UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number: 811-01241
Eaton Vance Growth Trust
(Exact Name of Registrant as Specified in Charter)
Two International Place, Boston, Massachusetts 02110
(Address of Principal Executive Offices)
Deidre E. Walsh
Two International Place, Boston, Massachusetts 02110
(Name and Address of Agent for Services)
(617) 482-8260
(Registrant’s Telephone Number)
November 30
Date of Fiscal Year End
November 30, 2023
Date of Reporting Period
Item 1. Reports to Stockholders
Eaton Vance
International Small-Cap Fund
Annual Report
November 30, 2023
Commodity Futures Trading Commission Registration. The Commodity Futures Trading Commission (“CFTC”) has adopted regulations that subject registered investment companies and advisers to regulation by the CFTC if a fund invests more than a prescribed level of its assets in certain CFTC-regulated instruments (including futures, certain options and swap agreements) or markets itself as providing investment exposure to such instruments. The investment adviser has claimed an exclusion from the definition of “commodity pool operator” under the Commodity Exchange Act with respect to its management of the Fund. Accordingly, neither the Fund nor the adviser with respect to the operation of the Fund is subject to CFTC regulation. Because of its management of other strategies, the Fund's adviser is registered with the CFTC as a commodity pool operator. The adviser is also registered as a commodity trading advisor.
Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.
This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial intermediary. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.
Annual Report November 30, 2023
Eaton Vance
International Small-Cap Fund
Eaton Vance
International Small-Cap Fund
November 30, 2023
Management’s Discussion of Fund Performance†
Economic and Market Conditions
For global equity investors, the 12-month period ended November 30, 2023, was a roller-coaster ride, driven largely by shifting perceptions of whether the U.S. Federal Reserve (the Fed) could bring the world’s largest economy in for a soft landing, and changing expectations of how long interest rates might remain high.
During the opening month of the period -- December 2022 -- equity prices declined on “higher for longer” interest rate concerns. A continuing irony throughout the period was that good economic news -- record low unemployment, strong job creation, and robust consumer spending -- was viewed as bad news for inflation and fuel for future rate hikes that could weigh on stock prices.
In January 2023, however, global equities began a rally that lasted through July. The initial tailwind was ChatGPT, an artificial intelligence (AI) application that led investors to perceive AI might become the next big innovation to drive the information technology (IT) sector. As a result, IT -- one of the worst-performing sectors in 2022 -- became a standout sector during the first half of 2023.
Earlier recession fears that had weighed on stock prices receded as more investors came to view the U.S. and global economies as doing surprisingly well. European equities received an additional boost as feared continent-wide energy shortages failed to materialize during the winter.
But from August through October 2023, the bond market halted the stock market’s momentum. As investors feared the Fed might keep rates higher for longer than they had anticipated just a few months earlier, longer-term bond interest rates rose sharply. Given the potential for relatively attractive returns with lower risk than stocks, many investors shifted allocations from equities to bonds.
In the final month of the period, however, equities made another U-turn, as investors again revised their expectations of what the Fed might do. Encouraged by modestly cooling economic data and declining inflation, investors began to conclude the Fed was done raising rates -- and might actually begin lowering rates earlier in 2024 than previously expected.
In response, global equities ended the period on a high note, with the MSCI ACWI Index, a broad measure of global equities, the MSCI EAFE Index of developed-market international equities, and the S&P 500® Index, a broad measure of U.S. stocks, each rising more than 9% in November 2023.
For the period as a whole, global equity performance was also strong. The MSCI ACWI Index returned 12.01%, the MSCI EAFE Index returned 12.36%, and the S&P 500® Index returned 13.84%.
In contrast, in the world’s second-largest economy, the MSCI Golden Dragon Index, a measure of Chinese large-cap and mid-cap stocks, returned just 0.70%. Chinese equities were dogged by an ailing real estate sector -- the major investment area for millions of Chinese citizens -- and the failure of many Chinese industries to bounce back after onerous COVID restrictions were lifted.
Fund Performance
For the 12-month period ended November 30, 2023, Eaton Vance International Small-Cap Fund (the Fund) returned 1.83% for Class A shares at net asset value (NAV), underperforming its benchmark, the MSCI World ex USA Small Cap Index (the Index), which returned 5.74%.
On an individual stock basis, the largest detractors from Fund performance versus the Index during the period were overweight positions in Nihon M&A Center Holdings, Inc. (Nihon), dip Corp. (dip), and Watches of Switzerland Group PLC. (Watches of Switzerland).
The share price of Nihon, a Japanese mergers-and-acquisitions adviser for small- and mid-size businesses, declined during the period as the company did not recover as quickly as investors had expected after its business slowed down during the COVID pandemic. Headwinds for Nihon’s stock price included company accounting issues, high staff turnover, and the lingering effect of shutting down its marketing seminars during the pandemic.
Tokyo-headquartered dip provides business staffing services, including Baitoru, Japan's largest web portal for part-time employees. The stock price of dip fell during the period as an anticipated post-pandemic surge in demand for part-time workers failed to materialize.
Watches of Switzerland is a retailer of luxury brands, including Rolex, Cartier, and Piguet, in the U.S., U.K., and Western Europe. Weakening demand for its products caused the company’s stock price to fall during the period. By period-end, the Fund sold its position in Watches of Switzerland.
Out-of-Index holdings in several exchange-traded funds -- most notably iShares MSCI Hong Kong ETF -- also detracted from Fund returns relative to the Index during the period.
On a sector basis, stock selections in the industrials, consumer staples, and utilities sectors detracted from Fund performance versus the Index during the period.
See Endnotes and Additional Disclosures in this report.
Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering price (as applicable) with all distributions reinvested. Furthermore, returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the redemption of Fund shares. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for periods less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month-end, please refer to eatonvance.com.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Management’s Discussion of Fund Performance† — continued
In contrast, the largest contributors to Fund performance versus the Index on an individual stock basis were overweight positions in BE Semiconductor Industries NV (BE Semiconductor) and Games Workshop Group PLC. (Games Workshop).
Netherlands-headquartered BE Semiconductor manufactures semiconductor assembly equipment used by microchip makers and digital device manufacturers worldwide. BE Semiconductor’s stock price nearly doubled during the period, boosted by increased demand for the company’s hybrid bonding technologies and for high-end smart phones in general.
Games Workshop is a U.K.-based maker of miniature, three-dimensional fantasy war games and figures. Its stock price surged after the company announced a partnership with Amazon.com to develop a television series and films based on its popular Warhammer games.
On a sector basis, stock selections in the information technology, health care, and real estate sectors contributed to Fund performance versus the Index during the period.
See Endnotes and Additional Disclosures in this report.
Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering price (as applicable) with all distributions reinvested. Furthermore, returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the redemption of Fund shares. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for periods less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month-end, please refer to eatonvance.com.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Performance
Portfolio Manager(s) Aidan M. Farrell of MSIM Fund Management (Ireland) Limited (MSIM FMIL)
% Average Annual Total Returns1,2 | Class Inception Date | Performance Inception Date | One Year | Five Years | Since Inception |
Class A at NAV | 12/16/2015 | 12/16/2015 | 1.83% | 3.31% | 4.95% |
Class A with 5.25% Maximum Sales Charge | — | — | (3.55) | 2.21 | 4.24 |
Class I at NAV | 12/16/2015 | 12/16/2015 | 2.13 | 3.58 | 5.21 |
|
MSCI World ex USA Small Cap Index | — | — | 5.74% | 4.19% | 5.21% |
% Total Annual Operating Expense Ratios3 | Class A | Class I |
Gross | 1.45% | 1.20% |
Net | 1.32 | 1.07 |
Growth of $10,000
This graph shows the change in value of a hypothetical investment of $10,000 in Class A of the Fund for the period indicated. For comparison, the same investment is shown in the indicated index.
Growth of Investment | Amount Invested | Period Beginning | At NAV | With Maximum Sales Charge |
Class I, at minimum investment | $1,000,000 | 12/16/2015 | $1,497,952 | N.A. |
See Endnotes and Additional Disclosures in this report.
Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering price (as applicable) with all distributions reinvested. Furthermore, returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the redemption of Fund shares. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for periods less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month-end, please refer to eatonvance.com.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Sector Allocation (% of net assets)1 |
Geographic Allocation (% of net assets) |
Top 10 Holdings (% of net assets)1 |
Cranswick PLC | 1.7% |
AddTech AB, Class B | 1.6 |
Diploma PLC | 1.6 |
BFF Bank SpA | 1.6 |
CAR Group, Ltd. | 1.5 |
JTC PLC | 1.5 |
USS Co., Ltd. | 1.5 |
iShares MSCI Hong Kong ETF | 1.5 |
IMCD NV | 1.5 |
Games Workshop Group PLC | 1.5 |
Total | 15.5% |
Footnotes:
1 | Excludes cash and cash equivalents. |
Eaton Vance
International Small-Cap Fund
November 30, 2023
Endnotes and Additional Disclosures
† | The views expressed in this report are those of the portfolio manager(s) and are current only through the date stated at the top of this page. These views are subject to change at any time based upon market or other conditions, and Eaton Vance and the Fund(s) disclaim any responsibility to update such views. These views may not be relied upon as investment advice and, because investment decisions are based on many factors, may not be relied upon as an indication of trading intent on behalf of any Eaton Vance fund. This commentary may contain statements that are not historical facts, referred to as “forward-looking statements.” The Fund’s actual future results may differ significantly from those stated in any forward-looking statement, depending on factors such as changes in securities or financial markets or general economic conditions, the volume of sales and purchases of Fund shares, the continuation of investment advisory, administrative and service contracts, and other risks discussed from time to time in the Fund’s filings with the Securities and Exchange Commission. |
| |
1 | MSCI World ex USA Small Cap Index is an unmanaged index of small-cap equity securities in the developed markets, excluding the United States. MSCI indexes are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index. |
2 | Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares. Performance since inception for an index, if presented, is the performance since the Fund’s or oldest share class’ inception, as applicable. |
3 | Source: Fund prospectus. Net expense ratios reflect a contractual expense reimbursement that continues through 3/31/24. The expense ratios for the current reporting period can be found in the Financial Highlights section of this report. Performance reflects expenses waived and/or reimbursed, if applicable. Without such waivers and/or reimbursements, performance would have been lower. |
| Fund profile subject to change due to active management. |
| Additional Information |
| S&P 500® Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. S&P Dow Jones Indices are a product of S&P Dow Jones Indices LLC (“S&P DJI”) and have been licensed for use. S&P® and S&P 500® are registered trademarks of S&P DJI; Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); S&P DJI, Dow Jones and their respective affiliates do not sponsor, endorse, sell or promote the Fund, will not have any liability with respect thereto and do not have any liability for any errors, omissions, or interruptions of the S&P Dow Jones Indices. MSCI Golden Dragon Index is an unmanaged index of common stocks traded in China, Hong Kong and Taiwan. MSCI ACWI Index is an unmanaged free-float-adjusted, market-capitalization-weighted index designed to measure the equity market performance of developed and emerging markets. MSCI EAFE Index is an unmanaged index of equities in the developed markets, excluding the U.S. and Canada. |
Eaton Vance
International Small-Cap Fund
November 30, 2023
Example
As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases; and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing 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 at the beginning of the period and held for the entire period (June 1, 2023 to November 30, 2023).
Actual Expenses
The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear 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, such as sales charges (loads). Therefore, the second section of the table 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 be higher.
| Beginning Account Value (6/1/23) | Ending Account Value (11/30/23) | Expenses Paid During Period* (6/1/23 – 11/30/23) | Annualized Expense Ratio |
Actual | | | | |
Class A | $1,000.00 | $1,009.20 | $6.55** | 1.30% |
Class I | $1,000.00 | $1,010.80 | $5.29** | 1.05% |
|
Hypothetical | | | | |
(5% return per year before expenses) | | | | |
Class A | $1,000.00 | $1,018.55 | $6.58** | 1.30% |
Class I | $1,000.00 | $1,019.80 | $5.32** | 1.05% |
* | Expenses are equal to the Fund's annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on May 31, 2023. |
** | Absent an allocation of certain expenses to affiliate(s), expenses would be higher. |
Eaton Vance
International Small-Cap Fund
November 30, 2023
Security | Shares | Value |
Australia — 8.2% |
Bapcor, Ltd. | | 86,592 | $ 307,633 |
BlueScope Steel, Ltd. | | 14,104 | 193,470 |
CAR Group, Ltd. | | 45,802 | 841,649 |
Data#3, Ltd. | | 131,505 | 681,181 |
Dexus | | 52,592 | 244,434 |
Dicker Data, Ltd. | | 74,975 | 575,591 |
Evolution Mining, Ltd. | | 128,589 | 345,569 |
IGO, Ltd. | | 30,012 | 168,869 |
Lynas Rare Earths, Ltd. (1) | | 22,227 | 96,806 |
Northern Star Resources, Ltd. | | 36,264 | 303,033 |
Steadfast Group, Ltd. | | 159,802 | 594,685 |
Westgold Resources, Ltd.(1) | | 146,261 | 205,569 |
| | | $ 4,558,489 |
Austria — 1.0% |
BAWAG Group AG(2) | | 10,962 | $ 571,788 |
| | | $ 571,788 |
Belgium — 2.0% |
Azelis Group NV | | 34,548 | $ 774,151 |
VGP NV | | 3,078 | 316,873 |
| | | $ 1,091,024 |
Canada — 9.6% |
Agnico Eagle Mines, Ltd. | | 4,556 | $ 244,596 |
ARC Resources, Ltd. | | 37,982 | 605,719 |
ATS Corp.(1) | | 17,650 | 694,710 |
CAE, Inc.(1) | | 21,240 | 422,311 |
Descartes Systems Group, Inc.(1) | | 5,237 | 425,382 |
Granite Real Estate Investment Trust | | 10,832 | 548,405 |
Keyera Corp. | | 15,996 | 402,803 |
Killam Apartment Real Estate Investment Trust | | 48,542 | 612,432 |
Pan American Silver Corp. | | 7,194 | 112,712 |
Peyto Exploration & Development Corp. | | 36,901 | 340,198 |
Quebecor, Inc., Class B | | 15,285 | 339,166 |
TMX Group, Ltd. | | 28,763 | 621,066 |
| | | $ 5,369,500 |
China — 0.3% |
China Overseas Property Holdings, Ltd. | | 207,080 | $ 168,771 |
| | | $ 168,771 |
Security | Shares | Value |
Denmark — 0.6% |
Topdanmark A/S | | 7,392 | $ 348,155 |
| | | $ 348,155 |
France — 1.4% |
IPSOS | | 14,858 | $ 800,973 |
| | | $ 800,973 |
Germany — 2.4% |
Encavis AG(1) | | 15,163 | $ 225,771 |
Jenoptik AG | | 25,391 | 685,068 |
LEG Immobilien SE(1) | | 5,807 | 444,982 |
| | | $ 1,355,821 |
Italy — 5.7% |
Amplifon SpA | | 16,588 | $ 515,590 |
BFF Bank SpA(2) | | 75,773 | 868,152 |
DiaSorin SpA | | 4,402 | 417,218 |
FinecoBank Banca Fineco SpA | | 27,491 | 370,973 |
MARR SpA | | 42,506 | 500,018 |
Moncler SpA | | 8,949 | 495,897 |
| | | $ 3,167,848 |
Japan — 25.3% |
As One Corp. | | 11,817 | $ 405,273 |
Asahi Intecc Co., Ltd. | | 27,795 | 539,243 |
Azbil Corp. | | 11,705 | 378,040 |
BayCurrent Consulting, Inc. | | 19,744 | 662,541 |
Chiba Bank, Ltd. (The) | | 88,326 | 662,797 |
Cosmos Pharmaceutical Corp. | | 7,405 | 781,608 |
Daiseki Co., Ltd. | | 14,275 | 378,167 |
dip Corp. | | 25,805 | 551,787 |
Fukuoka Financial Group, Inc. | | 26,206 | 611,081 |
Goldwin, Inc. | | 6,266 | 489,819 |
Hoshizaki Corp. | | 12,781 | 407,038 |
JMDC, Inc. | | 4,833 | 140,586 |
Kobe Bussan Co., Ltd. | | 12,730 | 334,735 |
Kose Corp. | | 5,131 | 363,008 |
Kyoritsu Maintenance Co., Ltd. | | 14,522 | 563,275 |
LaSalle Logiport REIT | | 597 | 635,428 |
Lion Corp. | | 49,175 | 430,444 |
Mitsubishi Research Institute, Inc. | | 9,951 | 323,149 |
Mitsui Fudosan Logistics Park, Inc. | | 180 | 567,421 |
Miura Co., Ltd. | | 22,368 | 433,839 |
Nihon M&A Center Holdings, Inc. | | 41,812 | 193,477 |
NOF Corp. | | 15,629 | 722,346 |
Nomura Co., Ltd. | | 10,767 | 61,226 |
8
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Portfolio of Investments — continued
Security | Shares | Value |
Japan (continued) |
Riken Keiki Co., Ltd. | | 2,591 | $ 116,273 |
Sanwa Holdings Corp. | | 54,996 | 790,377 |
Sumco Corp. | | 48,617 | 727,400 |
T Hasegawa Co., Ltd. | | 20,297 | 442,350 |
Tosei Corp. | | 47,408 | 578,070 |
USS Co., Ltd. | | 42,388 | 828,863 |
| | | $14,119,661 |
Luxembourg — 0.3% |
APERAM S.A. | | 4,571 | $ 152,275 |
| | | $ 152,275 |
Netherlands — 3.7% |
BE Semiconductor Industries NV | | 4,560 | $ 640,165 |
Euronext NV(2) | | 7,605 | 631,306 |
IMCD NV | | 5,238 | 808,417 |
| | | $ 2,079,888 |
New Zealand — 1.6% |
EBOS Group, Ltd. | | 22,018 | $ 501,156 |
Spark New Zealand, Ltd. | | 129,209 | 412,147 |
| | | $ 913,303 |
Norway — 1.1% |
SmartCraft ASA(1) | | 256,829 | $ 509,555 |
TGS ASA | | 8,739 | 110,993 |
| | | $ 620,548 |
Portugal — 0.8% |
NOS SGPS S.A. | | 122,721 | $ 454,581 |
| | | $ 454,581 |
Singapore — 0.9% |
Daiwa House Logistics Trust | | 1,087,439 | $ 470,972 |
| | | $ 470,972 |
Spain — 1.6% |
Acciona S.A. | | 2,504 | $ 353,433 |
Inmobiliaria Colonial Socimi S.A. | | 82,375 | 542,465 |
| | | $ 895,898 |
Sweden — 7.1% |
AddTech AB, Class B | | 47,360 | $ 881,366 |
Boliden AB | | 6,103 | 162,439 |
Cibus Nordic Real Estate AB (publ) | | 50,070 | 605,157 |
Security | Shares | Value |
Sweden (continued) |
Indutrade AB | | 28,034 | $ 614,955 |
Lagercrantz Group AB, Class B | | 61,177 | 698,250 |
Sdiptech AB, Class B(1) | | 29,104 | 662,837 |
SSAB AB, Class B | | 44,533 | 329,614 |
| | | $ 3,954,618 |
Switzerland — 1.2% |
Galenica AG(2) | | 5,516 | $ 457,855 |
VZ Holding AG | | 2,137 | 231,991 |
| | | $ 689,846 |
United Kingdom — 16.5% |
Allfunds Group PLC | | 47,209 | $ 298,686 |
Bellway PLC | | 7,025 | 205,954 |
Capricorn Energy PLC | | 37,031 | 69,789 |
Cranswick PLC | | 19,504 | 947,450 |
Diploma PLC | | 20,527 | 872,827 |
DiscoverIE Group PLC | | 86,361 | 672,152 |
Games Workshop Group PLC | | 5,946 | 805,593 |
Grainger PLC | | 103,658 | 332,848 |
Greggs PLC | | 24,630 | 764,663 |
JTC PLC(2) | | 89,715 | 839,216 |
Judges Scientific PLC | | 6,605 | 743,939 |
Nomad Foods, Ltd.(1) | | 16,142 | 260,693 |
Shaftesbury Capital PLC | | 266,934 | 408,061 |
SSP Group PLC(1) | | 91,529 | 240,388 |
Volution Group PLC | | 114,552 | 570,986 |
Wise PLC, Class A(1) | | 77,009 | 761,806 |
Zegona Communications PLC(1) | | 201,247 | 410,450 |
| | | $ 9,205,501 |
United States — 1.3% |
Autoliv, Inc. | | 7,017 | $ 727,101 |
| | | $ 727,101 |
Total Common Stocks (identified cost $48,317,550) | | | $51,716,561 |
Exchange-Traded Funds — 4.5% |
Security | Shares | Value |
Equity Funds — 4.5% |
iShares MSCI EAFE Small-Cap ETF | | 9,580 | $ 561,005 |
iShares MSCI Hong Kong ETF | | 48,622 | 817,336 |
9
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Portfolio of Investments — continued
Security | Shares | Value |
Equity Funds (continued) |
iShares MSCI Singapore ETF | | 35,000 | $ 628,950 |
iShares S&P/TSX SmallCap Index ETF | | 39,849 | 513,328 |
Total Exchange-Traded Funds (identified cost $2,938,899) | | | $ 2,520,619 |
Short-Term Investments — 2.6% |
Security | Shares | Value |
Morgan Stanley Institutional Liquidity Funds - Government Portfolio, Institutional Class, 5.26%(3) | | 1,435,224 | $ 1,435,224 |
Total Short-Term Investments (identified cost $1,435,224) | | | $ 1,435,224 |
| | |
Total Investments — 99.7% (identified cost $52,691,673) | | | $55,672,404 |
Other Assets, Less Liabilities — 0.3% | | | $ 184,695 |
Net Assets — 100.0% | | | $55,857,099 |
The percentage shown for each investment category in the Portfolio of Investments is based on net assets. |
(1) | Non-income producing security. |
(2) | Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be sold in certain transactions in reliance on an exemption from registration (normally to qualified institutional buyers). At November 30, 2023, the aggregate value of these securities is $3,368,317 or 6.0% of the Fund's net assets. |
(3) | May be deemed to be an affiliated investment company. The rate shown is the annualized seven-day yield as of November 30, 2023. |
Sector Classification of Portfolio |
Sector | Percentage of Net Assets | Value |
Industrials | 20.1% | $11,197,103 |
Financials | 13.3 | 7,411,702 |
Real Estate | 11.6 | 6,476,319 |
Information Technology | 10.3 | 5,760,054 |
Consumer Discretionary | 9.7 | 5,429,186 |
Consumer Staples | 6.5 | 3,617,956 |
Materials | 6.2 | 3,479,648 |
Communication Services | 5.8 | 3,258,966 |
Health Care | 5.3 | 2,976,921 |
Exchange-Traded Funds | 4.5 | 2,520,619 |
Energy | 2.8 | 1,529,502 |
Utilities | 1.0 | 579,204 |
Short-Term Investments | 2.6 | 1,435,224 |
Total Investments | 99.7% | $55,672,404 |
10
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Statement of Assets and Liabilities
| November 30, 2023 |
Assets | |
Unaffiliated investments, at value (identified cost $51,256,449) | $ 54,237,180 |
Affiliated investments, at value (identified cost $1,435,224) | 1,435,224 |
Foreign currency, at value (identified cost $5,711) | 5,668 |
Dividends receivable | 141,882 |
Dividends receivable from affiliated investments | 6,779 |
Receivable for investments sold | 61,049 |
Receivable for Fund shares sold | 28,532 |
Tax reclaims receivable | 48,328 |
Receivable from affiliates | 4,300 |
Trustees' deferred compensation plan | 2,033 |
Total assets | $55,970,975 |
Liabilities | |
Payable for investments purchased | $ 5,757 |
Payable for Fund shares redeemed | 3,029 |
Payable to affiliates: | |
Investment adviser and administration fee | 39,502 |
Distribution and service fees | 213 |
Trustees' fees | 703 |
Trustees' deferred compensation plan | 2,033 |
Accrued expenses | 62,639 |
Total liabilities | $ 113,876 |
Net Assets | $55,857,099 |
Sources of Net Assets | |
Paid-in capital | $ 58,420,916 |
Accumulated loss | (2,563,817) |
Net Assets | $55,857,099 |
Class A Shares | |
Net Assets | $ 1,068,283 |
Shares Outstanding | 88,037 |
Net Asset Value and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding) | $ 12.13 |
Maximum Offering Price Per Share (100 ÷ 94.75 of net asset value per share) | $ 12.80 |
Class I Shares | |
Net Assets | $ 54,788,816 |
Shares Outstanding | 4,494,142 |
Net Asset Value, Offering Price and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding) | $ 12.19 |
On sales of $50,000 or more, the offering price of Class A shares is reduced. |
11
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
| Year Ended |
| November 30, 2023 |
Investment Income | |
Dividend income (net of foreign taxes withheld of $151,590) | $ 1,684,725 |
Dividend income from affiliated investments | 59,174 |
Total investment income | $ 1,743,899 |
Expenses | |
Investment adviser and administration fee | $ 518,654 |
Distribution and service fees: | |
Class A | 2,787 |
Trustees’ fees and expenses | 3,477 |
Custodian fee | 53,189 |
Transfer and dividend disbursing agent fees | 7,695 |
Legal and accounting services | 38,254 |
Printing and postage | 3,664 |
Registration fees | 37,799 |
Miscellaneous | 11,450 |
Total expenses | $ 676,969 |
Deduct: | |
Waiver and/or reimbursement of expenses by affiliates | $ 70,909 |
Total expense reductions | $ 70,909 |
Net expenses | $ 606,060 |
Net investment income | $ 1,137,839 |
Realized and Unrealized Gain (Loss) | |
Net realized gain (loss): | |
Investment transactions | $ (3,118,109) |
Foreign currency transactions | (13,260) |
Net realized loss | $(3,131,369) |
Change in unrealized appreciation (depreciation): | |
Investments | $ 3,121,016 |
Foreign currency | 571 |
Net change in unrealized appreciation (depreciation) | $ 3,121,587 |
Net realized and unrealized loss | $ (9,782) |
Net increase in net assets from operations | $ 1,128,057 |
12
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Statements of Changes in Net Assets
| Year Ended November 30, |
| 2023 | 2022 |
Increase (Decrease) in Net Assets | | |
From operations: | | |
Net investment income | $ 1,137,839 | $ 811,831 |
Net realized loss | (3,131,369) | (2,753,544) |
Net change in unrealized appreciation (depreciation) | 3,121,587 | (12,502,076) |
Net increase (decrease) in net assets from operations | $ 1,128,057 | $(14,443,789) |
Distributions to shareholders: | | |
Class A | $ (10,863) | $ (41,567) |
Class I | (613,137) | (4,506,072) |
Total distributions to shareholders | $ (624,000) | $ (4,547,639) |
Transactions in shares of beneficial interest: | | |
Class A | $ (30,807) | $ 505,079 |
Class I | (1,118,722) | 993,061 |
Net increase (decrease) in net assets from Fund share transactions | $ (1,149,529) | $ 1,498,140 |
Net decrease in net assets | $ (645,472) | $(17,493,288) |
Net Assets | | |
At beginning of year | $ 56,502,571 | $ 73,995,859 |
At end of year | $55,857,099 | $ 56,502,571 |
13
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
| Class A |
| Year Ended November 30, |
| 2023 | 2022 | 2021 | 2020 | 2019 |
Net asset value — Beginning of year | $ 12.030 | $ 15.960 | $ 13.790 | $ 12.670 | $ 11.790 |
Income (Loss) From Operations | | | | | |
Net investment income(1) | $ 0.208 | $ 0.125 | $ 0.065 | $ 0.037 | $ 0.131 |
Net realized and unrealized gain (loss) | 0.007 (2) | (3.141) | 2.221 | 1.287 | 1.233 |
Total income (loss) from operations | $ 0.215 | $ (3.016) | $ 2.286 | $ 1.324 | $ 1.364 |
Less Distributions | | | | | |
From net investment income | $ (0.115) | $ (0.198) | $ (0.116) | $ (0.204) | $ (0.096) |
From net realized gain | — | (0.716) | — | — | (0.388) |
Total distributions | $ (0.115) | $ (0.914) | $ (0.116) | $ (0.204) | $ (0.484) |
Net asset value — End of year | $12.130 | $12.030 | $15.960 | $13.790 | $12.670 |
Total Return(3)(4) | 1.83% | (20.24)% | 16.66% | 10.54% | 12.37% |
Ratios/Supplemental Data | | | | | |
Net assets, end of year (000’s omitted) | $ 1,068 | $ 1,090 | $ 703 | $ 1,417 | $ 1,717 |
Ratios (as a percentage of average daily net assets): | | | | | |
Expenses (4) | 1.30% (5) | 1.36% (5) | 1.40% | 1.40% | 1.40% |
Net investment income | 1.73% | 0.99% | 0.42% | 0.30% | 1.12% |
Portfolio Turnover | 36% | 51% | 59% | 61% | 70% |
(1) | Computed using average shares outstanding. |
(2) | The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time. |
(3) | Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges. |
(4) | The investment adviser and administrator and sub-adviser reimbursed certain operating expenses (equal to 0.12%, 0.07%, 0.01%, 0.16% and 0.21% of average daily net assets for the years ended November 30, 2023, 2022, 2021, 2020 and 2019, respectively). Absent this reimbursement, total return would be lower. |
(5) | Includes a reduction by the investment adviser of a portion of its investment adviser and administration fee due to the Fund’s investment in the Liquidity Fund (equal to less than 0.005% of average daily net assets for the years ended November 30, 2023 and 2022).
|
14
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Financial Highlights — continued
| Class I |
| Year Ended November 30, |
| 2023 | 2022 | 2021 | 2020 | 2019 |
Net asset value — Beginning of year | $ 12.070 | $ 16.030 | $ 13.850 | $ 12.720 | $ 11.840 |
Income (Loss) From Operations | | | | | |
Net investment income(1) | $ 0.239 | $ 0.171 | $ 0.131 | $ 0.074 | $ 0.161 |
Net realized and unrealized gain (loss) | 0.012 (2) | (3.169) | 2.200 | 1.289 | 1.242 |
Total income (loss) from operations | $ 0.251 | $ (2.998) | $ 2.331 | $ 1.363 | $ 1.403 |
Less Distributions | | | | | |
From net investment income | $ (0.131) | $ (0.246) | $ (0.151) | $ (0.233) | $ (0.135) |
From net realized gain | — | (0.716) | — | — | (0.388) |
Total distributions | $ (0.131) | $ (0.962) | $ (0.151) | $ (0.233) | $ (0.523) |
Net asset value — End of year | $12.190 | $12.070 | $16.030 | $13.850 | $12.720 |
Total Return(3)(4) | 2.13% | (20.05)% | 16.86% | 10.82% | 12.73% |
Ratios/Supplemental Data | | | | | |
Net assets, end of year (000’s omitted) | $ 54,789 | $ 55,413 | $ 73,293 | $ 49,028 | $ 42,132 |
Ratios (as a percentage of average daily net assets): | | | | | |
Expenses (4) | 1.05% (5) | 1.11% (5) | 1.15% | 1.15% | 1.15% |
Net investment income | 1.98% | 1.35% | 0.82% | 0.61% | 1.37% |
Portfolio Turnover | 36% | 51% | 59% | 61% | 70% |
(1) | Computed using average shares outstanding. |
(2) | The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time. |
(3) | Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested. |
(4) | The investment adviser and administrator and sub-adviser reimbursed certain operating expenses (equal to 0.12%, 0.07%, 0.01%, 0.16% and 0.21% of average daily net assets for the years ended November 30, 2023, 2022, 2021, 2020 and 2019, respectively). Absent this reimbursement, total return would be lower. |
(5) | Includes a reduction by the investment adviser of a portion of its investment adviser and administration fee due to the Fund’s investment in the Liquidity Fund (equal to less than 0.005% of average daily net assets for the years ended November 30, 2023 and 2022).
|
15
See Notes to Financial Statements.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Notes to Financial Statements
1 Significant Accounting Policies
Eaton Vance International Small-Cap Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to seek long-term capital appreciation. The Fund offers two classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class I shares are sold at net asset value and are not subject to a sales charge. Each class represents a pro rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.
The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946.
A Investment Valuation—The following methodologies are used to determine the market value or fair value of investments.
Equity Securities. Equity securities listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and ask prices on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ National Market System are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and ask prices.
Foreign Securities and Currencies. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund's Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities.
Other. Investments in management investment companies (including money market funds) that do not trade on an exchange are valued at the net asset value as of the close of each business day.
Fair Valuation. In connection with Rule 2a-5 of the 1940 Act, the Trustees have designated the Fund’s investment adviser as its valuation designee. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued by the investment adviser, as valuation designee, at fair value using methods that most fairly reflect the security’s “fair value”, which is the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial statements, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.
B Investment Transactions—Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.
C Income—Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund's understanding of the applicable countries’ tax rules and rates. Distributions from investment companies are recorded as dividend income, capital gains or return of capital based on the nature of the distribution.
D Federal Taxes—The Fund's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.
As of November 30, 2023, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.
E Expenses—The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Notes to Financial Statements — continued
F Foreign Currency Translation—Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
G Use of Estimates—The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.
H Indemnifications—Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume, upon request by the shareholder, the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.
2 Distributions to Shareholders and Income Tax Information
It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. Distributions to shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.
The tax character of distributions declared for the years ended November 30, 2023 and November 30, 2022 was as follows:
| Year Ended November 30, |
| 2023 | 2022 |
Ordinary income | $624,000 | $1,162,416 |
Long-term capital gains | $ — | $3,385,223 |
During the year ended November 30, 2023, accumulated loss was increased by $86,699 and paid-in capital was increased by $86,699 due to the Fund’s use of equalization accounting. Tax equalization accounting allows the Fund to treat as a distribution that portion of redemption proceeds representing a redeeming shareholder’s portion of undistributed taxable income and net capital gains. These reclassifications had no effect on the net assets or net asset value per share of the Fund.
As of November 30, 2023, the components of distributable earnings (accumulated loss) on a tax basis were as follows:
Undistributed ordinary income | $ 1,569,324 |
Deferred capital losses | (5,947,406) |
Net unrealized appreciation | 1,814,265 |
Accumulated loss | $(2,563,817) |
At November 30, 2023, the Fund, for federal income tax purposes, had deferred capital losses of $5,947,406 which would reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus would reduce the
Eaton Vance
International Small-Cap Fund
November 30, 2023
Notes to Financial Statements — continued
amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The deferred capital losses are treated as arising on the first day of the Fund’s next taxable year and retain the same short-term or long-term character as when originally deferred. Of the deferred capital losses at November 30, 2023, $3,948,265 are short-term and $1,999,141 are long-term.
The cost and unrealized appreciation (depreciation) of investments of the Fund at November 30, 2023, as determined on a federal income tax basis, were as follows:
Aggregate cost | $ 53,858,352 |
Gross unrealized appreciation | $ 7,076,803 |
Gross unrealized depreciation | (5,262,751) |
Net unrealized appreciation | $ 1,814,052 |
3 Investment Adviser and Administration Fee and Other Transactions with Affiliates
The investment adviser and administration fee is earned by Eaton Vance Management (EVM), an indirect, wholly-owned subsidiary of Morgan Stanley, as compensation for investment advisory and administrative services rendered to the Fund. The investment adviser and administration fee is computed at an annual rate as a percentage of the Fund’s average daily net assets as follows and is payable monthly:
Average Daily Net Assets | Annual Fee Rate |
Up to $500 million | 0.900% |
$500 million but less than $1 billion | 0.850% |
$1 billion but less than $2.5 billion | 0.825% |
$2.5 billion but less than $5 billion | 0.800% |
$5 billion and over | 0.780% |
For the year ended November 30, 2023, the investment adviser and administration fee amounted to $518,654 or 0.90% of the Fund’s average daily net assets. Pursuant to an investment sub-advisory agreement, EVM has delegated the investment management of the Fund to Eaton Vance Advisers International Ltd. (EVAIL), an affiliate of EVM and an indirect wholly-owned subsidiary of Morgan Stanley. EVAIL uses the portfolio management, research and other resources of its affiliate, MSIM Fund Management (Ireland) Limited (MSIM FMIL), to render investment advisory services to the Fund. MSIM FMIL has entered into a Memorandum of Understanding with EVAIL pursuant to which MSIM FMIL is considered a participating affiliate of the sub-adviser as that term is used in relief granted by the staff of the U.S. Securities and Exchange Commission allowing U.S. registered investment advisers to use portfolio management or research resources of unregistered advisory affiliates subject to the supervision of a U.S. registered adviser. EVM pays EVAIL a portion of its investment adviser and administration fee for sub-advisory services provided to the Fund. The Fund may invest in a money market fund, the Institutional Class of the Morgan Stanley Institutional Liquidity Funds - Government Portfolio (the “Liquidity Fund"), an open-end management investment company managed by Morgan Stanley Investment Management Inc., a wholly-owned subsidiary of Morgan Stanley. The investment adviser and administration fee paid by the Fund is reduced by an amount equal to its pro rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Fund. For the year ended November 30, 2023, the investment adviser and administration fee paid was reduced by $1,891 relating to the Fund’s investment in the Liquidity Fund.
EVM and EVAIL have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only and excluding such expenses as brokerage commissions, acquired fund fees and expenses of unaffiliated funds, borrowing costs, taxes or litigation expenses) exceed 1.30% and 1.05% of the Fund’s average daily net assets for Class A and Class I, respectively, through March 31, 2024. Thereafter, the reimbursement may be changed or terminated at any time. Pursuant to this agreement, EVM and EVAIL were allocated $69,018 in total of the Fund’s operating expenses for the year ended November 30, 2023.
EVM provides sub-transfer agency and related services to the Fund pursuant to a Sub-Transfer Agency Support Services Agreement. For the year ended November 30, 2023, EVM earned $2,358 from the Fund pursuant to such agreement, which is included in transfer and dividend disbursing agent fees on the Statement of Operations. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $37 as its portion of the sales charges on sales of Class A shares for the year ended November 30, 2023. EVD received distribution and service fees from Class A shares (see Note 4).
Eaton Vance
International Small-Cap Fund
November 30, 2023
Notes to Financial Statements — continued
Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the investment adviser and administration fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. Certain officers and Trustees of the Fund are officers of EVM.
4 Distribution Plan
The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the year ended November 30, 2023 amounted to $2,787 for Class A shares.
Distribution and service fees are subject to the limitations contained in the Financial Industry Regulatory Authority Rule 2341(d).
5 Contingent Deferred Sales Charges
Class A shares may be subject to a 1% contingent deferred sales charge (CDSC) if redeemed within 12 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. For the year ended November 30, 2023, the Fund was informed that EVD received no CDSCs paid by Class A shareholders.
6 Purchases and Sales of Investments
Purchases and sales of investments, other than short-term obligations, aggregated $20,389,823 and $21,114,102, respectively, for the year ended November 30, 2023.
7 Shares of Beneficial Interest
The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:
| Year Ended November 30, 2023 | | Year Ended November 30, 2022 |
| Shares | Amount | | Shares | Amount |
Class A | | | | | |
Sales | 9,647 | $ 116,599 | �� | 57,659 | $ 640,603 |
Issued to shareholders electing to receive payments of distributions in Fund shares | 729 | 8,476 | | 2,643 | 41,567 |
Redemptions | (12,922) | (155,882) | | (13,775) | (177,091) |
Net increase (decrease) | (2,546) | $ (30,807) | | 46,527 | $ 505,079 |
Class I | | | | | |
Sales | 434,195 | $ 5,173,548 | | 1,005,433 | $ 13,884,660 |
Issued to shareholders electing to receive payments of distributions in Fund shares | 52,675 | 613,137 | | 286,100 | 4,506,072 |
Redemptions | (582,436) | (6,905,407) | | (1,275,435) | (17,397,671) |
Net increase (decrease) | (95,566) | $(1,118,722) | | 16,098 | $ 993,061 |
At November 30, 2023, EVM and donor advised and pooled income funds (established and maintained by a public charity) managed by EVM owned in the aggregate 74.5% of the value of the outstanding shares of the Fund.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Notes to Financial Statements — continued
8 Line of Credit
The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $650 million unsecured revolving line of credit agreement with a group of banks, which is in effect through October 22, 2024. In connection with the renewal of the agreement on October 24, 2023, the borrowing limit was decreased from $725 million. Borrowings are made by the Fund solely for temporary purposes related to redemptions and other short-term cash needs. Interest is charged to the Fund based on its borrowings at an amount above either the Secured Overnight Financing Rate (SOFR) or Federal Funds rate. In addition, a fee computed at an annual rate of 0.15% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. In connection with the renewal of the agreement in October 2023, an arrangement fee totaling $150,000 was incurred that was allocated to the participating portfolios and funds. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the year ended November 30, 2023.
9 Affiliated Investments
At November 30, 2023, the value of the Fund's investment in funds that may be deemed to be affiliated was $1,435,224, which represents 2.6% of the Fund's net assets. Transactions in such investments by the Fund for the year ended November 30, 2023 were as follows:
Name | Value, beginning of period | Purchases | Sales proceeds | Net realized gain (loss) | Change in unrealized appreciation (depreciation) | Value, end of period | Dividend income | Shares, end of period |
Short-Term Investments |
Liquidity Fund | $1,443,827 | $15,733,513 | $(15,742,116) | $ — | $ — | $1,435,224 | $59,174 | 1,435,224 |
10 Fair Value Measurements
Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.
• | Level 1 – quoted prices in active markets for identical investments |
• | Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
• | Level 3 – significant unobservable inputs (including a fund's own assumptions in determining the fair value of investments) |
In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
At November 30, 2023, the hierarchy of inputs used in valuing the Fund's investments, which are carried at fair value, were as follows:
Asset Description | Level 1 | Level 2 | Level 3 | Total |
Common Stocks: | | | | |
Asia/Pacific | $ — | $ 20,231,196 | $ — | $ 20,231,196 |
Developed Europe | 260,693 | 25,128,071 | — | 25,388,764 |
North America | 6,096,601 | — | — | 6,096,601 |
Total Common Stocks | $ 6,357,294 | $ 45,359,267* | $ — | $51,716,561 |
Exchange-Traded Funds | $ 2,520,619 | $ — | $ — | $ 2,520,619 |
Short-Term Investments | 1,435,224 | — | — | 1,435,224 |
Total Investments | $ 10,313,137 | $ 45,359,267 | $ — | $55,672,404 |
* | Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets. |
Eaton Vance
International Small-Cap Fund
November 30, 2023
Notes to Financial Statements — continued
11 Risks and Uncertainties
Risks Associated with Foreign Investments
Foreign investments can be adversely affected by political, economic and market developments abroad, including the imposition of economic and other sanctions by the United States or another country. There may be less publicly available information about foreign issuers because they may not be subject to reporting practices, requirements or regulations comparable to those to which United States companies are subject. Foreign markets may be smaller, less liquid and more volatile than the major markets in the United States. Trading in foreign markets typically involves higher expense than trading in the United States. The Fund may have difficulties enforcing its legal or contractual rights in a foreign country. Securities that trade or are denominated in currencies other than the U.S. dollar may be adversely affected by fluctuations in currency exchange rates.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Report of Independent Registered Public Accounting Firm
To the Trustees of Eaton Vance Growth Trust and Shareholders of Eaton Vance International Small-Cap Fund:
Opinion on the Financial Statements and Financial Highlights
We have audited the accompanying statement of assets and liabilities of Eaton Vance International Small-Cap Fund (the "Fund") (one of the funds constituting Eaton Vance Growth Trust), including the portfolio of investments, as of November 30, 2023, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of November 30, 2023, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of November 30, 2023, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
January 19, 2024
We have served as the auditor of one or more Eaton Vance investment companies since 1959.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Federal Tax Information (Unaudited)
The Form 1099-DIV you receive in February 2024 will show the tax status of all distributions paid to your account in calendar year 2023. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund. As required by the Internal Revenue Code and/or regulations, shareholders must be notified regarding the status of qualified dividend income for individuals, the dividends received deduction for corporations and the foreign tax credit.
Qualified Dividend Income. For the fiscal year ended November 30, 2023, the Fund designates approximately $624,000, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for the reduced tax rate of 15%.
Dividends Received Deduction. Corporate shareholders are generally entitled to take the dividends received deduction on the portion of the Fund’s dividend distribution that qualifies under tax law. For the Fund’s fiscal 2023 ordinary income dividends, 1.91% qualifies for the corporate dividends received deduction.
Foreign Tax Credit. For the fiscal year ended November 30, 2023, the Fund paid foreign taxes of $101,582 and recognized foreign source income of $1,757,267.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Board of Trustees’ Contract Approval
Overview of the Contract Review Process
The Investment Company Act of 1940, as amended (the “1940 Act”), provides, in substance, that the investment advisory agreement between a fund and its investment adviser will continue in effect from year-to-year only if its continuation is approved on an annual basis by a vote of the fund’s board of trustees, including a majority of the trustees who are not “interested persons” of the fund (“independent trustees”), cast in person at a meeting called for the purpose of considering such approval.
At a meeting held on June 8, 2023, the Boards of Trustees/Directors (collectively, the “Board”) that oversee the registered investment companies advised by Eaton Vance Management or its affiliate, Boston Management and Research (the “Eaton Vance Funds”), including a majority of the independent trustees (the “Independent Trustees”), voted to approve the continuation of existing investment advisory agreements and sub-advisory agreements1 for each of the Eaton Vance Funds for an additional one-year period. The Board relied upon the affirmative recommendation of its Contract Review Committee, which is a committee exclusively comprised of Independent Trustees. Prior to making its recommendation, the Contract Review Committee reviewed information furnished by the adviser and sub-adviser to each of the Eaton Vance Funds (including information specifically requested by the Board) for a series of formal meetings held between April and June 2023, as well as certain additional information provided in response to specific requests from the Independent Trustees as members of the Contract Review Committee. Members of the Contract Review Committee also considered information received at prior meetings of the Board and its committees, to the extent such information was relevant to the Contract Review Committee’s annual evaluation of the investment advisory agreements and sub-advisory agreements.
In connection with its evaluation of the investment advisory agreements and sub-advisory agreements, the Board considered various information relating to the Eaton Vance Funds. This included information applicable to all or groups of Eaton Vance Funds, which is referenced immediately below, and information applicable to the particular Eaton Vance Fund covered by this report (each “Eaton Vance Fund” is referred to below as a “fund”). (For funds that invest through one or more underlying portfolios, references to “each fund” in this section may include information that was considered at the portfolio-level.)
Information about Fees, Performance and Expenses
• A report from an independent data provider comparing advisory and other fees paid by each fund to such fees paid by comparable funds, as identified by the independent data provider (“comparable funds”);
• A report from an independent data provider comparing each fund’s total expense ratio (and its components) to those of comparable funds;
• A report from an independent data provider comparing the investment performance of each fund (including, as relevant, total return data, income data, Sharpe ratios and information ratios) to the investment performance of comparable funds and, as applicable, benchmark indices, over various time periods;
• In certain instances, data regarding investment performance relative to customized groups of peer funds and blended indices identified by the adviser in consultation with the Portfolio Management Committee of the Board (a committee exclusively comprised of Independent Trustees);
• Comparative information concerning the fees charged and services provided by the adviser and sub-adviser to each fund in managing other accounts (which may include other mutual funds, collective investment funds and institutional accounts) using investment strategies and techniques similar to those used in managing such fund(s), if any;
• Profitability analyses with respect to the adviser and sub-adviser to each of the funds;
Information about Portfolio Management and Trading
• Descriptions of the investment management services provided to each fund, as well as each of the funds’ investment strategies and policies;
• The procedures and processes used to determine the value of fund assets, including, when necessary, the determination of “fair value” and actions taken to monitor and test the effectiveness of such procedures and processes;
• Information about the policies and practices of each fund’s adviser and sub-adviser with respect to trading, including their processes for seeking best execution of portfolio transactions;
• Information about the allocation of brokerage transactions and the benefits, if any, received by the adviser and sub-adviser to each fund as a result of brokerage allocation, including, as applicable, information concerning the acquisition of research through client commission arrangements and policies with respect to “soft dollars”;
• Data relating to the portfolio turnover rate of each fund and related information regarding active management in the context of particular strategies;
Information about each Adviser and Sub-adviser
• Reports detailing the financial results and condition of the adviser and sub-adviser to each fund;
1 Not all Eaton Vance Funds have entered into a sub-advisory agreement with a sub-adviser. Accordingly, references to “sub-adviser” or “sub-advisory agreement” in this “Overview” section may not be applicable to the particular Eaton Vance Fund covered by this report.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Board of Trustees’ Contract Approval — continued
• Information regarding the individual investment professionals whose responsibilities include portfolio management and investment research for the funds, and, for portfolio managers and certain other investment professionals, information relating to their responsibilities with respect to managing other mutual funds and investment accounts, as applicable;
• Information regarding the adviser’s and its parent company’s (Morgan Stanley’s) efforts to retain and attract talented investment professionals, including in the context of a competitive marketplace for talent, as well as the ongoing unique environment presented by hybrid, remote and other alternative work arrangements;
• Information regarding the adviser’s compensation methodology for its investment professionals and the incentives and accountability it creates, along with investment professionals’ investments in the fund(s) they manage;
• The Code of Ethics of the adviser and its affiliates and the sub-adviser of each fund, together with information relating to compliance with, and the administration of, such codes;
• Policies and procedures relating to proxy voting, including regular reporting with respect to fund proxy voting activities;
• Information regarding the handling of corporate actions and class actions, as well as information regarding litigation and other regulatory matters;
• Information concerning the resources devoted to compliance efforts undertaken by the adviser and its affiliates and the sub-adviser of each fund, if any, including descriptions of their various compliance programs and their record of compliance;
• Information concerning the business continuity and disaster recovery plans of the adviser and its affiliates and the sub-adviser of each fund, if any;
• A description of Eaton Vance Management’s and Boston Management and Research’s oversight of sub-advisers, including with respect to regulatory and compliance issues, investment management and other matters;
Other Relevant Information
• Information regarding ongoing initiatives to further integrate and harmonize, where applicable, the investment management and other departments of the adviser and its affiliates with the overall investment management infrastructure of Morgan Stanley, in light of Morgan Stanley’s acquisition of Eaton Vance Corp. on March 1, 2021;
• Information concerning the nature, cost and character of the administrative and other non-investment advisory services provided by Eaton Vance Management and its affiliates;
• Information concerning oversight of the relationship with the custodian, subcustodians, fund accountants, and other third-party service providers by the adviser and/or administrator to each of the funds;
• Information concerning efforts to implement policies and procedures with respect to various recently adopted regulations applicable to the funds, including Rule 12d1-4 (the Fund-of-Funds Rule), Rule 18f-4 (the Derivatives Rule) and Rule 2a-5 (the Fair Valuation Rule);
• For an Eaton Vance Fund structured as an exchange-listed closed-end fund, information concerning the benefits of the closed-end fund structure, as well as, where relevant, the closed-end fund’s market prices (including as compared to the closed-end fund’s net asset value (NAV)), trading volume data, continued use of auction preferred shares (where applicable), distribution rates and other relevant matters;
• The risks which the adviser and/or its affiliates incur in connection with the management and operation of the funds, including, among others, litigation, regulatory, entrepreneurial, and other business risks (and the associated costs of such risks); and
• The terms of each investment advisory agreement and sub-advisory agreement.
During the various meetings of the Board and its committees over the course of the year leading up to the June 8, 2023 meeting, the Board received information from portfolio managers and other investment professionals of the advisers and sub-advisers of the funds regarding investment and performance matters, and considered various investment and trading strategies used in pursuing the funds’ investment objectives. The Board also received information regarding risk management techniques employed in connection with the management of the funds. The Board and its committees evaluated issues pertaining to industry and regulatory developments, compliance procedures, fund governance and other issues with respect to the funds, and received and participated in reports and presentations provided by Eaton Vance Management, Boston Management and Research and fund sub-advisers, with respect to such matters. In addition to the formal meetings of the Board and its committees, the Independent Trustees held regular teleconferences to discuss, among other topics, matters relating to the continuation of investment advisory agreements and sub-advisory agreements.
The Contract Review Committee was advised throughout the contract review process by Goodwin Procter LLP, independent legal counsel for the Independent Trustees. The members of the Contract Review Committee, with the advice of such counsel, exercised their own business judgment in determining the material factors to be considered in evaluating each investment advisory agreement and sub-advisory agreement and the weight to be given to each such factor. The conclusions reached with respect to each investment advisory agreement and sub-advisory agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each member of the Contract Review Committee may have placed varying emphasis on particular factors in reaching conclusions with respect to each investment advisory agreement and sub-advisory agreement. In evaluating each investment advisory agreement and sub-advisory agreement, including the fee structures and other terms contained in such agreements, the members of the Contract Review Committee were also informed by multiple years of analysis and discussion with the adviser and sub-adviser to each of the Eaton Vance Funds.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Board of Trustees’ Contract Approval — continued
Results of the Contract Review Process
Based on its consideration of the foregoing, and such other information it deemed relevant, including the factors and conclusions described below, the Contract Review Committee concluded that the continuation of the investment advisory and administrative agreement (the “Advisory Agreement”) between Eaton Vance International Small-Cap Fund (the “Fund”) and Eaton Vance Management (the “Adviser”), and the sub-advisory agreement (the “Sub-advisory Agreement”) between the Adviser and Eaton Vance Advisers International Ltd. (the “Sub-adviser”), an affiliate of the Adviser, with respect to the Fund, including their respective fee structures, are in the interests of shareholders and, therefore, recommended to the Board approval of each agreement. Based on the recommendation of the Contract Review Committee, the Board, including a majority of the Independent Trustees, voted to approve continuation of the Advisory Agreement and the Sub-advisory Agreement for the Fund.
Nature, Extent and Quality of Services
In considering whether to approve the Advisory Agreement and the Sub-advisory Agreement for the Fund, the Board evaluated the nature, extent and quality of services provided to the Fund by the Adviser and the Sub-adviser.
The Board considered the Adviser’s and the Sub-adviser’s management capabilities and investment processes in light of the types of investments held by the Fund, including the education, experience and number of investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund. Regarding the Adviser, the Board considered the Adviser’s responsibilities with respect to oversight of the Sub-adviser, as well as the coordination between the Adviser and the Sub-adviser on research and other investment matters. With respect to the Sub-adviser, the Board considered the resources available to the Sub-adviser in fulfilling its duties under the Sub-advisory Agreement and the Sub-adviser’s abilities and experience in implementing the Fund’s investment strategy. In particular, the Board considered the abilities and experience of the Sub-adviser’s investment professionals in investing in equity securities, including investing in both U.S. and foreign common stocks. The Board considered the international investment capabilities of the Sub-adviser, which is based in London, and the benefits to the Fund of having portfolio management services involving investments in international equities provided by investment professionals located abroad. The Board also took into account the resources dedicated to portfolio management and other services, the compensation methods of the Adviser and other factors, including the reputation and resources of the Adviser to recruit and retain highly qualified research, advisory and supervisory investment professionals. In addition, the Board considered the time and attention devoted to the Eaton Vance Funds, including the Fund, by senior management, as well as the infrastructure, operational capabilities and support staff in place to assist in the portfolio management and operations of the Fund, including the provision of administrative services. The Board also considered the business-related and other risks to which the Adviser or its affiliates may be subject in managing the Fund.
The Board considered the compliance programs of the Adviser and relevant affiliates thereof, including the Sub-adviser. The Board considered compliance and reporting matters regarding, among other things, personal trading by investment professionals, disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity and the allocation of investment opportunities. The Board also considered the responses of the Adviser and its affiliates to requests in recent years from regulatory authorities, such as the Securities and Exchange Commission and the Financial Industry Regulatory Authority.
The Board considered other administrative services provided or overseen by Eaton Vance Management and its affiliates, including transfer agency and accounting services. The Board evaluated the benefits to shareholders of investing in a fund that is a part of a large fund complex offering exposure to a variety of asset classes and investment disciplines, including the ability, in many cases, to exchange an investment among different funds without incurring additional sales charges.
After consideration of the foregoing factors, among others, the Board concluded that the nature, extent and quality of services provided by the Adviser and the Sub-adviser, taken as a whole, are appropriate and consistent with the terms of the Advisory Agreement and the Sub-advisory Agreement.
Fund Performance
The Board compared the Fund’s investment performance to that of comparable funds identified by an independent data provider (the peer group), as well as an appropriate benchmark index and a custom peer group of similarly managed funds. The Board’s review included comparative performance data with respect to the Fund for the one-, three- and five-year periods ended December 31, 2022. In this regard, the Board noted that the performance of the Fund was consistent with the median performance of the Fund’s peer group and lower than the median performance of the Fund’s custom peer group for the three-year period. The Board also noted that the performance of the Fund was lower than its benchmark index for the three-year period. On the basis of the foregoing, the performance of the Fund over other periods, and other relevant information provided by the Adviser in response to inquiries from the Contract Review Committee, the Board concluded that the performance of the Fund was satisfactory.
Management Fees and Expenses
The Board considered contractual fee rates payable by the Fund for advisory and administrative services (referred to collectively as “management fees”). As part of its review, the Board considered the Fund’s management fees and total expense ratio for the one-year period ended December 31, 2022, as compared to those of comparable funds, before and after giving effect to any undertaking to waive fees or reimburse expenses. The Board also received and considered information about the services offered and the fee rates charged by the Adviser and/or Sub-adviser to other types of accounts with investment objectives and strategies that are substantially similar to and/or managed in a similar investment style as the Fund. In this regard, the Board received information about the differences in the nature and scope of services the Adviser and/or Sub-adviser provide to the Fund as compared to other types of
Eaton Vance
International Small-Cap Fund
November 30, 2023
Board of Trustees’ Contract Approval — continued
accounts and the material differences in compliance, reporting and other legal burdens and risks to the Adviser and/or Sub-adviser as between the Fund and other types of accounts. The Board also considered certain factors identified by management in response to inquiries from the Contract Review Committee regarding the Fund’s total expense ratio relative to comparable funds.
After considering the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser and the Sub-adviser, the Board concluded that the management fees charged for advisory and related services are reasonable.
Profitability and “Fall-Out” Benefits
The Board considered the level of profits realized by the Adviser and relevant affiliates thereof, including the Sub-adviser, in providing investment advisory and administrative services to the Fund and to all Eaton Vance Funds as a group. The Board considered the level of profits realized without regard to marketing support or other payments by the Adviser and its affiliates to third parties in respect of distribution or other services.
The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates, including the Sub-adviser, are deemed not to be excessive.
The Board also considered direct or indirect fall-out benefits received by the Adviser and its affiliates, including the Sub-adviser, in connection with their respective relationships with the Fund, including the benefits of research services that may be available to the Adviser or the Sub-adviser as a result of securities transactions effected for the Fund and other investment advisory clients.
Economies of Scale
In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from economies of scale, if any, with respect to the management of any specific fund or group of funds. The Board reviewed data summarizing the increases and decreases in the assets of the Fund and of all Eaton Vance Funds as a group over various time periods, and evaluated the extent to which the total expense ratio of the Fund and the profitability of the Adviser and its affiliates may have been affected by such increases or decreases. Based upon the foregoing, the Board concluded that the Fund currently shares in the benefits from economies of scale, if any, when they are realized by the Adviser. The Board also concluded that the structure of the advisory fee, which includes breakpoints at several asset levels, will allow the Fund to continue to benefit from any economies of scale in the future.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Liquidity Risk Management Program
The Fund has implemented a written liquidity risk management program (Program) and related procedures to manage its liquidity in accordance with Rule 22e-4 under the Investment Company Act of 1940, as amended (Liquidity Rule). The Liquidity Rule defines “liquidity risk” as the risk that a fund could not meet requests to redeem shares issued by the fund without significant dilution of the remaining investors’ interests in the fund. The Fund's Board of Trustees/Directors has designated the investment adviser to serve as the administrator of the Program and the related procedures. The administrator has established a Liquidity Risk Management Oversight Committee (Committee) to perform the functions necessary to administer the Program. As part of the Program, the administrator is responsible for identifying illiquid investments and categorizing the relative liquidity of the Fund's investments in accordance with the Liquidity Rule. Under the Program, the administrator assesses, manages, and periodically reviews the Fund's liquidity risk, and is responsible for making certain reports to the Fund's Board of Trustees/Directors and the Securities and Exchange Commission (SEC) regarding the liquidity of the Fund’s investments, and to notify the Board of Trustees/Directors and the SEC of certain liquidity events specified in the Liquidity Rule. The liquidity of the Fund's portfolio investments is determined based on a number of factors including, but not limited to, relevant market, trading and investment-specific considerations under the Program.
At a meeting of the Fund's Board of Trustees/Directors on June 7, 2023, the Committee provided a written report to the Fund's Board of Trustees/Directors pertaining to the operation, adequacy, and effectiveness of implementation of the Program, as well as the operation of the highly liquid investment minimum (if applicable) for the period January 1, 2022 through December 31, 2022 (Review Period). The Program operated effectively during the Review Period, supporting the administrator’s ability to assess, manage and monitor Fund liquidity risk, including during periods of market volatility and net redemptions. During the Review Period, the Fund met redemption requests on a timely basis.
There can be no assurance that the Program will achieve its objectives in the future. Please refer to the Fund's prospectus for more information regarding the Fund's exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.
Eaton Vance
International Small-Cap Fund
November 30, 2023
Management and Organization
Fund Management. The Trustees of Eaton Vance Growth Trust (the Trust) are responsible for the overall management and supervision of the Trust's affairs. The Board members and officers of the Trust are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Board members hold indefinite terms of office. Each Trustee holds office until his or her successor is elected and qualified, subject to a prior death, resignation, retirement, disqualification or removal. Under the terms of the Fund's current Trustee retirement policy, an Independent Trustee must retire and resign as a Trustee on the earlier of: (i) the first day of July following his or her 74th birthday; or (ii), with limited exception, December 31st of the 20th year in which he or she has served as a Trustee. However, if such retirement and resignation would cause the Fund to be out of compliance with Section 16 of the 1940 Act or any other regulations or guidance of the SEC, then such retirement and resignation will not become effective until such time as action has been taken for the Fund to be in compliance therewith. The “noninterested Trustees” consist of those Trustees who are not “interested persons” of the Trust, as that term is defined under the 1940 Act. The business address of each Board member and officer is Two International Place, Boston, Massachusetts 02110. As used below, “BMR” refers to Boston Management and Research, “EV” refers to EV LLC, “EVM” refers to Eaton Vance Management, "MSIM" refers to Morgan Stanley Investment Management Inc. and “EVD” refers to Eaton Vance Distributors, Inc. EV is the trustee of each of EVM and BMR. Each of EVM, BMR, EVD and EV are indirect, wholly owned subsidiaries of Morgan Stanley. Each officer affiliated with EVM may hold a position with other EVM affiliates that is comparable to his or her position with EVM listed below. Each Trustee oversees 127 funds in the Eaton Vance fund complex (including both funds and portfolios in a hub and spoke structure).
Name and Year of Birth | Trust Position(s) | Length of Service | Principal Occupation(s) and Other Directorships During Past Five Years and Other Relevant Experience |
Interested Trustee |
Anchal Pachnanda(1) 1980 | Trustee | Since 2023 | Co-Head of Strategy of MSIM (since 2019). Formerly, Head of Strategy of MSIM (2017-2019). Ms. Pachnanda is an interested person because of her position with MSIM, which is an affiliate of the Trust. Other Directorships. None. |
Noninterested Trustees |
Alan C. Bowser 1962 | Trustee | Since 2022 | Private investor. Formerly, Chief Diversity Officer, Partner and a member of the Operating Committee, and formerly served as Senior Advisor on Diversity and Inclusion for the firm’s chief executive officer, Co-Head of the Americas Region, and Senior Client Advisor of Bridgewater Associates, an asset management firm (2011- 2023). Other Directorships. Independent Director of Stout Risius Ross (a middle market professional services advisory firm) (since 2021). |
Mark R. Fetting 1954 | Trustee | Since 2016 | Private investor. Formerly held various positions at Legg Mason, Inc. (investment management firm) (2000-2012), including President, Chief Executive Officer, Director and Chairman (2008-2012), Senior Executive Vice President (2004-2008) and Executive Vice President (2001-2004). Formerly, President of Legg Mason family of funds (2001-2008). Formerly, Division President and Senior Officer of Prudential Financial Group, Inc. and related companies (investment management firm) (1991-2000). Other Directorships. None. |
Cynthia E. Frost 1961 | Trustee | Since 2014 | Private investor. Formerly, Chief Investment Officer of Brown University (university endowment) (2000-2012). Formerly, Portfolio Strategist for Duke Management Company (university endowment manager) (1995-2000). Formerly, Managing Director, Cambridge Associates (investment consulting company) (1989-1995). Formerly, Consultant, Bain and Company (management consulting firm) (1987-1989). Formerly, Senior Equity Analyst, BA Investment Management Company (1983-1985). Other Directorships. None. |
George J. Gorman 1952 | Chairperson of the Board and Trustee | Since 2021 (Chairperson) and 2014 (Trustee) | Principal at George J. Gorman LLC (consulting firm). Formerly, Senior Partner at Ernst & Young LLP (a registered public accounting firm) (1974-2009). Other Directorships. None. |
Eaton Vance
International Small-Cap Fund
November 30, 2023
Management and Organization — continued
Name and Year of Birth | Trust Position(s) | Length of Service | Principal Occupation(s) and Other Directorships During Past Five Years and Other Relevant Experience |
Noninterested Trustees (continued) |
Valerie A. Mosley 1960 | Trustee | Since 2014 | Chairwoman and Chief Executive Officer of Valmo Ventures (a consulting and investment firm). Founder of Upward Wealth, Inc., dba BrightUp, a fintech platform. Formerly, Partner and Senior Vice President, Portfolio Manager and Investment Strategist at Wellington Management Company, LLP (investment management firm) (1992-2012). Formerly, Chief Investment Officer, PG Corbin Asset Management (1990-1992). Formerly worked in institutional corporate bond sales at Kidder Peabody (1986-1990). Other Directorships. Director of DraftKings, Inc. (digital sports entertainment and gaming company) (since September 2020). Director of Envestnet, Inc. (provider of intelligent systems for wealth management and financial wellness) (since 2018). Formerly, Director of Dynex Capital, Inc. (mortgage REIT) (2013-2020) and Director of Groupon, Inc. (e-commerce provider) (2020-2022). |
Keith Quinton 1958 | Trustee | Since 2018 | Private investor, researcher and lecturer. Formerly, Independent Investment Committee Member at New Hampshire Retirement System (2017-2021). Formerly, Portfolio Manager and Senior Quantitative Analyst at Fidelity Investments (investment management firm) (2001-2014). Other Directorships. Formerly, Director (2016-2021) and Chairman (2019-2021) of New Hampshire Municipal Bond Bank. |
Marcus L. Smith 1966 | Trustee | Since 2018 | Private investor and independent corporate director. Formerly, Chief Investment Officer, Canada (2012-2017), Chief Investment Officer, Asia (2010-2012), Director of Asian Research (2004-2010) and portfolio manager (2001-2017) at MFS Investment Management (investment management firm). Other Directorships. Director of First Industrial Realty Trust, Inc. (an industrial REIT) (since 2021). Director of MSCI Inc. (global provider of investment decision support tools) (since 2017). Formerly, Director of DCT Industrial Trust Inc. (logistics real estate company) (2017-2018). |
Susan J. Sutherland 1957 | Trustee | Since 2015 | Private investor. Director of Ascot Group Limited and certain of its subsidiaries (insurance and reinsurance) (since 2017). Formerly, Director of Hagerty Holding Corp. (insurance) (2015-2018) and Montpelier Re Holdings Ltd. (insurance and reinsurance) (2013-2015). Formerly, Associate, Counsel and Partner at Skadden, Arps, Slate, Meagher & Flom LLP (law firm) (1982-2013). Other Directorships. Formerly, Director of Kairos Acquisition Corp. (insurance/InsurTech acquisition company) (2021-2023). |
Scott E. Wennerholm 1959 | Trustee | Since 2016 | Private investor. Formerly, Trustee at Wheelock College (postsecondary institution) (2012-2018). Formerly, Consultant at GF Parish Group (executive recruiting firm) (2016-2017). Formerly, Chief Operating Officer and Executive Vice President at BNY Mellon Asset Management (investment management firm) (2005-2011). Formerly, Chief Operating Officer and Chief Financial Officer at Natixis Global Asset Management (investment management firm) (1997-2004). Formerly, Vice President at Fidelity Investments Institutional Services (investment management firm) (1994-1997). Other Directorships. None. |
Nancy A. Wiser 1967 | Trustee | Since 2022 | Formerly, Executive Vice President and the Global Head of Operations at Wells Fargo Asset Management (2011-2021). Other Directorships. None. |
Name and Year of Birth | Trust Position(s) | Length of Service | Principal Occupation(s) During Past Five Years |
Principal Officers who are not Trustees |
Kenneth A. Topping 1966 | President | Since 2023 | Vice President and Chief Administrative Officer of EVM and BMR and Chief Operating Officer for Public Markets at MSIM. Also Vice President of Calvert Research and Management (“CRM”) since 2021. Formerly, Chief Operating Officer for Goldman Sachs Asset Management `Classic' (2009-2020). |
Deidre E. Walsh 1971 | Vice President and Chief Legal Officer | Since 2009 | Vice President of EVM and BMR. Also Vice President of CRM. |
James F. Kirchner 1967 | Treasurer | Since 2007 | Vice President of EVM and BMR. Also Vice President of CRM. |
Eaton Vance
International Small-Cap Fund
November 30, 2023
Management and Organization — continued
Name and Year of Birth | Trust Position(s) | Length of Service | Principal Occupation(s) During Past Five Years |
Principal Officers who are not Trustees (continued) |
Nicholas S. Di Lorenzo 1987 | Secretary | Since 2022 | Formerly, associate (2012-2021) and counsel (2022) at Dechert LLP. |
Laura T. Donovan 1976 | Chief Compliance Officer | Since 2024 | Vice President of EVM and BMR. |
(1) Ms. Pachnanda began serving as Trustee effective April 1, 2023.
The SAI for the Fund includes additional information about the Trustees and officers of the Fund and can be obtained without charge on Eaton Vance’s website at www.eatonvance.com or by calling 1-800-262-1122.
FACTS | WHAT DOES EATON VANCE DO WITH YOUR PERSONAL INFORMATION? |
Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. |
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What? | The types of personal information we collect and share depend on the product or service you have with us. This information can include:■ Social Security number and income ■ investment experience and risk tolerance ■ checking account number and wire transfer instructions |
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How? | All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Eaton Vance chooses to share; and whether you can limit this sharing. |
Reasons we can share your personal information | Does Eaton Vance share? | Can you limit this sharing? |
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus | Yes | No |
For our marketing purposes — to offer our products and services to you | Yes | No |
For joint marketing with other financial companies | No | We don’t share |
For our investment management affiliates’ everyday business purposes — information about your transactions, experiences, and creditworthiness | Yes | Yes |
For our affiliates’ everyday business purposes — information about your transactions and experiences | Yes | No |
For our affiliates’ everyday business purposes — information about your creditworthiness | No | We don’t share |
For our investment management affiliates to market to you | Yes | Yes |
For our affiliates to market to you | No | We don’t share |
For nonaffiliates to market to you | No | We don’t share |
To limit our sharing | Call toll-free 1-800-262-1122 or email: EVPrivacy@eatonvance.comPlease note:If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing. |
Questions? | Call toll-free 1-800-262-1122 or email: EVPrivacy@eatonvance.com |
Privacy Notice — continued | April 2021 |
Who we are |
Who is providing this notice? | Eaton Vance Management, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management (International) Limited, Eaton Vance Advisers International Ltd., Eaton Vance Global Advisors Limited, Eaton Vance Management’s Real Estate Investment Group, Boston Management and Research, Calvert Research and Management, Eaton Vance and Calvert Fund Families and our investment advisory affiliates (“Eaton Vance”) (see Investment Management Affiliates definition below) |
What we do |
How does Eaton Vance protect my personal information? | To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information. |
How does Eaton Vance collect my personal information? | We collect your personal information, for example, when you■ open an account or make deposits or withdrawals from your account ■ buy securities from us or make a wire transfer ■ give us your contact informationWe also collect your personal information from others, such as credit bureaus, affiliates, or other companies. |
Why can’t I limit all sharing? | Federal law gives you the right to limit only■ sharing for affiliates’ everyday business purposes — information about your creditworthiness ■ affiliates from using your information to market to you ■ sharing for nonaffiliates to market to youState laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law. |
Definitions |
Investment Management Affiliates | Eaton Vance Investment Management Affiliates include registered investment advisers, registered broker- dealers, and registered and unregistered funds. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co. |
Affiliates | Companies related by common ownership or control. They can be financial and nonfinancial companies.■ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co. |
Nonaffiliates | Companies not related by common ownership or control. They can be financial and nonfinancial companies.■ Eaton Vance does not share with nonaffiliates so they can market to you. |
Joint marketing | A formal agreement between nonaffiliated financial companies that together market financial products or services to you.■ Eaton Vance doesn’t jointly market. |
Other important information |
Vermont: Except as permitted by law, we will not share personal information we collect about Vermont residents with Nonaffiliates unless you provide us with your written consent to share such information.California: Except as permitted by law, we will not share personal information we collect about California residents with Nonaffiliates and we will limit sharing such personal information with our Affiliates to comply with California privacy laws that apply to us. |
Delivery of Shareholder Documents. The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. Eaton Vance, or your financial intermediary, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial intermediary, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial intermediary. Your instructions that householding not apply to delivery of your Eaton Vance documents will typically be effective within 30 days of receipt by Eaton Vance or your financial intermediary.
Portfolio Holdings. Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) files a schedule of portfolio holdings on Part F to Form N-PORT with the SEC. Certain information filed on Form N-PORT may be viewed on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov.
Proxy Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.
Tailored Shareholder Reports. Effective January 24, 2023, the SEC adopted rule and form amendments to require open-end mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information. Other information, including financial statements, will no longer appear in a streamlined shareholder report but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the impact of these amendments on the shareholder reports for the Eaton Vance Funds.
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Investment Adviser and Administrator
Eaton Vance Management
Two International Place
Boston, MA 02110
Investment Sub-Adviser
Eaton Vance Advisers International Ltd.
125 Old Broad Street
London, EC2N 1AR
United Kingdom
Principal Underwriter*
Eaton Vance Distributors, Inc.
Two International Place
Boston, MA 02110
(617) 482-8260
Custodian
State Street Bank and Trust Company
One Congress Street, Suite 1
Boston, MA 02114-2016
Transfer Agent
BNY Mellon Investment Servicing (US) Inc.
Attn: Eaton Vance Funds
P.O. Box 534439
Pittsburgh, PA 15253-4439
(800) 262-1122
Independent Registered Public Accounting Firm
Deloitte & Touche LLP
200 Berkeley Street
Boston, MA 02116-5022
Fund Offices
Two International Place
Boston, MA 02110
* FINRA BrokerCheck. Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.
Item 2. Code of Ethics
The registrant has adopted a code of ethics applicable to its Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer. The registrant undertakes to provide a copy of such code of ethics to any person upon request, without charge, by calling 1-800-262-1122. The registrant has amended the code of ethics as described in Form N-CSR during the period covered by this report to make clarifying changes consistent with Rule 21F-17 of the Securities Exchange Act of 1934, as amended. The registrant has not granted any waiver, including an implicit waiver, from a provision of the code of ethics as described in Form N-CSR during the period covered by this report.
Item 3. Audit Committee Financial Expert
The registrant’s Board of Trustees (the “Board”) has designated George J. Gorman and Scott E. Wennerholm, each an independent trustee, as audit committee financial experts. Mr. Gorman is a certified public accountant who is the Principal at George J. Gorman LLC (a consulting firm). Previously, Mr. Gorman served in various
capacities at Ernst & Young LLP (a registered public accounting firm), including as Senior Partner. Mr. Gorman also has experience serving as an independent trustee and audit committee financial expert of other mutual fund complexes. Mr. Wennerholm is a private investor. Previously, Mr. Wennerholm served as a Trustee at Wheelock College (postsecondary institution), as a Consultant at GF Parish Group (executive recruiting firm), Chief Operating Officer and Executive Vice President at BNY Mellon Asset Management (investment management firm), Chief Operating Officer and Chief Financial Officer at Natixis Global Asset Management (investment management firm), and Vice President at Fidelity Investments Institutional Services (investment management firm).
Item 4. Principal Accountant Fees and Services
Eaton Vance International Small-Cap Fund (the “Fund”) is a series of Eaton Vance Growth Trust (the “Trust”), a Massachusetts business trust, which, including the Fund, contains a total of 10 series (the “Series”). The Trust is registered under the Investment Company Act of 1940 as an open-end management investment company. This Form N-CSR relates to the Fund’s annual reports.
(a)-(d)
The following table presents the aggregate fees billed to the Fund for the Fund’s fiscal years ended November 30, 2022 and November 30, 2023 by the registrant’s principal accountant, Deloitte & Touche LLP (“D&T”), for professional services rendered for the audit of the Fund’s annual financial statements and fees billed for other services rendered by D&T during such period.
Eaton Vance International Small-Cap Fund
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Fiscal Years Ended | | 11/30/22 | | | 11/30/23 | |
Audit Fees | | $ | 30,250 | | | $ | 30,700 | |
Audit-Related Fees(1) | | $ | 0 | | | $ | 0 | |
Tax Fees(2) | | $ | 2,175 | | | $ | 0 | |
All Other Fees(3) | | $ | 0 | | | $ | 0 | |
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Total | | $ | 32,425 | | | $ | 30,700 | |
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(1) | Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under the category of audit fees. |
(2) | Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation and other related tax compliance/planning matters. |
(3) | All other fees consist of the aggregate fees billed for products and services provided by the principal accountant other than audit, audit-related, and tax services. |
The Series comprising the Trust have varying fiscal year ends (February 28, August 31, September 30 or November 30). The following table presents the aggregate audit, audit-related, tax, and other fees billed to all of the Series in the Trust by D&T for the last two fiscal years of each Series.
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Fiscal Years Ended | | 2/28/22 | | | 8/31/22 | | | 9/30/22 | | | 11/30/22 | | | 2/28/23 | | | 8/31/23 | | | 9/30/23 | | | 11/30/23 | |
Audit Fees | | $ | 54,100 | | | $ | 180,900 | | | $ | 105,450 | | | $ | 63,600 | | | $ | 60,900 | | | $ | 176,700 | | | $ | 116,300 | | | $ | 30,700 | |
Audit-Related Fees(1) | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | |
Tax Fees(2) | | $ | 19,540 | | | $ | 9,000 | | | $ | 7,000 | | | $ | 4,350 | | | $ | 4,350 | | | $ | 0 | | | $ | 0 | | | $ | 0 | |
All Other Fees(3) | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | |
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Total | | $ | 73,640 | | | $ | 189,900 | | | $ | 112,450 | | | $ | 67,950 | | | $ | 65,250 | | | $ | 176,700 | | | $ | 116,300 | | | $ | 30,700 | |
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(1) | Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under the category of audit fees. |
(2) | Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation and other related tax compliance/planning matters. |
(3) | All other fees consist of the aggregate fees billed for products and services provided by the principal accountant other than audit, audit-related, and tax services. |
(e)(1) The registrant’s audit committee has adopted policies and procedures relating to the pre-approval of services provided by the registrant’s principal accountant (the “Pre-Approval Policies”). The Pre-Approval Policies establish a framework intended to assist the audit committee in the proper discharge of its pre-approval responsibilities. As a general matter, the Pre-Approval Policies (i) specify certain types of audit, audit-related, tax, and other services determined to be pre-approved by the audit committee; and (ii) delineate specific procedures governing the mechanics of the pre-approval process, including the approval and monitoring of audit and non-audit service fees. Unless a service is specifically pre-approved under the Pre-Approval Policies, it must be separately pre-approved by the audit committee.
The Pre-Approval Policies and the types of audit and non-audit services pre-approved therein must be reviewed and ratified by the registrant’s audit committee at least annually. The registrant’s audit committee maintains full responsibility for the appointment, compensation, and oversight of the work of the registrant’s principal accountant.
(e)(2) No services described in paragraphs (b)-(d) above were approved by the registrant’s audit committee pursuant to the “de minimis exception” set forth in Rule 2-01(c)(7)(i)(C) of Regulation S-X.
(f) Not applicable.
(g) The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed for services rendered to all of the Series in the Trust by D&T for the last two fiscal years of each Series; and (ii) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the Eaton Vance organization by D&T for the last two fiscal years of each Series.
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Fiscal Years Ended | | 2/28/22 | | | 8/31/22 | | | 9/30/22 | | | 11/30/22 | | | 2/28/23 | | | 8/31/23 | | | 9/30/23 | | | 11/30/23 | |
Registrant(1) | | $ | 19,540 | | | $ | 9,000 | | | $ | 7,000 | | | $ | 4,350 | | | $ | 4,350 | | | $ | 0 | | | $ | 0 | | | $ | 0 | |
Eaton Vance(2) | | $ | 51,800 | | | $ | 0 | | | $ | 52,836 | | | $ | 52,836 | | | $ | 52,836 | | | $ | 52,836 | | | $ | 52,836 | | | $ | 0 | |
(1) | Includes all of the Series of the Trust. During the fiscal years reported above, certain of the Funds were “feeder” funds in a “master-feeder” fund structure or funds of funds. |
(2) | Various subsidiaries of Morgan Stanley act in either an investment advisory and/or service provider capacity with respect to the Series and/or their respective “master” funds (if applicable). |
(h) The registrant’s audit committee has considered whether the provision by the registrant’s principal accountant of non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining the principal accountant’s independence.
(i) Not applicable.
(j) Not applicable.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments
Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders
No material changes.
Item 11. Controls and Procedures
(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.
(b) There have been no changes in the registrant’s internal controls over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable.
Item 13. Exhibits
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.
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Eaton Vance Growth Trust |
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By: | | /s/ Kenneth A. Topping |
| | Kenneth A. Topping |
| | President |
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Date: | | January 23, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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By: | | /s/ James F. Kirchner |
| | James F. Kirchner |
| | Treasurer |
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Date: | | January 23, 2024 |
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By: | | /s/ Kenneth A. Topping |
| | Kenneth A. Topping |
| | President |
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Date: | | January 23, 2024 |