Filed electronically with the Securities and Exchange Commission on January 24, 2020
1933 Act File No. 033-86070
1940 Act File No. 811-08606
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM N-1A
| REGISTRATION STATEMENT UNDER THE SECURITIES | |
| ACT OF 1933 | |X| |
| Pre-Effective Amendment No. | |__| |
| Post-Effective Amendment No. 58 | |X| |
| and/or | |
| REGISTRATION STATEMENT UNDER THE | |
| INVESTMENT COMPANY ACT OF 1940 | |X| |
| Amendment No.60 |
Deutsche DWS Asset Allocation Trust
(Exact Name of Registrant as Specified in Charter)
875 Third Avenue
New York, NY 10022-6225
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, including Area Code:(212) 454-4500
John Millette
Vice President and Secretary
Deutsche DWS Asset Allocation Trust
One International Place, Boston MA 02110-2618
(Name and Address of Agent for Service)
Copy to: John S. Marten |
Vedder Price P.C. 222 North LaSalle Street Chicago, IL 60601-1104 |
It is proposed that this filing will become effective immediately upon filing pursuant to Rule 462(d) under the Securities Act of 1933, as amended.
EXPLANATORY NOTE
Post-Effective Amendment No. 56 to the Registration Statement on Form N-1A (File No. 033-86070) (the “Registration Statement”) of Deutsche DWS Alternative Asset Allocation Trust was filed on November 27, 2019, pursuant to Rule 485(b) under the Securities Act of 1933, as amended (the “Securities Act”). This Post-Effective Amendment No. 58 is being filed pursuant to Rule 462(d) under the Securities Act solely for the purpose of filing Exhibit (j)(2) as an additional exhibit to Post-Effective Amendment No. 56 to the Registration Statement. This Post-Effective Amendment No. 58 does not modify any other part of the Registration Statement. Pursuant to Rule 462(d) under the Securities Act, this Post-Effective Amendment No. 58 shall become effective immediately upon filing with the Securities and Exchange Commission. The contents of Part A and Part B of Post-Effective Amendment No. 56 to the Registration Statement are incorporated herein by reference.
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PART C. OTHER INFORMATION
| Item 28. | Exhibits | |||
| (a) | (1) | Amended and Restated Declaration of Trust dated June 2, 2008. (Incorporated by reference to Post-Effective Amendment No. 25 to the Registration Statement, as filed on November 25, 2008.) | ||
| (2) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated January 22, 2009. (Incorporated by reference to Post-Effective Amendment No. 26 to the Registration Statement, as filed on October 2, 2009.) | |||
| (3) | Amendment Statement of Change of Principal Office and Resident Agent to Declaration of Trust, dated September 7, 2012. (Incorporated by reference to Post-Effective Amendment No. 32 to the Registration Statement, as filed on November 30, 2012.) | |||
| (4) | Amendment of Amended and Restated Declaration of Trust, dated July 9, 2014. (Incorporated by reference to Post-Effective Amendment No. 37 to the Registration Statement, as filed on November 26, 2014.) | |||
| (5) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated July 9, 2014. (Incorporated by reference to Post-Effective Amendment No. 37 to the Registration Statement, as filed on November 26, 2014.) | |||
| (6) | Amendment of Amended and Restated Declaration of Trust, dated September 11, 2015. (Incorporated by reference to Post-Effective Amendment No. 43 to the Registration Statement, as filed on October 16, 2015.) | |||
| (7) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated September 11, 2015. (Incorporated by reference to Post-Effective Amendment No. 43 to the Registration Statement, as filed on October 16, 2015.) | |||
| (8) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated February 12, 2016. (Incorporated by reference to Post-Effective Amendment No. 47 to the Registration Statement, as filed on November 29, 2016.) | |||
| (9) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | |||
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| (10) | Amendment, Statement of Change of Principal Office, dated February 9, 2018. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (11) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated May 16, 2018. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (12) | Amendment of Amended and Restated Declaration of Trust, dated May 16, 2018. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (13) | Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated May 15, 2019. (Incorporated by reference to Post-Effective Amendment No. 55 to the Registration Statement, as filed on October 1, 2019.) | ||
| (b) | Amended and Restated Bylaws dated December 1, 2015. (Incorporated by reference to Post-Effective Amendment No. 45 to the Registration Statement, as filed on November 30, 2015.) | ||
| (c) | Instruments defining the rights of shareholders, including the relevant portions of: the Amended and Restated Declaration of Trust, dated June 2, 2008, as amended through May 15, 2019 (see Section 5.2), and the Amended and Restated Bylaws, dated December 1, 2015 (see Article 9). (Incorporated by reference to exhibits (a)(1) through (a)(13) and exhibit (b) to this Registration Statement.) | ||
| (d) | Amended and Restated Investment Management Agreement between the Registrant, on behalf of DWS Multi-Asset Conservative Allocation Fund, DWS Multi-Asset Growth Allocation Fund, and DWS Multi-Asset Moderate Allocation Fund, and DWS Investment Management Americas, Inc. dated October 19, 2015, and revised as of July 29, 2019.(Incorporated by reference to Post-Effective Amendment No. 55 to the Registration Statement, as filed on October 1, 2019.) | ||
| (e) | (1) | Master Distribution Agreement between the Registrant and DWS Investments Distributors, Inc. (now known as DWS Distributors, Inc.) dated January 13, 2010. (Incorporated by reference to Post-Effective Amendment No. 28 to the Registration Statement, as filed on October 1, 2010.) | |
| (2) | Appendix A, as amended July 2, 2018, to Master Distribution Agreement dated January 13, 2010. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (3) | Form of Selling Group Agreement. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
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| (f) | Not applicable. | ||
| (g) | (1) | Master Custodian Agreement between the Registrant and State Street Bank and Trust Company dated November 17, 2008. (Incorporated by reference to Post-Effective Amendment No. 26 to the Registration Statement, as filed on October 2, 2009.) | |
| (2) | Amendment, effective as of January 20, 2017, to the Master Custodian Agreement dated November 17, 2008. (Incorporated by reference to Post-Effective Amendment No. 51 to the Registration Statement, as filed on November 29, 2017.) | ||
| (3) | Appendix A, effective as of September 23, 2019, to Master Custodian Agreement dated November 17, 2008. (Incorporated by reference to Post-Effective Amendment No. 56 to the Registration Statement, as filed on November 27, 2019.) | ||
| (h) | (1) | Amended and Restated Shareholder Services Agreement for Class A and Class C Shares, between the Registrant and DeAWM Distributors, Inc. (now known as DWS Distributors, Inc.), dated February 12, 2016. (Incorporated by reference to Post-Effective Amendment No. 47 to the Registration Statement, as filed on November 29, 2016.) | |
| (2) | Agency Agreement between the Registrant and DWS Scudder Investments Service Company (now known as DWS Service Company) dated April 1, 2007. (Incorporated by reference to Post-Effective Amendment No. 23 to the Registration Statement, as filed on August 31, 2007.) | ||
| (3) | Amendment No. 1 made as of July 13, 2016 to the Agency Agreement dated April 1, 2007. (Incorporated by reference to Post-Effective Amendment No. 47 to the Registration Statement, as filed on November 29, 2016.) | ||
| (4) | Amended and Restated Administrative Services Agreement, between the Registrant, on behalf of Deutsche Multi-Asset Conservative Allocation Fund (now known as DWS Multi-Asset Conservative Allocation Fund), Deutsche Multi-Asset Global Allocation Fund (now known as DWS Multi-Asset Growth Allocation Fund), and Deutsche Multi-Asset Moderate Allocation Fund (now known as DWS Multi-Asset Moderate Allocation Fund), and Deutsche Investment Management Americas Inc. (now known as DWS Investment Management Americas, Inc.) dated May 16, 2018. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (5) | Sub-Administration and Sub-Accounting Agreement among State Street Bank and Trust Company and Deutsche Investment Management Americas Inc. (now known as DWS Investment Management Americas, Inc.), Scudder Fund Accounting Corporation, and Investment Company Capital Corp. dated April 1, 2003. (Incorporated by reference to Post-Effective Amendment No. 39 to the Registration Statement, as filed on June 18, 2015.) | ||
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| (6) | Amendment, effective as of January 20, 2017, to the Sub-Administration and Sub-Accounting Agreement dated April 1, 2003. (Incorporated by reference to Post-Effective Amendment No. 51 to the Registration Statement, as filed on November 29, 2017.) | ||
| (7) | Amendment, effective as of June 29, 2018, to the Sub-Administration and Sub-Accounting Agreement dated April 1, 2003. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (8) | Schedule A, dated as of October 1, 2019, to Sub-Administration and Sub-Accounting Agreement dated April 1, 2003. (Incorporated by reference to Post-Effective Amendment No. 56 to the Registration Statement, as filed on November 27, 2019.) | ||
| (9) | Form of Mutual Fund Rule 22c-2 Information Sharing Agreement among Registrant, DWS Distributors, Inc. and certain financial intermediaries. (Incorporated by reference to Post-Effective Amendment No. 56 to the Registration Statement, as filed on November 27, 2019.) | ||
| (10) | Form of Expense Limitation Agreement, dated October 1, 2007, between the Registrant and Deutsche Investment Management Americas Inc. (now known as DWS Investment Management Americas, Inc.) (Incorporated by reference to Post-Effective Amendment No. 56 to the Registration Statement, as filed on November 27, 2019.) | ||
| (i) | (1) | Legal Opinion and Consent of Counsel with respect to Scudder Pathway Moderate Portfolio (now known as DWS Multi-Asset Conservative Allocation Fund) and Scudder Pathway Growth Portfolio (now known as DWS Multi-Asset Growth Allocation Fund). (Incorporated by reference to Post-Effective Amendment No. 14 to the Registration Statement, as filed on December 31, 2002.) | |
| (2) | Legal Opinion and Consent of Counsel with respect to Scudder Pathway Growth Plus Portfolio (now known as DWS Multi-Asset Moderate Allocation Fund). (Incorporated by reference to Post-Effective Amendment No. 21 to the Registration Statement, as filed on December 15, 2006.) | ||
| (3) | Legal Opinion and Consent of Counsel with respect to Class T shares of Deutsche Multi-Asset Conservative Allocation Fund (now known as DWS Multi-Asset Conservative Allocation Fund), Deutsche Multi-Asset Moderate Allocation Fund (now known as DWS Multi-Asset Moderate Allocation Fund), and Deutsche Multi-Asset Global Allocation Fund (now known as DWS Multi-Asset Growth Allocation Fund). (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
| (j) | (1) | Consent of Independent Registered Public Accounting Firm. (Incorporated by reference to Post-Effective Amendment No. 56 to the Registration Statement, as filed on November 27, 2019.) |
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| (2) | Consent of Independent Registered Public Accounting Firm. (Filed herein.) | ||
| (k) | Not applicable. | ||
| (l) | Not applicable. | ||
| (m) | (1) | Rule 12b-1 Plan for Balanced Portfolio (now known as DWS Multi-Asset Conservative Allocation Fund) - Class A shares, dated December 29, 2000. (Incorporated by reference to Post-Effective Amendment No. 11 to the Registration Statement, as filed on December 29, 2000.) | |
| (2) | Rule 12b-1 Plan for Deutsche Multi-Asset Conservative Allocation Fund (now known as DWS Multi-Asset Conservative Allocation Fund) – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
| (3) | Amended and Restated Rule 12b-1 Plan for Deutsche Multi-Asset Conservative Allocation Fund (now known as DWS Multi-Asset Conservative Allocation Fund) – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
| (4) | Rule 12b-1 Plan for Growth Portfolio (now known as DWS Multi-Asset Growth Allocation Fund) - Class A shares, dated December 29, 2000. (Incorporated by reference to Post-Effective Amendment No. 11 to the Registration Statement, as filed on December 29, 2000.) | ||
| (5) | Rule 12b-1 Plan for Deutsche Multi-Asset Global Allocation Fund (now known as DWS Multi-Asset Growth Allocation Fund) – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
| (6) | Amended and Restated Rule 12b-1 Plan for Deutsche Multi-Asset Global Allocation Fund (now known as DWS Multi-Asset Growth Allocation Fund) – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
| (7) | Rule 12b-1 Plan for Growth Plus Portfolio (now known as DWS Multi-Asset Moderate Allocation Fund) - Class A shares, dated November 1, 2004. (Incorporated by reference to Post-Effective Amendment No. 20 to the Registration Statement, as filed on December 12, 2005.) | ||
| (8) | Rule 12b-1 Plan for Deutsche Multi-Asset Moderate Allocation Fund (now known as DWS Multi-Asset Moderate Allocation Fund) – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
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| (9) | Amended and Restated Rule 12b-1 Plan for Deutsche Multi-Asset Moderate Allocation Fund (now known as DWS Multi-Asset Moderate Allocation Fund) – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 49 to the Registration Statement, as filed on March 15, 2017.) | ||
| (n) | Amended and Restated Multi-Distribution System Plan, pursuant to Rule 18f-3, dated August 10, 2018. (Incorporated by reference to Post-Effective Amendment No. 53 to the Registration Statement, as filed on November 30, 2018.) | ||
| (o) | Reserved. | ||
| (p) | (1) | Code of Ethics - DWS – U.S., dated September 10, 2019. (Incorporated by reference to Post-Effective Amendment No. 55 to the Registration Statement, as filed on October 1, 2019.) | |
| (2) | DWS Funds and Germany Funds Code of Ethics, dated June 19, 2019. (Incorporated by reference to Post-Effective Amendment No. 55 to the Registration Statement, as filed on October 1, 2019.) | ||
| Item 29. | Persons Controlled by or Under Common Control with the Fund |
None.
| Item 30. | Indemnification |
Article IV of the Registrant’s Amended and Restated Declaration of Trust (Exhibit (a)(1) hereto, which is incorporated herein by reference) (the “Declaration of Trust”) provides in effect that the Registrant will indemnify its officers and trustees under certain circumstances. However, in accordance with Sections 17(h) and 17(i) of the Investment Company Act of 1940, as amended (the “1940 Act”), and its own terms, said Article of the Declaration of Trust does not protect the Registrant’s officers and trustees against any liability to the Registrant or its shareholders to which such officer or trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.
Each of the trustees who is not an “interested person” (as defined under the 1940 Act) of the Registrant (a “Non-interested Trustee”) has entered into an indemnification agreement with the Registrant, which agreement provides that the Registrant shall indemnify the Non-interested Trustee against certain liabilities which such Non-interested Trustee may incur while acting in the capacity as a trustee, officer or employee of the Registrant to the fullest extent permitted by law, now or in the future, and requires indemnification and advancement of expenses unless prohibited by law. The indemnification agreement cannot be altered without the consent of the Non-interested Trustee and is not affected by amendment of the Declaration of Trust. In addition, the indemnification agreement adopts certain presumptions and procedures which may make the process of indemnification and advancement of expenses, more timely, efficient and certain. In accordance with Section 17(h) of the 1940 Act, the indemnification agreement does not protect a Non-interested Trustee against any liability to the Registrant or its shareholders to which such Non-interested Trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.
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The Registrant has purchased insurance policies insuring its officers and trustees against certain liabilities which such officers and trustees may incur while acting in such capacities and providing reimbursement to the Registrant for sums which it may be permitted or required to pay to its officers and trustees by way of indemnification against such liabilities, subject to certain deductibles.
| Item 31. | Business and Other Connections of Investment Advisor |
During the last two fiscal years, no director or officer of DWS Investment Management Americas, Inc., the investment advisor, has engaged in any other business, profession, vocation or employment of a substantial nature other than that of the business of investment management and, through affiliates, investment banking.
| Item 32. | Principal Underwriters |
(a)
DWS Distributors, Inc. acts as principal underwriter of the Registrant’s shares and acts as principal underwriter for registered open-end management investment companies and other funds managed by DWS Investment Management Americas, Inc.
(b)
Information on the officers and directors of DWS Distributors, Inc., principal underwriter for the Registrant, is set forth below. The principal business address is 222 South Riverside Plaza, Chicago, Illinois 60606-5808.
| (1) | (2) | (3) | ||
DWS Distributors, Inc. Name and Principal Business Address | Positions and Offices with DWS Distributors, Inc. | Positions and Offices with Registrant | ||
JJ Wilczewski 222 South Riverside Plaza Chicago, IL 60606-5808 | Director, President, CEO and Chairman of the Board | None | ||
Bobby Brooks One International Place Boston, MA 02110-2618 | Director and Vice President | None | ||
Kristin Kulik-Peters 222 South Riverside Plaza Chicago, IL 60606-5808 | Director and Vice President | None | ||
Michael Hughes 222 South Riverside Plaza Chicago, IL 60606-5808 | Director and Vice President | None | ||
Nicole Grogan 875 Third Avenue New York, NY 10022-6225 | Director and Vice President | None | ||
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| (1) | (2) | (3) |
| DWS Distributors, Inc. Name and Principal Business Address |
| Positions and
|
Cynthia P. Nestle 875 Third Avenue New York, NY 10022-6225 | Chief Operating Officer | None |
Nancy Tanzil 875 Third Avenue New York, NY 10022-6225 | Chief Financial Officer and Treasurer | None |
Frank Gecsedi 875 Third Avenue New York, NY 10022-6225 | Chief Compliance Officer | None |
Anjie LaRocca 875 Third Avenue New York, NY 10022-6225 | Secretary
| None
|
Hepsen Uzcan 875 Third Avenue New York, NY 10022-6225 | Assistant Secretary | President and Chief Executive Officer |
(c) Not applicable.
| Item 33. | Location of Accounts and Records |
The accounts and records of the Registrant are located, in whole or in part, at the office of the Registrant and the following locations:
| Advisor and Administrator (Accounting Agent, as applicable) | DWS Investment Management Americas, Inc. 875 Third Avenue New York, NY 10022-6225 |
DWS Investment Management Americas, Inc. One International Place Boston, MA 02110-2618 | |
DWS Investment Management Americas, Inc. 5022 Gate Parkway Jacksonville, FL 32256-7019 | |
| Custodian and Sub-Administrator (Sub-Accounting Agent, as applicable) | State Street Bank and Trust Company State Street Financial Center One Lincoln Street Boston, MA 02111-2900 |
| Sub-Transfer Agent | DST Systems, Inc. 333 West 11th Street Kansas City, MO 64105-1628 |
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| Distributor | DWS Distributors, Inc. 222 South Riverside Plaza Chicago, IL 60606-5808 |
| Storage Vendor | Iron Mountain Incorporated 12646 NW 115th Avenue Medley, FL 33178-3179 |
| Item 34. | Management Services |
Not applicable.
| Item 35. | Undertakings |
Not applicable.
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SIGNATURES
As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the registrant, in the City of New York and the State of New York on the 17th day of January 2020.
DEUTSCHE DWS ASSET ALLOCATION TRUST
By:/s/Hepsen Uzcan
Hepsen Uzcan*
President
As required by the Securities Act of 1933, the Registration Statement has been signed below by the following persons in the capacities indicated on January 17, 2020:
| SIGNATURE | TITLE | DATE |
| /s/Hepsen Uzcan | ||
| Hepsen Uzcan* | President | January 17, 2020 |
| /s/Diane Kenneally | ||
| Diane Kenneally | Chief Financial Officer and Treasurer | January 17, 2020 |
| /s/John W. Ballantine | ||
| John W. Ballantine* | Trustee | January 17, 2020 |
| /s/Dawn-Marie Driscoll | ||
| Dawn-Marie Driscoll* | Trustee | January 17, 2020 |
| /s/Keith R. Fox | ||
| Keith R. Fox* | Chairperson and Trustee | January 17, 2020 |
| /s/Richard J. Herring | ||
| Richard J. Herring* | Trustee | January 17, 2020 |
| /s/William McClayton | ||
| William McClayton* | Trustee | January 17, 2020 |
| /s/Rebecca W. Rimel | ||
| Rebecca W. Rimel* | Trustee | January 17, 2020 |
| /s/William N. Searcy, Jr. | ||
| William N. Searcy, Jr.* | Trustee | January 17, 2020 |
*By:
/s/ Caroline Pearson
Caroline Pearson**
Chief Legal Officer
| ** | Attorney-in-fact pursuant to the powers of attorney previously filed. |
DEUTSCHE DWS ASSET ALLOCATION TRUST
EXHIBIT INDEX
(j)(2)
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