5 |
Financials | 24.8 | 29.8 | 27.5 |
Health Care | 2.0 | 2.5 | 8.6 |
Industrials | 7.5 | 6.6 | 10.8 |
Information | |||
Technology | 16.7 | 12.9 | 7.0 |
Materials | 7.5 | 8.3 | 7.8 |
Telecommunication | |||
Services | 5.5 | 8.6 | 5.5 |
Utilities | 4.8 | 4.0 | 3.7 |
Volatility Measures | ||
MSCI AC | ||
FTSE | World | |
Emerging | Index | |
Index | ex USA | |
R-Squared | 0.93 | 0.83 |
Beta | 0.96 | 1.09 |
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months. | ||
Ten Largest Holdings (% of total net assets) | ||
Taiwan Semiconductor | ||
Manufacturing Co. Ltd. | Semiconductors | 3.4% |
Petroleo Brasileiro SA | Integrated Oil & Gas | 2.5 |
Lukoil OAO | Integrated Oil & Gas | 1.6 |
China Construction Bank | ||
Corp. | Diversified Banks | 1.4 |
Samsung Electronics Co. | Technology | |
Ltd. | Hardware, Storage & | |
Peripherals | 1.3 | |
China Unicom Hong | Integrated | |
Kong Ltd. | Telecommunication | |
Services | 1.2 | |
Industrial & Commercial | ||
Bank of China Ltd. | Diversified Banks | 1.1 |
China Mobile Ltd. | Wireless | |
Telecommunication | ||
Services | 1.1 | |
PICC Property & | Property & Casualty | |
Casualty Co. Ltd. | Insurance | 1.0 |
Naspers Ltd. | Cable & Satellite | 1.0 |
Top Ten | 15.6% | |
The holdings listed exclude any temporary cash investments and equity index products. | ||
Allocation by Region (% of equity exposure)
1 The expense ratio shown is from the prospectus dated February 26, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2014, the fund’s expense ratio was 0.96%.
13
Emerging Markets Select Stock Fund
Market Diversification (% of equity exposure) | |||
MSCI AC | |||
FTSE | World | ||
Emerging | Index | ||
Fund | Index | ex USA | |
Europe | |||
United Kingdom | 1.5% | 0.0% | 14.8% |
Other | 0.8 | 0.0 | 31.4 |
Subtotal | 2.3% | 0.0% | 46.2% |
Pacific | |||
South Korea | 6.6% | 0.0% | 3.0% |
Hong Kong | 4.1 | 0.0 | 2.4 |
Other | 0.1 | 0.0 | 21.5 |
Subtotal | 10.8% | 0.0% | 26.9% |
Emerging Markets | |||
China | 24.0% | 21.9% | 4.2% |
Brazil | 10.3 | 12.1 | 2.2 |
Taiwan | 9.7 | 13.7 | 2.7 |
India | 9.0 | 11.3 | 1.6 |
South Africa | 6.2 | 9.4 | 1.7 |
Russia | 5.9 | 4.9 | 0.9 |
Mexico | 3.2 | 6.0 | 1.2 |
Thailand | 2.4 | 3.0 | 0.5 |
Philippines | 1.8 | 1.7 | 0.3 |
Malaysia | 1.8 | 4.8 | 0.9 |
Turkey | 1.7 | 1.8 | 0.4 |
Hungary | 1.2 | 0.2 | 0.0 |
Indonesia | 1.2 | 2.8 | 0.6 |
Other | 4.8 | 6.4 | 1.1 |
Subtotal | 83.2% | 100.0% | 18.3% |
North America | |||
United States | 3.2% | 0.0% | 0.0% |
Other | 0.5 | 0.0 | 7.5 |
Subtotal | 3.7% | 0.0% | 7.5% |
Middle East | 0.0% | 0.0% | 0.4% |
Other | 0.0% | 0.0% | 0.7% |
14
Emerging Markets Select Stock Fund
Performance Summary
All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.
Cumulative Performance: June 27, 2011, Through October 31, 2014
Initial Investment of $10,000
Average Annual Total Returns | ||||
Periods Ended October 31, 2014 | ||||
Since | Final Value | |||
One | Inception | of a $10,000 | ||
Year | (6/27/2011) | Investment | ||
Emerging Markets Select Stock | ||||
Fund* | 0.15% | 1.00% | $10,337 | |
•••••••• | FTSE Emerging Index | 3.37 | 0.47 | 10,158 |
– – – – | Emerging Markets Funds Average | 1.00 | -0.04 | 9,987 |
MSCI All Country World Index ex | ||||
USA | 0.49 | 4.51 | 11,591 | |
Emerging Markets Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. "Since Inception" performance is calculated from the inception date for both the fund and its comparative standards. | ||||
See Financial Highlights for dividend and capital gains information.
15
Emerging Markets Select Stock Fund
Fiscal-Year Total Returns (%): June 27, 2011, Through October 31, 2014
Average Annual Total Returns: Periods Ended September 30, 2014 | |||
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period. | |||
Securities and Exchange Commission rules require that we provide this information. | |||
Inception | One | Since | |
Date | Year | Inception | |
Emerging Markets Select Stock | |||
Fund | 6/27/2011 | 5.84% | 1.22% |
16
Emerging Markets Select Stock Fund
Financial Statements
Statement of Net Assets
As of October 31, 2014
The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).
Market | |||
Value | |||
Shares | ($000) | ||
Common Stocks (94.9%)1 | |||
Bangladesh (0.1%) | |||
British American Tobacco | |||
Bangladesh Co. Ltd. | 5,100 | 181 | |
Brazil (9.6%) | |||
Petroleo Brasileiro SA | |||
Preference Shares | 882,899 | 5,431 | |
Petroleo Brasileiro | |||
SA ADR | 198,559 | 2,323 | |
AMBEV SA | 327,184 | 2,166 | |
Itau Unibanco Holding | |||
SA ADR | 141,745 | 2,092 | |
Banco Bradesco SA | |||
Preference Shares | 138,547 | 2,087 | |
MRV Engenharia e | |||
Participacoes SA | 556,764 | 1,842 | |
Vale SA Class B ADR | 200,100 | 1,753 | |
BRF SA ADR | 67,192 | 1,750 | |
BB Seguridade | |||
Participacoes SA | 115,455 | 1,540 | |
Randon Participacoes | |||
SA Preference Shares | 533,218 | 1,343 | |
* | Usinas Siderurgicas | ||
de Minas Gerais SA | |||
Preference Shares | 549,800 | 1,264 | |
* | B2W Cia Digital | 78,951 | 1,029 |
Brasil Insurance | |||
Participacoes e | |||
Administracao SA | 282,676 | 851 | |
CETIP SA - Mercados | |||
Organizados | 64,357 | 814 | |
Itau Unibanco Holding | |||
SA Preference Shares | 52,477 | 779 | |
EDP - Energias do Brasil SA | 166,465 | 650 | |
Totvs SA | 40,978 | 597 | |
ALL - America Latina | |||
Logistica SA | 175,887 | 480 |
Market | |||
Value | |||
Shares | ($000) | ||
Cyrela Brazil Realty SA | |||
Empreendimentos e | |||
Participacoes | 82,192 | 408 | |
Raia Drogasil SA | 22,300 | 202 | |
* | Hypermarcas SA | 24,100 | 168 |
Localiza Rent a Car SA | 6,630 | 96 | |
Odontoprev SA | 11,279 | 41 | |
29,706 | |||
Canada (0.5%) | |||
First Quantum | |||
Minerals Ltd. | 87,380 | 1,318 | |
* | Ivanhoe Mines Ltd. | 94,600 | 71 |
1,389 | |||
China (21.5%) | |||
China Construction | |||
Bank Corp. | 5,795,450 | 4,315 | |
China Unicom | |||
Hong Kong Ltd. | 2,459,973 | 3,689 | |
Industrial & Commercial | |||
Bank of China Ltd. | 5,071,380 | 3,352 | |
China Mobile Ltd. | 268,000 | 3,334 | |
PICC Property & | |||
Casualty Co. Ltd. | 1,777,500 | 3,260 | |
* | Tencent Holdings Ltd. | 198,785 | 3,165 |
Dongfeng Motor | |||
Group Co. Ltd. | 1,959,000 | 3,028 | |
Greatview Aseptic | |||
Packaging Co. Ltd. | 4,037,000 | 2,644 | |
China Resources Power | |||
Holdings Co. Ltd. | 794,000 | 2,346 | |
China Power International | |||
Development Ltd. | 5,185,600 | 2,339 | |
China Pacific Insurance | |||
Group Co. Ltd. | 563,660 | 2,114 | |
Lenovo Group Ltd. | 1,291,280 | 1,940 | |
^ | Mindray Medical | ||
International Ltd. ADR | 66,104 | 1,926 | |
CNOOC Ltd. | 1,107,000 | 1,733 |
17
Emerging Markets Select Stock Fund
Market | |||
Value | |||
Shares | ($000) | ||
China Shineway | |||
Pharmaceutical | |||
Group Ltd. | 920,000 | 1,665 | |
China Agri-Industries | |||
Holdings Ltd. | 4,017,000 | 1,532 | |
Fosun International Ltd. | 1,181,730 | 1,400 | |
China Petroleum & | |||
Chemical Corp. | 1,452,000 | 1,262 | |
ENN Energy | |||
Holdings Ltd. | 188,600 | 1,223 | |
China Coal Energy | |||
Co. Ltd. | 1,926,000 | 1,192 | |
* | China Cinda Asset | ||
Management Co. Ltd. | 2,396,500 | 1,135 | |
Baoxin Auto Group Ltd. | 1,472,000 | 1,126 | |
China Overseas Land | |||
& Investment Ltd. | 378,000 | 1,100 | |
Shanghai Electric | |||
Group Co. Ltd. | 2,108,000 | 1,072 | |
PetroChina Co. Ltd. | 827,000 | 1,039 | |
Kingboard Laminates | |||
Holdings Ltd. | 2,377,125 | 968 | |
* | China Shipping | ||
Container Lines | |||
Co. Ltd. | 3,337,000 | 950 | |
China Shenhua | |||
Energy Co. Ltd. | 317,970 | 895 | |
Haier Electronics | |||
Group Co. Ltd. | 316,000 | 853 | |
* | GCL-Poly Energy | ||
Holdings Ltd. | 2,517,000 | 850 | |
* | Luye Pharma | ||
Group Ltd. | 584,604 | 845 | |
Guangdong | |||
Investment Ltd. | 632,000 | 838 | |
Tsingtao Brewery | |||
Co. Ltd. | 108,000 | 798 | |
China Lesso Group | |||
Holdings Ltd. | 1,430,000 | 751 | |
Dah Chong Hong | |||
Holdings Ltd. | 1,267,000 | 748 | |
*,2 | Tianhe Chemicals | ||
Group Ltd. | 4,232,000 | 737 | |
China Dongxiang | |||
Group Co. Ltd. | 3,849,000 | 716 | |
* | Sinotrans Shipping Ltd. | 2,536,500 | 694 |
Sunny Optical | |||
Technology Group | |||
Co. Ltd. | 330,000 | 536 | |
China Suntien Green | |||
Energy Corp. Ltd. | 1,886,000 | 501 | |
Huadian Fuxin Energy | |||
Corp. Ltd. | 836,000 | 480 | |
GOME Electrical | |||
Appliances Holding Ltd. | 2,140,871 | 337 |
Market | |||
Value | |||
Shares | ($000) | ||
Kingboard Chemical | |||
Holdings Ltd. | 168,500 | 336 | |
Sinopharm Group Co. Ltd. | 72,800 | 284 | |
MMG Ltd. | 832,000 | 278 | |
Intime Retail Group | |||
Co. Ltd. | 272,500 | 237 | |
Longfor Properties Co. Ltd. | 125,500 | 145 | |
Shandong Weigao Group | |||
Medical Polymer Co. Ltd. | 79,500 | 80 | |
ANTA Sports Products Ltd. | 32,000 | 63 | |
* | Chaoda Modern Agriculture | ||
Holdings Ltd. | 404,000 | 12 | |
66,863 | |||
Colombia (0.2%) | |||
Grupo Aval Acciones | |||
y Valores ADR | 40,200 | 542 | |
Czech Republic (0.8%) | |||
CEZ AS | 54,549 | 1,509 | |
Komercni banka as | 4,799 | 1,028 | |
2,537 | |||
Egypt (0.3%) | |||
Commercial International | |||
Bank Egypt SAE | 128,021 | 864 | |
Greece (0.7%) | |||
* | Hellenic | ||
Telecommunications | |||
Organization SA | 91,631 | 1,035 | |
Motor Oil Hellas | |||
Corinth Refineries SA | 80,794 | 594 | |
* | Alpha Bank AE | 654,341 | 427 |
* | Alpha Bank Warrants | 150,600 | 242 |
2,298 | |||
Hong Kong (4.1%) | |||
Pacific Basin | |||
Shipping Ltd. | 4,720,750 | 2,272 | |
Texwinca Holdings Ltd. | 2,017,000 | 1,768 | |
Stella International | |||
Holdings Ltd. | 566,500 | 1,635 | |
Galaxy Entertainment | |||
Group Ltd. | 225,000 | 1,537 | |
AMVIG Holdings Ltd. | 2,028,000 | 949 | |
Hang Lung | |||
Properties Ltd. | 285,000 | 890 | |
ASM Pacific | |||
Technology Ltd. | 78,200 | 859 | |
AAC Technologies | |||
Holdings Inc. | 115,500 | 703 | |
AIA Group Ltd. | 81,400 | 454 | |
China Mengniu | |||
Dairy Co. Ltd. | 90,783 | 401 | |
Sands China Ltd. | 57,350 | 357 | |
Towngas China Co. Ltd. | 265,440 | 279 | |
Trinity Ltd. | 606,000 | 146 |
18
Emerging Markets Select Stock Fund
Market | |||
Value• | |||
Shares | ($000) | ||
Huabao International | |||
Holdings Ltd. | 185,000 | 134 | |
Tingyi Cayman Islands | |||
Holding Corp. | 53,000 | 133 | |
* | HC International Inc. | 100,000 | 122 |
12,639 | |||
Hungary (1.2%) | |||
OTP Bank plc | 158,763 | 2,631 | |
* | Magyar Telekom | ||
Telecommunications plc | 739,375 | 1,022 | |
3,653 | |||
India (8.4%) | |||
ITC Ltd. | 402,252 | 2,331 | |
ICICI Bank Ltd. | 79,134 | 2,099 | |
Reliance Industries Ltd. | 127,218 | 2,073 | |
* | Axis Bank Ltd. | 272,625 | 1,954 |
Tata Motors Ltd. ADR | 39,800 | 1,875 | |
CESC Ltd. | 154,439 | 1,705 | |
Bharti Airtel Ltd. | 255,923 | 1,662 | |
Indiabulls Housing | |||
Finance Ltd. | 220,488 | 1,509 | |
Hindalco Industries Ltd. | 448,875 | 1,196 | |
HCL Technologies Ltd. | 41,900 | 1,098 | |
ICICI Bank Ltd. ADR | 16,085 | 907 | |
IDFC Ltd. | 337,613 | 861 | |
GMR Infrastructure Ltd. | 2,056,189 | 733 | |
Tata Consultancy | |||
Services Ltd. | 15,609 | 669 | |
GlaxoSmithKline | |||
Consumer | |||
Healthcare Ltd. | 6,760 | 609 | |
Bank of Baroda | 39,575 | 600 | |
Alstom T&D India Ltd. | 90,787 | 556 | |
Power Grid Corp. | |||
of India Ltd. | 211,954 | 503 | |
Dr Reddy’s Laboratories | |||
Ltd. ADR | 9,452 | 494 | |
Punjab National Bank | 30,875 | 468 | |
Alstom India Ltd. | 51,154 | 443 | |
Idea Cellular Ltd. | 151,886 | 406 | |
ING Vysya Bank Ltd. | 38,042 | 401 | |
Bank of India | 83,000 | 387 | |
Sun Pharmaceutical | |||
Industries Ltd. | 23,056 | 317 | |
Marico Ltd. | 37,455 | 190 | |
* | JK Lakshmi Cement Ltd. | 19,908 | 120 |
26,166 | |||
Indonesia (1.0%) | |||
Bank Rakyat Indonesia | |||
Persero Tbk PT | 1,361,900 | 1,252 | |
Indofood CBP Sukses | |||
Makmur Tbk PT | 1,100,200 | 1,008 | |
Vale Indonesia Tbk PT | 1,014,100 | 322 | |
* | Bank Tabungan Pensiunan | ||
Nasional Tbk PT | 802,500 | 281 |
Market | |||
Value• | |||
Shares | ($000) | ||
* | Sumber Alfaria | ||
Trijaya Tbk PT | 3,529,600 | 153 | |
Matahari Department | |||
Store Tbk PT | 102,800 | 126 | |
Gudang Garam Tbk PT | 20,500 | 98 | |
3,240 | |||
Kazakhstan (0.2%) | |||
2 | KCell JSC GDR | 38,245 | 512 |
Kenya (0.2%) | |||
Safaricom Ltd. | 4,235,600 | 576 | |
* | Equity Bank Ltd. | 334,200 | 189 |
765 | |||
Malaysia (1.6%) | |||
Genting Malaysia Bhd. | 1,569,700 | 2,060 | |
AMMB Holdings Bhd. | 636,100 | 1,313 | |
Petronas Dagangan Bhd. | 90,400 | 562 | |
British American | |||
Tobacco Malaysia Bhd. | 22,300 | 472 | |
My EG Services Bhd. | 328,400 | 406 | |
* | 7-Eleven Malaysia | ||
Holdings Bhd. | 303,200 | 154 | |
4,967 | |||
Mexico (2.9%) | |||
* | Cemex SAB de CV ADR | 129,443 | 1,592 |
Grupo Comercial | |||
Chedraui SA de CV | 381,973 | 1,344 | |
Grupo Televisa SAB ADR | 35,700 | 1,290 | |
Grupo Financiero | |||
Banorte SAB de CV | 188,700 | 1,210 | |
Grupo Mexico SAB | |||
de CV Class B | 346,500 | 1,191 | |
America Movil SAB | |||
de CV ADR | 39,155 | 956 | |
Wal-Mart de Mexico | |||
SAB de CV | 212,400 | 491 | |
Corp Inmobiliaria Vesta | |||
SAB de CV | 222,600 | 489 | |
Concentradora Fibra | |||
Hotelera Mexicana | |||
SA de CV | 274,200 | 459 | |
9,022 | |||
Nigeria (0.2%) | |||
Zenith Bank plc | 4,521,662 | 579 | |
Other (1.8%) | |||
3 | Vanguard FTSE | ||
Emerging Markets ETF | 121,730 | 5,191 | |
Schwab Emerging | |||
Markets Equity ETF | 11,509 | 298 | |
5,489 | |||
Pakistan (0.2%) | |||
United Bank Ltd. | 359,800 | 688 |
19
Emerging Markets Select Stock Fund
Market | ||
Value | ||
Shares | ($000) | |
Papua New Guinea (0.1%) | ||
New Britain Palm Oil Ltd. | 15,523 | 169 |
Philippines (1.7%) | ||
Energy Development | ||
Corp. | 10,824,793 | 1,862 |
Universal Robina Corp. | 347,680 | 1,444 |
Metropolitan Bank | ||
& Trust Co. | 608,695 | 1,119 |
Robinsons Land Corp. | 783,500 | 429 |
Jollibee Foods Corp. | 43,810 | 193 |
LT Group Inc. | 517,600 | 164 |
5,211 | ||
Poland (0.8%) | ||
Cyfrowy Polsat SA | 256,525 | 1,963 |
Bank Pekao SA | 11,272 | 590 |
2,553 | ||
Qatar (0.5%) | ||
Industries Qatar QSC | 27,904 | 1,456 |
Romania (0.1%) | ||
*,2 Societatea Comerciala de | ||
Distributie si Furnizare | ||
a Energiei Elect- | ||
Electrica SA GDR | 24,120 | 330 |
Russia (5.6%) | ||
Lukoil OAO ADR XLON | 88,106 | 4,332 |
Gazprom OAO ADR | 476,319 | 3,161 |
Rosneft OAO GDR | 422,106 | 2,354 |
O’Key Group SA GDR | 202,410 | 1,215 |
PhosAgro OAO GDR | 91,421 | 979 |
Sberbank of Russia | ||
ADR XLON | 125,052 | 951 |
Magnit PJSC GDR | 12,865 | 863 |
Mobile Telesystems | ||
OJSC ADR | 50,922 | 728 |
Sberbank of Russia ADR | 95,187 | 715 |
Lukoil OAO ADR | 13,523 | 665 |
Moscow Exchange | ||
MICEX-RTS OAO | 358,489 | 484 |
Etalon Group Ltd. GDR | 120,300 | 371 |
MegaFon OAO GDR | 15,482 | 362 |
MMC Norilsk Nickel | ||
OJSC ADR | 11,126 | 208 |
17,388 | ||
Singapore (0.1%) | ||
Petra Foods Ltd. | 132,000 | 392 |
South Africa (5.6%) | ||
Naspers Ltd. | 25,798 | 3,207 |
Sasol Ltd. | 57,963 | 2,896 |
Discovery Ltd. | 302,832 | 2,757 |
Imperial Holdings Ltd. | 132,695 | 2,287 |
Barloworld Ltd. | 183,800 | 1,596 |
Reunert Ltd. | 247,638 | 1,306 |
Market | |||
Value | |||
Shares | ($000) | ||
* | Aveng Ltd. | 511,216 | 939 |
Standard Bank Group Ltd. | 64,691 | 814 | |
Rand Merchant Insurance | |||
Holdings Ltd. | 167,514 | 598 | |
Woolworths Holdings Ltd. | 63,856 | 454 | |
* | AngloGold Ashanti Ltd. | ||
ADR | 50,000 | 414 | |
Pick n Pay Stores Ltd. | 24,295 | 117 | |
* | Adcock Ingram | ||
Holdings Ltd. | 20,745 | 93 | |
17,478 | |||
South Korea (6.0%) | |||
Samsung Electronics | |||
Co. Ltd. | 3,444 | 3,990 | |
Hyundai Motor Co. | 14,066 | 2,243 | |
Hana Financial Group Inc. | 41,280 | 1,426 | |
* | SK Hynix Inc. | 29,661 | 1,366 |
Kia Motors Corp. | 26,131 | 1,275 | |
Hyundai Mipo | |||
Dockyard Co. Ltd. | 17,775 | 1,264 | |
KB Financial Group Inc. | 32,070 | 1,256 | |
Dongbu Insurance Co. Ltd. | 22,240 | 1,247 | |
POSCO | 3,500 | 1,006 | |
Samsung Engineering | |||
Co. Ltd. | 17,000 | 981 | |
LG Chem Ltd. | 3,767 | 701 | |
Shinhan Financial Group | |||
Co. Ltd. | 12,650 | 595 | |
GS Holdings Corp. | 13,559 | 526 | |
LG Electronics Inc. | 6,700 | 410 | |
Doosan Corp. | 3,013 | 313 | |
Coway Co. Ltd. | 1,562 | 119 | |
Lotte Chemical Corp. | 443 | 62 | |
18,780 | |||
Spain (0.6%) | |||
Prosegur Cia de | |||
Seguridad SA | 338,129 | 1,985 | |
Sri Lanka (0.0%) | |||
Ceylon Tobacco Co. plc | 7,047 | 61 | |
Switzerland (0.3%) | |||
* | Dufry AG | 5,979 | 861 |
Taiwan (8.9%) | |||
Taiwan Semiconductor | |||
Manufacturing Co. | |||
Ltd. ADR | 279,279 | 6,150 | |
Taiwan Semiconductor | |||
Manufacturing Co. Ltd. | 1,058,543 | 4,569 | |
Delta Electronics Inc. | 493,773 | 3,024 | |
Hon Hai Precision | |||
Industry Co. Ltd. | 866,808 | 2,743 | |
Compal Electronics Inc. | 3,502,000 | 2,600 | |
MediaTek Inc. | 97,000 | 1,419 |
20
Emerging Markets Select Stock Fund
Market | |||
Value | |||
Shares | ($000) | ||
Teco Electric and | |||
Machinery Co. Ltd. | 1,210,000 | 1,349 | |
Advanced Semiconductor | |||
Engineering Inc. | 884,330 | 1,063 | |
Mega Financial Holding | |||
Co. Ltd. | 1,200,779 | 996 | |
Yuanta Financial Holding | |||
Co. Ltd. | 1,647,513 | 830 | |
Oriental Union Chemical | |||
Corp. | 1,030,932 | 786 | |
Epistar Corp. | 399,000 | 724 | |
President Chain Store | |||
Corp. | 46,000 | 346 | |
* | eMemory Technology Inc. | 27,000 | 293 |
Largan Precision Co. Ltd. | 3,000 | 211 | |
Catcher Technology | |||
Co. Ltd. | 21,000 | 178 | |
Advantech Co. Ltd. | 21,988 | 153 | |
Hermes Microvision Inc. | 3,000 | 146 | |
PChome Online Inc. | 11,611 | 118 | |
Silergy Corp. | 8,388 | 58 | |
27,756 | |||
Thailand (2.2%) | |||
Bangkok Bank PCL | 309,400 | 1,891 | |
Krung Thai Bank PCL | |||
(Foreign) | 2,334,475 | 1,590 | |
PTT Global Chemical | |||
PCL (Local) | 497,951 | 954 | |
* | Airports of Thailand PCL | 106,600 | 792 |
Total Access | |||
Communication PCL | 156,500 | 497 | |
Kasikornbank PCL | 66,400 | 482 | |
PTT Global Chemical PCL | |||
(Foreign) | 214,544 | 408 | |
Robinson Department | |||
Store PCL | 78,800 | 124 | |
Precious Shipping PCL | 143,500 | 94 | |
6,832 | |||
Turkey (1.5%) | |||
Turkiye Halk Bankasi AS | 173,417 | 1,158 | |
Tupras Turkiye Petrol | |||
Rafinerileri AS | 51,982 | 1,129 | |
Coca-Cola Icecek AS | 44,683 | 1,020 | |
Akbank TAS | 212,525 | 768 | |
* | Turkcell Iletisim | ||
Hizmetleri AS | 101,577 | 589 | |
Ulker Biskuvi Sanayi AS | 19,564 | 144 | |
4,808 | |||
United Arab Emirates (0.7%) | |||
Union National Bank PJSC | 872,012 | 1,649 | |
Abu Dhabi Commercial | |||
Bank PJSC | 138,025 | 301 | |
* | Emaar Malls Group PJSC | 327,951 | 287 |
DP World Ltd. | 856 | 16 | |
2,253 |
Market | |||
Value | |||
Shares | ($000) | ||
United Kingdom (1.5%) | |||
Petrofac Ltd. | 104,891 | 1,782 | |
Standard Chartered plc | 113,084 | 1,775 | |
* | Ophir Energy plc | 196,841 | 585 |
Tullow Oil plc | 66,017 | 514 | |
4,656 | |||
United States (3.2%) | |||
* | Hollysys Automation | ||
Technologies Ltd. | 84,263 | 2,067 | |
* | Genpact Ltd. | 108,095 | 1,897 |
Southern Copper Corp. | 40,264 | 1,159 | |
* | Trina Solar Ltd. ADR | 105,300 | 1,112 |
* | Flextronics International | ||
Ltd. | 102,750 | 1,101 | |
* | JD.com Inc. ADR | 38,071 | 909 |
* | Yandex NV Class A | 26,100 | 747 |
* | UTi Worldwide Inc. | 30,564 | 334 |
* | Alibaba Group Holding | ||
Ltd. ADR | 3,200 | 316 | |
* | Baidu Inc. ADR | 732 | 175 |
* | 21Vianet Group Inc. ADR | 4,465 | 93 |
9,910 | |||
Total Common Stocks | |||
(Cost $287,786) | 294,979 | ||
Temporary Cash Investments (5.4%)1 | |||
Money Market Fund (5.2%) | |||
4,5 | Vanguard Market | ||
Liquidity Fund, | |||
0.114% | 16,115,754 | 16,116 | |
Face | |||
Amount | |||
($000) | |||
U.S. Government and Agency Obligations (0.2%) | |||
6,7 | Federal Home Loan | ||
Bank Discount Notes, | |||
0.074%, 12/5/14 | 700 | 700 | |
Total Temporary Cash Investments | |||
(Cost $16,816) | 16,816 | ||
Total Investments (100.3%) | |||
(Cost $304,602) | 311,795 | ||
Other Assets and Liabilities (-0.3%) | |||
Other Assets | 3,677 | ||
Liabilities5 | (4,458) | ||
(781) | |||
Net Assets (100%) | |||
Applicable to 15,449,905 outstanding | |||
$.001 par value shares of beneficial | |||
interest (unlimited authorization) | 311,014 | ||
Net Asset Value Per Share | $20.13 |
21
Emerging Markets Select Stock Fund
At October 31, 2014, net assets consisted of: | |
Amount | |
($000) | |
Paid-in Capital | 303,175 |
Undistributed Net Investment Income | 3,339 |
Accumulated Net Realized Losses | (2,185) |
Unrealized Appreciation (Depreciation) | |
Investment Securities | 7,193 |
Futures Contracts | (499) |
Foreign Currencies | (9) |
Net Assets | 311,014 |
See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $1,311,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures investments, the fund’s effective common stock and temporary cash investment positions represent 98.2% and 2.1%, respectively, of net assets.
2 Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2014, the aggregate value of these securities was $1,579,000, representing 0.5% of net assets.
3 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
5 Includes $1,350,000 of collateral received for securities on loan.
6 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full faith and credit of the U.S. government.
7 Securities with a value of $500,000 have been segregated as initial margin for open futures contracts.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.
22
Emerging Markets Select Stock Fund
Statement of Operations
Year Ended | |
October 31, 2014 | |
($000) | |
Investment Income | |
Income | |
Dividends1,2 | 6,774 |
Interest2 | 20 |
Securities Lending | 105 |
Total Income | 6,899 |
Expenses | |
Investment Advisory Fees—Note B | |
Base Fee | 1,446 |
Performance Adjustment | 104 |
The Vanguard Group—Note C | |
Management and Administrative | 649 |
Marketing and Distribution | 53 |
Custodian Fees | 360 |
Auditing Fees | 38 |
Shareholders’ Reports | 6 |
Trustees’ Fees and Expenses | 1 |
Total Expenses | 2,657 |
Net Investment Income | 4,242 |
Realized Net Gain (Loss) | |
Investment Securities Sold2 | 1,531 |
Futures Contracts | 301 |
Foreign Currencies | (106) |
Realized Net Gain (Loss) | 1,726 |
Change in Unrealized Appreciation (Depreciation) | |
Investment Securities | (6,772) |
Futures Contracts | (586) |
Foreign Currencies | (9) |
Change in Unrealized Appreciation (Depreciation) | (7,367) |
Net Increase (Decrease) in Net Assets Resulting from Operations | (1,399) |
1 Dividends are net of foreign withholding taxes of $746,000. 2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $111,000, $18,000, and ($260,000), respectively. | |
See accompanying Notes, which are an integral part of the Financial Statements.
23
Emerging Markets Select Stock Fund
Statement of Changes in Net Assets
Year Ended October 31, | ||
2014 | 2013 | |
($000) | ($000) | |
Increase (Decrease) in Net Assets | ||
Operations | ||
Net Investment Income | 4,242 | 2,720 |
Realized Net Gain (Loss) | 1,726 | (1,380) |
Change in Unrealized Appreciation (Depreciation) | (7,367) | 13,095 |
Net Increase (Decrease) in Net Assets Resulting from Operations | (1,399) | 14,435 |
Distributions | ||
Net Investment Income | (3,195) | (1,514) |
Realized Capital Gain | — | — |
Total Distributions | (3,195) | (1,514) |
Capital Share Transactions | ||
Issued | 165,556 | 171,371 |
Issued in Lieu of Cash Distributions | 3,031 | 1,426 |
Redeemed | (75,525) | (73,313) |
Net Increase (Decrease) from Capital Share Transactions | 93,062 | 99,484 |
Total Increase (Decrease) | 88,468 | 112,405 |
Net Assets | ||
Beginning of Period | 222,546 | 110,141 |
End of Period1 | 311,014 | 222,546 |
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $3,339,000 and $2,420,000. |
See accompanying Notes, which are an integral part of the Financial Statements.
24
Emerging Markets Select Stock Fund
Financial Highlights
June 14, | ||||
20111 to | ||||
Year Ended October 31, | Oct. 31, | |||
For a Share Outstanding Throughout Each Period | 2014 | 2013 | 2012 | 2011 |
Net Asset Value, Beginning of Period | $20.37 | $18.73 | $17.69 | $20.00 |
Investment Operations | ||||
Net Investment Income | .264 | .3032 | .3022 | .0792 |
Net Realized and Unrealized Gain (Loss) on Investments3 | (.242) | 1.567 | .764 | (2.389) |
Total from Investment Operations | .022 | 1.870 | 1.066 | (2.310) |
Distributions | ||||
Dividends from Net Investment Income | (.262) | (.230) | (.026) | — |
Distributions from Realized Capital Gains | — | — | — | — |
Total Distributions | (.262) | (.230) | (.026) | — |
Net Asset Value, End of Period | $20.13 | $20.37 | $18.73 | $17.69 |
Total Return4 | 0.15% | 10.04% | 6.04% | -11.55% |
Ratios/Supplemental Data | ||||
Net Assets, End of Period (Millions) | $311 | $223 | $110 | $48 |
Ratio of Total Expenses to Average Net Assets5 | 0.96% | 0.94% | 0.92% | 0.89%6 |
Ratio of Net Investment Income to Average Net Assets | 1.53% | 1.55% | 1.66% | 1.09%6 |
Portfolio Turnover Rate | 54% | 54% | 93% | 18% |
1 Subscription period for the fund was June 14, 2011, to June 27, 2011, during which time all assets were held in money market instruments. Performance measurement began June 27, 2011, at a net asset value of $20.00. 2 Calculated based on average shares outstanding. 3 Includes increases from redemption fees of $.00, $.00, $.00, and $.01. Effective May 23, 2012, the redemption fee was eliminated. 4 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees. 5 Includes performance-based investment advisory fee increases (decreases) of 0.04%, 0.02%, 0.01%, and 0.00%. 6 Annualized. | ||||
See accompanying Notes, which are an integral part of the Financial Statements.
25
Emerging Markets Select Stock Fund
Notes to Financial Statements
Vanguard Emerging Markets Select Stock Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of United States corporations.
A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.
1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.
2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).
3. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.
26
Emerging Markets Select Stock Fund
Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).
During the year ended October 31, 2014, the fund’s average investments in long and short futures contracts represented 4% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.
4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2011–2014), and has concluded that no provision for federal income tax is required in the fund’s financial statements.
5. Distributions: Distributions to shareholders are recorded on the ex-dividend date.
6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counter-parties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counter-party risk, in the absence of a default the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan.
7. Credit Facility: The fund and certain other funds managed by The Vanguard Group participate in a $2.89 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.06% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.
The fund had no borrowings outstanding at October 31, 2014, or at any time during the period then ended.
8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income
27
Emerging Markets Select Stock Fund
over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.
B. Wellington Management Company, LLP, Oaktree Capital Management, L.P., Pzena Investment Management, LLC, and M&G Investment Management Limited each provide investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fees of Wellington Management Company, LLP, Oaktree Capital Management, L.P., Pzena Investment Management, LLC, and M&G Investment Management Limited are subject to quarterly adjustments based on performance since July 31, 2011, relative to the MSCI Emerging Markets Index for the periods prior to August 1, 2013, and to the current benchmark, FTSE Emerging Index, beginning August 1, 2013. The benchmark change will be fully phased in by July 2016.
The Vanguard Group manages the cash reserves of the fund on an at-cost basis.
For the year ended October 31, 2014, the aggregate investment advisory fee represented an effective annual basic rate of 0.52% of the fund’s average net assets, before an increase of $104,000 (0.04%) based on performance.
C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At October 31, 2014, the fund had contributed capital of $33,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.01% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.
D. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).
The following table summarizes the market value of the fund’s investments as of October 31, 2014, based on the inputs used to value them:
Level 1 | Level 2 | Level 3 | |
Investments | ($000) | ($000) | ($000) |
Common Stocks—North and South America | 28,782 | 21,787 | — |
Common Stocks —Other | 18,697 | 225,383 | 330 |
Temporary Cash Investments | 16,116 | 700 | — |
Futures Contracts—Assets1 | 40 | — | — |
Total | 63,635 | 247,870 | 330 |
1 Represents variation margin on the last day of the reporting period. |
28
Emerging Markets Select Stock Fund
Securities in certain countries may transfer between Level 1 and Level 2 because of differences in stock market closure times that may result from transitions between standard and daylight saving time in those countries and the United States. Based on values on the date of transfer, securities valued at $18,549,000 based on Level 1 inputs were transferred from Level 2 during the fiscal year. Additionally, based on values on the date of transfer, securities valued at $22,697,000 based on Level 2 inputs were transferred from Level 1 during the fiscal year.
E. At October 31, 2014, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:
($000) | ||||
Aggregate | ||||
Number of | Settlement | Unrealized | ||
Long (Short) | Value | Appreciation | ||
Futures Contracts | Expiration | Contracts | Long (Short) | (Depreciation) |
MSCI Emerging Markets Index | December 2014 | 203 | 10,288 | (499) |
Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.
F. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.
During the year ended October 31, 2014, the fund realized net foreign currency losses of $106,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized losses to undistributed net investment income. Certain of the fund’s investments are in securities considered to be passive foreign investment companies, for which any unrealized appreciation and/or realized gains are required to be included in distributable net income for tax purposes. During the year ended October 31, 2014, the fund realized gains on the sale of passive foreign investment companies of $12,000, which have been included in current and prior periods’ taxable income; accordingly, such gains have been reclassified from accumulated net realized losses to undistributed net investment income. Passive foreign investment companies held at October 31, 2014, had unrealized appreciation of $72,000, of which all has been distributed and is reflected in the balance of undistributed net investment income.
The fund realized gains on the sale of securities that were subject to capital gains tax in certain foreign countries. Capital gains taxes reduce realized gains for financial statement purposes but are treated as an expense for tax purposes. Accordingly, $34,000 of capital gains tax has been reclassified from accumulated net realized losses to undistributed net investment income.
For tax purposes, at October 31, 2014, the fund had $3,578,000 of ordinary income available for distribution. The fund used capital loss carryforwards of $1,952,000 to offset taxable capital gains realized during the year ended October 31, 2014. At October 31, 2014, the fund had available capital losses totaling $1,890,000 that may be carried forward indefinitely to offset future net capital gains.
29
Emerging Markets Select Stock Fund
At October 31, 2014, the cost of investment securities for tax purposes was $305,468,000.
Net unrealized appreciation of investment securities for tax purposes was $6,327,000, consisting of unrealized gains of $33,488,000 on securities that had risen in value since their purchase and $27,161,000 in unrealized losses on securities that had fallen in value since their purchase.
G. During the year ended October 31, 2014, the fund purchased $230,539,000 of investment securities and sold $139,342,000 of investment securities, other than temporary cash investments.
H. Capital shares issued and redeemed were:
Year Ended October 31, | ||
2014 | 2013 | |
Shares | Shares | |
(000) | (000) | |
Issued | 8,163 | 8,737 |
Issued in Lieu of Cash Distributions | 156 | 73 |
Redeemed | (3,793) | (3,766) |
Net Increase (Decrease) in Shares Outstanding | 4,526 | 5,044 |
I. Management has determined that no material events or transactions occurred subsequent to October 31, 2014, that would require recognition or disclosure in these financial statements.
30
Report of Independent Registered
Public Accounting Firm
To the Board of Trustees of Vanguard Trustees’ Equity Fund and the Shareholders of Vanguard Emerging Markets Select Stock Fund:
In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Emerging Markets Select Stock Fund (constituting a separate portfolio of Vanguard Trustees’ Equity Fund, hereafter referred to as the “Fund”) at October 31, 2014, 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 the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2014 by correspondence with the custodian and broker, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 16, 2014
Special 2014 tax information (unaudited) for Vanguard Emerging Markets Select Stock Fund |
This information for the fiscal year ended October 31, 2014, is included pursuant to provisions of the
Internal Revenue Code.
The fund distributed $1,713,000 of qualified dividend income to shareholders during the fiscal year.
The fund designates to shareholders foreign source income of $7,201,000 and foreign taxes paid
of $776,000. Shareholders will receive more detailed information with their Form 1099-DIV in
January 2015 to determine the calendar-year amounts to be included on their 2014 tax returns.
31
Your Fund’s After-Tax Returns
This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.
Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2014. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)
Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.
Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.
Average Annual Total Returns: Emerging Markets Select Stock Fund | ||
Periods Ended October 31, 2014 | ||
Since | ||
One | Inception | |
Year | (6/27/2011) | |
Returns Before Taxes | 0.15% | 1.00% |
Returns After Taxes on Distributions | -0.16 | 0.86 |
Returns After Taxes on Distributions and Sale of Fund Shares | 0.33 | 0.81 |
32
About Your Fund’s Expenses
As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.
A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
The accompanying table illustrates your fund’s costs in two ways:
• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“
• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”
The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.
You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.
33
Six Months Ended October 31, 2014 | |||
Beginning | Ending | Expenses | |
Account Value | Account Value | Paid During | |
Emerging Markets Select Stock Fund | 4/30/2014 | 10/31/2014 | Period |
Based on Actual Fund Return | $1,000.00 | $1,014.62 | $4.87 |
Based on Hypothetical 5% Yearly Return | 1,000.00 | 1,020.37 | 4.89 |
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.96%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period. | |||
34
Glossary
Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.
Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.
Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.
Expense Ratio. A fund’s total annual operating expenses expressed as a percentage of the fund’s average net assets. The expense ratio includes management and administrative expenses, but does not include the transaction costs of buying and selling portfolio securities.
Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.
Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.
Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.
Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.
Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.
Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.
Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.
35
The People Who Govern Your Fund
The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.
A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 177 Vanguard funds.
The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.
InterestedTrustee1 | and Delphi Automotive LLP (automotive components); |
Senior Advisor at New Mountain Capital. | |
F. William McNabb III | |
Born 1957. Trustee Since July 2009. Chairman of the | Amy Gutmann |
Board. Principal Occupation(s) During the Past Five | Born 1949. Trustee Since June 2006. Principal |
Years: Chairman of the Board of The Vanguard Group, | Occupation(s) During the Past Five Years: President of |
Inc., and of each of the investment companies served | the University of Pennsylvania; Christopher H. Browne |
by The Vanguard Group, since January 2010; Director | Distinguished Professor of Political Science, School of |
of The Vanguard Group since 2008; Chief Executive | Arts and Sciences, and Professor of Communication, |
Officer and President of The Vanguard Group, and of | Annenberg School for Communication, with secondary |
each of the investment companies served by The | faculty appointments in the Department of Philosophy, |
Vanguard Group, since 2008; Director of Vanguard | School of Arts and Sciences, and at the Graduate |
Marketing Corporation; Managing Director of The | School of Education, University of Pennsylvania; |
Vanguard Group (1995–2008). | Trustee of the National Constitution Center; Chair |
of the Presidential Commission for the Study of | |
IndependentTrustees | Bioethical Issues. |
Emerson U. Fullwood | JoAnn Heffernan Heisen |
Born 1948. Trustee Since January 2008. Principal | Born 1950. Trustee Since July 1998. Principal |
Occupation(s) During the Past Five Years: Executive | Occupation(s) During the Past Five Years: Corporate |
Chief Staff and Marketing Officer for North America | Vice President and Chief Global Diversity Officer |
and Corporate Vice President (retired 2008) of Xerox | (retired 2008) and Member of the Executive |
Corporation (document management products and | Committee (1997–2008) of Johnson & Johnson |
services); Executive in Residence and 2009–2010 | (pharmaceuticals/medical devices/consumer |
Distinguished Minett Professor at the Rochester | products); Director of Skytop Lodge Corporation |
Institute of Technology; Director of SPX Corporation | (hotels), the University Medical Center at Princeton, |
(multi-industry manufacturing), the United Way of | the Robert Wood Johnson Foundation, and the Center |
Rochester, Amerigroup Corporation (managed health | for Talent Innovation; Member of the Advisory Board |
care), the University of Rochester Medical Center, | of the Maxwell School of Citizenship and Public Affairs |
Monroe Community College Foundation, and North | at Syracuse University. |
Carolina A&T University. | |
F. Joseph Loughrey | |
Rajiv L. Gupta | Born 1949. Trustee Since October 2009. Principal |
Born 1945. Trustee Since December 2001.2 | Occupation(s) During the Past Five Years: President |
Principal Occupation(s) During the Past Five Years: | and Chief Operating Officer (retired 2009) of Cummins |
Chairman and Chief Executive Officer (retired 2009) | Inc. (industrial machinery); Chairman of the Board |
and President (2006–2008) of Rohm and Haas Co. | of Hillenbrand, Inc. (specialized consumer services), |
(chemicals); Director of Tyco International, Ltd. | and of Oxfam America; Director of SKF AB (industrial |
(diversified manufacturing and services), Hewlett- | machinery), Hyster-Yale Materials Handling, Inc. |
Packard Co. (electronic computer manufacturing), | (forklift trucks), the Lumina Foundation for Education, |
and the V Foundation for Cancer Research; Member | Executive Officers | |
of the Advisory Council for the College of Arts and | ||
Letters and of the Advisory Board to the Kellogg | Glenn Booraem | |
Institute for International Studies, both at the | Born 1967. Controller Since July 2010. Principal | |
University of Notre Dame. | Occupation(s) During the Past Five Years: Principal | |
of The Vanguard Group, Inc.; Controller of each of | ||
Mark Loughridge | the investment companies served by The Vanguard | |
Born 1953. Trustee Since March 2012. Principal | Group; Assistant Controller of each of the investment | |
Occupation(s) During the Past Five Years: Senior Vice | companies served by The Vanguard Group (2001–2010). | |
President and Chief Financial Officer (retired 2013) | ||
at IBM (information technology services); Fiduciary | Thomas J. Higgins | |
Member of IBM’s Retirement Plan Committee (2004– | Born 1957. Chief Financial Officer Since September | |
2013); Member of the Council on Chicago Booth. | 2008. Principal Occupation(s) During the Past Five | |
Years: Principal of The Vanguard Group, Inc.; Chief | ||
Scott C. Malpass | Financial Officer of each of the investment companies | |
Born 1962. Trustee Since March 2012. Principal | served by The Vanguard Group; Treasurer of each of | |
Occupation(s) During the Past Five Years: Chief | the investment companies served by The Vanguard | |
Investment Officer and Vice President at the University | Group (1998–2008). | |
of Notre Dame; Assistant Professor of Finance at the | ||
Mendoza College of Business at Notre Dame; Member | Kathryn J. Hyatt | |
of the Notre Dame 403(b) Investment Committee; | Born 1955. Treasurer Since November 2008. Principal | |
Board Member of TIFF Advisory Services, Inc. | Occupation(s) During the Past Five Years: Principal of | |
(investment advisor); Member of the Investment | The Vanguard Group, Inc.; Treasurer of each of the | |
Advisory Committees of the Financial Industry | investment companies served by The Vanguard | |
Regulatory Authority (FINRA) and of Major League | Group; Assistant Treasurer of each of the investment | |
Baseball. | companies served by The Vanguard Group (1988–2008). | |
André F. Perold | Heidi Stam | |
Born 1952. Trustee Since December 2004. Principal | Born 1956. Secretary Since July 2005. Principal | |
Occupation(s) During the Past Five Years: George | Occupation(s) During the Past Five Years: Managing | |
Gund Professor of Finance and Banking, Emeritus | Director of The Vanguard Group, Inc.; General Counsel | |
at the Harvard Business School (retired 2011); | of The Vanguard Group; Secretary of The Vanguard | |
Chief Investment Officer and Managing Partner of | Group and of each of the investment companies | |
HighVista Strategies LLC (private investment firm); | served by The Vanguard Group; Director and Senior | |
Director of Rand Merchant Bank; Overseer of the | Vice President of Vanguard Marketing Corporation. | |
Museum of Fine Arts Boston. | ||
Vanguard Senior ManagementTeam | ||
Alfred M. Rankin, Jr. | ||
Born 1941. Trustee Since January 1993. Principal | Mortimer J. Buckley | Chris D. McIsaac |
Occupation(s) During the Past Five Years: Chairman, | Kathleen C. Gubanich | Michael S. Miller |
President, and Chief Executive Officer of NACCO | Paul A. Heller | James M. Norris |
Industries, Inc. (housewares/lignite), and of Hyster- | Martha G. King | Glenn W. Reed |
Yale Materials Handling, Inc. (forklift trucks); Chairman | John T. Marcante | |
of the Board of University Hospitals of Cleveland. | ||
Chairman Emeritus and Senior Advisor | ||
Peter F. Volanakis | ||
Born 1955. Trustee Since July 2009. Principal | John J. Brennan | |
Occupation(s) During the Past Five Years: President | Chairman, 1996–2009 | |
and Chief Operating Officer (retired 2010) of Corning | Chief Executive Officer and President, 1996–2008 | |
Incorporated (communications equipment); Trustee of | ||
Colby-Sawyer College; Member of the Advisory Board | Founder | |
of the Norris Cotton Cancer Center and of the Advisory | ||
Board of the Parthenon Group (strategy consulting). | John C. Bogle | |
Chairman and Chief Executive Officer, 1974–1996 | ||
1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.
P.O. Box 2600 | |
Valley Forge, PA 19482-2600 | |
Connect with Vanguard® > vanguard.com | |
Fund Information > 800-662-7447 | CFA® is a registered trademark owned by CFA Institute. |
Direct Investor Account Services > 800-662-2739 | |
Institutional Investor Services > 800-523-1036 | |
Text Telephone for People | |
Who Are Deaf or Hard of Hearing> 800-749-7273 | |
This material may be used in conjunction | |
with the offering of shares of any Vanguard | |
fund only if preceded or accompanied by | |
the fund’s current prospectus. | |
All comparative mutual fund data are from Lipper, a | |
Thomson Reuters Company, or Morningstar, Inc., unless | |
otherwise noted. | |
You can obtain a free copy of Vanguard’s proxy voting | |
guidelines by visiting vanguard.com/proxyreporting or by | |
calling Vanguard at 800-662-2739. The guidelines are | |
also available from the SEC’s website, sec.gov. In | |
addition, you may obtain a free report on how your fund | |
voted the proxies for securities it owned during the 12 | |
months ended June 30. To get the report, visit either | |
vanguard.com/proxyreporting or sec.gov. | |
You can review and copy information about your fund at | |
the SEC’s Public Reference Room in Washington, D.C. To | |
find out more about this public service, call the SEC at | |
202-551-8090. Information about your fund is also | |
available on the SEC’s website, and you can receive | |
copies of this information, for a fee, by sending a | |
request in either of two ways: via e-mail addressed to | |
publicinfo@sec.gov or via regular mail addressed to the | |
Public Reference Section, Securities and Exchange | |
Commission, Washington, DC 20549-1520. | |
© 2014 The Vanguard Group, Inc. | |
All rights reserved. | |
Vanguard Marketing Corporation, Distributor. | |
Q7520 122014 |
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. The Code of Ethics was amended during the reporting period covered by this report to make certain technical, non-material changes.
Item 3: Audit Committee Financial Expert. The following members of the Audit Committee have been determined by the Registrant’s Board of Trustees to be Audit Committee Financial Experts serving on its Audit Committee, and to be independent: Rajiv L. Gupta, Amy Gutmann, JoAnn Heffernan Heisen, F. Joseph Loughrey, Mark Loughridge, Scott C. Malpass, André F. Perold, and Alfred M. Rankin, Jr.
Item 4: Principal Accountant Fees and Services.
(a) Audit Fees.
Audit Fees of the Registrant
Fiscal Year Ended October 31, 2014: $116,000
Fiscal Year Ended October 31, 2013: $96,000
Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group.
Fiscal Year Ended October 31, 2014: $6,605,127
Fiscal Year Ended October 31, 2013: $5,714,113
Includes fees billed in connection with audits of the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc. and Vanguard Marketing Corporation.
(b) Audit-Related Fees.
Fiscal Year Ended October 31, 2014: $2,176,479
Fiscal Year Ended October 31, 2013: $1,552,950
Includes fees billed in connection with assurance and related services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.
(c) Tax Fees.
Fiscal Year Ended October 31, 2014: $316,869
Fiscal Year Ended October 31, 2013: $110,000
Includes fees billed in connection with tax compliance, planning, and advice services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.
(d) All Other Fees.
Fiscal Year Ended October 31, 2014: $198,163
Fiscal Year Ended October 31, 2013: $132,000
Includes fees billed for services related to tax reported information provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.
(e) (1) Pre-Approval Policies. The policy of the Registrant’s Audit Committee is to consider and, if appropriate, approve before the principal accountant is engaged for such services, all specific audit and non-audit services provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant. In making a determination, the Audit Committee considers whether the services are consistent with maintaining the principal accountant’s independence.
In the event of a contingency situation in which the principal accountant is needed to provide services in between scheduled Audit Committee meetings, the Chairman of the Audit Committee would be called on to consider and, if appropriate, pre-approve audit or permitted non-audit services in an amount sufficient to complete services through the next Audit Committee meeting, and to determine if such services would be consistent with maintaining the accountant’s independence. At the next scheduled Audit Committee meeting, services and fees would be presented to the Audit Committee for formal consideration, and, if appropriate, approval by the entire Audit Committee. The Audit Committee would again consider whether such services and fees are consistent with maintaining the principal accountant’s independence.
The Registrant’s Audit Committee is informed at least annually of all audit and non-audit services provided by the principal accountant to the Vanguard complex, whether such services are provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., or other entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant.
(2) No percentage of the principal accountant’s fees or services were approved pursuant to the waiver provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) For the most recent fiscal year, over 50% of the hours worked under the principal accountant’s engagement were not performed by persons other than full-time, permanent employees of the principal accountant.
(g) Aggregate Non-Audit Fees.
Fiscal Year Ended October 31, 2014: $515,032
Fiscal Year Ended October 31, 2013: $242,000
Includes fees billed for non-audit services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.
(h) For the most recent fiscal year, the Audit Committee has determined that the provision of all non-audit services was consistent with maintaining the principal accountant’s independence.
Item 5: Audit Committee of Listed Registrants.
Not Applicable.
Item 6: Investments.
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.
Not Applicable.
Item 11: Controls and Procedures.
(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
(b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Item 12: Exhibits.
(a) Code of Ethics.
(b) Certifications.
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.
VANGUARD TRUSTEES’ EQUITY FUND | |
BY: | /s/ F. WILLIAM MCNABB III* |
F. WILLIAM MCNABB III | |
CHIEF EXECUTIVE OFFICER | |
Date: December 18, 2014 |
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.
VANGUARD TRUSTEES’ EQUITY FUND | |
BY: | /s/ F. WILLIAM MCNABB III* |
F. WILLIAM MCNABB III | |
CHIEF EXECUTIVE OFFICER | |
Date: December 18, 2014
| |
VANGUARD TRUSTEES’ EQUITY FUND | |
BY: | /s/ THOMAS J. HIGGINS* |
THOMAS J. HIGGINS | |
CHIEF FINANCIAL OFFICER | |
Date: December 18, 2014 |
* By: /s/ Heidi Stam
Heidi Stam, pursuant to a Power of Attorney filed on April 22, 2014 see file Number
2-17620, Incorporated by Reference.