UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number 811-05824
DOMINI SOCIAL TRUST
(Exact Name of Registrant as Specified in Charter)
536 Broadway, 7th Floor, New York, New York 10012
(Address of Principal Executive Offices)
(Address of Principal Executive Offices)
Amy Domini Thornton
Domini Social Investments LLC
536 Broadway, 7th Floor
New York, New York 10012
(Name and Address of Agent for Service)
Domini Social Investments LLC
536 Broadway, 7th Floor
New York, New York 10012
(Name and Address of Agent for Service)
Registrant’s Telephone Number, including Area Code: 212-217-1100
Date of Fiscal Year End: July 31
Date of Reporting Period: July 31, 2008
Item 1. Reports to Stockholders.
A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 follows.
ANNUAL REPORT 2008 | JULY 31, 2008 |
Domini Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
EACH A SERIES OF:
Domini Social Trust
TABLE OF CONTENTS
Fund Performance and Holdings | ||
2 | Domini Social Equity Trust | |
8 | Domini European Social Equity Trust | |
15 | Domini PacAsia Social Equity Trust | |
22 | Domini European PacAsia Social Equity Trust | |
31 | Expense Example | |
33 | Financial Statements | |
Domini Social Equity Trust | ||
Domini European Social Equity Trust | ||
Domini PacAsia Social Equity Trust | ||
Domini European PacAsia Social Equity Trust | ||
Report of Independent Registered Public Accounting Firm | ||
49 | Board of Trustees’ Approval of Management and Submanagement Agreements | |
59 | Trustees and Officers | |
64 | Proxy Voting Information | |
64 | Quarterly Portfolio Schedule Information |
Domini Social Equity Trust
PERFORMANCE COMMENTARY
For the year ended July 31, 2008, the Fund closely tracked its index, declining −11.11% compared to the S&P 500’s drop of −11.09%.
The Fund’s stock selection in the financial and consumer discretionary sectors helped its performance, more than overcoming the negative effect of its overweighting to those sectors. The Fund was hurt by its overweighting to telecommunications services and its underweighting to energy, but in both cases the effect was mostly eliminated by strong stock selection within the sectors. The Fund was hurt by stock selection in the consumer staples and industrial sectors.
Among the companies held in the Fund’s portfolio during the year, the Fund’s relative performance was helped the most by the following:
• | The energy company Energen, which benefited from increased production and higher energy prices | |
• | McDonald’s, which benefited from growth in international demand | |
• | The healthcare company Johnson & Johnson, which enjoyed steady growth in its Medical Devices and Diagnostics division, and profits from its allergy medicine Zyrtec |
The Fund’s relative performance was hurt the most by the following companies in the portfolio:
• | YRC Worldwide, which faced higher fuel and equipment costs, and posted a $715 million loss in the fourth quarter of 2007 | |
• | The check printer Deluxe, which suffered from weakness in its Small Business Services division and higher delivery costs from higher fuel prices | |
• | Electronic Data Systems, which experienced slow growth and competition from overseas vendors |
2
The table and bar chart below provide information as of July 31, 2008, about the ten largest holdings of the Domini Social Equity Trust and its portfolio holdings by industry sector:
TEN LARGEST HOLDINGS
% NET | ||
COMPANY | ASSETS | |
Johnson & Johnson | 4.20% | |
Hewlett-Packard | 3.06% | |
Microsoft | 2.99% | |
IBM | 2.98% | |
Verizon Communications | 2.93% | |
Goldman Sachs | 2.68% | |
McDonald’s | 2.48% | |
AT&T | 2.32% | |
Travelers | 2.14% | |
Apache | 2.02% | |
PORTFOLIO HOLDINGS BY INDUSTRY SECTOR (% OF NET ASSETS)
* Other reflects Repurchase Agreements and Other Assets, less liabilities.
The holdings mentioned above are described in the Domini Social Equity Trust’s Portfolio of Investments at July 31, 2008, included herein. The composition of the Trust’s portfolio is subject to change.
Performance Commentary 3
AVERAGE ANNUAL TOTAL RETURNS
Domini Social Equity Fund | |||||||||||||
Investor Shares (DSEFX) | S&P 500 | ||||||||||||
As of 6-30-08 | 1 Year | −15.50 | % | −13.12 | % | ||||||||
5 Year | 5.38 | % | 5.69 | % | |||||||||
10 Year | 1.56 | % | 1.71 | % | |||||||||
Since Inception | 8.44 | %(1) | 8.53 | %(2) | |||||||||
As of 7-31-08 | 1 Year | −11.84 | % | −11.09 | % | ||||||||
5 Year | 4.70 | % | 5.01 | % | |||||||||
10 Year | 1.56 | % | 1.71 | % | |||||||||
Since Inception | 8.36 | %(1) | 8.45 | %(2) | |||||||||
COMPARISON OF $10,000 INVESTMENT IN THE
DOMINI SOCIAL EQUITY FUND INVESTOR SHARES AND S&P 500
DOMINI SOCIAL EQUITY FUND INVESTOR SHARES AND S&P 500
Past performance is no guarantee of future results. The Fund’s returns quoted above represent past performance after all expenses. Economic and market conditions change, and both will cause investment return, principal value, and yield to fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. For performance information current to the most recent month-end, call 1-800-582-6757 or visit www.domini.com. A 2.00% redemption fee is charged on sales or exchanges of shares made less than 30 days after the settlement of purchase or acquisition through exchange, with certain exceptions. Performance data quoted above does not reflect the deduction of this fee, which would reduce the performance quoted. See the Fund’s prospectus for further information.
The table and the graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return for the Domini Social Equity Fund is based on the Fund’s net asset values and assumes all dividends and capital gains were reinvested. An investment in the Fund is not a bank deposit and is not insured. You may lose money. Certain fees payable by the Fund were waived during the period, and the Fund’s average annual total returns would have been lower had these not been waived. The Standard & Poor’s 500 Index (S&P 500) is an unmanaged index of common stocks. Investors cannot invest directly in the S&P 500.
For the period reported in its current prospectus, the Fund’s gross annual operating expenses were estimated to total 1.24% of net assets. Until November 30, 2008, Domini has contractually agreed to waive fees and reimburse expenses to limit the Fund’s expenses, on a per annum basis, to 1.15% of net assets.
The Domini Social Equity Trust (“Trust”) is a “master fund” in a master-feeder structure in which other Domini funds seek to achieve their investment objective by investing substantially all of their assets in the Trust. Beneficial interests in the Trust are currently only available to other Domini Funds. The table above shows how average annual total returns and a $10,000 investment compare to the S&P 500 for the Investor shares of the Domini Social Equity Fund, a feeder fund which invests substantially all of its assets in the Trust. The returns of the Trust would differ from the returns of the Investor shares of the Domini Social Equity Fund because of the lower expenses of the Trust. Shareholders may not currently invest directly in the Trust.
(1) Since June 3, 1991.
This material must be preceded or accompanied by the Fund’s current prospectus. DSIL Investment Services LLC, Distributor. 09/08
4 Performance Commentary
Domini Social Equity Trust
PORTFOLIO OF INVESTMENTS
JULY 31, 2008
JULY 31, 2008
SECURITY | SHARES | VALUE | ||||||
Common Stocks – 99.2% | ||||||||
Consumer Discretionary – 11.4% | ||||||||
American Eagle Outfitters | 700 | $9,800 | ||||||
Autoliv Inc | 133,700 | 5,219,648 | ||||||
AutoZone Inc (a) | 54,047 | 7,041,784 | ||||||
Best Buy Co Inc | 143,558 | 5,702,124 | ||||||
Big Lots Inc (a) | 259,500 | 7,904,370 | ||||||
Black & Decker Corporation | 600 | 36,012 | ||||||
CBS Corp, Class B | 382,900 | 6,264,244 | ||||||
Comcast Corp, Class A | 5,550 | 114,441 | ||||||
DR Horton Inc | 271,075 | 3,014,354 | ||||||
Expedia Inc (a) | 183,100 | 3,583,267 | ||||||
Gap Inc/The | 344,187 | 5,548,294 | ||||||
Home Depot Inc | 3,244 | 77,305 | ||||||
J.C. Penny Co Inc (Hldg Co) | 758 | 23,369 | ||||||
Johnson Controls Inc | 1,954 | 58,933 | ||||||
Lear Corp (a) | 171,100 | 2,465,551 | ||||||
Limited Brands | 1,668 | 27,505 | ||||||
Liz Claiborne Inc | 600 | 7,842 | ||||||
Lowe’s Cos Inc | 2,986 | 60,676 | ||||||
McDonald’s Corp | 399,074 | 23,860,634 | ||||||
McGraw-Hill Companies Inc | 1,212 | 49,292 | ||||||
Meredith Corp | 823 | 21,036 | ||||||
Nike Inc, Class B | 147,388 | 8,648,728 | ||||||
Nordstrom Inc | 895 | 25,722 | ||||||
Pulte Homes Inc | 2,094 | 25,568 | ||||||
Scholastic Corp | 722 | 18,620 | ||||||
Staples Inc | 2,258 | 50,805 | ||||||
Starbucks Corporation (a) | 2,578 | 37,871 | ||||||
Target Corp | 1,636 | 73,996 | ||||||
The Walt Disney Co. | 275,837 | 8,371,653 | ||||||
Time Warner Inc | 7,876 | 112,784 | ||||||
TJX Companies Inc | 217,700 | 7,338,667 | ||||||
TRW Automotive Holdings Corp (a) | 137,300 | 2,546,915 | ||||||
VF Corp | 800 | 57,264 | ||||||
Viacom Inc (a) | 2,100 | 58,653 | ||||||
Washington Post, Class B | 95 | 58,734 | ||||||
Whirlpool Corporation | 143,563 | 10,867,719 | ||||||
109,384,180 | ||||||||
Consumer Staples – 10.7% | ||||||||
Avon Products Inc | 2,406 | 102,014 | ||||||
Church & Dwight Co Inc | 124,180 | 6,813,757 | ||||||
Coca Cola Co/The | 289,684 | 14,918,726 | ||||||
Coca-Cola Enterprises | 329,000 | 5,569,970 | ||||||
Colgate-Palmolive Co | 115,296 | 8,563,034 | ||||||
Costco Wholesale Corp | 1,600 | 100,288 | ||||||
Estee Lauder Companies, Class A | 99,800 | 4,401,180 | ||||||
Hershey Co/The | 1,936 | 71,187 | ||||||
Kimberly-Clark Corp | 2,356 | 136,247 | ||||||
Kraft Foods Inc, Class A | 5,000 | 159,100 | ||||||
Kroger Co | 561,177 | 15,870,085 | ||||||
Pepsi Bottling Group Inc | 235,200 | 6,550,320 | ||||||
PepsiAmericas Inc | 538,900 | 12,755,763 | ||||||
PepsiCo Inc | 3,653 | 243,144 | ||||||
Procter & Gamble Co | 163,361 | 10,696,878 | ||||||
Supervalu Inc | 344,500 | 8,826,090 | ||||||
Unilever PLC — Sponsored ADR | 243,300 | 6,663,987 | ||||||
Walgreen Co | 3,064 | 105,218 | ||||||
102,546,988 | ||||||||
Energy – 9.5% | ||||||||
Anadarko Petroleum Corporation | 67,018 | 3,881,012 | ||||||
Apache Corporation | 173,062 | 19,412,365 | ||||||
Devon Energy Corporation | 80,770 | 7,664,265 | ||||||
ENSCO International, Inc | 131,300 | 9,078,082 | ||||||
EOG Resources Inc | 3,908 | 392,871 | ||||||
Nexen Inc | 115,300 | 3,648,092 | ||||||
Noble Corp | 94,200 | 4,886,154 | ||||||
Noble Energy Inc | 90,200 | 6,663,074 | ||||||
StatoilHydro ASA | 268,000 | 8,677,840 | ||||||
Talisman Energy Inc | 381,200 | 6,805,882 | ||||||
Tidewater Inc | 87,600 | 5,250,744 | ||||||
Unit Corp (a) | 223,750 | 15,114,313 | ||||||
91,474,694 | ||||||||
Financials – 18.5% | ||||||||
American Express Co | 3,576 | 132,741 | ||||||
Bank of America Corporation | 540,100 | 17,769,290 | ||||||
Bank of Ireland ADR | 200,490 | 6,870,792 | ||||||
Citigroup Inc | 10,300 | 192,507 | ||||||
Fannie Mae | 2,476 | 28,474 | ||||||
Freddie Mac | 2,322 | 18,971 | ||||||
Genworth Financial Inc, Class A | 585,400 | 9,348,838 | ||||||
Goldman Sachs Group Inc | 140,100 | 25,784,004 | ||||||
Hudson City Bancorp Inc | 582,900 | 10,643,754 | ||||||
Huntington Bancshares Inc | 759,100 | 5,328,882 | ||||||
ING Groep N.V. — Sponsored ADR | 191,100 | 6,243,237 | ||||||
IntercontinentalExchange Inc (a) | 40,300 | 4,021,940 |
5
Domini Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
SECURITY | SHARES | VALUE | ||||||
Financials (Continued) | ||||||||
JP Morgan Chase & Co. | 409,230 | $16,627,015 | ||||||
Lehman Brothers Holdings Inc | 1,400 | 24,276 | ||||||
Regions Financial Corp | 911,200 | 8,638,176 | ||||||
Schwab (Charles) Corp | 387,200 | 8,863,008 | ||||||
State Street Corp | 127,100 | 9,105,444 | ||||||
TD Ameritrade Holding Corp (a) | 300,500 | 5,982,955 | ||||||
Travelers Cos Inc/The | 467,052 | 20,606,334 | ||||||
US Bancorp | 6,463 | 197,832 | ||||||
Wachovia Corp | 5,583 | 96,418 | ||||||
Washington Mutual Inc | 4,631 | 24,683 | ||||||
Wells Fargo & Co | 548,106 | 16,591,169 | ||||||
Westpac Banking Corp — SP ADR | 42,160 | 4,276,710 | ||||||
177,417,450 | ||||||||
Health Care – 12.5% | ||||||||
Amgen Inc (a) | 150,466 | 9,423,685 | ||||||
Becton Dickinson & Company | 114,402 | 9,713,874 | ||||||
Forest Laboratories Inc (a) | 199,700 | 7,091,347 | ||||||
Genentech Inc (a) | 1,600 | 152,400 | ||||||
Gilead Sciences Inc (a) | 155,210 | 8,378,236 | ||||||
Invitrogen Corp (a) | 138,600 | 6,146,910 | ||||||
Johnson & Johnson | 589,424 | 40,357,861 | ||||||
King Pharmaceuticals Inc (a) | 355,100 | 4,087,201 | ||||||
McKesson Corp | 195,100 | 10,923,649 | ||||||
Medtronic Inc | 89,755 | 4,741,757 | ||||||
Thermo Fisher Scientific Inc (a) | 140,100 | 8,478,852 | ||||||
Watson Pharmaceuticals Inc (a) | 384,300 | 11,110,113 | ||||||
120,605,885 | ||||||||
Industrials – 6.5% | ||||||||
3M Co. | 2,864 | 201,597 | ||||||
Cooper Industries Ltd, Class A | 2,286 | 96,401 | ||||||
CSX Corporation | 271,200 | 18,327,695 | ||||||
Cummins Inc | 137,064 | 9,092,826 | ||||||
Deere & Co | 112,700 | 7,907,032 | ||||||
Deluxe Corporation | 356,500 | 5,097,950 | ||||||
Emerson Electric Company | 3,308 | 161,100 | ||||||
Graco Inc | 173,100 | 6,271,413 | ||||||
Illinois Tool Works | 3,600 | 168,660 | ||||||
JetBlue Airways (a) | 5,793 | 30,529 | ||||||
Manpower Inc | 119,000 | 5,712,000 | ||||||
RR Donnelley & Sons Co | 128,918 | 3,442,111 | ||||||
Ryder System Inc | 84,400 | 5,567,024 | ||||||
Southwest Airlines | 6,578 | 102,551 | ||||||
United Parcel Service, Class B | 3,373 | 212,769 | ||||||
62,391,658 | ||||||||
Information Technology – 19.9% | ||||||||
Apple Inc (a) | 88,682 | 14,096,004 | ||||||
Arrow Electronics, Inc (a) | 146,900 | 4,733,118 | ||||||
Cisco Systems Inc (a) | 10,016 | 220,252 | ||||||
Dell Inc (a) | 5,484 | 134,742 | ||||||
eBay Inc (a) | 218,876 | 5,509,109 | ||||||
EMC Corporation/Mass (a) | 4,400 | 66,044 | ||||||
Google Inc, Class A (a) | 14,280 | 6,765,150 | ||||||
Hewlett-Packard Co | 656,947 | 29,431,226 | ||||||
Intel Corp | 841,609 | 18,675,304 | ||||||
Intl Business Machines Corp | 223,900 | 28,654,722 | ||||||
Jabil Circuit Inc | 3,100 | 50,406 | ||||||
Juniper Networks Inc (a) | 1,500 | 39,045 | ||||||
Lexmark International Inc (a) | 186,400 | 6,538,912 | ||||||
LSI Corp. (a) | 1,583,800 | 10,991,572 | ||||||
MEMC Electronic Materials (a) | 97,300 | 4,496,233 | ||||||
Microsoft Corp | 1,119,852 | 28,802,593 | ||||||
Motorola Inc | 7,500 | 64,800 | ||||||
Oracle Corp (a) | 750,300 | 16,153,959 | ||||||
QUALCOMM Inc | 4,234 | 234,310 | ||||||
Symantec Corp (a) | 425,846 | 8,972,575 | ||||||
Texas Instruments Inc | 3,928 | 95,765 | ||||||
Western Digital Corp (a) | 214,980 | 6,189,274 | ||||||
Xerox Corporation | 5,598 | 76,357 | ||||||
190,991,472 | ||||||||
Materials – 1.6% | ||||||||
International Paper Co | 4,600 | 127,512 | ||||||
Lubrizol Corp | 170,300 | 8,480,940 | ||||||
Meadwestvaco Corp | 3,466 | 92,923 | ||||||
Nucor Corp | 114,116 | 6,529,718 | ||||||
Rohm and Haas Co | 2,210 | 165,750 | ||||||
15,396,843 | ||||||||
Telecommunication Services – 6.1% | ||||||||
AT&T Inc | 724,204 | 22,312,725 | ||||||
France Telecom SA-Spons ADR | 271,430 | 8,547,331 | ||||||
Sprint Nextel Corp | 7,259 | 59,088 | ||||||
Verizon Communications Inc | 827,038 | 28,152,374 | ||||||
59,071,518 |
6
Domini Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
SECURITY | SHARES | VALUE | ||||||
Utilities – 2.5% | ||||||||
Energen Corp | 228,277 | $13,742,275 | ||||||
Integrys Energy Group Inc | 88,800 | 4,534,128 | ||||||
Pepco Holdings Inc | 236,400 | 5,895,816 | ||||||
24,172,219 | ||||||||
Total Common Stocks (Cost $931,961,991) | 953,452,907 | |||||||
Repurchase Agreement – 0.7% | ||||||||
State Street Bank & Trust, dated 07/31/08, 0.90% due 08/01/08, maturity amount $6,980,025 (collateralized by U.S. Government Agency Mortgage Securities, Federal Home Loan Banks, 2.606%, 01/23/09, market value $7,121,016) | 6,979,850 | 6,979,850 | ||||||
Total Repurchase Agreement (Cost $6,979,850) | 6,979,850 | |||||||
Total Investments — 99.9% (Cost $938,941,841) (b) | 960,432,757 | |||||||
Other Assets, Less Liabilities — 0.1% | 1,352,300 | |||||||
Net Assets — 100.0% | $961,785,057 | |||||||
(a) | Non-income producing security. | |
(b) | The aggregate cost for federal income tax purposes is $975,757,568. The aggregate gross unrealized appreciation is $77,752,333 and the aggregate gross unrealized depreciation is $93,077,144, resulting in net unrealized depreciation of $15,324,811. |
ADR — American Depository Receipt
SEE NOTES TO FINANCIAL STATEMENTS
7
PERFORMANCE COMMENTARY
For the year ended July 31, 2008, the Fund declined −18.20%, lagging the MSCI Europe index, which returned −11.50%.
The Fund’s relative performance was helped by its stock selection within the energy and telecommunications services sectors, and by its overweighting in the healthcare sector. The Fund was hurt by stock selection in the materials, consumer discretionary, and financial sectors.
Among the companies held in the Fund’s portfolio during the year, the Fund’s relative performance was helped the most by the following:
• | The Norwegian energy company StatoilHydro, which attributed its strong earnings in the first quarter of 2008 to increased oil and gas prices and a favorable currency exchange | |
• | The Dutch materials company DSM, whose earnings increased largely due to vitamin sales | |
• | France Telecom, whose domestic wireline and wireless divisions surprised analysts by their strong performance in the third quarter of 2007 |
The Fund’s relative performance was hurt the most by the following companies in the portfolio:
• | The Finnish technology company Nokia, which was involved in a licensing dispute with Qualcomm over CDMA communication technology | |
• | Royal Bank of Scotland, which was affected by the impact of problems in the U.S. housing market on mortgage-related securities that it held | |
• | The Italian automobile company Fiat, which like other European automakers was hurt by the increased price of oil and difficult economic conditions in Europe |
8
The table and bar chart below provide information as of July 31, 2008, about the ten largest holdings of the Domini European Social Equity Trust and its portfolio holdings by industry sector and by country:
TEN LARGEST HOLDINGS
% NET | ||
COMPANY | ASSETS | |
StatoilHydro | 4.58% | |
BG Group | 4.32% | |
Vivendi | 3.82% | |
France Telecom | 3.43% | |
Vodafone Group | 3.22% | |
Novartis | 3.15% | |
Sanofi-Aventis | 3.12% | |
Koninklijke DSM | 2.80% | |
Banco Santander | 2.77% | |
HSBC Holdings | 2.43% | |
PORTFOLIO HOLDINGS BY INDUSTRY SECTOR (% OF NET ASSETS)
* Other reflects Repurchase Agreements and Other Assets, less liabilities.
PORTFOLIO HOLDINGS BY COUNTRY (% OF NET ASSETS)
* | Other reflects Belgium, United States, Greece, Canada, Repurchase Agreements, and Other Assets, less liabilities. |
The holdings mentioned above are described in the Domini European Social Equity Trust’s Portfolio of Investments at July 31, 2008, included herein. The composition of the Trust’s portfolio is subject to change.
Performance Commentary 9
AVERAGE ANNUAL TOTAL RETURNS
Domini European Social | |||||||||||||
Equity Fund (DEUFX) | MSCI Europe | ||||||||||||
As of 6-30-08 | 1 Year | −19.77 | % | −10.81 | % | ||||||||
Since Inception | 10.60 | %(1) | 12.64 | %(1) | |||||||||
As of 7-31-08 | 1 Year | −18.76 | % | −11.50 | % | ||||||||
Since Inception | 9.29 | %(1) | 11.09 | %(1) | |||||||||
COMPARISON OF $10,000 INVESTMENT IN THE
DOMINI EUROPEAN SOCIAL EQUITY FUND AND MSCI EUROPE
Past performance is no guarantee of future results. The Fund’s returns quoted above represent past performance after all expenses. Economic and market conditions change, and both will cause investment return, principal value, and yield to fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. For performance information current to the most recent month-end, call 1-800-582-6757 or visit www.domini.com. A 2.00% redemption fee is charged on sales or exchanges of shares made less than 30 days after the settlement of purchase or acquisition through exchange, with certain exceptions. Performance data quoted above does not reflect the deduction of this fee, which would reduce the performance quoted. See the Fund’s prospectus for further information.
Investing internationally involves special risks, such as currency fluctuations, social and economic instability, differing securities regulations and accounting standards, limited public information, possible changes in taxation, and periods of illiquidity.
The table and the graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return for the Domini European Social Equity Fund is based on the Fund’s net asset values and assumes all dividends and capital gains were reinvested. An investment in the Fund is not a bank deposit and is not insured. You may lose money. Certain fees payable by the Fund were waived during the period, and the Fund’s average annual total returns would have been lower had these not been waived.
For the period reported in its current prospectus, the Fund’s gross annual operating expenses were estimated to total 1.79% of net assets. Until November 30, 2008, Domini has contractually agreed to waive fees and reimburse expenses to limit the Fund’s expenses, on a per annum basis, to 1.60% of net assets.
The Morgan Stanley Capital International Europe Index (MSCI Europe) is an unmanaged index of common stocks. Investors cannot invest directly in the MSCI Europe.
The Domini European Social Equity Trust (“Trust”) is a “master fund” in a master-feeder structure in which other Domini funds seek to achieve their investment objective by investing substantially all of their assets in the Trust. Beneficial interests in the Trust are currently only available to other Domini Funds. The table above shows the average annual total returns and a $10,000 investment compare to the MSCI Europe index for the Domini European Social Equity Fund, a feeder fund which invests substantially all of its assets in the Trust. The returns of the Trust would differ from the returns of the Domini European Social Equity Fund because of the lower expenses of the Trust. Shareholders may not currently invest directly in the Trust.
(1) | Since October 3, 2005. |
This material must be preceded or accompanied by the Fund’s current prospectus. DSIL Investment Services LLC, Distributor. 09/08
10 Performance Commentary
Domini European Social Equity Trust
PORTFOLIO OF INVESTMENTS
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Common Stock – 98.5% | ||||||||||
Austria – 2.2% | ||||||||||
Immoeast AG (a) | Real Estate | 56,071 | $ | 401,436 | ||||||
Immofinanz AG | Real Estate | 107,410 | 972,709 | |||||||
OMV AG | Energy | 10,952 | 754,353 | |||||||
2,128,498 | ||||||||||
Belgium – 1.0% | ||||||||||
Bekaert NV | Capital Goods | 1,692 | 257,019 | |||||||
Delhaize Group | Food & Staples Retailing | 9,050 | 496,920 | |||||||
Euronav SA | Energy | 4,069 | 181,990 | |||||||
935,929 | ||||||||||
Canada – 0.2% | ||||||||||
Nexen Inc | Energy | 7,600 | 238,697 | |||||||
238,697 | ||||||||||
Denmark – 3.3% | ||||||||||
D/S Norden | Transportation | 4,175 | 404,084 | |||||||
H. Lundbeck A/S | Pharma, Biotech & Life Sciences | 22,900 | 580,825 | |||||||
Novo Nordisk A/S-B | Pharma, Biotech & Life Sciences | 16,450 | 1,043,274 | |||||||
Vestas Wind Systems A/S (a) | Capital Goods | 8,775 | 1,144,683 | |||||||
3,172,866 | ||||||||||
Finland – 1.3% | ||||||||||
Nokian Renkaat Oyj | Automobiles & Components | 5,412 | 233,090 | |||||||
Outokumpu Oyj | Materials | 30,111 | 701,300 | |||||||
TietoEnator Oyj | Software & Services | 17,255 | 351,037 | |||||||
1,285,427 | ||||||||||
France – 19.4% | ||||||||||
ArcelorMittal | Materials | 11,268 | 997,051 | |||||||
BNP Paribas | Banks | 23,573 | 2,324,476 | |||||||
Casino Guichard Perrachon | Food & Staples Retailing | 2,748 | 274,239 | |||||||
France Telecom SA | Telecommunication Services | 105,959 | 3,351,188 | |||||||
Gdf Suez | Utilities | 11,315 | 708,312 | |||||||
Lafarge SA | Materials | 6,394 | 870,093 | |||||||
Natixis | Banks | 46,834 | 378,781 | |||||||
Peugeot SA | Automobiles & Components | 15,181 | 741,421 | |||||||
Renault SA | Automobiles & Components | 3,606 | 299,417 | |||||||
Sanofi-Aventis | Pharma, Biotech & Life Sciences | 43,477 | 3,052,595 | |||||||
Schneider Electric SA | Capital Goods | 4,100 | 454,105 | |||||||
SCOR SE | Insurance | 8,242 | 195,471 | |||||||
Ste Des Ciments Francais-A | Materials | 3,576 | 496,754 | |||||||
Valeo | Automobiles & Components | 8,245 | 266,487 | |||||||
Vallourec | Capital Goods | 2,855 | 850,319 | |||||||
Vivendi SA | Media | 89,366 | 3,737,400 | |||||||
18,998,109 | ||||||||||
Germany – 8.9% | ||||||||||
Adidas AG | Consumer Durables & Apparel | 2,437 | 149,229 | |||||||
Allianz SE-Reg | Insurance | 7,201 | 1,221,366 | |||||||
Deutsche Lufthansa – Reg | Transportation | 76,956 | 1,765,993 | |||||||
Deutsche Post AG-Reg | Transportation | 11,734 | 275,425 | |||||||
Deutsche Telekom AG -Reg | Telecommunication Services | 54,261 | 940,800 | |||||||
Epcos AG | Technology Hardware & Equipment | 26,372 | 728,245 | |||||||
Henkel KGaA-Vorzug | Household & Personal Products | 26,194 | 1,045,263 |
11
Domini European Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Germany (Continued) | ||||||||||
Muenchener Rueckver AG -Reg | Insurance | 11,527 | $ | 1,913,912 | ||||||
Salzgitter AG | Materials | 3,768 | 614,900 | |||||||
8,655,133 | ||||||||||
Greece – 0.4% | ||||||||||
Public Power Corp | Utilities | 13,408 | 414,498 | |||||||
414,498 | ||||||||||
Ireland – 2.0% | ||||||||||
Anglo Irish Bank PLC | Banks | 80,825 | 642,065 | |||||||
CRH PLC | Materials | 8,257 | 218,648 | |||||||
Irish Life & Permanent PLC | Insurance | 23,550 | 188,886 | |||||||
Kerry Group PLC-A | Food & Beverage | 32,336 | 896,068 | |||||||
1,945,667 | ||||||||||
Italy – 1.9% | ||||||||||
Banca Popolare Emilia Romagna | Banks | 13,928 | 234,239 | |||||||
Fiat SpA | Automobiles & Components | 64,878 | 1,110,394 | |||||||
Pirelli & Co. | Automobiles & Components | 678,696 | 421,269 | |||||||
Terna SpA | Utilities | 32,627 | 135,441 | |||||||
1,901,343 | ||||||||||
Japan – 1.1% | ||||||||||
Nippon Mining Holdings Inc | Energy | 54,500 | 327,742 | |||||||
Toyo Seikan Kaisha Limited | Materials | 40,900 | 737,580 | |||||||
1,065,322 | ||||||||||
Netherlands – 7.5% | ||||||||||
Akzo Nobel | Materials | 5,122 | 292,977 | |||||||
Corporate Express | Commercial Services & Supplies | 10,034 | 142,719 | |||||||
ING Groep NV-CVA | Diversified Financials | 64,976 | 2,119,368 | |||||||
Koninklijke Ahold NV | Food & Staples Retailing | 72,012 | 819,559 | |||||||
Koninklijke DSM NV | Materials | 45,131 | 2,739,116 | |||||||
OCE NV | Technology Hardware & Equipment | 21,953 | 208,616 | |||||||
Randstad Holding NV | Commercial Services & Supplies | 6,259 | 176,970 | |||||||
SNS Reaal | Diversified Financials | 49,704 | 832,060 | |||||||
7,331,385 | ||||||||||
Norway – 4.6% | ||||||||||
StatoilHydro ASA | Energy | 138,374 | 4,474,135 | |||||||
4,474,135 | ||||||||||
Spain – 5.2% | ||||||||||
Banco Santander Sa | Banks | 139,141 | 2,709,342 | |||||||
Telefonica SA | Telecommunication Services | 90,601 | 2,351,483 | |||||||
5,060,825 | ||||||||||
Sweden – 2.6% | ||||||||||
Atlas Copco – B Shs | Capital Goods | 13,400 | 188,267 | |||||||
Ericsson LM-B Shs | Technology Hardware & Equipment | 50,400 | 529,106 | |||||||
Industrivarden AB-C Shs | Diversified Financials | 14,900 | 190,537 | |||||||
Investor AB-B Shs | Diversified Financials | 64,200 | 1,397,376 | |||||||
Nordea AB | Banks | 19,623 | 278,225 | |||||||
2,583,511 | ||||||||||
Switzerland – 9.0% | ||||||||||
Clariant AG Regular | Materials | 18,456 | 182,485 | |||||||
Holcim Ltd – Reg | Materials | 11,206 | 795,292 | |||||||
Kuoni Reisen Hldg-Reg | Consumer Services | 378 | 163,442 |
12
Domini European Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Switzerland (Continued) | ||||||||||
Lonza AG-Reg | Pharma, Biotech & Life Sciences | 4,706 | $ | 681,720 | ||||||
Novartis AG -Reg Shs | Pharma, Biotech & Life Sciences | 51,901 | 3,079,374 | |||||||
Roche Holding AG | Pharma, Biotech & Life Sciences | 11,915 | 2,200,177 | |||||||
Swiss Life Holdings AG (a) | Insurance | 1,375 | 353,319 | |||||||
Swiss Re-Reg | Insurance | 22,078 | 1,372,163 | |||||||
8,827,972 | ||||||||||
United Kingdom – 27.0% | ||||||||||
3i Group PLC | Diversified Financials | 51,536 | 915,528 | |||||||
Aggreko PLC | Commercial Services & Supplies | 15,192 | 212,548 | |||||||
Associated British Foods PLC | Food & Beverage | 26,465 | 373,974 | |||||||
Aviva PLC | Insurance | 125,640 | 1,246,007 | |||||||
Barclays PLC | Banks | 115,036 | 780,645 | |||||||
BG Group PLC | Energy | 186,869 | 4,220,605 | |||||||
Centrica Ord Gbp | Utilities | 118,381 | 734,569 | |||||||
Compass Group PLC | Consumer Services | 117,044 | 843,315 | |||||||
Cookson Group New | Capital Goods | 51,090 | 625,628 | |||||||
Drax Group PLC | Utilities | 101,359 | 1,449,664 | |||||||
GlaxoSmithKline PLC | Pharma, Biotech & Life Sciences | 68,834 | 1,603,514 | |||||||
HBOS PLC | Banks | 47,054 | 268,347 | |||||||
HMV Group PLC | Retailing | 62,508 | 148,534 | |||||||
Home Retail Group | Retailing | 113,051 | 483,169 | |||||||
HSBC Holdings PLC | Banks | 144,043 | 2,380,659 | |||||||
ICAP PLC | Diversified Financials | 58,797 | 579,667 | |||||||
Lloyds TSB Group PLC | Banks | 63,152 | 368,015 | |||||||
Man Group PLC | Diversified Financials | 14,754 | 178,102 | |||||||
Morrison (Wm.) Supermarkets | Food & Staples Retailing | 203,461 | 1,037,235 | |||||||
Old Mutual PLC | Insurance | 288,343 | 549,932 | |||||||
Royal Bank of Scotland Group | Banks | 448,417 | 1,859,329 | |||||||
Segro PLC | Real Estate | 60,425 | 487,019 | |||||||
Stagecoach Group Ordinary | Transportation | 98,254 | 550,818 | |||||||
Standard Chartered PLC | Banks | 18,529 | 563,780 | |||||||
Trinity Mirror PLC | Media | 76,872 | 130,521 | |||||||
Unilever PLC | Food & Beverage | 16,024 | 439,053 | |||||||
Vodafone Group PLC | Telecommunication Services | 1,176,812 | 3,150,480 | |||||||
Yell Group PLC | Media | 128,790 | 177,944 | |||||||
26,358,601 | ||||||||||
United States – 0.9% | ||||||||||
Apache Corporation | Energy | 4,400 | 493,548 | |||||||
United States Steel Corp | Materials | 2,700 | 432,972 | |||||||
926,520 | ||||||||||
Total Common Stock (Cost $105,742,279) | 96,304,438 | |||||||||
13
Domini European Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Repurchase Agreement – 0.2% | ||||||||||
State Street Bank & Trust, dated 07/31/08, 0.90% due 08/01/08, maturity amount $162,003 (collateralized by U.S. Government Agency Mortgage Securities, Federal Home Loan Banks, 2.606%, 01/23/09, market value $169,786) | Repurchase Agreement | 161,998 | $ | 161,998 | ||||||
Total Repurchase Agreement (Cost $161,998) | 161,998 | |||||||||
Total Investments — 98.7% (Cost $105,904,277) (b) | 96,466,436 | |||||||||
Other Assets, less liabilities — 1.3% | 1,303,104 | |||||||||
Net Assets — 100.0% | $ | 97,769,540 | ||||||||
(a) | Non-income producing security. | |
(b) | The aggregate cost for federal income tax purposes is $107,646,786. The aggregate gross unrealized appreciation is $2,636,201 and the aggregate gross unrealized depreciation is $13,816,551, resulting in net unrealized depreciation of $11,180,350. |
As of the date of this report, foreign securities were fair valued by an independent pricing service under the direction of the Board of Trustees or its delegates in accordance with the Trust’s Valuation and Pricing Policies and Procedures.
SEE NOTES TO THE FINANCIAL STATEMENTS
14
Domini PacAsia Social Equity Trust
PERFORMANCE COMMENTARY
For the year ended July 31, 2008, the Fund declined −15.06%, lagging the MSCI All Country Asia Pacific index, which returned −13.05%.
The Fund’s relative performance was helped by its stock selection in the consumer discretionary and industrials sectors, and by its overweighting to telecommunications services. The Fund was hurt by stock selection among financial and materials companies, and by its underweighting to the consumer staples sector. The Fund was also helped by its overweighting to Hong Kong and was hurt by its underweighting to China.
Among the companies held in the Fund’s portfolio during the quarter, the Fund’s relative performance was helped the most by the following companies:
• | The Japanese telecommunications provider Nippon Telephone & Telegraph, whose mobile communications services were especially profitable | |
• | The Australian company BlueScope Steel, which enjoyed strong domestic and international demand for steel | |
• | The Singaporean motor vehicle company Jardine Cycle & Carriage, which experienced increased demand for vehicles and higher prices for palm oil, which the company also produces |
The Fund’s relative performance was hurt the most by the following three Japanese companies:
• | The financial company Orix, which was hurt by a sharp downturn in Japan’s real estate industry | |
• | The bank Chuo Mitsui Trust Holdings, which experienced significant costs in the fourth quarter of 2007 due to nonperforming loans | |
• | The marine transportation company Kawasaki Kisen, whose container ship business was hurt by the increase in fuel prices and weak freight rates for European routes |
15
The table and bar chart below provide information as of July 31, 2008, about the ten largest holdings of the Domini PacAsia Social Equity Trust and its portfolio holdings by industry sector and by country:
TEN LARGEST HOLDINGS
% NET | ||
COMPANY | ASSETS | |
Honda Motor | 3.13% | |
Nippon Telegraph & Telephone | 2.98% | |
Seven & I Holdings | 2.14% | |
Orix | 2.07% | |
Toppan Printing | 1.95% | |
Astellas Pharma | 1.90% | |
National Australia Bank | 1.90% | |
Nissan Motor | 1.81% | |
Telecom Corp. of NZ | 1.72% | |
BlueScope Steel | 1.64% | |
PORTFOLIO HOLDINGS BY INDUSTRY SECTOR (% OF NET ASSETS)
* | Other reflects Repurchase Agreements and Other Assets, less liabilities. |
PORTFOLIO HOLDINGS BY COUNTRY (% OF NET ASSETS)
* | Other reflects Indonesia, United States, Philippines, Austria, Canada, Repurchase Agreements and Other Assets, less liabilities. |
The holdings mentioned above are described in the Domini PacAsia Social Equity Trust’s Portfolio of Investments at July 31, 2008, included herein. The composition of the Trust’s portfolio is subject to change.
16 Performance Commentary
AVERAGE ANNUAL TOTAL RETURNS
Domini PacAsia Social | |||||||||||||
Equity Fund (DPAFX) | MSCI AC Asia Pacific | ||||||||||||
As of 6-30-08 | 1 Year | −11.79 | % | −8.43 | % | ||||||||
Since Inception(1) | -4.50 | % | 1.25 | % | |||||||||
As of 7-31-08 | 1 Year | −15.72 | % | −13.05 | % | ||||||||
Since Inception(1) | -6.52 | % | -0.73 | % | |||||||||
COMPARISON OF $10,000 INVESTMENT IN THE
DOMINI PACASIA SOCIAL EQUITY FUND AND MSCI AC ASIA PACIFIC
DOMINI PACASIA SOCIAL EQUITY FUND AND MSCI AC ASIA PACIFIC
Past performance is no guarantee of future results. The Fund’s returns quoted above represent past performance after all expenses. Economic and market conditions change, and both will cause investment return, principal value, and yield to fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. For performance information current to the most recent month-end, call 1-800-582-6757 or visit www.domini.com. A 2.00% redemption fee is charged on sales or exchanges of shares made less than 30 days after the settlement of purchase or acquisition through exchange, with certain exceptions. Performance data quoted above does not reflect the deduction of this fee, which would reduce the performance quoted. See the Fund’s prospectus for further information.
Investing internationally involves special risks, such as currency fluctuations, social and economic instability, differing securities regulations and accounting standards, limited public information, possible changes in taxation, and periods of illiquidity.
The table and the graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return for the Domini PacAsia Social Equity Fund is based on the Fund’s net asset values and assumes all dividends and capital gains were reinvested. An investment in the Fund is not a bank deposit and is not insured. You may lose money. Certain fees payable by the Fund were waived during the period, and the Fund’s average annual total returns would have been lower had these not been waived.
For the period reported in its current prospectus, the Fund’s gross annual operating expenses were estimated to total 3.23% of net assets. Until November 30, 2008, Domini has contractually agreed to waive fees and reimburse expenses to limit the Fund’s expenses, on a per annum basis, to 1.60% of net assets.
The Morgan Stanley Capital International All Country Asia Pacific Index (MSCI AC Asia Pacific) is an unmanaged index of common stocks. Investors cannot invest directly in the MSCI AC Asia Pacific.
The Domini PacAsia Social Equity Trust (“Trust”) is a “master fund” in a master-feeder structure in which other Domini funds seek to achieve their investment objective by investing substantially all of their assets in the Trust. Beneficial interests in the Trust are currently only available to other Domini Funds. The table above shows the average annual total returns and a $10,000 investment compare to the MSCI AC Asia Pacific index for the Domini PacAsia Social Equity Fund, a feeder fund which invests substantially all of its assets in the Trust. The returns of the Trust would differ from the returns of the Domini PacAsia Social Equity Fund because of the lower expenses of the Trust. Shareholders may not currently invest directly in the Trust.
(1) Since December 27, 2006.
This material must be preceded or accompanied by the Fund’s current prospectus. DSIL Investment Services LLC, Distributor. 09/08
Performance Commentary 17
Domini PacAsia Social Equity Trust
PORTFOLIO OF INVESTMENTS
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Common Stock – 98.9% | ||||||||||
Australia – 8.8% | ||||||||||
AGL Energy Ltd | Utilities | 15,228 | $ | 190,232 | ||||||
Amcor Ltd | Materials | 15,024 | 74,879 | |||||||
Babcock & Brown Ltd | Diversified Financials | 10,899 | 65,965 | |||||||
BlueScope Steel Ltd | Materials | 42,846 | 464,973 | |||||||
Boral Limited | Materials | 30,040 | 156,665 | |||||||
Commonwealth Property Office | Real Estate | 94,250 | 119,196 | |||||||
CSR Limited | Capital Goods | 36,000 | 71,083 | |||||||
GPT Group | Real Estate | 35,741 | 50,583 | |||||||
National Australia Bank Ltd | Banks | 23,562 | 540,284 | |||||||
Origin Energy Limited | Energy | 5,885 | 87,315 | |||||||
Suncorp-Metway Limited | Insurance | 33,583 | 419,269 | |||||||
Telstra Corp Ltd | Telecommunication Services | 64,483 | 271,904 | |||||||
2,512,348 | ||||||||||
Austria – 0.2% | ||||||||||
OMV AG | Energy | 903 | 62,197 | |||||||
62,197 | ||||||||||
Canada – 0.1% | ||||||||||
Nexen Inc | Energy | 1,300 | 40,830 | |||||||
40,830 | ||||||||||
China – 1.5% | ||||||||||
Agile Property Holdings Ltd | Real Estate | 40,000 | 37,243 | |||||||
Chaoda Modern Agriculture | Food & Beverage | 106,000 | 122,420 | |||||||
Hopson Development Holdings | Real Estate | 76,000 | 80,294 | |||||||
Shimao Property Holdings Ltd | Real Estate | 33,500 | 41,308 | |||||||
TPV Technology Ltd | Technology Hardware & Equipment | 284,223 | 145,139 | |||||||
426,404 | ||||||||||
Hong Kong – 9.9% | ||||||||||
Chinese Estates Hl | Real Estate | 117,239 | 166,256 | |||||||
Esprit Holdings Ltd | Retailing | 5,000 | 53,198 | |||||||
First Pacific Co | Diversified Financials | 102,389 | 58,526 | |||||||
Great Eagle Holdings Ltd | Real Estate | 60,874 | 174,325 | |||||||
Guoco Group Ltd | Diversified Financials | 5,000 | 52,337 | |||||||
Hang Lung Group Ltd | Real Estate | 29,665 | 131,556 | |||||||
Hang Seng Bank Ltd | Banks | 2,500 | 48,923 | |||||||
Henderson Land Development | Real Estate | 22,142 | 137,045 | |||||||
Hongkong Land Holdings Ltd | Real Estate | 42,000 | 173,460 | |||||||
Hopewell Highway Infrastruct | Transportation | 57,500 | 44,033 | |||||||
Hopewell Holdings | Real Estate | 11,000 | 39,457 | |||||||
Hysan Development Company | Real Estate | 76,191 | 216,598 | |||||||
Jardine Matheson Hldgs Ltd | Capital Goods | 5,593 | 176,739 | |||||||
Jardine Strategic Holdings Ltd | Capital Goods | 9,859 | 169,575 | |||||||
MTR Corporation | Transportation | 59,500 | 193,090 | |||||||
New World Development | Real Estate | 26,000 | 48,467 | |||||||
Sun Hung Kai Properties | Real Estate | 13,000 | 192,785 | |||||||
Swire Pacific Ltd ’A’ | Real Estate | 39,664 | 423,615 | |||||||
Wharf Holdings Ltd | Real Estate | 24,675 | 109,050 | |||||||
Wheelock & Co Ltd | Real Estate | 75,418 | 204,095 | |||||||
2,813,130 | ||||||||||
18
Domini PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
India – 3.4% | ||||||||||
Hero Honda Motors Limited (a) | Automobiles & Components | 7,379 | $ | 138,330 | ||||||
Punjab National Bank | Banks | 22,117 | 231,963 | |||||||
Satyam Computer Services Ltd | Software & Services | 11,970 | 106,259 | |||||||
State Bank of India | Banks | 7,826 | 258,494 | |||||||
Sun Pharmaceutical Indus Ltd (a) | Pharma, Biotech & Life Sciences | 7,118 | 234,411 | |||||||
969,457 | ||||||||||
Indonesia – 0.4% | ||||||||||
Bank Rakyat Indonesia | Banks | 73,500 | 48,723 | |||||||
Perusahaan Gas Negara Pt | Utilities | 51,000 | 67,716 | |||||||
116,439 | ||||||||||
Japan – 48.6% | ||||||||||
Alps Electric Co Ltd | Technology Hardware & Equipment | 4,300 | 44,135 | |||||||
Amada Co Ltd | Capital Goods | 33,220 | 226,484 | |||||||
Aoyama Trading Co Ltd | Retailing | 9,900 | 174,491 | |||||||
Asahi Kasei Corporation | Materials | 66,640 | 340,524 | |||||||
Astellas Pharma Inc | Pharma, Biotech & Life Sciences | 12,484 | 540,303 | |||||||
Brother Industries Ltd | Technology Hardware & Equipment | 8,800 | 110,700 | |||||||
Central Japan Railway Co | Transportation | 10 | 101,523 | |||||||
Chuo Mitsui Trust Holdings Inc | Banks | 72,533 | 450,619 | |||||||
Credit Saison Company Ltd | Diversified Financials | 2,100 | 43,989 | |||||||
Dai Nippon Printing Co Ltd | Commercial Services & Supplies | 28,399 | 390,081 | |||||||
Daiwa House Industry Co Ltd | Real Estate | 23,000 | 217,248 | |||||||
Fuji Film Holdings Corp | Technology Hardware & Equipment | 14,357 | 450,451 | |||||||
Fujikura Ltd | Capital Goods | 11,000 | 49,514 | |||||||
Hakuhodo Dy Holdings Inc | Media | 2,230 | 121,051 | |||||||
Hokuhoku Financial Group Inc | Banks | 33,000 | 84,169 | |||||||
Honda Motor Co Ltd | Automobiles & Components | 27,903 | 889,108 | |||||||
Kawasaki Kisen Kaisha Ltd | Transportation | 51,206 | 405,615 | |||||||
Kyocera Corporation | Technology Hardware & Equipment | 5,027 | 432,153 | |||||||
Mazda Motor Corp | Automobiles & Components | 37,000 | 213,193 | |||||||
Mitsui O.S.K. Lines Ltd | Transportation | 35,000 | 452,420 | |||||||
Nintendo Company Ltd | Software & Services | 678 | 328,347 | |||||||
Nippon Electric Glass Co Ltd | Technology Hardware & Equipment | 13,000 | 190,961 | |||||||
Nippon Express Co Ltd | Transportation | 12,000 | 54,580 | |||||||
Nippon Mining Holdings Inc | Energy | 45,000 | 270,613 | |||||||
Nippon Sheet Glass Co Ltd | Capital Goods | 33,000 | 134,129 | |||||||
Nippon Shokubai Co Ltd | Materials | 8,000 | 55,116 | |||||||
Nippon Telegraph & Telephone | Telecommunication Services | 167 | 846,890 | |||||||
Nissan Motor Company Ltd | Automobiles & Components | 67,000 | 514,830 | |||||||
Nisshin Steel Co Ltd | Materials | 105,000 | 324,403 | |||||||
Nitto Denko Corporation | Materials | 6,600 | 188,604 | |||||||
Nomura Holdings Inc | Diversified Financials | 15,800 | 227,592 | |||||||
NTT Data Corporation | Software & Services | 17 | 69,924 | |||||||
Orix Corporation | Diversified Financials | 3,893 | 588,307 | |||||||
Ricoh Company Limited | Technology Hardware & Equipment | 19,503 | 316,124 | |||||||
Rohm Company Limited | Semiconductors & Semiconductor Equipment | 2,900 | 165,287 | |||||||
Seiko Epson Corp | Technology Hardware & Equipment | 8,210 | 221,132 | |||||||
Seino Holdings Co Ltd | Transportation | 34,800 | 205,641 | |||||||
Seven & I Holdings Co Ltd | Food & Staples Retailing | 19,900 | 607,457 | |||||||
Shinko Securities Co Ltd | Diversified Financials | 28,000 | 91,361 | |||||||
Sony Corporation | Consumer Durables & Apparel | 10,478 | 395,494 | |||||||
Sumitomo Trust & Bkg | Banks | 35,874 | 246,563 | |||||||
Taiyo Yuden Company Limited | Technology Hardware & Equipment | 7,000 | 70,634 | |||||||
Takeda Pharmaceutical Co Ltd | Pharma, Biotech & Life Sciences | 4,600 | 243,782 |
19
Domini PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Japan (Continued) | ||||||||||
TDK Corp | Technology Hardware & Equipment | 4,200 | $ | 250,620 | ||||||
Tokyo Gas Co Ltd | Utilities | 50,000 | 201,020 | |||||||
Tokyo Steel Mfg Co Ltd | Materials | 21,300 | 237,692 | |||||||
Toppan Printing Company Ltd | Commercial Services & Supplies | 53,606 | 555,014 | |||||||
Tosoh Corporation | Materials | 27,000 | 116,511 | |||||||
Toyo Seikan Kaisha Limited | Materials | 19,587 | 353,227 | |||||||
13,809,626 | ||||||||||
Malaysia – 2.0% | ||||||||||
PPB Group Behard | Food & Beverage | 14,500 | 41,217 | |||||||
Telekom Malaysia BHD | Telecommunication Services | 57,600 | 60,571 | |||||||
Tenaga Nasional BHD | Utilities | 43,956 | 112,768 | |||||||
TM International SDN BHD (a) | Telecommunication Services | 104,000 | 202,826 | |||||||
YTL Corporation Berhad | Utilities | 71,840 | 144,999 | |||||||
562,381 | ||||||||||
New Zealand – 2.8% | ||||||||||
Kiwi Income Property Trust | Real Estate | 171,013 | 141,473 | |||||||
Telecom Corp of New Zealand | Telecommunication Services | 176,217 | 488,117 | |||||||
Vector Ltd | Utilities | 100,805 | 160,653 | |||||||
790,243 | ||||||||||
Norway – 0.9% | ||||||||||
StatoilHydro ASA | Energy | 7,950 | 257,052 | |||||||
257,052 | ||||||||||
Philippines – 0.3% | ||||||||||
Globe Telecom Inc | Telecommunication Services | 2,897 | 73,838 | |||||||
73,838 | ||||||||||
Singapore – 3.1% | ||||||||||
CapitaCommercial Trust | Real Estate | 134,000 | 186,515 | |||||||
DBS Group Holdings Ltd. | Banks | 20,606 | 286,427 | |||||||
Jardine Cycle & Carriage Ltd | Retailing | 22,662 | 285,986 | |||||||
Singapore Land Ltd | Real Estate | 9,000 | 42,073 | |||||||
Suntec Reit | Real Estate | 72,000 | 81,108 | |||||||
882,109 | ||||||||||
South Korea – 8.1% | ||||||||||
Daegu Bank | Banks | 3,280 | 40,694 | |||||||
GS Engineering & Construction | Capital Goods | 550 | 54,479 | |||||||
GS Holdings Corp | Energy | 5,139 | 190,557 | |||||||
Hynix Semiconductor Inc (a) | Semiconductors & Semiconductor Equipment | 3,810 | 80,832 | |||||||
Industrial Bank of Korea | Banks | 8,835 | 136,562 | |||||||
Kookmin Bank | Banks | 1,755 | 99,520 | |||||||
Korea Zinc Co Ltd | Materials | 1,319 | 180,544 | |||||||
KT Corp | Telecommunication Services | 6,803 | 280,335 | |||||||
LG Electronics Inc | Consumer Durables & Apparel | 3,813 | 389,549 | |||||||
LG International | Capital Goods | 2,080 | 47,702 | |||||||
LG Philips LCD Co Ltd | Technology Hardware & Equipment | 9,900 | 291,769 | |||||||
LG Telecom Ltd | Telecommunication Services | 15,570 | 134,094 | |||||||
Pacific Corp | Household & Personal Products | 699 | 86,438 | |||||||
Pusan Bank | Banks | 3,670 | 44,559 | |||||||
Shinhan Financial Group Ltd | Banks | 2,123 | 98,944 | |||||||
Woori Finance Holdings Co | Banks | 4,410 | 62,223 | |||||||
Woori Investment & Securities | Diversified Financials | 4,450 | 87,880 | |||||||
2,306,681 | ||||||||||
20
Domini PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Taiwan – 7.1% | ||||||||||
Acer Inc | Technology Hardware & Equipment | 37,555 | $ | 76,677 | ||||||
Asustek Computer Inc | Technology Hardware & Equipment | 67,492 | 175,669 | |||||||
Au Optronics Corp | Technology Hardware & Equipment | 316,603 | 354,527 | |||||||
Chi Mei Optoelectronics Corp | Technology Hardware & Equipment | 257,838 | 216,953 | |||||||
China Steel Corp | Materials | 200,040 | 284,941 | |||||||
Chunghwa Picture Tubes Ltd (a) | Technology Hardware & Equipment | 872,000 | 198,035 | |||||||
Chunghwa Telecom Co Ltd | Telecommunication Services | 25,475 | 64,480 | |||||||
First Financial Holding Co | Banks | 103,000 | 86,187 | |||||||
HTC Corp | Technology Hardware & Equipment | 8,650 | 135,751 | |||||||
Qisda Corp | Technology Hardware & Equipment | 79,920 | 42,758 | |||||||
Quanta Computer Inc | Technology Hardware & Equipment | 133,900 | 190,017 | |||||||
Siliconware Precision Inds | Semiconductors & Semiconductor Equipment | 371 | 485 | |||||||
Taiwan Cooperative Bank (a) | Banks | 222,143 | 189,092 | |||||||
2,015,572 | ||||||||||
Thailand – 0.8% | ||||||||||
Bangkok Bank Pub Co — For Reg | Banks | 66,718 | 219,762 | |||||||
219,762 | ||||||||||
United Kingdom – 0.5% | ||||||||||
BG Group PLC | Energy | 5,974 | 134,928 | |||||||
134,928 | ||||||||||
United States – 0.4% | ||||||||||
Apache Corporation | Energy | 1,000 | 112,170 | |||||||
112,170 | ||||||||||
Total Common Stock (Cost $31,025,717) | 28,105,167 | |||||||||
Repurchase Agreement – 0.9% | ||||||||||
State Street Bank & Trust, dated 07/31/08, 0.90% due 08/01/08, maturity amount $265,369 (collateralized by U.S. Government Agency Mortgage Securities, Federal Home Loan Banks, 2.606%, 01/23/09, market value $274,654) | Repurchase Agreement | 265,362 | 265,362 | |||||||
Total Repurchase Agreement (Cost $265,362) | 265,362 | |||||||||
Total Investments — 99.8% (Cost $31,291,079) (b) | 28,370,529 | |||||||||
Other Assets, less liabilities — 0.2% | 45,550 | |||||||||
Net Assets — 100.0% | $ | 28,416,079 | ||||||||
(a) | Non-income producing security. | |
(b) | The aggregate cost for federal income tax purposes is $31,585,199. The aggregate gross unrealized appreciation is $827,874 and the aggregate gross unrealized depreciation is $4,042,544, resulting in net unrealized depreciation of $3,214,670. |
As of the date of this report, foreign securities were fair valued by an independent pricing service under the direction of the Board of Trustees or its delegates in accordance with the Trust’s Valuation and Pricing Policies and Procedures.
SEE NOTES TO FINANCIAL STATEMENTS
21
Domini European PacAsia Social Equity Trust
PERFORMANCE COMMENTARY
For the year ended July 31, 2008, the Fund declined −15.78%, lagging the MSCI EAFE index, which returned −11.73%.
The Fund benefited from positive stock selection in telecommunications and industrials, and in the healthcare sector, where the Fund’s overweighting was also a positive factor. The Fund was hurt by stock selection in the consumer discretionary, materials, and financial sectors.
Among the companies held in the Fund’s portfolio during the quarter, the Fund’s relative performance was helped the most by the following:
• | France Telecom, whose domestic wireline and wireless divisions surprised analysts by their strong performance in the third quarter of 2007 | |
• | The Norwegian materials and energy company Norsk Hydro, which benefited from high prices for aluminum and strong demand from China, although higher prices for energy and raw materials caused the company’s profits to drop in the second quarter of 2008 | |
• | The Swiss healthcare company Lonza, which enjoyed strong growth in sales |
The Fund’s relative performance was hurt the most by the following companies in the portfolio:
• | The British media company Trinity Mirror, which reported a drop in advertising in the second quarter of 2008 | |
• | Royal Bank of Scotland, which was affected by the impact of problems in the U.S. housing market on mortgage-related securities that the company held | |
• | Home Retail Group, which reported in the third quarter of 2007 that sales of outdoor furniture and other products were down due to poor summer weather |
22
The table and bar chart below provide information as of July 31, 2008, about the ten largest holdings of the Domini European PacAsia Social Equity Trust and its portfolio holdings by industry sector and by country:
TEN LARGEST HOLDINGS
% NET | ||
COMPANY | ASSETS | |
BG Group | 2.94% | |
Novartis | 2.55% | |
Sanofi-Aventis | 2.32% | |
France Telecom | 2.21% | |
StatoilHydro | 2.16% | |
Vivendi | 1.94% | |
ING Groep | 1.91% | |
Vodafone Group | 1.87% | |
Deutsche Telekom | 1.79% | |
Banco Santander | 1.72% | |
PORTFOLIO HOLDINGS BY INDUSTRY SECTOR (% OF NET ASSETS)
* Other reflects Repurchase Agreements and Other Liabilities, less assets.
PORTFOLIO HOLDINGS BY COUNTRY (% OF NET ASSETS)
* Other reflects Ireland, New Zealand, Singapore, South Korea, Taiwan, China, Greece, Poland, Russia, Repurchase Agreements, and Other Liabilities, less assets.
The holdings mentioned above are described in the Domini European PacAsia Social Equity Trust’s Portfolio of Investments at July 31, 2008, included herein. The composition of the Trust’s portfolio is subject to change.
Performance Commentary 23
AVERAGE ANNUAL TOTAL RETURNS
Domini European PacAsia | |||||||||||||
Social Equity Fund (DUPFX) | MSCI EAFE | ||||||||||||
As of 6-30-08 | 1 Year | −16.67 | % | −10.15 | % | ||||||||
Since Inception(1) | −7.28 | % | 0.57 | % | |||||||||
As of 7-31-08 | 1 Year | −16.48 | % | −11.73 | % | ||||||||
Since Inception(1) | −8.56 | % | −1.49 | % | |||||||||
COMPARISON OF $10,000 INVESTMENT IN THE
DOMINI EUROPEAN PACASIA SOCIAL EQUITY FUND INVESTOR SHARES AND THE MSCI EAFE
DOMINI EUROPEAN PACASIA SOCIAL EQUITY FUND INVESTOR SHARES AND THE MSCI EAFE
Past performance is no guarantee of future results. The Fund’s returns quoted above represent past performance after all expenses. Economic and market conditions change, and both will cause investment return, principal value, and yield to fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. For performance information current to the most recent month-end, call 1-800-582-6757 or visit www.domini.com. A 2.00% redemption fee is charged on sales or exchanges of shares made less than 30 days after the settlement of purchase or acquisition through exchange, with certain exceptions. Performance data quoted above does not reflect the deduction of this fee, which would reduce the performance quoted. See the Fund’s prospectus for further information.
Investing internationally involves special risks, such as currency fluctuations, social and economic instability, differing securities regulations and accounting standards, limited public information, possible changes in taxation, and periods of illiquidity.
The table and the graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return for the Domini European PacAsia Social Equity Fund is based on the Fund’s net asset values and assumes all dividends and capital gains were reinvested. An investment in the Fund is not a bank deposit and is not insured. You may lose money. Certain fees payable by the Fund were waived during the period, and the Fund’s average annual total returns would have been lower had these not been waived.
For the period reported in its current prospectus, the Fund’s gross annual operating expenses were estimated to total 5.89% of net assets. Until November 30, 2008, Domini has contractually agreed to waive fees and reimburse expenses to limit the Fund’s expenses, on a per annum basis, to 1.60% of net assets.
The Morgan Stanley Capital International Europe Australasia Far East Index (MSCI EAFE) is an unmanaged index of common stocks. Investors cannot invest directly in the MSCI EAFE.
The Domini European PacAsia Social Equity Trust (“Trust”) is a “master fund” in a master-feeder structure in which other Domini funds seek to achieve their investment objective by investing substantially all of their assets in the Trust. Beneficial interests in the Trust are currently only available to other Domini Funds. The table above shows the average annual total returns and a $10,000 investment compare to the MSCI EAFE index for the Domini European PacAsia Social Equity Fund, a feeder fund which invests substantially all of its assets in the Trust. The returns of the Trust would differ from the returns of the Domini European PacAsia Social Equity Fund because of the lower expenses of the Trust. Shareholders may not currently invest directly in the Trust.
(1) Since December 27, 2006.
This material must be preceded or accompanied by the Fund’s current prospectus. DSIL Investment Services LLC, Distributor. 09/08
24 Performance Commentary
Domini European PacAsia Social Equity Trust
PORTFOLIO OF INVESTMENTS
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Common Stock – 99.0% | ||||||||||
Australia – 3.6% | ||||||||||
AGL Energy Ltd | Utilities | 13,864 | $ | 173,191 | ||||||
BlueScope Steel Ltd | Materials | 11,181 | 121,338 | |||||||
Commonwealth Property Office | Real Estate | 54,397 | 68,795 | |||||||
Gpt Group | Real Estate | 43,585 | 61,684 | |||||||
National Australia Bank Ltd | Banks | 9,326 | 213,848 | |||||||
Suncorp-Metway Limited | Insurance | 8,290 | 103,497 | |||||||
Telstra Corp Ltd | Telecommunication Services | 18,821 | 79,362 | |||||||
821,715 | ||||||||||
Austria – 1.5% | ||||||||||
Immoeast AG (a) | Real Estate | 8,363 | 59,874 | |||||||
Immofinanz AG | Real Estate | 9,364 | 84,801 | |||||||
OMV AG | Energy | 2,801 | 192,928 | |||||||
337,603 | ||||||||||
Belgium – 1.5% | ||||||||||
Bekaert NV | Capital Goods | 817 | 124,104 | |||||||
Delhaize Group | Food & Staples Retailing | 660 | 36,239 | |||||||
Dexia | Banks | 1,797 | 24,355 | |||||||
Euronav SA | Energy | 1,511 | 67,826 | |||||||
Fortis | Diversified Financials | 6,080 | 85,420 | |||||||
337,944 | ||||||||||
China – 0.3% | ||||||||||
Hopson Development Holdings | Real Estate | 32,000 | 33,808 | |||||||
TPV Technology Ltd | Technology Hardware & Equipment | 73,775 | 37,673 | |||||||
71,481 | ||||||||||
Denmark – 2.2% | ||||||||||
D/S Norden | Transportation | 900 | 87,108 | |||||||
H. Lundbeck A/S | Pharma, Biotech & Life Sciences | 4,945 | 125,423 | |||||||
Novo Nordisk A/S-B | Pharma, Biotech & Life Sciences | 2,275 | 144,283 | |||||||
Vestas Wind Systems A/S (a) | Capital Goods | 1,100 | 143,493 | |||||||
500,307 | ||||||||||
Finland – 1.6% | ||||||||||
Konecranes Oyj | Capital Goods | 3,385 | 134,515 | |||||||
Nokian Renkaat Oyj | Automobiles & Components | 845 | 36,393 | |||||||
Outokumpu Oyj | Materials | 5,273 | 122,811 | |||||||
TietoEnator Oyj | Software & Services | 3,466 | 70,513 | |||||||
364,232 | ||||||||||
France – 11.0% | ||||||||||
ArcelorMittal | Materials | 1,043 | 92,290 | |||||||
BNP Paribas | Banks | 1,936 | 190,904 | |||||||
Casino Guichard Perrachon | Food & Staples Retailing | 373 | 37,224 | |||||||
Eurazeo | Diversified Financials | 967 | 96,362 | |||||||
France Telecom SA | Telecommunication Services | 15,778 | 499,014 | |||||||
Lafarge SA | Materials | 770 | 104,781 | |||||||
Peugeot SA | Automobiles & Components | 2,467 | 120,485 | |||||||
Sanofi-Aventis | Pharma, Biotech & Life Sciences | 7,457 | 523,569 | |||||||
SCOR SE | Insurance | 2,901 | 68,801 | |||||||
Ste Des Ciments Francais-A | Materials | 616 | 85,571 |
25
Domini European PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
France (Continued) | ||||||||||
Semiconductors & Semiconductor | ||||||||||
STMicroelectronics | Equipment | 6,009 | $ | 66,496 | ||||||
Valeo | Automobiles & Components | 1,662 | 53,718 | |||||||
Vallourec | Capital Goods | 362 | 107,816 | |||||||
Vivendi SA | Media | 10,467 | 437,742 | |||||||
2,484,773 | ||||||||||
Germany – 7.2% | ||||||||||
Adidas AG | Consumer Durables & Apparel | 1,056 | 64,664 | |||||||
Allianz SE-Reg | Insurance | 1,154 | 195,731 | |||||||
Bayerische Hypo-und Vereinsb | Banks | 577 | 36,700 | |||||||
Deutsche Lufthansa — Reg | Transportation | 9,431 | 216,423 | |||||||
Deutsche Telekom AG — Reg | Telecommunication Services | 23,240 | 402,944 | |||||||
Epcos AG | Technology Hardware & Equipment | 5,096 | 140,723 | |||||||
Hannover Rueckversicherungs AG | Insurance | 1,449 | 69,004 | |||||||
Henkel KGaA-Vorzug | Household & Personal Products | 5,597 | 223,346 | |||||||
Muenchener Rueckver AG — Reg | Insurance | 1,329 | 220,664 | |||||||
Salzgitter AG | Materials | 366 | 59,728 | |||||||
1,629,927 | ||||||||||
Greece – 0.3% | ||||||||||
Public Power Corp | Utilities | 2,102 | 64,982 | |||||||
64,982 | ||||||||||
Hong Kong – 3.0% | ||||||||||
Chinese Estates Hl | Real Estate | 40,269 | 57,105 | |||||||
First Pacific Co | Diversified Financials | 56,000 | 32,010 | |||||||
Great Eagle Holdings Ltd | Real Estate | 20,145 | 57,689 | |||||||
Hang Lung Group Ltd | Real Estate | 6,627 | 29,389 | |||||||
Hongkong Land Holdings Ltd | Real Estate | 28,000 | 115,640 | |||||||
Hysan Development Company | Real Estate | 12,000 | 34,114 | |||||||
Jardine Matheson Hldgs Ltd | Capital Goods | 1,514 | 47,842 | |||||||
Jardine Strategic Holdings Ltd | Capital Goods | 2,500 | 43,000 | |||||||
Swire Pacific Ltd ’A’ | Real Estate | 11,334 | 121,048 | |||||||
Wharf Holdings Ltd | Real Estate | 6,970 | 30,804 | |||||||
Wheelock & Co Ltd | Real Estate | 38,250 | 103,512 | |||||||
672,153 | ||||||||||
Ireland – 1.2% | ||||||||||
Anglo Irish Bank PLC | Banks | 14,050 | 111,612 | |||||||
Elan Corporation PLC (a) | Pharma, Biotech & Life Sciences | 1,174 | 23,923 | |||||||
Irish Life & Permanent PLC | Insurance | 5,284 | 42,381 | |||||||
Kerry Group PLC-A | Food & Beverage | 3,351 | 92,860 | |||||||
270,776 | ||||||||||
Italy – 2.5% | ||||||||||
Fiat SpA | Automobiles & Components | 9,923 | 169,833 | |||||||
I.F.I. (Istit Fin) Priv (a) | Diversified Financials | 1,701 | 35,530 | |||||||
Pirelli & Co. | Automobiles & Components | 192,926 | 119,750 | |||||||
Terna SpA | Utilities | 36,425 | 151,207 | |||||||
Tiscali SpA (a) | Software & Services | 12,441 | 30,131 | |||||||
Unipol Gruppo Finsnziario SpA | Insurance | 22,050 | 57,339 | |||||||
563,790 | ||||||||||
26
Domini European PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Japan – 20.5% | ||||||||||
Alps Electric Co Ltd | Technology Hardware & Equipment | 5,500 | $ | 56,452 | ||||||
Amada Co Ltd | Capital Goods | 7,000 | 47,724 | |||||||
Aoyama Trading Co Ltd | Retailing | 5,996 | 105,681 | |||||||
Asahi Kasei Corporation | Materials | 23,000 | 117,528 | |||||||
Astellas Pharma Inc | Pharma, Biotech & Life Sciences | 6,200 | 268,334 | |||||||
Brother Industries Ltd | Technology Hardware & Equipment | 3,300 | 41,513 | |||||||
Central Japan Railway Co | Transportation | 13 | 131,979 | |||||||
Chuo Mitsui Trust Holdings Inc | Banks | 28,194 | 175,158 | |||||||
Dai Nippon Printing Co Ltd | Commercial Services & Supplies | 10,828 | 148,731 | |||||||
Daicel Chemical Industries | Materials | 7,000 | 41,155 | |||||||
Daiwa House Industry Co Ltd | Real Estate | 6,000 | 56,673 | |||||||
Fuji Film Holdings Corp | Technology Hardware & Equipment | 7,205 | 226,057 | |||||||
Hakuhodo Dy Holdings Inc | Media | 1,040 | 56,454 | |||||||
Honda Motor Co Ltd | Automobiles & Components | 9,428 | 300,416 | |||||||
Kawasaki Kisen Kaisha Ltd | Transportation | 12,000 | 95,055 | |||||||
Kyocera Corporation | Technology Hardware & Equipment | 1,179 | 101,354 | |||||||
Mazda Motor Corp | Automobiles & Components | 7,000 | 40,334 | |||||||
Mitsui O.S.K. Lines Ltd | Transportation | 10,000 | 129,263 | |||||||
Nintendo Company Ltd | Software & Services | 167 | 80,876 | |||||||
Nippon Electric Glass Co Ltd | Technology Hardware & Equipment | 5,000 | 73,447 | |||||||
Nippon Mining Holdings Inc | Energy | 8,000 | 48,109 | |||||||
Nippon Telegraph & Telephone | Telecommunication Services | 48 | 243,418 | |||||||
Nissan Motor Company Ltd | Automobiles & Components | 14,300 | 109,882 | |||||||
Nisshin Steel Co Ltd | Materials | 27,000 | 83,418 | |||||||
Nitto Denko Corporation | Materials | 1,800 | 51,438 | |||||||
Orix Corporation | Diversified Financials | 1,000 | 151,119 | |||||||
Ricoh Company Limited | Technology Hardware & Equipment | 6,484 | 105,099 | |||||||
Semiconductors & Semiconductor | ||||||||||
Rohm Company Limited | Equipment | 1,100 | 62,695 | |||||||
Seiko Epson Corp | Technology Hardware & Equipment | 3,601 | 96,991 | |||||||
Seino Holdings Co Ltd | Transportation | 10,801 | 63,826 | |||||||
Seven & I Holdings Co Ltd | Food & Staples Retailing | 8,600 | 262,519 | |||||||
Sony Corporation | Consumer Durables & Apparel | 779 | 29,403 | |||||||
Sumitomo Trust & Bkg | Banks | 11,000 | 75,603 | |||||||
Suzuken Company Limited | Health Care Equipment & Services | 1,800 | 61,752 | |||||||
Taisho Pharmaceutical Co Ltd | Pharma, Biotech & Life Sciences | 4,000 | 82,544 | |||||||
TDK Corp | Technology Hardware & Equipment | 1,500 | 89,507 | |||||||
Tokyo Gas Co Ltd | Utilities | 53,000 | 213,081 | |||||||
Tokyo Steel Mfg Co Ltd | Materials | 9,483 | 105,823 | |||||||
Toppan Printing Company Ltd | Commercial Services & Supplies | 23,154 | 239,727 | |||||||
Tosoh Corporation | Materials | 9,000 | 38,837 | |||||||
Toyo Seikan Kaisha Limited | Materials | 7,061 | 127,336 | |||||||
4,636,311 | ||||||||||
Netherlands – 5.1% | ||||||||||
Akzo Nobel | Materials | 2,851 | 163,077 | |||||||
ING Groep NV-CVA | Diversified Financials | 13,182 | 429,967 | |||||||
Koninklijke Ahold NV | Food & Staples Retailing | 12,340 | 140,440 | |||||||
Koninklijke DSM NV | Materials | 2,962 | 179,771 | |||||||
OCE NV | Technology Hardware & Equipment | 3,294 | 31,302 | |||||||
Randstad Holding NV | Commercial Services & Supplies | 1,125 | 31,809 | |||||||
SNS Reaal | Diversified Financials | 10,990 | 183,976 | |||||||
1,160,342 | ||||||||||
27
Domini European PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
New Zealand – 1.0% | ||||||||||
Kiwi Income Property Trust | Real Estate | 110,346 | $ | 91,285 | ||||||
Telecom Corp of New Zealand | Telecommunication Services | 36,526 | 101,176 | |||||||
Vector Ltd (a) | Utilities | 21,664 | 34,526 | |||||||
226,987 | ||||||||||
Norway – 3.3% | ||||||||||
Hafslund ASA-B Shs | Utilities | 4,500 | 89,390 | |||||||
Norsk Hydro ASA | Materials | 13,150 | 164,092 | |||||||
StatoilHydro ASA | Energy | 15,058 | 486,880 | |||||||
740,362 | ||||||||||
Poland – 0.3% | ||||||||||
Telekomunikacja Polska | Telecommunication Services | 5,331 | 59,161 | |||||||
59,161 | ||||||||||
Russia – 0.1% | ||||||||||
Vimpel-Communications-SP ADR | Telecommunication Services | 1,300 | 32,799 | |||||||
32,799 | ||||||||||
Singapore – 0.8% | ||||||||||
CapitaCommercial Trust | Real Estate | 21,000 | 29,230 | |||||||
DBS Group Holdings Ltd. | Banks | 3,000 | 41,701 | |||||||
Jardine Cycle & Carriage Ltd | Retailing | 8,817 | 111,267 | |||||||
182,198 | ||||||||||
South Korea – 0.6% | ||||||||||
Korea Zinc Co Ltd | Materials | 285 | 39,011 | |||||||
KT Corp | Telecommunication Services | 795 | 32,760 | |||||||
LG Corp | Capital Goods | 494 | 31,550 | |||||||
LG Electronics Inc | Consumer Durables & Apparel | 243 | 24,826 | |||||||
�� | 128,147 | |||||||||
Spain – 3.3% | ||||||||||
Banco Santander SA | Banks | 19,907 | 387,628 | |||||||
Telefonica SA | Telecommunication Services | 13,658 | 354,483 | |||||||
742,111 | ||||||||||
Sweden – 2.0% | ||||||||||
Atlas Copco — B Shs | Capital Goods | 2,000 | 28,099 | |||||||
Industrivarden AB-C Shs | Diversified Financials | 8,100 | 103,581 | |||||||
Investor AB-B Shs | Diversified Financials | 10,400 | 226,366 | |||||||
TeliaSonera AB | Telecommunication Services | 11,500 | 87,586 | |||||||
445,632 | ||||||||||
Switzerland – 6.6% | ||||||||||
Adecco SA-Reg | Commercial Services & Supplies | 817 | 37,398 | |||||||
Clariant AG Regular | Materials | 9,058 | 89,561 | |||||||
Kuoni Reisen Hldg-Reg | Consumer Services | 63 | 27,240 | |||||||
Lonza AG-Reg | Pharma, Biotech & Life Sciences | 1,494 | 216,424 | |||||||
Novartis AG -Reg Shs | Pharma, Biotech & Life Sciences | 9,686 | 574,687 | |||||||
Roche Holding AG | Pharma, Biotech & Life Sciences | 1,142 | 210,877 | |||||||
Schindler Holding — Part Cert | Capital Goods | 491 | 33,506 | |||||||
Swiss Life Holdings AG (a) | Insurance | 332 | 85,311 | |||||||
Swiss Re-Reg | Insurance | 3,296 | 204,849 | |||||||
1,479,853 | ||||||||||
28
Domini European PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Taiwan – 0.4% | ||||||||||
Chi Mei Optoelectronics Corp | Technology Hardware & Equipment | 25,200 | $ | 21,204 | ||||||
Chunghwa Picture Tubes Ltd (a) | Technology Hardware & Equipment | 127,000 | 28,842 | |||||||
Quanta Computer Inc | Technology Hardware & Equipment | 22,660 | 32,157 | |||||||
82,203 | ||||||||||
United Kingdom – 19.1% | ||||||||||
3i Group PLC | Diversified Financials | 9,026 | 160,345 | |||||||
Aggreko PLC | Commercial Services & Supplies | 12,148 | 169,960 | |||||||
Associated British Foods PLC | Food & Beverage | 10,120 | 143,005 | |||||||
Aviva PLC | Insurance | 20,179 | 200,121 | |||||||
BG Group PLC | Energy | 29,362 | 663,167 | |||||||
Bradford and Bingley | Banks | 40,698 | 44,737 | |||||||
Carphone Warehouse Group | Retailing | 6,183 | 23,027 | |||||||
Centrica Ord Gbp | Utilities | 24,817 | 153,993 | |||||||
Cookson Group New | Capital Goods | 3,082 | 37,741 | |||||||
Drax Group PLC | Utilities | 14,959 | 213,948 | |||||||
GlaxoSmithKline PLC | Pharma, Biotech & Life Sciences | 14,624 | 340,672 | |||||||
HMV Group PLC | Retailing | 19,150 | 45,505 | |||||||
Home Retail Group | Retailing | 29,093 | 124,341 | |||||||
HSBC Holdings PLC | Banks | 20,416 | 337,424 | |||||||
ICAP PLC | Diversified Financials | 20,774 | 204,806 | |||||||
Investec PLC | Diversified Financials | 11,498 | 76,417 | |||||||
Lloyds TSB Group PLC | Banks | 8,837 | 51,497 | |||||||
Man Group PLC | Diversified Financials | 3,532 | 42,636 | |||||||
Mondi PLC | Materials | 7,888 | 38,984 | |||||||
Morrison (Wm.) Supermarkets | Food & Staples Retailing | 18,725 | 95,459 | |||||||
Old Mutual PLC | Insurance | 94,600 | 180,422 | |||||||
Royal Bank of Scotland Group | Banks | 58,539 | 242,728 | |||||||
Standard Chartered PLC | Banks | 4,587 | 139,568 | |||||||
Thomas Cook | Consumer Services | 19,687 | 77,977 | |||||||
Vodafone Group PLC | Telecommunication Services | 157,425 | 421,446 | |||||||
WH Smith PLC | Retailing | 7,288 | 51,879 | |||||||
Yell Group PLC | Media | 14,240 | 19,675 | |||||||
4,301,480 | ||||||||||
Total Common Stock (Cost $24,425,552) | 22,337,269 | |||||||||
29
Domini European PacAsia Social Equity Trust / PORTFOLIO OF INVESTMENTS (CONTINUED)
JULY 31, 2008
JULY 31, 2008
COUNTRY/SECURITY | INDUSTRY | SHARES | VALUE | |||||||
Repurchase Agreement – 1.5% | ||||||||||
State Street Bank & Trust, dated 07/31/08, 0.90% due 08/01/08, maturity amount $335,055 (collateralized by U.S. Government Agency Mortgage Securities, Federal Home Loan Banks, 2.606%, 01/23/09, market value $344,565) | Repurchase Agreement | 335,047 | $ | 335,047 | ||||||
Total Repurchase Agreement (Cost $335,047) | 335,047 | |||||||||
Total Investments — 100.5% (Cost $24,760,599) (b) | 22,672,316 | |||||||||
Other Liabilities, less assets — (0.5%) | (113,560 | ) | ||||||||
Net Assets — 100.0% | $ | 22,558,756 | ||||||||
(a) | Non-income producing security. | |
(b) | The aggregate cost for federal income tax purposes is $24,938,976. The aggregate gross unrealized appreciation is $493,539 and the aggregate gross unrealized depreciation is $2,760,199, resulting in net unrealized depreciation of $2,266,660. |
ADR – American Depository Receipt
As of the date of this report, foreign securities were fair valued by an independent pricing service under the direction of the Board of Trustees or its delegates in accordance with the Trust’s Valuation and Pricing Policies and Procedures.
SEE NOTES TO FINANCIAL STATEMENTS
30
DOMINI SOCIAL TRUST
EXPENSE EXAMPLE
As a shareholder of Domini Social Trust, you incur two types of costs:
• | Transaction costs |
• | Ongoing costs, including management fees and other Trust expenses |
This example is intended to help you understand your ongoing costs (in dollars) of investing in the Trust and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested on February 1, 2008, and held through July 31, 2008.
Actual Expenses
The line of the table captioned “Actual Expenses” below provides information about actual account value and actual expenses. You may use the information in this line, together with the amount invested, to estimate the expenses that you paid over the period as follows:
• | Divide your account value by $1,000. |
• | Multiply your result in step 1 by the number in the first line under the heading “Expenses Paid During Period” in the table. |
• | The result equals the estimated expenses you paid on your account during the period. |
Hypothetical Expenses
The second line of the tables below provides information about hypothetical account values and hypothetical expenses based on the Trust’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Trust’s return. The hypothetical account values and expenses may not be used to estimate actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Trust and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical example that appears in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the tables is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
31
Beginning | Ending | Expenses Paid | ||||||||||||||||
Account | Account | During Period | ||||||||||||||||
Value as of | Value as of | 2/1/2008- | ||||||||||||||||
Fund Name | Expenses | 2/1/2008 | 7/31/2008 | 7/31/2008 | ||||||||||||||
Domini Social Equity Trust | Actual Expenses | $1,000.00 | $966.10 | $1.611 | ||||||||||||||
Hypothetical Expenses (5% return before expenses) | $1,000.00 | $1,023.22 | $1.661 | |||||||||||||||
Domini European Social Equity Trust | Actual Expenses | $1,000.00 | $942.00 | $4.682 | ||||||||||||||
Hypothetical Expenses (5% return before expenses) | $1,000.00 | $1,020.04 | $4.872 | |||||||||||||||
Domini PacAsia Social Equity Trust | Actual Expenses | $1,000.00 | $924.00 | $4.023 | ||||||||||||||
Hypothetical Expenses (5% return before expenses) | $1,000.00 | $1,020.69 | $4.223 | |||||||||||||||
Domini European PacAsia Social Equity Trust | Actual Expenses | $1,000.00 | $935.70 | $3.754 | ||||||||||||||
Hypothetical Expenses (5% return before expenses) | $1,000.00 | $1,020.98 | $3.924 | |||||||||||||||
1 | Expenses are equal to the Trust’s annualized expense ratio of 0.33%, multiplied by average account value over the period, multiplied by 182, and divided by 366. |
2 | Expenses are equal to the Trust’s annualized expense ratio of 0.97%, multiplied by average account value over the period, multiplied by 182, and divided by 366. |
3 | Expenses are equal to the Trust’s annualized expense ratio of 0.84%, multiplied by average account value over the period, multiplied by 182, and divided by 366. |
4 | Expenses are equal to the Trust’s annualized expense ratio of 0.78%, multiplied by average account value over the period, multiplied by 182, and divided by 366. |
32 Expense Example
Domini Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
STATEMENTS OF ASSETS AND LIABILITIES
JULY 31, 2008
ASSETS: | ||
Investments at cost | ||
Investments at value | ||
Foreign currency, at value (cost $0, $0, $59,522 and $1,884, respectively) | ||
Receivable for securities sold | ||
Dividend, interest and tax reclaim receivables | ||
Total assets | ||
LIABILITIES: | ||
Payable for securities purchased | ||
Management fee payable | ||
Other accrued expenses | ||
Total liabilities | ||
NET ASSETS APPLICABLE TO INVESTORS’ BENEFICIAL INTERESTS |
34
Domini Social | Domini European | Domini PacAsia | Domini European PacAsia | |||||||||||
Equity Trust | Social Equity Trust | Social Equity Trust | Social Equity Trust | |||||||||||
$ | 938,941,841 | $ | 105,904,277 | $ | 31,291,079 | $ | 24,760,599 | |||||||
$ | 960,432,757 | $ | 96,466,436 | $ | 28,370,529 | $ | 22,672,316 | |||||||
— | — | 59,003 | 1,866 | |||||||||||
— | 1,286,194 | 112,712 | 33,331 | |||||||||||
1,693,644 | 617,904 | 98,667 | 78,529 | |||||||||||
962,126,401 | 98,370,534 | 28,640,911 | 22,786,042 | |||||||||||
— | 413,348 | 200,704 | 212,442 | |||||||||||
242,851 | 62,447 | 18,134 | 14,081 | |||||||||||
98,493 | 125,199 | 5,994 | 763 | |||||||||||
341,344 | 600,994 | 224,832 | 227,286 | |||||||||||
$ | 961,785,057 | $ | 97,769,540 | $ | 28,416,079 | $ | 22,558,756 | |||||||
SEE NOTES TO FINANCIAL STATEMENTS
35
Domini Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED JULY 31, 2008
INVESTMENT INCOME: | ||
Dividends (net of foreign taxes of $100,703, $468,070, $77,852 and $63,795, respectively) | ||
Interest Income | ||
Investment Income | ||
EXPENSES: | ||
Management fee | ||
Custody fees | ||
Professional fees | ||
Trustees fees | ||
Miscellaneous | ||
Shareholder communications | ||
Total expenses | ||
Fees waived and expenses reimbursed | ||
Net expenses | ||
NET INVESTMENT INCOME (LOSS) | ||
REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS AND FOREIGN CURRENCY: | ||
NET REALIZED GAIN (LOSS) FROM: | ||
Investments | ||
Foreign currency | ||
Net realized gain (loss) | ||
NET CHANGES IN UNREALIZED APPRECIATION (DEPRECIATION) ON: | ||
Investments | ||
Translation of assets and liabilities in foreign currencies | ||
Net change in unrealized appreciation (depreciation) | ||
NET REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS AND FOREIGN CURRENCY | ||
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
36
Domini Social | Domini European | Domini PacAsia | Domini European PacAsia | |||||||||||
Equity Trust | Social Equity Trust | Social Equity Trust | Social Equity Trust | |||||||||||
$ | 22,716,598 | $ | 5,907,227 | $ | 881,583 | $ | 782,552 | |||||||
134,030 | 19,324 | 7,745 | 5,670 | |||||||||||
22,850,628 | 5,926,551 | 889,328 | 788,222 | |||||||||||
3,419,090 | 887,383 | 227,068 | 135,203 | |||||||||||
197,209 | 164,472 | 165,251 | 154,677 | |||||||||||
61,255 | 43,595 | 41,779 | 38,079 | |||||||||||
53,128 | 5,394 | 1,339 | 807 | |||||||||||
36,977 | 33,167 | 2,351 | 391 | |||||||||||
24,956 | 17,013 | 14,481 | 14,414 | |||||||||||
3,792,615 | 1,151,024 | 452,269 | 343,571 | |||||||||||
(34,734 | ) | — | (199,434 | ) | (203,141 | ) | ||||||||
3,757,881 | 1,151,024 | 252,835 | 140,430 | |||||||||||
19,092,747 | 4,775,527 | 636,493 | 647,792 | |||||||||||
(59,435,388 | ) | (8,367,255 | ) | (1,540,218 | ) | (2,048,618 | ) | |||||||
3,233 | (10,103 | ) | (83,824 | ) | (71,149 | ) | ||||||||
(59,432,155 | ) | (8,377,358 | ) | (1,624,042 | ) | (2,119,767 | ) | |||||||
(88,406,291 | ) | (19,869,294 | ) | (4,034,354 | ) | (1,775,820 | ) | |||||||
— | 27,282 | (1,684 | ) | 1,611 | ||||||||||
(88,406,291 | ) | (19,842,012 | ) | (4,036,038 | ) | (1,774,209 | ) | |||||||
(147,838,446 | ) | (28,219,370 | ) | (5,660,080 | ) | (3,893,976 | ) | |||||||
$ | (128,745,699 | ) | $ | (23,443,843 | ) | $ | (5,023,587 | ) | $ | (3,246,184 | ) | |||
SEE NOTES TO FINANCIAL STATEMENTS
37
Domini Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
STATEMENTS OF CHANGES IN NET ASSETS
Domini Social Equity Trust | ||||||||
YEAR ENDED | YEAR ENDED | |||||||
JULY 31, 2008 | JULY 31, 2007 | |||||||
INCREASE IN NET ASSETS: | ||||||||
FROM OPERATIONS: | ||||||||
Net investment income (loss) | $ | 19,092,747 | $ | 20,214,279 | ||||
Net realized gain (loss) | (59,432,155 | ) | 363,584,469 | |||||
Net change in unrealized appreciation (depreciation) | (88,406,291 | ) | (171,583,725 | ) | ||||
Net Increase (Decrease) in Net Assets Resulting from Operations | (128,745,699 | ) | 212,215,023 | |||||
TRANSACTIONS IN INVESTORS’ BENEFICIAL INTEREST: | ||||||||
Additions | 134,262,000 | 149,773,706 | ||||||
Reductions | (339,801,806 | ) | (473,539,053 | ) | ||||
Net Increase (Decrease) in Net Assets from Transactions in Investors’ Beneficial Interests | (205,539,806 | ) | (323,765,347 | ) | ||||
Total (Decrease) Increase in Net Assets | (334,285,505 | ) | (111,550,324 | ) | ||||
NET ASSETS: | ||||||||
Beginning of period | 1,296,070,562 | 1,407,620,886 | ||||||
End of period | $ | 961,785,057 | $ | 1,296,070,562 | ||||
38
Domini PacAsia | Domini European PacAsia | |||||||||||||||||||||
Domini European Social Equity Trust | Social Equity Trust | Social Equity Trust | ||||||||||||||||||||
FOR THE PERIOD | FOR THE PERIOD | |||||||||||||||||||||
DECEMBER 27, 2006 | DECEMBER 27, 2006 | |||||||||||||||||||||
(COMMENCEMENT | (COMMENCEMENT | |||||||||||||||||||||
OF OPERATIONS) | OF OPERATIONS) | |||||||||||||||||||||
YEAR ENDED | YEAR ENDED | YEAR ENDED | THROUGH | YEAR ENDED | THROUGH | |||||||||||||||||
JULY 31, 2008 | JULY 31, 2007 | JULY 31, 2008 | JULY 31, 2007 | JULY 31, 2008 | JULY 31, 2007 | |||||||||||||||||
$ | 4,775,527 | $ | 3,975,309 | $ | 636,493 | $ | 147,548 | $ | 647,792 | $ | 232,992 | |||||||||||
(8,377,358 | ) | 10,025,162 | (1,624,042 | ) | 69,376 | (2,119,767 | ) | 59,488 | ||||||||||||||
(19,842,012 | ) | 6,760,180 | (4,036,038 | ) | 1,114,179 | (1,774,209 | ) | (312,841 | ) | |||||||||||||
(23,443,843 | ) | 20,760,651 | (5,023,587 | ) | 1,331,103 | (3,246,184 | ) | (20,361 | ) | |||||||||||||
21,499,029 | 78,695,157 | 11,393,853 | 26,495,325 | 14,940,286 | 14,712,073 | |||||||||||||||||
(33,788,739 | ) | (21,885,599 | ) | (4,960,436 | ) | (820,179 | ) | (3,200,258 | ) | (626,800 | ) | |||||||||||
(12,289,710 | ) | 56,809,558 | 6,433,417 | 25,675,146 | 11,740,028 | 14,085,273 | ||||||||||||||||
(35,733,553 | ) | 77,570,209 | 1,409,830 | 27,006,249 | 8,493,844 | 14,064,912 | ||||||||||||||||
133,503,093 | 55,932,884 | 27,006,249 | — | 14,064,912 | — | |||||||||||||||||
$ | 97,769,540 | $ | 133,503,093 | $ | 28,416,079 | $ | 27,006,249 | $ | 22,558,756 | $ | 14,064,912 | |||||||||||
SEE NOTES TO FINANCIAL STATEMENTS
39
FINANCIAL HIGHLIGHTS
Domini Social Equity Trust
YEAR ENDED JULY 31, | ||||||||||
2008 | 2007 | 2006 | 2005 | 2004 | ||||||
Net assets (in millions) | $962 | $1,296 | $1,408 | $1,612 | $1,527 | |||||
Total return | −11.11% | 16.00% | 1.46% | 11.48% | 12.01% | |||||
Ratio of net investment income (loss) to average net assets (annualized) | 1.68% | 1.44% | 1.48% | 1.92% | 1.25% | |||||
Ratio of expenses to average net assets (annualized) | 0.33%(1) | 0.30%(1)(2) | 0.22%(2) | 0.23%(2) | 0.24%(2) | |||||
Portfolio turnover rate | 70% | 126% | 12% | 9% | 8% |
(1) | Reflects an expense reimbursement and fee waiver by the Manager of 0.00% and 0.01% for the years ended July 31, 2008 and 2007, respectively. Had the Manager not waived its fee and reimbursed expenses, the ratio of expenses to average net assets would have been 0.33% and 0.31% for the years ended July 31, 2008 and 2007, respectively. |
(2) | Ratio of expenses to average net assets does not include indirectly paid expenses. Including indirectly paid expenses, the expense ratios would have been 0.29%, 0.21%, 0.22%, and 0.24%, for the years ended July 31, 2007, 2006, 2005, and 2004, respectively. |
Domini European Social Equity Trust
FOR THE PERIOD | ||||||||||||
OCTOBER 3, 2005 | ||||||||||||
(COMMENCEMENT | ||||||||||||
OF OPERATIONS) | ||||||||||||
YEAR ENDED | YEAR ENDED | THROUGH | ||||||||||
JULY 31, 2008 | JULY 31, 2007 | JULY 31, 2006 | ||||||||||
Net assets (in millions) | $98 | $134 | $56 | |||||||||
Total return | −18.20% | 27.45% | 25.96%* | |||||||||
Ratio of net investment income to average net assets (annualized) | 4.04% | 3.75% | 3.92% | |||||||||
Ratio of expenses to average net assets (annualized) | 0.97% | 0.88%(1)(2) | 0.88%(1)(2) | |||||||||
Portfolio turnover rate | 92% | 88% | 69%* |
* | Not annualized. |
(1) | Reflects an expense reimbursement and fee waiver by the Manager of 0.07% for the year ended July 31, 2007, and 0.47% for the period ended July 31, 2006. Had the Manager not waived its fee, the ratio of expenses to average net assets would have been 0.96% for the year ended July 31, 2007, and 1.35% for the period ended July 31, 2006. |
(2) | Ratio of expenses to average net assets does not include indirectly paid expenses. Including indirectly paid expenses, the expense ratios would have been 0.83% for the year ended July 31, 2007, and 0.77% for the period ended July 31, 2006. |
SEE NOTES TO FINANCIAL STATEMENTS
40
FINANCIAL HIGHLIGHTS
Domini PacAsia Social Equity Trust
FOR THE PERIOD | ||||||||
DECEMBER 27, 2006 | ||||||||
(COMMENCEMENT | ||||||||
OF OPERATIONS) | ||||||||
YEAR ENDED | THROUGH | |||||||
JULY 31, 2008 | JULY 31, 2007 | |||||||
Net assets (in millions) | $28 | $27 | ||||||
Total return | −15.06% | 7.14%* | ||||||
Ratio of net investment income to average net assets (annualized) | 2.10% | 1.30% | ||||||
Ratio of expenses to average net assets (annualized) | 0.84%(1) | 0.89%(1)(2) | ||||||
Portfolio turnover rate | 98% | 41%* |
* | Not annualized |
(1) | Reflects an expense reimbursement and fee waiver of 0.66% for the year ended July 31, 2008, and 1.19% for the period ended July 31, 2007. Had the Manager not waived its fee, the ratio of expenses to average net assets would have been 1.50% for the year ended July 31, 2008, and 2.08% for the period ended July 31, 2007. |
(2) | Ratio of expenses to average net assets does not include indirectly paid expenses. Including indirectly paid expenses, the expense ratio would have been 0.77% for the period ended July 31, 2007. |
Domini European PacAsia Social Equity Trust
FOR THE PERIOD | ||||||||
DECEMBER 27, 2006 | ||||||||
(COMMENCEMENT | ||||||||
OF OPERATIONS) | ||||||||
YEAR ENDED | THROUGH | |||||||
JULY 31, 2008 | JULY 31, 2007 | |||||||
Net assets (in millions) | $23 | $14 | ||||||
Total return | −15.78% | 4.38%* | ||||||
Ratio of net investment income to average net assets (annualized) | 3.59% | 4.82% | ||||||
Ratio of expenses to average net assets (annualized) | 0.78%(1) | 0.86%(1)(2) | ||||||
Portfolio turnover rate | 91% | 46%* |
* | Not annualized. |
(1) | Reflects an expense reimbursement and fee waiver by the Manager of 1.13% for the year ended July 31, 2008, and 1.96% for the period ended July 31, 2007. Had the Manager not waived its fee, the ratio of expenses to average net assets would have been 1.91% for the year ended July 31, 2008, and 3.82% for the period ended July 31, 2007. |
(2) | Ratio of expenses to average net assets does not include indirectly paid expenses. Including indirectly paid expenses, the expense ratio would have been 0.77% for the period ended July 31, 2007. |
SEE NOTES TO FINANCIAL STATEMENTS
41
Domini Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
NOTES TO FINANCIAL STATEMENTS
JULY 31, 2008
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The Domini Social Trust was organized as a trust under the laws of the State of New York on June 7, 1989, and is registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The Domini Social Trust consists of four separate series: Domini Social Equity Trust, Domini European Social Equity Trust, Domini PacAsia Social Equity Trust, and Domini European PacAsia Social Equity Trust (formerly Domini EuroPacific Social Equity Trust) (each a “Trust” and collectively the “Trusts”). The Declaration of Trust permits the Trustees to issue an unlimited number of beneficial interests in the Trusts. Each Trust seeks to provide its shareholders with long-term total return.
The Domini Social Equity Trust was designated as a series of the Domini Social Trust on June 7, 1989, and began investment operations on June 3, 1991. The Trust invests primarily in stocks of U.S. companies that meet Domini’s social and environmental standards.
The Domini European Social Equity Trust was designated as a series of the Domini Social Trust on August 1, 2005, and commenced investment operations on October 3, 2005. The Trust invests primarily in stocks of European companies that meet Domini’s social and environmental standards.
The Domini PacAsia Social Equity Trust was designated as a series of the Domini Social Trust on August 1, 2006, and commenced investment operations on December 27, 2006. The Trust invests primarily in stocks of Asia-Pacific companies that meet Domini’s social and environmental standards.
The Domini European PacAsia Social Equity Trust (formerly Domini EuroPacific Social Equity Trust) was designated as a series of the Domini Social Trust on August 1, 2006, and commenced investment operations on December 27, 2006. The Trust invests primarily in stocks of European and Asia-Pacific companies that meet Domini’s social and environmental standards.
42
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the Trusts’ significant accounting policies.
(A) Valuation of Investments. Securities listed or traded on national securities exchanges are valued at the last sale price reported by the security’s primary exchange or, if there have been no sales that day, at the mean of the current bid and ask price that represents the current value of the security. Securities listed on the NASDAQ National Market System are valued using the NASDAQ Official Closing Price (the “NOCP”). If an NOCP is not available for a security listed on the NASDAQ National Market System, the security will be valued at the last sale price or, if there have been no sales that day, at the mean of the current bid and ask price. Securities for which market quotations are not readily available are valued at fair value as determined in good faith under procedures established by and under the supervision of the Trusts’ Board of Trustees. Securities that are primarily traded on foreign exchanges generally are valued at the closing price of such securities on their respective exchanges, except that if the Trusts’ manager or submanager, as applicable, is of the opinion that such price would result in an inappropriate value for a security, including as a result of an occurrence subsequent to the time a value was so established, then the fair value of those securities may be determined by consideration of other factors (including the use of an independent pricing service) by or under the direction of the Board of Trustees or its delegates.
(B) Repurchase Agreements. The Trusts may enter into repurchase agreements with selected banks or broker-dealers. Each repurchase agreement is recorded at cost, which approximates fair value. The Trusts require that collateral, represented by securities (primarily U.S. government agency securities), in a repurchase transaction be maintained in a segregated account with a custodian bank in a manner sufficient to enable each Trust to obtain those securities in the event of a default of the counterparty. In the event of default or bankruptcy by another party to the repurchase agreement, retention of the collateral may be subject to legal proceedings.
(C) Foreign Currency Translation. Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts on the date of valuation. Purchases and sales of securities, and income and expense items denominated in foreign currencies, are translated into U.S. dollar amounts on the respective dates of such transactions. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar
Notes to Financial Statements 43
equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Board of Trustees.
The Trusts do not separately report the effect of fluctuations in foreign exchange rates from changes in market prices on securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in fair value of assets and liabilities other than investments in securities held at the end of the reporting period, resulting from changes in exchange rates.
(D) Foreign Currency Contracts. When the Trusts purchase or sell foreign securities they may enter into foreign exchange contracts to minimize foreign exchange risk from the trade date to the settlement date of the transactions. A foreign exchange contract is an agreement between two parties to exchange different currencies at an agreed-upon exchange rate on a specified date.
(E) Investment Transactions and Investment Income. Investment transactions are accounted for on trade date. Realized gains and losses from security transactions are determined on the basis of identified cost. Interest income is recorded on an accrual basis. Dividend income, net of any applicable withholding tax, is recorded on the ex-dividend date or for certain foreign securities, when the information becomes available to the Trusts.
(F) Federal Taxes. The Trusts will be treated as partnerships for U.S. federal income tax purposes and are therefore not subject to U.S. federal income tax. As such, investors in the Trusts will be taxed on their share of the applicable Trust’s ordinary income and capital gains. It is intended that the Trusts will be managed in such a way that an investor will be able to satisfy the requirements of the Internal Revenue Code applicable to regulated investment companies.
44 Notes to Financial Statements
2. | TRANSACTIONS WITH AFFILIATES |
(A) Manager. Domini Social Investments LLC (Domini) is registered as an investment advisor under the Investment Advisers Act of 1940. The services provided by Domini consist of investment supervisory services, overall operational support, and administrative services. The administrative services include the provision of general office facilities and supervising the overall administration of the Trusts. For its services under the Management Agreements, Domini receives from each Trust a fee accrued daily and paid monthly at the annual rate below of the respective Trusts’ average daily net assets before any fee waivers:
Domini Social Equity Trust | 0.20% of the first $2 billion of net assets managed, | |
(prior to November 30, 2006) | 0.19% of the next $500 million of net assets managed, and | |
0.18% of net assets managed in excess of $2.5 billion | ||
Domini Social Equity Trust | 0.30% of the first $2 billion of net assets managed, | |
(effective November 30, 2006) | 0.29% of the next $1 billion of net assets managed, and | |
0.28% of net assets managed in excess of $3 billion | ||
Domini European Social Equity Trust, | 0.75% of the first $250 million of net assets managed, | |
Domini PacAsia Social Equity Trust, and | 0.70% of the next $250 million of net assets managed, and | |
Domini European PacAsia Social Equity Trust | 0.65% of net assets managed in excess of $500 million |
For the year ended July 31, 2008, Domini voluntarily waived fees and reimbursed expenses as follows:
FEES | EXPENSES | |||||||
WAIVED | REIMBURSED | |||||||
Domini Social Equity Trust | — | $ | 34,734 | |||||
Domini European Social Equity Trust | — | — | ||||||
Domini PacAsia Social Equity Trust | — | 199,434 | ||||||
Domini European PacAsia Social Equity Trust | — | 203,141 |
(B) Submanager. Wellington Management Company, LLP (Wellington) provides investment submanagement services to the Trusts on a day-to-day basis pursuant to Submanagement Agreements with Domini. Domini pays Wellington from its management fees. Prior to November 30, 2006, SSgA Funds Management, Inc. provided these services to Domini Social Equity Trust.
3. | INVESTMENT TRANSACTIONS |
For the year ended July 31, 2008, cost of purchases and proceeds from sales of investments, other than U.S. government securities and short-term obligations, were as follows:
PURCHASES | SALES | |||||||
Domini Social Equity Trust | $ | 791,141,766 | $ | 978,286,818 | ||||
Domini European Social Equity Trust | 109,158,465 | 116,563,404 | ||||||
Domini PacAsia Social Equity Trust | 36,303,390 | 29,349,359 | ||||||
Domini European PacAsia Social Equity Trust | 28,492,554 | 16,285,583 |
Notes to Financial Statements 45
4. | OTHER ACCOUNTING PRONOUNCEMENTS |
On July 13, 2006, the Financial Accounting Standards Board (FASB) released FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (FIN 48). FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken in the course of preparing the Funds’ tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. Adoption of FIN 48 was required for fiscal years beginning after December 15, 2006, and is to be applied to all open tax years as of the effective date. FIN 48 does not have a material effect on the Funds’ financial statements. As of July 31, 2008, tax years 2005 through 2008 remain subject to examination by the Fund’s major tax jurisdictions, which include the United States of America, the Commonwealth of Massachusetts and New York State.
On September 15, 2006, the FASB issued Statement of Financial Accounting Standards No. 157 (“SFAS No. 157”), “Fair Value Measurements.” The new accounting statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (“GAAP”), and expands disclosures about fair value measurements. SFAS No. 157 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). SFAS No. 157 also stipulates that, as a market-based measurement, fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability, and establishes a fair value hierarchy that distinguishes between (a) market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (b) the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007. As of July 31, 2008, management of the Fund is currently assessing the impact, if any, that will result from adopting SFAS No. 157.
In March 2008, the Financial Accounting Standards Board (“FASB”) issued State of Financial Accounting Standards (“SFAS”) No. 161, “Disclosures about Derivative Instruments and Hedging Activities.” This standard requires enhanced disclosures about derivative and hedging activities, including qualitative disclosures about how and why the Funds use derivative instruments, how these activities are accounted for, and their effect on the Funds’ financial position, financial performance, and cash flows. SFAS No. 161 is effective for financial statements issued for
46 Notes to Financial Statements
fiscal years beginning after November 15, 2008, and interim periods within those fiscal years. At this time, management is evaluating the implications of SFAS No. 161 and its impact on the Funds’ financial statements and related disclosures.
Notes to Financial Statements 47
Report of Independent Registered Public Accounting Firm
The Board of Trustees and Investors
Domini Social Trust:
Domini Social Trust:
We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of Domini Social Equity Trust, Domini European Social Equity Trust, Domini PacAsia Social Equity Trust, and Domini European PacAsia Social Equity Trust (formerly Domini EuroPacific Social Equity Trust) (collectively the “Trusts”), each a series of Domini Social Trust, as of July 31, 2008, and the related statements of operations for the year or period then ended, statements of changes in net assets for each of the years or periods in the two-year period then ended, and financial highlights for each of the years or periods in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Trusts’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with auditing 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 and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of July 31, 2008, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the aforementioned Trusts as of July 31, 2008, the results of their operations for the year or period then ended, and the changes in their net assets for each of the years or periods in the two-year period then ended, and financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
September 23, 2008
48
BOARD OF TRUSTEES’ APPROVAL OF MANAGEMENT AND
SUBMANAGEMENT AGREEMENTS (UNAUDITED)
SUBMANAGEMENT AGREEMENTS (UNAUDITED)
Domini manages the assets of the Domini Social Equity Trust (the “Equity Trust”); the Domini European Social Equity Trust (the “European Trust”) and each of its feeder funds, the Domini European Social Equity Fund and Domini European Social Equity Portfolio (together with the European Trust, the “European Funds”); the Domini PacAsia Social Equity Trust (the “PacAsia Trust”) and each of its feeder funds, the Domini PacAsia Social Equity Fund and the Domini PacAsia Social Equity Portfolio (together, with the PacAsia Trust, the “PacAsia Funds”); the Domini European PacAsia Social Equity Trust (the “European PacAsia Trust”) and each of its feeder funds, the Domini European PacAsia Social Equity Fund and Domini European PacAsia Social Equity Portfolio (together with the European PacAsia Trust, the “European PacAsia Funds”). Wellington Management Company LLP (“Wellington Management”) is the submanager of the Equity Trust, European Trust, PacAsia Trust and European PacAsia Trust. Set forth below is a discussion of the Board of Trustees’ considerations and determinations with respect to the management and submanagement agreements for the Equity Trust, European Funds, PacAsia Funds and the European PacAsia Funds.
* * *
At a meeting held on April 25, 2008, the Trustees approved the continuance of the management and submanagement agreements for the Equity Trust, European Funds, PacAsia Funds and the European PacAsia Funds. In connection with that meeting, the Trustees reviewed extensive information provided by Domini and Wellington Management regarding, among other things: the nature and quality of services provided; legal, regulatory and compliance matters; the fees to be paid to Domini; the fees to be paid by Domini to Wellington Management; comparable fees paid by other funds; and certain other information.
In reaching their determination to approve the above-referenced agreements, the Trustees considered a variety of factors they believed relevant and balanced a number of considerations. The Trustees did not identify any particular information or factor that was all-important or controlling. The primary factors considered and the conclusions reached are described below.
Equity Trust:
Nature, Quality, and Extent of Services Provided. The Trustees noted that pursuant to the Equity Trust’s management agreement, Domini, subject to the direction of the Board, is responsible for providing advice and guidance with respect to the Equity Trust and for managing the investment of the assets of the Equity Trust, which it does by engaging and overseeing the activities of Wellington Management. They considered
49
that under the management agreement, Domini is responsible for applying social and environmental screens to a universe of securities. The Trustees considered the scope and quality of the services provided by Wellington Management, such as the provision of the day-to-day portfolio management of the Equity Trust, including making purchases and sales of socially screened portfolio securities consistent with the Equity Trust’s investment objective and policies.
The Trustees considered the professional experience, tenure and qualifications of the portfolio management team and the other senior personnel at Domini and Wellington Management. They also considered Domini’s capabilities and experience in the development and application of social and environmental standards and its reputation and leadership in the socially responsible investment community. In addition, they considered the compliance policies, procedures and record of Domini and Wellington Management. The Trustees concluded that Domini and Wellington Management had the necessary capabilities, resources, and personnel to continue providing services under the management and submanagement agreements.
Investment Results. The Trustees reviewed information provided to them by Domini regarding the investment returns of the Equity Trust for the 6-month, and 1-, 3- and 5-year periods ended February 29, 2008 and December 31, 2007, as well as cumulative performance from inception through February 29, 2008 and December 31, 2007. They considered the performance of the S&P 500 Index, the benchmark for the Equity Trust for the same period, as well as the performance of the peer group. The Trustees noted that the Equity Trust had underperformed the S&P 500 for the relevant periods. The Trustees noted that the Equity Trust had recently transitioned from an index to an active strategy. The Trustees considered the information provided regarding the submanager’s quantitative model and the short tenure of the current submanager. In light of the foregoing, the Trustees concluded that such performance was sufficient to warrant continuance of the management and submanagement agreements.
Fees and Other Expenses. The Trustees considered the management and submanagement fees paid to Domini and Wellington Management with respect to the Equity Trust. The Trustees considered the fees that each of Domini and Wellington Management charges its other clients with similar investment objectives. The Trustees considered that Domini (and not the Equity Trust) pays Wellington Management from its advisory fee. The Trustees considered that the subadvisory fees Wellington Management receives with respect to the Equity Trust were within the general range of the fees it receives with respect to the management of the assets of its other clients. The Trustees reviewed the total expense ratios of the Equity Trust versus the advisory and administrative fees of similar funds, taking into account the agreed-upon waiver of advisory fees, and such other matters as the Trustees considered relevant in the exercise of their reasonable judgment, including the compensation to be paid. Noting that
50
the total expense ratios of the Equity Trust were slightly higher than the median total expense ratio of a relevant peer group, the Trustees concluded that the management and submanagement fees payable with respect to the Equity Trust were reasonable and supported continuance of the management and submanagement agreements.
Costs of Services Provided and Profitability. The Trustees reviewed information provided to them by Domini concerning the costs borne by and profitability of Domini with respect to the advisory services provided, along with a description of the methodology used by Domini in preparing the profitability information. The Trustees concluded that they were satisfied that Domini’s level of profitability with respect to the Equity Trust was reasonable in view of the nature, quality and extent of services to be provided.
The Trustees also reviewed Wellington Management’s consolidated balance sheet at December 31, 2006 and its pro-forma income statement for the year ended December 31, 2006, which reflected partnership income as if the firm was in corporate form. The pro-forma statement identified the revenues generated by the Equity Trust as a separate item and reflected assumptions and estimates regarding operating expenses. Based on the information provided, the Trustees concluded that they were satisfied that Wellington Management’s level of profitability with respect to the Equity Trust was not excessive in view of the nature, quality and extent of services provided to the Equity Trust.
Economies of Scale. The Trustees also considered whether economies of scale would be realized by Domini and Wellington Management as assets grew and the extent to which economies of scale were reflected in the fees charged under the management and submanagement agreements. The Trustees noted that there were breakpoints in the fees charged under the management and submanagement agreements, and also considered the fee waivers proposed by Domini. They concluded that breakpoints were an effective way to share economies of scale with shareholders and that this was a positive factor in support of approval of the continuance of the management and submanagement agreements.
Other Benefits. The Trustees considered the other benefits that Domini, Wellington Management and their respective affiliates receive from their relationship with the Equity Trust. The Trustees reviewed the character and amount of payments received by Domini and its affiliates in connection with the Equity Trust and the other feeder funds investing in the Equity Trust, including sponsorship fees. The Trustees considered that Domini’s profitability would be lower if the benefits related to distribution fees and sales charges were not received. The Trustees considered the brokerage practices of Domini and Wellington Management, including their use of soft dollar arrangements. The Trustees also considered the intangible benefits that would continue to accrue to Domini, Wellington Management and each of their respective affiliates by virtue of their relationship with Equity Trust and the other Domini funds. The Trustees concluded that the benefits received by
51
Domini, Wellington Management and their respective affiliates were reasonable and supported the approval of the continuance of the management and submanagement agreements.
European Funds:
Nature, Quality, and Extent of Services Provided. The Trustees noted that pursuant to the European Funds’ management agreements, Domini, subject to the direction of the Board, is responsible for providing advice and guidance with respect to each European Fund and for managing the investment of the assets of the European Trust, which it does by engaging and overseeing the activities of Wellington Management. They considered that under the management agreements, Domini is responsible for applying social and environmental screens to a universe of securities. The Trustees considered the scope and quality of the services provided by Wellington Management, such as the provision of the day-to-day portfolio management of the European Trust, including making purchases and sales of socially screened portfolio securities consistent with the European Trust’s investment objective and policies.
The Trustees considered the professional experience, tenure and qualifications of each of the portfolio management teams and the other senior personnel at Domini and Wellington Management. They also considered Domini’s capabilities and experience in the development and application of social and environmental standards and its reputation and leadership in the socially responsible investment community. In addition, they considered the compliance policies, procedures and record of Domini and Wellington Management. The Trustees concluded that Domini and Wellington Management had the necessary capabilities, resources, and personnel to continue providing services under the management and submanagement agreements.
Investment Results. The Trustees reviewed information provided to them by Domini regarding the investment returns of the European Funds for the 6-month and 1-year periods ended February 29, 2008 and December 31, 2007, as well as cumulative performance from inception and through December 31, 2007 and February 29, 2008. They considered the performance of the MSCI Europe Index, the benchmark for the European Funds, and other relevant benchmarks for the same period, as well as the performance of the peer group. The Trustees noted that the European Funds had underperformed the MSCI Europe Index for the relevant periods except since inception. The Trustees considered the information provided regarding the submanager’s quantitative model and the short tenure of the submanager. In light of the foregoing, the Trustees concluded that such performance was sufficient to warrant continuance of the management and submanagement agreements.
Fees and Other Expenses. The Trustees considered the management and submanagement fees paid to Domini and Wellington Management with respect to the European Funds. The Trustees considered the fees that each
52
of Domini and Wellington Management charges its other clients with similar investment objectives. The Trustees considered that Domini (and not the European Trust) pays Wellington Management from its advisory fee. The Trustees considered that the subadvisory fees Wellington Management receives with respect to the European Trust were within the general range of the fees it receives with respect to the management of the assets of its other clients. The Trustees reviewed the total expense ratios of each of the European Funds versus the advisory and administrative fees of similar funds, taking into account the agreed-upon waiver of advisory fees, and such other matters as the Trustees considered relevant in the exercise of their reasonable judgment, including the compensation to be paid. Noting that the total expense ratios of the European Funds were lower than the median total expense ratio of a relevant peer group, the Trustees concluded that the management and submanagement fees payable with respect to the European Funds were reasonable and supported continuance of the management and submanagement agreements.
Costs of Services Provided and Profitability. The Trustees reviewed information provided to them by Domini concerning the costs borne by and profitability of Domini with respect to the advisory services provided, along with a description of the methodology used by Domini in preparing the profitability information. The Trustees concluded that they were satisfied that Domini’s level of profitability with respect to the European Funds was reasonable in view of the nature, quality and extent of services to be provided.
The Trustees also reviewed Wellington Management’s consolidated balance sheet at December 31, 2006 and its pro-forma income statement for the year ended December 31, 2006, which reflected partnership income as if the firm was in corporate form. The pro-forma statement identified the revenues generated by the European Trust as a separate item and reflected assumptions and estimates regarding operating expenses. Based on the information provided, the Trustees concluded that they were satisfied that Wellington Management’s level of profitability with respect to the European Trust was not excessive in view of the nature, quality and extent of services provided to the European Trust.
Economies of Scale. The Trustees also considered whether economies of scale would be realized by Domini and Wellington Management as assets grew and the extent to which economies of scale were reflected in the fees charged under the management and submanagement agreements. The Trustees noted that there were breakpoints in the fees charged under the management and submanagement agreements, and also considered the fee waivers proposed by Domini. They concluded that breakpoints were an effective way to share economies of scale with shareholders and that this was a positive factor in support of approval of the continuance of the management and submanagement agreements.
Other Benefits. The Trustees considered the other benefits that Domini, Wellington Management and their respective affiliates receive from their
53
relationship with the European Funds. The Trustees reviewed the character and amount of payments received by Domini and its affiliates in connection with the European Funds and the other Domini funds. The Trustees considered that Domini’s profitability would be lower if the benefits related to distribution fees and sales charges were not received. The Trustees considered the brokerage practices of Domini and Wellington Management, including their use of soft dollar arrangements. The Trustees also considered the intangible benefits that would continue to accrue to Domini, Wellington Management and each of their respective affiliates by virtue of their relationship with the European Funds and the other Domini funds. The Trustees concluded that the benefits received by Domini, Wellington Management and their respective affiliates were reasonable and supported the approval of the continuance of the management and submanagement agreements.
PacAsia Funds:
Nature, Quality, and Extent of Services Provided. The Trustees noted that pursuant to the PacAsia Funds’ management agreements, Domini, subject to the direction of the Board, is responsible for providing advice and guidance with respect to each PacAsia Fund and for managing the investment of the assets of the PacAsia Trust, which it does by engaging and overseeing the activities of Wellington Management. They considered that under the management agreements, Domini is responsible for applying social and environmental screens to a universe of securities. The Trustees considered the scope and quality of the services provided by Wellington Management, such as the provision of the day-to-day portfolio management of the PacAsia Trust, including making purchases and sales of socially screened portfolio securities consistent with the PacAsia Trust’s investment objective and policies.
The Trustees considered the professional experience, tenure and qualifications of each of the portfolio management teams and the other senior personnel at Domini and Wellington Management. They also considered Domini’s capabilities and experience in the development and application of social and environmental standards and its reputation and leadership in the socially responsible investment community. In addition, they considered the compliance policies, procedures and record of Domini and Wellington Management. The Trustees concluded that Domini and Wellington Management had the necessary capabilities, resources, and personnel to continue providing services under the management and submanagement agreements.
Investment Results. The Trustees reviewed information provided to them by Domini regarding the investment returns of the PacAsia Funds for the 6-month and 1-year periods ended February 29, 2008 and December 31, 2007, as well as cumulative performance from inception and through December 31, 2007 and February 29, 2008. They considered the performance of the MSCI AC Asia Pacific Index, the benchmark for the PacAsia Funds, and other relevant benchmarks for the same period, as
54
well as the performance of the peer group. The Trustees noted that the PacAsia Funds had underperformed the MSCI AC Asia Pacific Index for the relevant periods. The Trustees considered the information provided regarding the submanager’s quantitative model and the short tenure of the submanager. In light of the foregoing, the Trustees concluded that such performance was sufficient to warrant continuance of the management and submanagement agreements.
Fees and Other Expenses. The Trustees considered the management and submanagement fees paid to Domini and Wellington Management with respect to the PacAsia Funds. The Trustees considered the fees that each of Domini and Wellington Management charges its other clients with similar investment objectives. The Trustees considered that Domini (and not the PacAsia Trust) pays Wellington Management from its advisory fee. The Trustees considered that the subadvisory fees Wellington Management receives with respect to the PacAsia Trust were within the general range of the fees it receives with respect to the management of the assets of its other clients. The Trustees reviewed the total expense ratios of each of the PacAsia Funds versus the advisory and administrative fees of similar funds, taking into account the agreed-upon waiver of advisory fees, and such other matters as the Trustees considered relevant in the exercise of their reasonable judgment, including the compensation to be paid. Noting that the total expense ratios of the PacAsia Funds were lower than the median total expense ratio of a relevant peer group, the Trustees concluded that the management and submanagement fees payable with respect to the PacAsia Funds were reasonable and supported continuance of the management and submanagement agreements.
Costs of Services Provided and Profitability. The Trustees reviewed information provided to them by Domini concerning the costs borne by and profitability of Domini with respect to the advisory services provided, along with a description of the methodology used by Domini in preparing the profitability information. The Trustees concluded that they were satisfied that Domini’s level of profitability with respect to the PacAsia Funds was reasonable in view of the nature, quality and extent of services to be provided.
The Trustees also reviewed Wellington Management’s consolidated balance sheet at December 31, 2006 and its pro-forma income statement for the year ended December 31, 2006, which reflected partnership income as if the firm was in corporate form. The pro-forma statement identified the revenues generated by the PacAsia Trust as a separate item and reflected assumptions and estimates regarding operating expenses. Based on the information provided, the Trustees concluded that they were satisfied that Wellington Management’s level of profitability with respect to the PacAsia Trust was not excessive in view of the nature, quality and extent of services provided to the PacAsia Trust.
Economies of Scale. The Trustees also considered whether economies of scale would be realized by Domini and Wellington Management as assets grew and the extent to which economies of scale were reflected in the fees
55
charged under the management and submanagement agreements. The Trustees noted that there were breakpoints in the fees charged under the management and submanagement agreements, and also considered the fee waivers proposed by Domini. They concluded that breakpoints were an effective way to share economies of scale with shareholders and that this was a positive factor in support of approval of the continuance of the management and submanagement agreements.
Other Benefits. The Trustees considered the other benefits that Domini, Wellington Management and their respective affiliates receive from their relationship with the PacAsia Funds. The Trustees reviewed the character and amount of payments received by Domini and its affiliates in connection with the PacAsia Funds and the other Domini funds. The Trustees considered that Domini’s profitability would be lower if the benefits related to distribution fees and sales charges were not received. The Trustees considered the brokerage practices of Domini and Wellington Management, including their use of soft dollar arrangements. The Trustees also considered the intangible benefits that would continue to accrue to Domini, Wellington Management and each of their respective affiliates by virtue of their relationship with PacAsia Funds and the other Domini funds. The Trustees concluded that the benefits received by Domini, Wellington Management and their respective affiliates were reasonable and supported the approval of the continuance of the management and submanagement agreements.
European PacAsia Funds:
Nature, Quality, and Extent of Services Provided. The Trustees noted that pursuant to the European PacAsia Funds’ management agreements, Domini, subject to the direction of the Board, is responsible for providing advice and guidance with respect to each European PacAsia Fund and for managing the investment of the assets of the European PacAsia Trust, which it does by engaging and overseeing the activities of Wellington Management. They considered that under the management agreements, Domini is responsible for applying social and environmental screens to a universe of securities. The Trustees considered the scope and quality of the services provided by Wellington Management, such as the provision of the day-to-day portfolio management of the European PacAsia Trust, including making purchases and sales of socially screened portfolio securities consistent with the European PacAsia Trust’s investment objective and policies.
The Trustees considered the professional experience, tenure and qualifications of each of the portfolio management teams and the other senior personnel at Domini and Wellington Management. They also considered Domini’s capabilities and experience in the development and application of social and environmental standards and its reputation and leadership in the socially responsible investment community. In addition, they considered the compliance policies, procedures and record of Domini and Wellington Management. The Trustees concluded that Domini and
56
Wellington Management had the necessary capabilities, resources, and personnel to continue providing services under the management and submanagement agreements.
Investment Results. The Trustees reviewed information provided to them by Domini regarding the investment returns of the European PacAsia Funds for the 6-month and 1-year periods ended February 29, 2008 and December 31, 2007, as well as cumulative performance from inception and through December 31, 2007 and February 29, 2008. They considered the performance of the MSCI EAFE Index, the benchmark for the European PacAsia Funds, and other relevant benchmarks for the same period, as well as the performance of the peer group. The Trustees noted that the European PacAsia Funds had underperformed the MSCI EAFE Index for the relevant periods. The Trustees considered the information provided regarding the submanager’s quantitative model and the short tenure of the submanager. In light of the foregoing, the Trustees concluded that such performance was sufficient to warrant continuance of the management and submanagement agreements.
Fees and Other Expenses. The Trustees considered the management and submanagement fees paid to Domini and Wellington Management with respect to the European PacAsia Funds. The Trustees considered the fees that each of Domini and Wellington Management charges its other clients with similar investment objectives. The Trustees considered that Domini (and not the European PacAsia Trust) pays Wellington Management from its advisory fee. The Trustees considered that the subadvisory fees Wellington Management receives with respect to the European PacAsia Trust were within the general range of the fees it receives with respect to the management of the assets of its other clients. The Trustees reviewed the total expense ratios of each of the European PacAsia Funds versus the advisory and administrative fees of similar funds, taking into account the agreed-upon waiver of advisory fees, and such other matters as the Trustees considered relevant in the exercise of their reasonable judgment, including the compensation to be paid. Noting that the total expense ratios of the European PacAsia Funds were lower than the median total expense ratio of a relevant peer group, the Trustees concluded that the management and submanagement fees payable with respect to the European PacAsia Funds were reasonable and supported continuance of the management and submanagement agreements.
Costs of Services Provided and Profitability. The Trustees reviewed information provided to them by Domini concerning the costs borne by and profitability of Domini with respect to the advisory services provided, along with a description of the methodology used by Domini in preparing the profitability information. The Trustees concluded that they were satisfied that Domini’s level of profitability with respect to the European PacAsia Funds was reasonable in view of the nature, quality and extent of services to be provided.
The Trustees also reviewed Wellington Management’s consolidated balance sheet at December 31, 2006 and its pro-forma income statement
57
for the year ended December 31, 2006, which reflected partnership income as if the firm was in corporate form. The pro-forma statement identified the revenues generated by the European PacAsia Trust as a separate item and reflected assumptions and estimates regarding operating expenses. Based on the information provided, the Trustees concluded that they were satisfied that Wellington Management’s level of profitability with respect to the European PacAsia Trust was not excessive in view of the nature, quality and extent of services provided to the European PacAsia Trust.
Economies of Scale. The Trustees also considered whether economies of scale would be realized by Domini and Wellington Management as assets grew and the extent to which economies of scale were reflected in the fees charged under the management and submanagement agreements. The Trustees noted that there were breakpoints in the fees charged under the management and submanagement agreements, and also considered the fee waivers proposed by Domini. They concluded that breakpoints were an effective way to share economies of scale with shareholders and that this was a positive factor in support of approval of the continuance of the management and submanagement agreements.
Other Benefits. The Trustees considered the other benefits that Domini, Wellington Management and their respective affiliates receive from their relationship with the European PacAsia Funds. The Trustees reviewed the character and amount of payments received by Domini and its affiliates in connection with the European PacAsia Funds and the other Domini funds. The Trustees considered that Domini’s profitability would be lower if the benefits related to distribution fees and sales charges were not received. The Trustees considered the brokerage practices of Domini and Wellington Management, including their use of soft dollar arrangements. The Trustees also considered the intangible benefits that would continue to accrue to Domini, Wellington Management and each of their respective affiliates by virtue of their relationship with European PacAsia Funds and the other Domini funds. The Trustees concluded that the benefits received by Domini, Wellington Management and their respective affiliates were reasonable and supported the approval of the continuance of the management and submanagement agreements.
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TRUSTEES AND OFFICERS
The following table presents information about each Trustee and each Officer of the Domini Social Trust (the “Master Trust”) as of July 31, 2008. Asterisks indicate that those Trustees and Officers are “interested persons” (as defined in the Investment Company Act of 1940) of the Master Trust. Each Trustee and each Officer of the Master Trust noted as an interested person is interested by virtue of his or her position with Domini Social Investments LLC as described below. Unless otherwise indicated below, the address of each Trustee and each Officer is 536 Broadway, 7th Floor, New York, NY 10012. Neither the Funds nor the Trust holds annual shareholder meetings for the purpose of electing Trustees, and Trustees are not elected for fixed terms. This means that each Trustee will be elected to hold office until his or her successor is elected or until he or she retires, resigns, dies, or is removed from office. No Trustee or Officer is a director of a public company or a registered investment company other than, with respect to the Trustees, the Domini Funds.
Interested Trustee and Officer
Number of Funds | ||||||
Name, Age, | and Portfolios in | |||||
Position(s) Held, | the Domini Family | |||||
and Length of | Principal Occupation(s) During Past 5 Years and | of Funds Overseen | ||||
Time Served | Other Directorships Held | by Trustee | ||||
Amy L. Domini* (58) Chair, Trustee, and President of the Master Trust since 1990 | CEO (since 2002), President (2002-2005), and Manager (since 1997), Domini Social Investments LLC; Manager, DSIL Investment Services LLC (since 1998); Manager, Domini Holdings LLC (holding company) (since 2002); Director, Tom’s of Maine, Inc. (natural care products) (2004); Board Member, Progressive Government Institute (nonprofit education on executive branch of the federal government) (2003-2005); Board Member, Financial Markets Center (nonprofit financial markets research and education resources provider) (2002-2004); Trustee, New England Quarterly (periodical) (since 1998); Trustee, Episcopal Church Pension Fund (1994-2006); Private Trustee, Loring, Wolcott & Coolidge Office (fiduciary) (since 1987); Partners for the Common Good (community development nonprofit) (since 2005) | 14 |
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Disinterested Trustees
Number of Funds | ||||||
Name, Age, | and Portfolios in | |||||
Position(s) Held, | the Domini Family | |||||
and Length of | Principal Occupation(s) During Past 5 Years and | of Funds Overseen | ||||
Time Served | Other Directorships Held | by Trustee | ||||
Julia Elizabeth Harris (60) Trustee of the Master Trust since 1999 | Director and President, Alpha Global Solutions, LLC (agribusiness) (since 2004); Trustee, Fiduciary Trust Company (financial institution) (2001-2005); Executive Vice President, UNC Partners, Inc. (financial management) (since 1990). | 14 | ||||
Kirsten S. Moy (61) Trustee of the Master Trust since 1999 | Board Member, Community Reinvestment Fund (since 2003); Director, Economic Opportunities Program, The Aspen Institute (research and education) (since 2001); Director, NCB Capital Impact (since 2006). | 14 | ||||
William C. Osborn (64) Trustee of the Master Trust since 1997 | Manager, Massachusetts Green Energy Fund Management 1, LLC (venture capital) (since 2004); Manager, Commons Capital Management LLC (venture capital) (since 2000); Director, Porogen, Inc. (biotechnology) (since 2008); Director, Bandgap Engineering, Inc. (renewable energy technology) (since 2008); Director, GreenTech Media, Inc. (online media) (since 2008); Special Partner/Consultant, Arete Corporation (venture capital) (1999-2007); Director, CTP Hydrogen, Inc. (hydrogen generation technology) (since 2005); Director, World Power Technologies, Inc. (power equipment production) (1999-2004); Director, Investors’ Circle (socially responsible investor network) (1999-2004). | 14 | ||||
Karen Paul (63) Trustee of the Master Trust since 1997 | Visiting Professor, Escuela Graduado Administracion Direccion Empresas, Instituto Tecnologico y de Estudios Superiores de Monterrey (2004); Professor, Catholic University of Bolivia (2003); Fulbright Fellow, U.S. Department of State (2003); Partner, Trinity Industrial Technology (1997-2002); Executive Director, Center for Management in the Americas (1997-2002); Professor of Management and International Business, Florida International University (since 1990). | 14 | ||||
Gregory A. Ratliff (48) Trustee of the Master Trust since 1999 | Senior Program Officer, Bill and Melinda Gates Foundation (since 2007); Community Investment Consultant (self-employment) (since 2002). | 14 |
60
Disinterested Trustees (continued)
Number of Funds | ||||||
Name, Age, | and Portfolios in | |||||
Position(s) Held, | the Domini Family | |||||
and Length of | Principal Occupation(s) During Past 5 Years and | of Funds Overseen | ||||
Time Served | Other Directorships Held | by Trustee | ||||
John L. Shields (55) Trustee of the Master Trust since 2004 | Principal, MainStay Consulting Group LLC (management consulting firm) (since 2006); Director, Adverplex, Inc. (technology company) (since 2008); Advisory Board Member, Vestmark, Inc. (software company) (since 2003); CEO, Open Investing, Inc. (investment advisor) (2006-2007); CEO, Harris Insight Funds Trust (mutual funds) (2005-2006); Managing Director, Navigant Consulting, Inc. (management consulting firm) (2004-2006); Managing Principal, Shields Smith & Webber LLC (management consulting firm) (2002-2004). | 14 |
Officers
Number of Funds | ||||||
Name, Age, | and Portfolios in | |||||
Position(s) Held, | the Domini Family | |||||
and Length of | Principal Occupation(s) During Past 5 Years and | of Funds Overseen | ||||
Time Served | Other Directorships Held | by Trustee | ||||
Megan L. Dunphy* (38) Secretary of the Master Trust since 2005 | Mutual Fund Counsel, Domini Social Investments LLC (since 2005); Secretary, Domini Funds (since 2005); Counsel, ING (formerly Aetna Financial Services) (financial services) (1999-2004). | N/A | ||||
Adam M. Kanzer* (42) Chief Legal Officer of the Master Trust since 2003 Vice President of the Master Trust since 2007 | Managing Director (since 2007), General Counsel and Director of Shareholder Advocacy (since 1998) and Chief Compliance Officer (April 2005-May 2005), Domini Social Investments LLC; Chief Legal Officer (since 2003), Chief Compliance Officer (April 2005-July 2005), Vice President (since 2007), Domini Funds. | N/A |
61
Officers (continued)
Number of Funds | ||||
Name, Age, | and Portfolios in | |||
Position(s) Held, | the Domini Family | |||
and Length of | Principal Occupation(s) During Past 5 Years and | of Funds Overseen | ||
Time Served | Other Directorships Held | by Trustee | ||
Carole M. Laible* (44) Treasurer of the Master Trust since 1997 Vice President of the Master Trust since 2007 | President (since 2005), Member (since 2006), Chief Operating Officer (since 2002), and Financial/Compliance Officer (1997-2003), Domini Social Investments LLC; President and CEO (since 2002), Chief Compliance Officer (since 2001), Chief Financial Officer, Secretary, and Treasurer (since 1998), DSIL Investment Services LLC; Treasurer (since 1997), Vice President (since 2007), Domini Funds. | N/A | ||
Douglas Lowe* (52) Assistant Secretary of the Master Trust since 2007 | Senior Compliance Manager and Counsel, Domini Social Investments LLC (since 2006); Assistant Secretary, Domini Funds (since 2007); Executive Director, Morgan Stanley (2002-2005). | N/A | ||
Steven D. Lydenberg* (62) Vice President of the Master Trust since 1990 | Chief Investment Officer (since 2003) and Member (since 1997), Domini Social Investments LLC; Vice President, Domini Funds (since 1990); Director (1990-2003), KLD Research & Analytics, Inc. (social research provider). | N/A | ||
Meaghan T. O’Rourke* (28) Assistant Secretary of the Master Trust since 2007 | Compliance Associate (since 2005), Institutional Client Relationships Associate (2004-2005), Administrative Assistant (2002-2004), Domini Social Investments LLC; Assistant Secretary, Domini Funds (since 2007). | N/A | ||
Christina Povall* (38) Assistant Treasurer of the Master Trust since 2007 | Director of Finance, Domini Social Investments LLC (since 2004); Assistant Treasurer, Domini Funds (since 2007); Senior Manager, PricewaterhouseCoopers LLP (independent registered public accounting firm) (1999-2004). | N/A |
62
Officers (continued)
Number of Funds | ||||
Name, Age, | and Portfolios in | |||
Position(s) Held, | the Domini Family | |||
and Length of | Principal Occupation(s) During Past 5 Years and | of Funds Overseen | ||
Time Served | Other Directorships Held | by Trustee | ||
Maurizio Tallini* (34) Chief Compliance Officer of the Master Trust since 2005 Vice President of the Master Trust since 2007 | Member (since August 2007), Managing Director (since 2007), Chief Compliance Officer (since 2005), Domini Social Investments LLC; Vice President (since 2007), Chief Compliance Officer (since 2005), Domini Funds; Venture Capital Controller, Rho Capital Partners (venture capital) (2001-2005). | N/A |
The Funds’ Statement of Additional Information includes additional information about the Trustees and is available without charge, upon request, by calling the following toll-free number: 1-800-217-0017.
63
PROXY VOTING INFORMATION
The Domini Funds have established Proxy Voting Policies and Procedures that the Funds use to determine how to vote proxies relating to portfolio securities. The Domini Funds’ Proxy Voting Policies and Procedures are available, free of charge, by calling 1-800-762-6814, by visiting www.domini.com/shareholder-advocacy/Proxy-Voting/index.htm, or by visiting the EDGAR database on the Securities and Exchange Commission’s (SEC) website at http://www.sec.gov. All proxy votes cast for the Domini Funds are posted to Domini’s website on an ongoing basis over the course of the year. An annual record of all proxy votes cast for the Funds during the most recent 12-month period ended June 30 can be obtained, free of charge, at www.domini.com, and on the EDGAR database on the SEC’s website at http://www.sec.gov.
QUARTERLY PORTFOLIO SCHEDULE INFORMATION
The Domini Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Domini Funds’ Forms N-Q are available on the EDGAR database on the SEC’s website at http://www.sec.gov. These Forms may also be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information about the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The information on Form N-Q is also available to be viewed at www.domini.com.
64
DOMINI FUNDS
P.O. Box 9785
Providence, RI 02940-9785
1-800-582-6757
www.domini.com
Investment Manager and/or Sponsor:
Domini Social Investments LLC
536 Broadway, 7th Floor
New York, NY 10012
Investment Submanagers:
Domini Social Equity Trust
Domini European Social Equity Trust
Domini PacAsia Social Equity Trust
Domini European PacAsia Social Equity Trust
Wellington Management Company, LLP
75 State Street
Boston, MA 02109
Distributor:
DSIL Investment Services LLC
536 Broadway, 7th Floor
New York, NY 10012
1-800-762-6814
Transfer Agent and Custodian:
State Street Bank and Trust Company
200 Clarendon Street
Boston, MA 02116
Independent Registered Public Accounting Firm:
KPMG LLP
99 High Street
Boston, MA 02110
Legal Counsel:
Bingham McCutchen LLP
One Federal Street
Boston, MA 02110
Item 2. Code of Ethics.
(a) As of the end of the period covered by this report on Form N-CSR, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, and principal accounting officer.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
(f) Registrant is filing its code of ethics with this report.
Item 3. Audit Committee Financial Expert.
John L. Shields, a member of the Audit Committee, has been determined by the Board of Trustees of the registrant in its reasonable business judgment to meet the definition of “audit committee financial expert” as such term is defined in the instructions to Form N-CSR. In addition, Mr. Shields is an “independent” member of the Audit Committee as defined in the instructions to Form N-CSR.
Item 4. Principal Accountant Fees and Services.
(a) Audit Fees
For the fiscal years ended July 31, 2008, and July 31, 2007, the aggregate audit fees billed to the registrant by KPMG LLP (“KPMG”) for professional services rendered for the audits of the financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements for those fiscal years, are shown in the table below:
Fund | 2008 | 2007 | ||||||
Domini Social Trust | $ | 98,000 | $ | 92,400 |
(b) Audit-Related Fees
There were no audit-related fees billed by KPMG for services rendered for assurance and related services to the registrant that were reasonably related to the performance of the audit or review of the registrant’s financial statements, but not reported as audit fees, for the fiscal years ended July 31, 2008, and July 31, 2007.
There were no audit-related fees billed by KPMG for the fiscal years ended July 31, 2008, and July 31, 2007 that were required to be approved by the registrant’s Audit Committee for services rendered on behalf of Domini Social Investments LLC and entities controlling, controlled by, or
under common control with Domini Social Investments LLC (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the registrant (“Service Providers”).
(c) Tax Fees
In each of the fiscal years ended July 31, 2008, and July 31, 2007, the aggregate tax fees billed by KPMG for professional services rendered for tax compliance, tax advice, and tax planning for the registrant are shown in the table below:
Fund | 2008 | 2007 | ||||||
Domini Social Trust | $ | 22,400 | $ | 21,200 |
There were no tax fees billed by KPMG for the fiscal years ended July 31, 2008, and July 31, 2007 that were required to be approved by the registrant’s Audit Committee for services rendered on behalf of the registrant’s Service Providers.
(d) All Other Fees
There were no other fees billed by KPMG for the fiscal years ended July 31, 2008, and July 31, 2007, for other non-audit services rendered to the registrant.
There were no other fees billed by KPMG for the fiscal years ended July 31, 2008, and July 31, 2007 that were required to be approved by the registrant’s Audit Committee for other non-audit services rendered on behalf of the registrant’s Service Providers.
(e)(1) Audit Committee Preapproval Policy: The Registrant’s Audit Committee Preapproval Policy is set forth below:
1. Statement of Principles
The Audit Committee is required to preapprove audit and non-audit services performed for each series of the Domini Social Trust, the Domini Social Investment Trust, the Domini Institutional Trust and the Domini Advisor Trust (each such series, a “Fund” and collectively, the “Funds”) by the independent registered public accountant in order to assure that the provision of such services does not impair the accountant’s independence. The Audit Committee also is required to preapprove non-audit services performed by the Funds’ independent registered public accountant for the Funds’ investment adviser, and certain of the adviser’s affiliates that provide ongoing services to the Funds, if the services to be provided by the accountant relate directly to the operations and financial reporting of the Funds. The preapproval of these services also is intended to assure that the provision of the services does not impair the accountant’s independence.
Unless a type of service to be provided by the independent registered public accountant has received preapproval, it will require separate preapproval by the Audit Committee. Also, any proposed services exceeding preapproved cost levels will require separate preapproval by the Audit Committee. When considering services for preapproval the Audit Committee will take into account such matters as it deems appropriate or advisable, including applicable rules regarding auditor independence.
The appendices to this Policy describe the Audit, Audit-related, Tax and All Other services for the Funds, that have the preapproval of the Audit Committee. The term of any preapproval is 12 months from the date of preapproval, unless the Audit Committee specifically provides for a different period. The Audit Committee will periodically revise the list of preapproved services based on subsequent determinations.
Notwithstanding any provision of this Policy, the Audit Committee is not required to preapprove services for which preapproval is not required by applicable law, including de minimis and grandfathered services.
2. Delegation
The Audit Committee may delegate preapproval authority to one or more of its members. The member or members to whom such authority is delegated shall report any preapproval decisions to the Audit Committee at its next scheduled meeting. By adopting this Policy the Audit Committee does not delegate to management the Audit Committee’s responsibilities to preapprove services performed by the independent auditor.
3. Audit Services
The annual Audit services engagement terms and fees for the Funds will be subject to the preapproval of the Audit Committee. The Audit Committee will approve, if necessary, any changes in terms, conditions and fees resulting from changes in audit scope or other matters.
In addition to the annual Audit services engagement approved by the Audit Committee, the Audit Committee may grant preapproval for other Audit services, which are those services that only the independent registered public accountant reasonably can provide. The Audit Committee has preapproved the Audit services listed in Appendix A. All Audit services not listed in Appendix A must be separately preapproved by the Audit Committee.
4. Audit-Related Services
Audit-related services are assurance and related services for the Funds that are reasonably related to the performance of the audit or review of the Funds’ financial statements or that are traditionally performed by the independent registered public accountant. The Audit Committee believes that the provision of Audit-related services does not impair the independence of the accountant, and has preapproved the Audit-related services listed in Appendix B. All Audit-related services not listed in Appendix B must be separately preapproved by the Audit Committee.
5. Tax Services
The Audit Committee believes that the independent registered public accountant can provide Tax services to the Funds such as tax compliance, tax planning and tax advice without impairing the accountant’s independence. However, the Audit Committee will not permit the retention of the independent registered public accountant in connection with a transaction initially recommended by the independent registered public accountant, the purpose of which may be tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Audit Committee has preapproved the Tax services listed in Appendix C. All Tax services not listed in Appendix C must be separately preapproved by the Audit Committee.
6. All Other Services
The Audit Committee may grant preapproval to those permissible non-audit services for the Funds classified as All Other services that it believes are routine and recurring services, and would not impair the independence of the accountant. The Audit Committee has preapproved the All Other services listed in Appendix D. Permissible All Other services not listed in Appendix D must be separately preapproved by the Audit Committee.
A list of the SEC’s prohibited non-audit services is attached to this policy as Exhibit 1. The SEC’s rules and relevant guidance should be consulted to determine the precise definitions of these services and the applicability of exceptions to certain of the prohibitions.
7. Preapproval Fee Levels
Preapproval fee levels for all services to be provided by the independent registered public accountant to the Funds, and applicable non-audit services to be provided by the accountant to the Funds’ investment adviser and its affiliates, will be established periodically by the Audit Committee. Any proposed services exceeding these levels will require specific preapproval by the Audit Committee.
8. Supporting Documentation
With respect to each service that is separately preapproved, the independent auditor will provide detailed back-up documentation, which will be provided to the Audit Committee, regarding the specific services to be provided.
9. Procedures
Requests or applications to provide services that require separate approval by the Audit Committee will be submitted to the Audit Committee by both the independent registered public accountant and the Funds’ treasurer, and must include a joint statement as to whether, in their view, the request or application is consistent with the SEC’s rules on auditor independence.
Management will promptly report to the Chair of the Audit Committee any violation of this Policy of which it becomes aware.
Appendix A — Audit Committee Preapproval Policy
Preapproved Audit Services
for
October 26, 2007 through October 31, 2008
for
October 26, 2007 through October 31, 2008
Service | Fee Range | |
Statutory audits or financial audits (including tax services associated with non-audit services) | As presented to Audit Committee in a separate engagement letter1 | |
Services associated with SEC registration statements, periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., consents), and assistance in responding to SEC comment letters | Not to exceed $9,000 per filing |
Appendix B — Audit Committee Preapproval Policy
Preapproved Audit-Related Services
for
October 26, 2007 through October 31, 2008
for
October 26, 2007 through October 31, 2008
Service | Fee Range | |
Consultations by Fund management with respect to the accounting or disclosure treatment of securities, transactions or events and/or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard-setting bodies | Not to exceed $5,000 per occurrence during the Pre-Approval Period | |
Review of Funds’ semi-annual financial statements | Not to exceed $2,000 per set of financial statements per fund | |
Regulatory compliance assistance | Not to exceed $5,000 per quarter | |
Training Courses | Not to exceed $5,000 per course |
Appendix C — Audit Committee Preapproval Policy
Preapproved Tax Services
for
October 26, 2007 through October 31, 2008
for
October 26, 2007 through October 31, 2008
Service | Fee Range | |
Review of federal and state income tax returns and federal excise tax returns for the Funds including assistance and review with excise tax distributions. | As presented to Audit Committee in a separate engagement letter1 | |
Tax assistance and advice regarding statutory, regulatory or administrative developments | Not to exceed $5,000 for the Funds’ or for the Funds’ investment adviser during the Pre-Approval period | |
Assistance with custom tax audits and related matters | Not to exceed $15,000 per Fund during the Pre-Approval Period | |
Tax Training Courses | Not to exceed $5,000 per course during the Pre-Approval Period | |
M & A tax due diligence services associated with Fund mergers including: review of the target fund’s historical tax filings, review of the target fund’s tax audit examination history, and hold discussions with target management and external tax advisors. Advice regarding the target fund’s overall tax posture and historical and future tax exposures. | Not to exceed $8,000 per merger during the Pre-Approval Period | |
Tax services related to the preparation of annual PFIC statements and annual Form 5471 (Controlled Foreign Corporation for structured finance vehicles) | Not to exceed $20,000 during the Pre-Approval Period |
Appendix D — Audit Committee Preapproval Policy
Preapproved All Other Services
for
October 26, 2007 through October 31, 2008
for
October 26, 2007 through October 31, 2008
Service | Fee Range | |
No other services for the Pre-Approval Period have been specifically preapproved by the Audit Committee. | N/A |
Exhibit 1 — Audit Committee Preapproval Policy
Prohibited Non-Audit Services
• | Bookkeeping or other services related to the accounting records or financial statements of the audit client |
• | Financial information systems design and implementation |
• | Appraisal or valuation services, fairness opinions or contribution-in-kind reports |
• | Actuarial services |
• | Internal audit outsourcing services |
• | Management functions |
• | Human resources |
• | Broker-dealer, investment adviser or investment banking services |
• | Legal services |
• | Expert services unrelated to the audit |
1 | For new funds launched during the Pre-Approval Period, the fee ranges pre-approved will be the same as those for existing funds, pro-rated in accordance with inception dates as provided in the auditors’ proposal or any engagement letter covering the period at issue. Fees in the engagement letter will be controlling. |
(e)(2) None, or 0%, of the services relating to the audit-related fees, tax fees, and all other fees paid by the registrant disclosed above were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (which permits audit committee approval after the start of the engagement with respect to services other than audit review or attest services, if certain conditions are satisfied).
(f) According to KPMG for the fiscal year ended July 31, 2008, the percentage of hours spent on the audit of the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than KPMG’s full-time, permanent employees is as follows:
Fund | 2008 | |||
Domini Social Trust | 0 | % |
(g) There were no non-audit fees billed by KPMG, the registrant’s accountant, for services rendered to the registrant’s Service Providers for the last two fiscal years of the registrant. The aggregate non-audit fees billed by KPMG for services rendered to the registrant for the fiscal year ended July 31, 2008, were $22,400, and for the fiscal year ended July 31, 2007, were $21,200.
(h) Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable to the registrant.
Item 6. Schedule of Investments.
(a) | The Schedule of Investments is included as part of the report to stockholders filed under Item 1. |
(b) Not applicable
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to the registrant.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to the registrant.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to the registrant.
Item 10. Submission of Matters to a Vote of Security Holders.
There were no material changes to the procedures by which shareholders may submit recommendations for nominees to the registrant’s Board of Trustees.
Item 11. Controls and Procedures.
(a) Within 90 days prior to the filing of this report on Form N-CSR, Amy L. Thornton, the registrant’s President and Principal Executive Officer, and Carole M. Laible, the registrant’s Treasurer and Principal Financial Officer, reviewed the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) of the Investment Company Act of 1940) and evaluated their effectiveness. Based on their evaluation, Ms. Thornton and Ms. Laible determined that the disclosure controls and procedures adequately ensure that information required to be disclosed by the registrant in this report on Form N-CSR is recorded, processed, summarized, and reported within the time periods required by the Securities and Exchange Commission’s rules and forms, including ensuring that information required to be disclosed in this report on Form N-CSR is accumulated and communicated to the registrant’s management, including the Ms. Thornton and Ms. Laible, as appropriate to allow timely decisions regarding required disclosures.
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Exhibits.
(a)(1) The Code of Ethics referred to in Item 2 is filed herewith.
(a)(2) Separate certifications required by Rule 30a-2(a) under the Investment Company Act of 1940 for each principal executive officer and principal financial officer of the registrant are filed herewith.
(a)(3) Not applicable to the registrant.
(b) A single certification required by Rule 30a-2(b) under the Investment Company Act of 1940, Rule 13a-14b or Rule 15d-14(b) under the Securities Exchange Act of 1934, and Section 1350 of Chapter 63 of Title 18 of the United States Code for the chief executive officer and the chief financial officer of the registrant is filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DOMINI SOCIAL TRUST | ||||
By: | /s/ Amy L. Thornton | |||
President | ||||
Date: October 8, 2008 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ Amy L. Thornton | |||
President (Principal Executive Officer) | ||||
Date: October 8, 2008 | ||||
By: | /s/ Carole M. Laible | |||
Treasurer (Principal Financial Officer) | ||||
Date: October 8, 2008 |