As filed with the Securities and Exchange Commission on
Securities Act File No. 333-200831
Investment Company Act File No. 811-10145
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(CHECK APPROPRIATE BOX OR BOXES)
REGISTRATION STATEMENT
UNDER
| THE SECURITIES ACT OF 1933 | ☒ | |
| Pre-Effective Amendment No. | ☐ | |
| Post-Effective Amendment No. 69 | ☒ |
and/or
REGISTRATION STATEMENT
UNDER
| THE INVESTMENT COMPANY ACT OF 1940 | ☒ | |
| Amendment No. 100 | ☒ |
(Exact Name of Registrant as Specified in Charter)
780 Third Avenue
43rd Floor
New York, NY 10017
(Address of Principal Executive Offices)
Registrant’s Telephone Number, including Area Code: (011-44-131-275-2000)
Gareth Griffiths
Calton Square
1 Greenside Row
Edinburgh, Scotland
United Kingdom EH1 3AN
(Name and Address of Agent for Service)
COPY TO:
George Raine, Esq.
Ropes & Gray LLP
Prudential Tower
800 Boylston Street
Boston, MA 02199-3600
It is proposed that this filing will become effective (check appropriate box):
| ☐ | Immediately upon filing pursuant to paragraph (b) | |
| ☒ | On April 30, 2026, pursuant to paragraph (b) | |
| ☐ | 60 days after filing pursuant to paragraph (a)(1) | |
| ☐ | On [date] pursuant to paragraph (a)(1) | |
| ☐ | 75 days after filing pursuant to paragraph (a)(2) | |
| ☐ | On [date] pursuant to paragraph (a)(2) of Rule 485 |
If appropriate, check the following box:
| ☐ | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
This Post-Effective Amendment is being filed in connection with Baillie Gifford Funds’ (the “Trust”) annual update of its Registration Statement.
Prospectus

Baillie Gifford Funds
Classes of Shares
Class K | Institutional | ||
Baillie Gifford China Equities Fund | BGCDX | BGCBX | |
Baillie Gifford Emerging Markets Equities Fund | BGKEX | BGEGX | |
Baillie Gifford Emerging Markets ex China Fund | BGEZX | BGEWX | |
Baillie Gifford Global Alpha Equities Fund | BGAKX | BGASX | |
Baillie Gifford International Alpha Fund | BGIKX | BINSX | |
Baillie Gifford International Concentrated Growth | BTLKX | BTLSX | |
Baillie Gifford International Growth Fund | BGEKX | BGESX | |
Baillie Gifford Long Term Global Growth Fund | BGLKX | BSGLX | |
Baillie Gifford U.S. Equity Growth Fund | BGGKX | BGGSX | |
The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this Prospectus. Any representation to the contrary is a criminal offense.
Each fund listed above (each, a “Fund”) is a series of Baillie Gifford Funds (the “Trust”) and may offer multiple classes of shares. This Prospectus covers only Class K and Institutional Class shares of the Funds.
Baillie Gifford Funds – Prospectus
FUND SUMMARIES
Baillie Gifford China Equities Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
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Management Fees(a) |
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Distribution (12b‑1) Fees |
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Other Expenses |
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Total Annual Fund Operating Expenses |
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Fee Waiver and/or Expense Reimbursement(b) | ( |
| ( |
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Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement(b) |
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(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. The example below also applies any contractual expense waivers and/or expense reimbursements to the first year of each period listed in the table.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of companies located in the People’s Republic of China (“China”).
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities of companies located in China, regardless of where their securities are principally listed for trading. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts or participatory notes and may invest in preferred stocks, convertible securities, rights and warrants. The Fund may invest in any sector or industry, in issuers of any market capitalization, and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The Fund’s investments can include securities of companies listed on exchanges located in and outside of China and include China “A” shares (“A Shares” or “China A Shares”), which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange, and which are quoted in renminbi, the official currency of China. The Fund expects to directly access China A Shares through the Shanghai-Hong Kong Stock Connect program and the Shenzhen-Hong Kong Stock Connect program (together the “Stock Connect programs”). The Fund also expects to directly access securities of companies through the qualified foreign investor program (“QFI,” formerly the Qualified Foreign Institutional Investor and Renminbi Qualified Foreign Institutional Investor programs) and may, in the future, directly access securities of companies through other means which become available. In addition, the Fund may invest in equity securities indirectly, such as through depositary receipts, participatory notes, or exchange-traded funds (“ETFs”), especially during extended closures of the Chinese markets.
1
Baillie Gifford Funds – Prospectus
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and principally select companies without being constrained by the Fund’s benchmark, the MSCI China All Shares Index. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength, and valuation. The portfolio managers employ an additional due diligence process for Chinese companies in light of the comparative immaturity of the Chinese capital markets and the status of China as an emerging market economy.
The portfolio managers seek to identify exceptional growth companies in China across a broad range of sectors with the potential to achieve the Fund’s investment objective. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 40 and 80 growth companies with the potential to outperform the Fund’s benchmark over the long term. The Fund intends to operate as a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries, or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. It is expected that the Fund will hold large positions, over 5%, in a small number of companies consistent with the Fund operating as a non-diversified fund. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions |
and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, |
2
Baillie Gifford Funds – Prospectus
and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying the Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in the Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance |
considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics – Our Stewardship Approach.” |
— | Focused Investment Risk – Because the Fund focuses its investments in a limited number of companies, its investment strategy could result in more risk or greater volatility in returns than if the Fund’s investments were less focused. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
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Baillie Gifford Funds – Prospectus
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics – Our Stewardship Approach.” |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | New and Smaller-Sized Funds Risk – New funds and smaller-sized funds, such as the Fund, will be subject to greater liquidity risk due to their smaller asset bases and may be required to sell securities at disadvantageous times or prices due to a large shareholder redemption. A fund that has been recently formed will have limited or no performance history for investors to evaluate and may not reach or maintain a sufficient asset size to effectively implement its investment strategy. |
— | Non-Diversification Risk – The Fund is classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent the Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of the Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher |
commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Underlying Funds Risk – Investments in other pooled investment vehicles may indirectly expose the Fund to all of the risks applicable to an investment in such other pooled vehicle. The Fund must pay its pro rata portion of the other pooled vehicle’s fees and expenses. If such pooled vehicle is an ETF or other product traded on a securities exchange or otherwise actively traded, its shares may trade at a premium or discount to their net asset value, an effect that might be more pronounced in less liquid markets. Further, the Manager or an affiliate may serve as investment adviser to some pooled vehicles in which the Fund invests, leading to potential conflicts of interest. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |
4
Baillie Gifford Funds – Prospectus

| 1 Year | Since Fund | |||
Institutional Class Returns Before Taxes | ‑ | ||||
Institutional Class Returns After Taxes | ‑ | ||||
Institutional Class Returns After Taxes | ‑ | ||||
Class K Returns Before Taxes | ‑ | ||||
Comparative Index | |||||
MSCI China All Shares Index(1) | ‑ | ||||
(1) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Sophie Earnshaw | Portfolio Manager | 2021 | |||
Linda Lin | Portfolio Manager | 2024 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
5
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets Equities Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
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Management Fees(a) |
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Distribution (12b‑1) Fees |
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Other Expenses(b) |
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Total Annual Fund Operating |
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(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of issuers located in countries of emerging and frontier markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of companies located in countries represented in the MSCI Emerging Markets Index. The countries represented in the MSCI Emerging Markets Index include markets that may be less sophisticated than more developed markets in terms of participation by investors, analyst coverage, liquidity, and regulation. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts or participatory notes, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S. The portfolio managers have flexibility to gain exposure to one or more emerging markets through investing in exchange traded funds (“ETFs”) that track relevant equity indices.
The portfolio managers primarily employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by the MSCI Emerging Markets benchmark. The portfolio managers may reference the benchmark to set limits on the relative weighting of countries in the portfolio. The portfolio managers can also consider macro-economic factors when identifying potential investments. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 100 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, which in recent periods has included China. The Fund expects to invest significantly in Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in
6
Baillie Gifford Funds – Prospectus
currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Emerging Markets Risk – Because the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the |
markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” and “Frontier Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have |
7
Baillie Gifford Funds – Prospectus
an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Although the Fund’s investment objective and strategies are substantially similar to those of an ETF managed by the Manager, differences in purchase and redemption structure, investment restrictions, and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying the Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in the Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Frontier Markets Risk – Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Emerging markets risk may be especially heightened in frontier markets. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and |
8
Baillie Gifford Funds – Prospectus
may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Underlying Funds Risk – Investments in other pooled investment vehicles may indirectly expose the Fund to all of the risks applicable to an investment in such other pooled |
vehicle. The Fund must pay its pro rata portion of the other pooled vehicle’s fees and expenses. If such pooled vehicle is an ETF or other product traded on a securities exchange or otherwise actively traded, its shares may trade at a premium or discount to their net asset value, an effect that might be more pronounced in less liquid markets. Further, the Manager or an affiliate may serve as investment adviser to some pooled vehicles in which the Fund invests, leading to potential conflicts of interest. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

9
Baillie Gifford Funds – Prospectus
| 1 Year | 5 Years | 10 Years | |||
Institutional Class Returns Before | ||||||
Institutional Class Returns After | ||||||
Institutional Class Returns After | ||||||
Class K Returns Before Taxes | ||||||
Comparative Index | ||||||
MSCI Emerging Markets Index(2) | ||||||
(1) |
(2) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Ben Durrant | Portfolio Manager | 2021 | |||
Mike Gush | Portfolio Manager | 2005 | |||
Andrew Stobart | Portfolio Manager | 2007 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and
subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
10
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets ex China Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses(b) |
|
| ||
Total Annual Fund Operating Expenses |
|
| ||
Fee Waiver and/or Expense Reimbursement(c) | ( |
| ( |
|
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement(c) |
|
|
(a) |
(b) |
(c) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. The example below also applies any contractual expense waivers and/or expense reimbursements to the first year of each period listed in the table.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of issuers located in countries of emerging and frontier markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in companies located in countries represented in the MSCI Emerging Markets ex China Index. The Fund invests primarily in equity securities either directly or indirectly (such as through depositary receipts or participatory notes) and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S. The portfolio managers have flexibility to gain exposure to one or more emerging markets through investing in exchange-traded funds (“ETFs”) that track relevant equity indices.
The portfolio managers select companies without being constrained by the MSCI Emerging Markets ex China benchmark. The portfolio managers may reference the benchmark to set limits on the relative weighting of countries in the portfolio. The intended investment universe comprises primarily issuers located in countries with emerging market economies, with the exception of China, though the Fund may gain limited exposure to the Chinese economy, as a consequence of the indirect exposure that companies in other emerging market countries have to China. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation.
11
Baillie Gifford Funds – Prospectus
Under normal circumstances, the intended outcome is a portfolio typically consisting of between 40 and 80 growth companies with the potential to outperform the Fund’s benchmark over the long term. The Fund intends to operate as a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries, or sectors. The process can result in significant exposure to a single country or a small number of countries, which in recent periods has included Taiwan. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers primarily employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers can also consider macro-economic factors when identifying potential investments. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to |
negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Emerging Markets Risk – Because the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. |
12
Baillie Gifford Funds – Prospectus
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” and “Frontier Markets Risk” for additional details regarding the risks of investing in such countries.
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that |
may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Frontier Markets Risk – Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Emerging markets risk may be especially heightened in frontier markets. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during |
13
Baillie Gifford Funds – Prospectus
periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years, which can comprise a full market cycle or more. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. The market price of the Fund’s investments will fluctuate daily due to economic and other events that affect particular companies and other issuers or the market as a whole, and the market may disagree with the Manager’s assessment for growth in the shorter- or longer-terms. Short- and medium-term price fluctuations may be especially pronounced in less developed markets or in companies with lower market capitalizations. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | New and Smaller-Sized Funds Risk – New funds and smaller-sized funds, such as the Fund, will be subject to greater liquidity risk due to their smaller asset bases and may be required to sell securities at disadvantageous times or prices due to a large shareholder redemption. A fund that has been recently formed will have limited or no performance history for investors to evaluate and may not reach or maintain a sufficient asset size to effectively implement its investment strategy. |
— | Non-Diversification Risk – The Fund is classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent the Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of the Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Underlying Funds Risk – Investments in other pooled investment vehicles may indirectly expose the Fund to all of the risks applicable to an investment in such other pooled vehicle. The Fund must pay its pro rata portion of the other pooled vehicle’s fees and expenses. If such pooled vehicle is an ETF or other product traded on a securities exchange or otherwise actively traded, its shares may trade at a premium or discount to their net asset value, an effect that might be more pronounced in less liquid markets. Further, the Manager or an affiliate may serve as investment adviser to some pooled vehicles in which the Fund invests, leading to potential conflicts of interest. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |
14
Baillie Gifford Funds – Prospectus

| 1 Year | Since Fund | ||
Institutional Class Returns Before Taxes | ||||
Institutional Class Returns After | ||||
Institutional Class Returns After | ||||
Class K Returns Before Taxes | ||||
Comparative Index | ||||
MSCI Emerging Markets ex China(1) | ||||
(1) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Ben Durrant | Portfolio Manager | 2021 | |||
Mike Gush | Portfolio Manager | 2021 | |||
Andrew Stobart | Portfolio Manager | 2021 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
15
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses(b) |
|
| ||
Total Annual Fund Operating |
|
|
(a) |
(b) |
(c) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may lead to higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of
Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a global, diversified portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund invests predominantly in a diversified portfolio of securities issued by companies located in countries represented in the MSCI ACWI Index. The Fund invests in a range of companies globally. The Fund ordinarily invests in securities of issuers located in at least three different countries. In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, the Fund invests at least 30% of its total assets in companies located outside the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund does not apply specific constraints with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by the MSCI ACWI benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 70 and 120 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in
16
Baillie Gifford Funds – Prospectus
currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first four risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other |
measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
17
Baillie Gifford Funds – Prospectus
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of |
regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the |
18
Baillie Gifford Funds – Prospectus
Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

(1) | Performance for Institutional Class shares prior to their date of inception (April 28, 2017) is derived from the historical performance of Class 3 shares, which are not offered under this Prospectus and are currently closed to new investors. The historical Class 3 performance has been adjusted for the higher total annual operating expenses incurred by Institutional Class. |
| 1 Year | 5 Years | 10 Years | |||
Institutional Class Returns Before | ||||||
Institutional Class Returns After | ||||||
Institutional Class Returns After | ||||||
Class K Returns Before Taxes | ||||||
Comparative Index | ||||||
MSCI ACWI Index(2) | ||||||
(1) |
(2) |
19
Baillie Gifford Funds – Prospectus
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Malcolm MacColl | Portfolio Manager | 2011 | |||
Michael Taylor | Portfolio Manager | 2025 | |||
Helen Xiong | Portfolio Manager | 2021 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
(1) | If you hold shares through a financial intermediary, the financial intermediary may impose its own, different, investment minimums. |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over
another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
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Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses(b) |
|
| ||
Total Annual Fund Operating |
|
|
(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the
Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in an international portfolio of equities, which include common stock and other equity securities, of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities. The Fund invests predominantly in securities issued by companies located in countries represented in the MSCI ACWI ex USA Index which includes issuers from a range of developed and emerging market countries. The Fund may invest to a lesser extent in frontier markets. The Fund ordinarily invests in securities of issuers located in at least three countries outside the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and principally select companies without being constrained by the MSCI ACWI ex USA benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 90 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in
21
Baillie Gifford Funds – Prospectus
currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first four risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian |
countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Although the Fund’s investment objective and strategies are substantially similar to those of an ETF managed by the Manager, differences in purchase and redemption structure, investment restrictions, and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially |
22
Baillie Gifford Funds – Prospectus
impeding or delaying the Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in the Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, |
regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Frontier Markets Risk – Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Emerging markets risk may be especially heightened in frontier markets. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies |
23
Baillie Gifford Funds – Prospectus
to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market |
distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

(1) | Performance for Institutional Class shares prior to their date of inception (April 28, 2017) is derived from the historical performance of Class 2 shares, which are not offered under this Prospectus and are currently closed to new investors. The historical Class 2 performance has been adjusted for the higher total annual operating expenses incurred by Institutional Class. |
24
Baillie Gifford Funds – Prospectus
| 1 Year | 5 Years | 10 Years | |||
Institutional Class Returns Before | ||||||
Institutional Class Returns After | ||||||
Institutional Class Returns After | ||||||
Class K Returns Before Taxes | ||||||
Comparative Index | ||||||
MSCI ACWI ex USA Index(2) | ||||||
(1) |
(2) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Chris Davies | Portfolio Manager | 2021 | |||
Jenny Davis | Portfolio Manager | 2016 | |||
Donald Farquharson | Portfolio Manager | 2014 | |||
Roderick Snell | Portfolio Manager | 2024 | |||
Steve Vaughan | Portfolio Manager | 2022 | |||
Tom Walsh | Portfolio Manager | 2018 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of
the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
(1) | If you hold shares through a financial intermediary, the financial intermediary may impose its own, different, investment minimums. |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
25
Baillie Gifford Funds – Prospectus
Baillie Gifford International Concentrated Growth Equities Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses |
|
| ||
Total Annual Fund Operating Expenses |
|
| ||
Fee Waiver and/or Expense Reimbursement(b) | ( |
| ( |
|
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement(b) |
|
|
(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. The example below also applies any contractual expense waivers and/or expense reimbursements to the first year of each period listed in the table.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in an international portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund may invest up to 20% of its net assets in common stocks and other equities of companies located in the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and principally select companies without being constrained by the MSCI ACWI ex USA benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 20 and 35 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund is a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries, or sectors. The Fund aims to hold
26
Baillie Gifford Funds – Prospectus
securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased |
vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Non-Diversification Risk – The Fund is classified as a “non-diversified” fund. Because the Fund may invest a relatively large percentage of its assets in a single issuer or small number of issuers, its performance could be closely tied to the value of that one issuer or those few issuers, and could be more volatile than the performance of diversified funds. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries. |
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have |
27
Baillie Gifford Funds – Prospectus
an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize |
long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Because the Fund focuses its investments in a limited number of companies, its investment strategy could result in more risk or greater volatility in returns than if the Fund’s investments were less focused. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. |
28
Baillie Gifford Funds – Prospectus
Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | New and Smaller-Sized Funds Risk – New funds and smaller-sized funds, such as the Fund, will be subject to greater liquidity risk due to their smaller asset bases and may be required to sell securities at disadvantageous times or prices due to a large shareholder redemption. A fund that has been recently formed will have limited or no performance history for investors to evaluate and may not reach or maintain a sufficient asset size to effectively implement its investment strategy. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

29
Baillie Gifford Funds – Prospectus
| 1 Year | 5 Years | Since Fund | |||
Institutional Class Returns | ‑ | |||||
Institutional Class Returns | ‑ | |||||
Institutional Class Returns | ‑ | |||||
Class K Returns Before Taxes | ‑ | |||||
Comparative Index | ||||||
MSCI ACWI ex USA Index(1) | ||||||
(1) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Lawrence Burns | Portfolio Manager | 2017 | |||
Kirsty Gibson | Portfolio Manager | 2026 | |||
Paulina McPadden | Portfolio Manager | 2017 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and
subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
30
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses(b) |
|
| ||
Total Annual Fund Operating Expenses |
|
|
(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a diversified, international portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
The Fund invests predominantly in securities issued by companies located in countries outside the U.S., including a range of developed and emerging market countries. The Fund may, however, invest up to 10% of its net assets in common stocks and other equities of companies located in the U.S. Under normal circumstances, the Fund invests in securities of issuers located in at least three countries outside the U.S. and typically maintains substantial exposure to emerging markets, which could constitute a majority of the Fund’s holdings. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S. In selecting companies for investment, the portfolio managers generally consider issuers in both developed and emerging markets.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by a benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of at least 50 growth companies with the potential to outperform the MSCI ACWI ex USA Index over the long term. The process can result in significant exposure to a single country or a small number of countries or countries in a specific region, such as those located in emerging markets. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. Because the Fund aims to hold securities for long periods, the Fund does not expect to actively reduce its holdings of shares of particular issuers (other than in response to purchase and redemption requests) even if market movements cause the Fund to operate as a non-diversified company for an extended period of time. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
31
Baillie Gifford Funds – Prospectus
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first four risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial |
reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries. |
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or |
32
Baillie Gifford Funds – Prospectus
they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, |
regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
33
Baillie Gifford Funds – Prospectus
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

34
Baillie Gifford Funds – Prospectus
section of the Prospectus entitled “Additional Performance Information.”
| 1 Year | 5 Years | 10 Years | |||
Institutional Class Returns | ‑ | |||||
Institutional Class Returns | ‑ | |||||
Institutional Class Returns | ‑ | |||||
Class K Returns Before Taxes | ‑ | |||||
Comparative Indices | ||||||
MSCI ACWI ex USA Index(2) | ||||||
MSCI EAFE Index(2) | ||||||
(1) |
(2) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Julia Angeles | Portfolio Manager | 2017 | |||
Lawrence Burns | Portfolio Manager | 2012 | |||
Thomas Coutts | Portfolio Manager | 2008 | |||
Brian Lum | Portfolio Manager | 2015 | |||
Robert Wilson | Portfolio Manager | 2024 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and
subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
35
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund seeks to provide long-term capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses(b) |
|
| ||
Total Annual Fund Operating Expenses(c) |
|
|
(a) |
(b) |
(c) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of global common stocks and other equity securities without reference to benchmark constraints.
While the portfolio managers are not constrained by geographic limitations, the Fund ordinarily invests in securities of issuers located in at least six different countries. In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, invests at least 30% of its total assets in companies located outside the U.S. The Fund may invest in issuers located in emerging markets.
The Fund does not apply specific constraints with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select investments without regard to the geographic, industry, sector, or individual company weightings on any index. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 30 and 60 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, and the Fund expects to have considerable exposure to Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund is a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook.
When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of
36
Baillie Gifford Funds – Prospectus
factors that they believe are material to managing the Fund’s investment risks and maximizing capital appreciation. The Manager believes that a company selected for the Fund’s portfolio is unlikely to be financially sustainable in the long run if the portfolio managers believe that its approach to business is fundamentally out of line with changing societal expectations. The portfolio managers employ an investment process designed to identify companies with practices they believe are aligned with sustainable financial growth over the long-term, including environmental, social, and/or governance characteristics, such as stewardship, sustainable business practices, and/or corporate culture. With respect to the consideration of a company’s environmental characteristics, the portfolio managers believe that the possibility of climate-related disruptions and the related transition to a low-carbon economy present opportunities for, and specific risks relevant to, the Fund’s holdings. As a result, the portfolio managers generally seek to invest the Fund’s assets in companies that they believe are “climate-fit” for the future, which are companies that take appropriate steps (in the view of and as determined by the portfolio managers) to (i) reduce their direct and indirect greenhouse gas emissions (i.e., pursue “net zero” carbon emission ambitions or targets), (ii) integrate the related challenges into business strategies (i.e., the company undertakes steps to understand and manage the related technological, market and environmental changes confronting its business), and/or (iii) provide robust disclosure on climate change and other significant environmental issues so that investors can better assess the related investment risks and opportunities to such company. However, the portfolio managers do not employ categorical restrictions or exclusions in assessing a company’s climate-fitness. The portfolio managers expect that companies that they assess as climate-fit under the Fund’s investment process will ultimately correlate with companies that themselves are aligned with a broader global transition toward net zero carbon emissions.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the |
Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-Diversification Risk – The Fund is classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent the Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of the Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less |
37
Baillie Gifford Funds – Prospectus
liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries. |
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Because the Fund focuses its investments in a limited number of companies, its investment strategy could result in more risk or greater volatility in returns than if the Fund’s investments were less focused. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in |
38
Baillie Gifford Funds – Prospectus
which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. |
As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |
39
Baillie Gifford Funds – Prospectus

| 1 Year | 5 Years | 10 Years | |||
Institutional Class Returns | ||||||
Institutional Class Returns | ||||||
Institutional Class Returns | ||||||
Class K Returns Before Taxes | ||||||
Comparative Index | ||||||
MSCI ACWI Index(2) | ||||||
(1) |
(2) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Gemma Barkhuizen | Portfolio Manager | 2022 | |||
John MacDougall | Portfolio Manager | 2022 | |||
Mark Urquhart | Portfolio Manager | 2014 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
40
Baillie Gifford Funds – Prospectus
Baillie Gifford U.S. Equity Growth Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Class K | Institutional Class | |
| Class K |
| Institutional Class |
|
Management Fees(a) |
|
| ||
Distribution (12b‑1) Fees |
|
| ||
Other Expenses |
|
| ||
Total Annual Fund Operating Expenses |
|
| ||
Fee Waiver and/or Expense Reimbursement(b) | ( |
| ( |
|
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement(b) |
|
|
(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. The example below also applies any contractual expense waivers and/or expense reimbursements to the first year of each period listed in the table.
Class K | Institutional Class | |||
1 Year | $ | $ | ||
3 Years | $ | $ | ||
5 Years | $ | $ | ||
10 Years | $ | $ | ||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of equities, which include common stock and other equity securities, of issuers located in the U.S.
The portfolio managers seek to identify exceptional growth businesses in the U.S. and to own them for long enough that the advantages of their business models and the strength of their cultures support positive relative performance over the long term.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities of companies whose principal activities are in the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund typically invests primarily in issuers with a market capitalization of more than $1.5 billion at the time of purchase and may participate in initial public offerings (“IPOs”).
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by a benchmark. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 30 and 50 growth companies with the potential to outperform the Fund’s benchmarks over the long term. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. The Fund is a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries or sectors The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line
41
Baillie Gifford Funds – Prospectus
with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile |
than the performance of a more geographically-diversified portfolio. |
— | Non-Diversification Risk – The Fund is classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent the Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of the Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.” |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Although the Fund’s investment objective and strategies are substantially similar to those of an ETF managed by the Manager, differences in purchase and redemption structure, investment restrictions, and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the |
42
Baillie Gifford Funds – Prospectus
investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Because the Fund focuses its investments in a limited number of companies, its investment strategy could result in more risk or greater volatility in returns than if the Fund’s investments were less focused. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very |
limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | New and Smaller-Sized Funds Risk – New funds and smaller-sized funds, such as the Fund, will be subject to greater liquidity risk due to their smaller asset bases and may be required to sell securities at disadvantageous times or prices due to a large shareholder redemption. A fund that has been recently formed will have limited or no performance history for investors to evaluate and may not reach or maintain a sufficient asset size to effectively implement its investment strategy. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or |
43
Baillie Gifford Funds – Prospectus
performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

| 1 Year | 5 Years | Since Fund | |||
Institutional Class Returns | ‑ | |||||
Institutional Class Returns | ‑ | |||||
Institutional Class Returns | ‑ | |||||
Class K Returns Before Taxes(3) | ‑ | |||||
Comparative Indices | ||||||
S&P 500 Index(4) | ||||||
Russell 1000 Growth Index(5) | ||||||
(1) |
(2) |
(3) |
(4) |
(5) | The source of the index data is London Stock Exchange Group plc and its group undertakings (collectively, the “LSE Group”).© LSE Group 2020. FTSE Russell is a trading name of certain of the LSE Group companies. “Russell®” is a trademark(s) of the relevant LSE Group companies and is used by any other LSE Group company under license. “TMX®” is a trademark of TSX, Inc. and used by the LSE Group under license. All rights in the FTSE Russell indexes or data vest in the relevant LSE Group company which owns the index or the data. Neither LSE Group nor its licensors accept any liability |
44
Baillie Gifford Funds – Prospectus
for any errors or omissions in the indexes or data and no party may rely on any indexes or data contained in this Prospectus. No further distribution of data from the LSE Group is permitted without the relevant LSE Group company’s express written consent. The LSE Group does not promote, sponsor or endorse the content of this Prospectus. |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Dave Bujnowski | Portfolio Manager | 2020 | |||
Kirsty Gibson | Portfolio Manager | 2016 | |||
Lillian Li | Portfolio Manager | 2026 | |||
Gary Robinson | Portfolio Manager | 2016 | |||
Tom Slater | Portfolio Manager | 2016 | |||
Purchasing, Exchanging, and Selling Fund Shares
To purchase, exchange, or redeem shares of the Fund through an intermediary, please contact your intermediary directly.
Other investors may purchase, exchange, or redeem shares on any day the New York Stock Exchange (“NYSE”) is open for trading directly from the Fund’s transfer agent, Bank of New York Mellon, by written request, as further described in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—How to Sell Shares.” The initial and subsequent investment minimums for the Fund shares are as follows:
Class of Shares | Minimum Initial | Minimum | ||
Class K | $10 million | None | ||
Institutional Class | None | None |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. Additional information regarding restrictions on purchasing or exchanging shares is provided in the section of the Prospectus entitled “Shares—Restrictions on Buying or Exchanging Shares.”
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase Fund shares through a broker-dealer or other financial intermediary, the Fund and its related companies may pay the intermediary for services the intermediary provides to Fund shareholders. These payments are not primarily intended to result in the sale of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. In addition to the fees and expenses described in the “Fees and Expenses” section above, your broker-dealer or financial intermediary may charge commissions or other fees on purchases and sales of the Class K or Institutional Class shares of the Fund. Ask your salesperson or visit your financial intermediary’s web site for more information.
45
Baillie Gifford Funds – Prospectus
ADDITIONAL INFORMATION ABOUT
PRINCIPAL STRATEGIES AND RISKS
Principal Investment Strategies
Baillie Gifford China Equities Fund
Investment Objective
Baillie Gifford China Equities Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of companies located in China. Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities of companies located in China, regardless of where their securities are principally listed for trading.
The Fund invests in equity securities either directly or indirectly, such as through depositary receipts or participatory notes and may invest in preferred stocks, convertible securities, rights and warrants. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or as a result of purchases of or redemptions from the Fund. The Fund may invest in any sector or industry, in issuers of any market capitalization, and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. The Fund’s investments can include securities of companies listed on exchanges located in and outside of China and include China A Shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange, and which are quoted in renminbi, the official currency of China.
The Fund expects to directly access China A Shares through the Stock Connect programs. The Stock Connect programs are securities trading and clearing link programs that enable international investors to invest in China A Shares, providing a direct investment channel to trade eligible securities on the Shanghai Stock Exchange and the Shenzhen Stock Exchange. In the future, additional Chinese stock exchanges may establish structures similar to the current Stock Connect programs. Trading under the Stock Connect programs is subject to an aggregate daily quota, which limits the maximum net buy value of cross-boundary trades under each of the Stock Connect programs each day. The daily quota is not specific to any one particular investor. The Stock Connect programs are also subject to various other restrictions which may constrain the Fund’s ability to invest in a particular company at a particular time, such as limits on when markets are open and trades processed and additional regulations and listing rules imposed by China and the Shanghai and Shenzhen exchanges. Additionally, foreign investors in aggregate are limited to owning no more than 30% of the total issued shares of any listed company, including those participating in the Stock Connect programs.
The Fund also expects to directly access securities of companies through the QFI program and may, in the future, directly access securities of companies through other means which become available. The foregoing channels are intended to allow the Fund
to invest in securities of companies listed on exchanges located in China directly. In addition, the Fund may invest in equity securities indirectly, such as through depositary receipts or ETFs, especially during extended closures of the Chinese markets.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above-average growth in earnings and cash flows, based on fundamental research.
The portfolio managers principally select companies without being constrained by the Fund’s benchmark, the MSCI China All Shares Index and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength, and valuation. As part of their bottom-up stock-picking approach, the portfolio managers employ an additional due diligence process for Chinese companies. In light of the comparative immaturity of the Chinese capital markets and the status of China as an emerging market economy, the portfolio managers complete a due diligence checklist for each Chinese company, which covers topics such as management and ownership and business financials. If the portfolio managers identify any areas of further interest during this due diligence review, the portfolio managers may commission additional research from third-party specialists.
The portfolio managers seek to identify exceptional growth companies in China across a broad range of sectors with the potential to achieve the Fund’s investment objective. Under normal circumstances, the intended outcome is a non-diversified portfolio typically consisting of between 40 and 80 growth companies with the potential to outperform the Fund’s benchmark over the long term. The Fund intends to operate as a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries, or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. It is expected that the Fund will hold large positions, over 5%, in a small number of companies consistent with the Fund operating as a non-diversified fund. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
46
Baillie Gifford Funds – Prospectus
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
47
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets Equities Fund
Investment Objective
Baillie Gifford Emerging Markets Equities Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of issuers located in countries of emerging and frontier markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of companies located in countries represented in the MSCI Emerging Markets Index. The countries represented in the MSCI Emerging Markets Index include markets that may be less sophisticated than more developed markets in terms of participation by investors, analyst coverage, liquidity, and regulation. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts or participatory notes, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund. The portfolio managers have flexibility to gain exposure to one or more emerging markets through investing in ETFs that track relevant equity indices.
The portfolio managers select companies without being constrained by the MSCI Emerging Markets benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers may reference the benchmark to set limits on the relative weighting of countries in the portfolio. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 100 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, which in recent periods has included China. The Fund expects to invest significantly in Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of
factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers primarily employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers can also consider macro-economic factors when identifying potential investments. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the security.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
48
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets ex China Fund
Investment Objective
Baillie Gifford Emerging Markets ex China Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of issuers located in countries of emerging and frontier markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in companies located in countries represented in the MSCI Emerging Markets ex China Index. The Fund invests primarily in equity securities either directly or indirectly (such as through depositary receipts or participatory notes) and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund. The portfolio managers have flexibility to gain exposure to one or more emerging markets through investing in ETFs that track relevant equity indices.
The portfolio managers select companies without being constrained by the MSCI Emerging Markets ex China benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers may reference the benchmark to set limits on the relative weighting of countries in the portfolio. The intended investment universe comprises primarily issuers located in countries with emerging market economies, with the exception of China, though the Fund may gain limited exposure to the Chinese economy, as a consequence of the indirect exposure that companies in other emerging market countries have to China. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation.
Under normal circumstances, the intended outcome is a portfolio typically consisting of between 40 and 80 growth companies with the potential to outperform the Fund’s benchmark over the long term. The Fund intends to operate as a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries, or sectors. The process can result in significant exposure to a single country or a small number of countries, which in recent periods has included Taiwan. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term
growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers primarily employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers can also consider macro-economic factors when identifying potential investments. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the security.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
49
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund
Investment Objective
Baillie Gifford Global Alpha Equities Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a global, diversified portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund invests predominantly in a diversified portfolio of securities issued by companies located in countries represented in the MSCI ACWI Index. The Fund invests in a range of companies globally. The Fund ordinarily invests in securities of issuers located in at least three different countries. In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, the Fund invests at least 30% of its total assets in companies located outside the U.S. For purposes of establishing whether a 40% or 30% threshold applies when measuring the test described in the prior sentence, the Manager will determine, in its sole discretion, whether market conditions are favorable and in making such determination may consider any factors it deems relevant, including but not limited to: the relative prospects for growth among U.S. and non-U.S. companies; long- or short-term fluctuations, or expected fluctuations, in currency exchange rates; the relative monetary or fiscal health of the U.S. compared to other countries; the relative market stability, or expected stability, of the U.S. compared to other countries; and the relative weighting of the U.S. and non-U.S. countries on global equity market indices.
The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund does not apply specific constraints with respect to market capitalization and may participate in IPOs. In additional, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers select companies without being constrained by the MSCI ACWI benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 70 and 120 growth companies
with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows over the long term, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
Much like other actively-managed long equity growth strategies maintained by the Manager and represented by other Funds included in this prospectus, the Fund’s portfolio managers focus their selection of individual holdings around seeking to generate “alpha,” or investment returns that are differentiated from the baseline returns of the overall equity markets in which the Fund invests. The inclusion of “alpha” in the Fund’s name does not reflect any greater or lesser correlation with or reference to any benchmark index’s constituents or returns than for other series of the Trust without “alpha” in their names.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
50
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Investment Objective
Baillie Gifford International Alpha Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in an international portfolio of equities, which include common stock and other equity securities, of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities. The Fund invests predominantly in securities issued by companies located in countries represented in the MSCI ACWI ex USA Index, which includes issuers from a range of developed and emerging market countries. The Fund may invest to a lesser extent in frontier markets. The Fund ordinarily invests in securities of issuers located in at least three countries outside the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers principally select companies without being constrained by the MSCI ACWI ex USA benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 90 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance
characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
The inclusion of “alpha” in the Fund’s name does not reflect any greater or lesser correlation with or reference to any benchmark index’s constituents or returns than for other series of the Trust without “alpha” in their names.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
51
Baillie Gifford Funds – Prospectus
Baillie Gifford International Concentrated Growth Equities Fund
Investment Objective
Baillie Gifford International Concentrated Growth Equities Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in an international portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund may invest up to 20% of its net assets in common stocks and other equities of companies located in the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers principally select companies without being constrained by the MSCI ACWI ex USA benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 20 and 35 growth companies with the potential to outperform the Fund’s benchmark over the long term. However, depending on market conditions, the number of holdings may be fewer than 20 or greater than 35 if the portfolio managers determine that a smaller or larger number of holdings is in the best interest of the Fund. The process can result in significant exposure to a single country or a small number of countries. The Fund is a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries, or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above-average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer. Portfolio construction decisions are then taken by the portfolio managers, acting as a single, central team.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
52
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Investment Objective
Baillie Gifford International Growth Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a diversified, international portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
The Fund invests predominantly in securities issued by companies located in countries outside the U.S., including a range of developed and emerging market countries. The Fund may, however, invest up to 10% of its net assets in common stocks and other equities of companies located in the U.S. Under normal circumstances, the Fund invests in securities of issuers located in at least three countries outside the U.S. and typically maintains substantial exposure to emerging markets, which could constitute a majority of the Fund’s holdings. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. In selecting companies for investment, the portfolio managers generally consider issuers in both developed and emerging markets. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers select companies without being constrained by the MSCI ACWI ex USA benchmark or MSCI EAFE Index and, therefore, there may be listings in the Fund’s benchmarks that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the Fund’s benchmarks. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of at least 50 growth companies with the potential to outperform the MSCI ACWI ex USA benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries or countries in a specific region, such as those located in emerging markets. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. Because the Fund aims to hold securities for long periods, the
Fund does not expect to actively reduce its holdings of shares of particular issuers (other than in response to purchase and redemption requests) even if market movements cause the Fund to operate as a non-diversified company for an extended period of time. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
53
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund
Investment Objective
Baillie Gifford Long Term Global Growth Fund seeks to provide long-term capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of global common stocks and other equity securities without reference to benchmark constraints.
While the portfolio managers are not constrained by geographic limitations, the Fund ordinarily invests in securities of issuers located in at least six different countries.
In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, invests at least 30% of its total assets in companies located outside the U.S. For purposes of establishing whether a 40% or 30% threshold applies when measuring the test described in the prior sentence, the Manager will determine, in its sole discretion, whether market conditions are favorable and in making such determination may consider any factors it deems relevant, including but not limited to: the relative prospects for growth among U.S. and non-U.S. companies; long- or short-term fluctuations, or expected fluctuations, in currency exchange rates; the relative monetary or fiscal health of the U.S. compared to other countries; the relative market stability, or expected stability, of the U.S. compared to other countries; and the relative weighting of the U.S. and non-U.S. countries on global equity market indices. The Fund may invest in issuers located in emerging markets.
The Fund does not apply specific constraints with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers select investments without regard to the geographic, industry, sector, or individual company weightings on any index. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 30 and 60 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, and the Fund expects to have considerable exposure to Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund is a non-diversified fund, which means that it may invest a relatively large
percentage of its assets in a small number of issuers, industries or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook.
When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that they believe are material to managing the Fund’s investment risks and maximizing capital appreciation. The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s disciplined investment framework focuses on: (i) the issuer’s opportunities within its industry, (ii) the issuer’s competitive advantages, (iii) the financial strength of the issuer, (iv) how the issuer’s management deploys capital, (v) the societal considerations that have the potential to prove material to the long-term growth of the issuer and (vi) the market valuation of the issuer.
The Manager believes that a company selected for the Fund’s portfolio is unlikely to be financially sustainable in the long run if the portfolio managers believe that its approach to business is fundamentally out of line with changing societal expectations. The portfolio managers employ an investment process designed to identify companies with practices they believe are aligned with sustainable financial growth over the long-term, including environmental, social, and/or governance characteristics, such as stewardship, sustainable business practices, and/or corporate culture. With respect to the consideration of a company’s environmental characteristics, the portfolio managers believe that the possibility of climate-related disruptions and the related transition to a low-carbon economy present opportunities for, and specific risks relevant to, the Fund’s holdings. As a result, the portfolio managers generally seek to invest the Fund’s assets in companies that they believe are “climate-fit” for the future, which are companies that take appropriate steps (in the view of and as determined by the portfolio managers) to (i) reduce their direct and indirect greenhouse gas emissions (i.e., pursue “net zero” carbon emission ambitions or targets), (ii) integrate the related challenges into business strategies (i.e., the company undertakes steps to understand and manage the related technological, market and environmental changes confronting its business), and/or (iii) provide robust disclosure on climate change and other significant environmental issues so that investors can better assess the related investment risks and opportunities to such company. However, the portfolio managers do not employ categorical restrictions or exclusions in assessing a company’s climate-fitness. The portfolio managers expect that companies that they assess as climate-fit under the Fund’s investment process will ultimately correlate with companies that themselves are aligned with a broader global transition toward net zero carbon emissions.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
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The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
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Baillie Gifford Funds – Prospectus
Baillie Gifford U.S. Equity Growth Fund
Investment Objective
Baillie Gifford U.S. Equity Growth Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of equities, which include common stock and other equity securities, of issuers located in the U.S.
The portfolio managers seek to identify exceptional growth businesses in the U.S. and to own them for long enough that the advantages of their business models and the strength of their cultures support positive relative performance over the long term.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities of companies whose principal activities are in the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund typically invests primarily in issuers with a market capitalization of more than $1.5 billion at the time of purchase and may participate in IPOs. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers select companies without being constrained by a benchmark and, therefore, there may be listings in the Fund’s benchmarks that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmarks. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 30 and 50 growth companies with the potential to outperform the Fund’s benchmarks over the long term. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. The Fund is a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers believe a long-term investment horizon can allow the Fund to harness the asymmetry inherent in equity markets that allows successful investments to outpace losses in similarly sized positions that fail to thrive.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
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Selected Investment Techniques and Topics
In addition to the principal investment strategies discussed above, the Funds may engage in certain non-principal investment strategies. Additional context and details regarding both the Funds’ principal investment strategies and the Funds’ non-principal investment strategies are provided below.
Active and Frequent Trading
The Funds generally will not engage in active and frequent trading of portfolio securities as part of their ordinary-course efforts to achieve their principal investment strategies. However, unusual market conditions may trigger increased trading and/or portfolio turnover for a Fund to the extent the relevant investment team deems such actions necessary or appropriate. A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs affect the Fund’s performance. Frequent trading can also increase the possibility of capital gain and ordinary distributions. Frequent trading can also result in the realization of a higher percentage of short-term capital gains and a lower percentage of long-term capital gains as compared to a fund that trades less frequently. Because short-term capital gains are distributed as ordinary income, this would generally increase your tax liability unless you hold your shares through a tax-advantaged or tax-exempt vehicle.
“Alpha” Funds
The inclusion of the word “Alpha” in the name of certain Funds is not meant to suggest a specific investment style or that a Fund targets a specific return over and above its benchmark index. Nor should the word “Alpha” be interpreted as claiming any higher degree of active management than any other Fund.
Capitalization Criteria and Investment Limitations
Unless otherwise stated, all market capitalization criteria and percentage limitations on Fund investments listed in this Prospectus will apply at the time of investment. A Fund would not violate these limitations unless an excess or deficiency occurs or exists immediately after and as a result of an investment.
References to assets in the percentage limitations on the Funds’ investments refer to total assets, unless otherwise indicated.
Unless otherwise stated, when a Fund is described as investing in a particular type of security or other instrument, the Fund may make such investments directly or indirectly. Indirect exposure may be achieved through a combination of multiple instruments or through a combination of one or more investment instruments and cash or cash equivalents. Indirect investments may include depositary receipts, derivatives (based on either notional or mark-to-market value depending on the instrument and circumstances), placement warrants or other structured products. Indirect exposure may also be gained through investments in operating companies and pooled vehicles such as mutual funds, exchange-traded funds (“ETFs”), private funds, and non-U.S. investment vehicles. Because the Funds are subject to various regulatory requirements and limitations, a Fund’s ability to obtain direct exposure to certain asset classes and investments may be prevented or restricted.
Cash Balances
Although each Fund will aim to remain fully invested in equities, each Fund may hold uninvested cash balances at the Fund’s custodian or invest in cash equivalent securities, such as money market funds, (including money market funds that operate as ETFs), U.S. government securities (including U.S. Treasury notes and bills), repurchase agreements collateralized by such securities, and other high-quality debt investments, in order to facilitate daily portfolio operations and to take temporary defensive positions. As a result of taking a temporary defensive position, a Fund may not achieve its investment objective.
Considerations Related to Large Shareholders
To the extent that a significant portion of a Fund’s shares are held by a limited number of shareholders or their affiliates, there is a risk that the subscription and redemption activities of these shareholders with regard to Fund shares could disrupt such Fund’s investment strategies, which could have adverse consequences for the Fund and other shareholders. Such subscriptions could cause the Fund to maintain larger-than-expected cash positions pending acquisition of investments. A redemption by a large shareholder could require the Fund to sell investments, including at inopportune times, and could result in the Fund recognizing significant capital gains, including short-term capital gains, that would be distributed to shareholders in order for the Fund to meet the requirements for qualification as a regulated investment company and avoid a Fund-level tax. In addition, institutional separate accounts managed by the Manager may invest in a Fund and, therefore, the Manager at times may have discretionary authority over redemption decisions by a significant portion of the investor base holding shares of a Fund. In such instances, the Manager’s decision to make changes to or rebalance its client’s allocations in the separate accounts may impact the Fund’s performance.
CPO Exclusion
The Manager, with respect to the Funds, has claimed an exclusion from the definition of the term commodity pool operator (“CPO”) under the Commodity Exchange Act, as amended, (the “CEA”) pursuant to Commodity Futures Trading Commission (“CFTC”) Rule 4.5. As a result, the Manager, is not subject to registration or regulation as a CPO under the CEA. To remain eligible for the exclusion, each Fund will, among other things, be limited in its ability to use certain financial instruments that are subject to regulation by the CFTC, including futures and options on futures and certain swaps transactions. In the event that the Manager no longer qualifies for the Rule 4.5 exclusion with respect to a Fund, the Manager would be required to register with the CFTC as a CPO with respect to such Fund which may increase Fund expenses and adversely affect the Fund’s total return.
Currency Hedging
The Funds have not historically used, but may in the future use, various investment products to hedge the risks to the Funds from exposure to local currency movements. These products include currency forward contracts and options thereon, and options and “spot” transactions directly in foreign currencies.
New financial products and risk management techniques continue to be developed and the Funds may use these new
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investments and techniques to the extent they are consistent with the Funds’ investment objectives and strategies.
Emerging Markets
Certain Funds may invest in issuers located in emerging markets. The Funds consider emerging markets countries to be comprised of those that are represented in the MSCI Emerging Markets Index.
Frontier Markets
Certain Funds may invest in issuers located in frontier markets. The Funds consider frontier markets countries to be comprised of those that the Manager considers to be more developed than the least developed countries but less developed than emerging market countries.
Growth Companies
Each Fund may invest in growth companies. When assessing whether a company is “growth,” a Fund considers a range of factors, including, but not limited to, the ability of the company to grow earnings faster than the market expects.
Illiquid Investments
A Fund may not purchase or otherwise acquire any illiquid investments if, immediately after the acquisition, the value of illiquid investments held by the Fund would exceed 15% of the Fund’s net assets. The term “illiquid investment” for this purpose means any investment that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment.
Illiquid investments may include those securities whose disposition is restricted by securities laws, such as Rule 144A or private placement securities.
If the Manager determines at any time that a Fund owns illiquid investments in excess of 15% of its net assets, the Manager will cease to undertake new commitments to acquire illiquid investments until the Fund’s holdings no longer exceed this 15% limit, report the occurrence in compliance with relevant requirements under the Investment Company Act of 1940, as amended (the “1940 Act”), and, depending on circumstances, may take additional steps to reduce the Fund’s holdings of illiquid investments.
Indian Foreign Investor Regulations
Only entities and persons that comply with certain statutory conditions and that are registered as foreign portfolio investors (“FPIs”) with the Securities and Exchange Board of India (“SEBI”) under the SEBI (FPI) Regulations, 2019 (“FPI Regulations”) are permitted to make direct investments in exchange-traded and certain other Indian securities. Certain of the Funds are registered as FPIs. As an FPI, a Fund and any other FPIs belonging to the same “investor group” as the Fund (which may occur as a result of common majority ownership and/or common control, and which can include FPIs managed by an external third party) can only hold up to 10% of the paid-up capital, or 10% of the paid-up value of each series of convertible debentures or preference shares or share warrants of an Indian company on an aggregate basis (the “10% Threshold”). In
addition to the 10% Threshold, FPI investment in Indian companies may not exceed any sectoral cap on ownership by an FPI that applies to a particular company and/or the aggregate cap on FPI investments in a company.
Compliance with FPI Regulations may limit a Fund’s ability to invest in certain companies which may negatively impact a Fund’s investment performance. Additionally, a Fund may have to sell portfolio holdings to maintain compliance with the regulatory limits in order to continue to hold those investments as an FPI. Investments held in excess of the limits would be reclassified as Foreign Direct Investment, which would restrict further investment and may lead to adverse tax implications for a Fund.
Industry Classification of Issuers
The Manager shall make reasonable determinations as to the appropriate issuer industry classification, or sector classification of security issuers. As part of this determination, the Manager may take into account internal analysis or third party information such as categories, data or methodologies from Bloomberg Industry Classification Systems (BICS), Global Industry Classification Standard (GICS) codes, Standard Industry Classification (SIC) Codes, North American Industry Classification System (NAICS) Codes, the FTSE/Dow Jones Industry Classification Benchmark (ICB system) or any other reasonable industry classification system (including systems developed by the Manager). The Manager may use information differently for different industries, sectors or clients. The Manager’s determinations may differ from the determinations of other investment professionals, or other third parties. Even where the Manager generally relies on a particular classification system, it may depart from that system in specific cases at its discretion.
Investing in China through the Stock Connect programs and QFI program
Funds that invest in China may invest in China “A” Shares (“A Shares” or “China A Shares”). China A Shares are common stocks and other equity securities of issuers located in China that are listed or traded on the Shanghai Stock Exchange, the Shenzhen Stock Exchange, or any other stock exchange in China and which are quoted in renminbi (“RMB”), the official currency of China. These Funds may access China A Shares through the Shanghai-Hong Kong Stock Connect program and the Shenzhen-Hong Kong Stock Connect program (together, the “Stock Connect programs”) or through the Manager’s qualified foreign investor (“QFI”) license. Historically, investments in stocks, bonds, and warrants listed and traded on a mainland Chinese stock exchange, investment companies, and other financial instruments (collectively referred to as “China Securities”) approved by the China Securities Regulatory Commission (“CSRC”) were limited for investment by non-Chinese investors. The CSRC has now granted the Manager a QFI license allowing the Manager to invest directly in China Securities and the Funds now have access to the Stock Connect programs.
The Stock Connect programs are securities trading and clearing link programs that enable international investors to invest in China A Shares. Trading under the Stock Connect programs is subject to an aggregate daily quota, which limits the maximum net buy value of cross-boundary trades under each of the Stock Connect programs each day. This is monitored by the Stock Exchange of Hong Kong on a real-time basis and reset every
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Baillie Gifford Funds – Prospectus
day. If the daily quota drops to zero or is exceeded, no further buy orders will be accepted for the remainder of that day (although sales of China A Shares are permitted regardless of the daily quota). The daily quota is not specific to any one particular investor. The Stock Connect programs are also subject to various other restrictions which may constrain a Fund’s ability to invest in a particular company at a particular time, such as limits on when markets are open and trades processed and additional regulations and listing rules imposed by China and the Shanghai and Shenzhen exchanges.
Under the QFI program, there are certain regulatory constraints including, without limitation, restrictions on the types of instruments available for purchase by the license holder, the ability of the license holder to repatriate funds, and the structure of custodial and brokerage accounts for trading in Chinese securities. In particular, with respect to the QFI custodial arrangements, to the extent a Fund’s cash is commingled with the assets of other clients of a Chinese custodian and the Chinese custodian becomes insolvent, a Fund will not have any proprietary rights to the cash deposited in the account, and a Fund will become an unsecured creditor, ranking pari passu with all other unsecured creditors, of the Chinese custodian. Although the relevant QFI regulations have been revised to relax regulatory restrictions on the onshore capital management by QFI license holders (including removing investment quota limit and simplifying routine repatriation of investment proceeds). Further, QFI policies and rules are unique, evolving and subject to uncertainties as to how they will be implemented in practice and are subject to change and interpretation by People’s Republic of China authorities. Any of the above could have potential adverse effects on a Fund, including on a retroactive basis. For additional information regarding custody risks that may be applicable to both the QFI and Stock Connect programs, see “Principal Investment Risks—Non-U.S. Investment Risk” below and “Risks—Emerging Markets Risk—Custody Risk” in the Statement of Additional Information (the “SAI”).
See also “Principal Investment Risks—China Risk” below.
Investment Companies
Each Fund may invest in other investment companies, including ETFs, to the extent permitted under the 1940 Act. The 1940 Act places limits on each Fund’s ability to invest in other registered investment companies, though the Funds may invest in other registered investment companies beyond the statutory limits pursuant to Rule 12d1‑4 under the 1940 Act, subject to certain conditions. As a shareholder of these kinds of investment vehicles, a Fund may indirectly bear fees which are in addition to the fees the Fund pays its own service providers. To the extent permitted by law, the Funds may invest in collective investment vehicles that are sponsored by, and advised by, the Manager or an affiliate of the Manager (an “Affiliated Vehicle”). Any fee payable to the Manager or an affiliate thereof by any Affiliated Vehicle in respect of an investment by a Fund in such Affiliated Vehicle shall be reimbursed to the Fund by the Manager. Therefore, a Fund will only bear that portion of Affiliated Vehicle expenses payable to persons or entities other than the Manager or its affiliates, and will not be responsible for fees collected by the Manager at both the Fund level and the Affiliated Vehicle level.
Location of Issuers
A number of the Funds’ policies are determined by reference to whether an issuer is “located in” a particular country or group of countries, whether its “principal activities” are in certain regions, or whether the issuer is located outside the U.S. more generally.
In determining where an issuer is located for these purposes, or where an issuer’s principal activities are, the Manager will consider a number of factors (together, designed to determine whether an issuer is economically tied to a country or region), including but not limited to:
No single factor will necessarily be determinative nor must all be present for the Manager to determine where an issuer is located. The Manager may weight these factors differently with respect to different geographic policies, different countries or different series of the Trust.
By way of example, the Manager may consider a company that is organized in the U.S., with its principal place of business in the U.S. and whose securities are traded principally on a U.S. exchange to be located outside the U.S., or to have its principal activities outside the U.S., if, for instance, more than 50% of the company’s revenues are derived from activity outside the U.S. This may be true even if the Manager does not determine that the company is located in a specific non-U.S. country.
The categorization for compliance testing purposes may differ from how different portfolio managers, investment professionals, or third parties assign the location of individual issuers.
Our Stewardship Approach
Consistent with the long-term investment objective of each Fund, the Manager has adopted a set of guidelines, called “Our Stewardship Principles and Guidelines” to, among other things, articulate the stewardship considerations that the Manager applies in evaluating portfolio companies, engaging with management, and voting proxies (the “Guidelines”). The Manager believes that a company selected for a Fund’s portfolio is unlikely to be financially sustainable in the long run if the portfolio managers believe that its approach to business is fundamentally out of line with changing societal expectations.
In connection with assessing the ability of a company to sustain financial growth over the long term, the Manager looks beyond current financial performance, undertaking proprietary research to build up an in-depth knowledge of an individual company and a view on their long-term prospects. This includes the consideration of a range of factors which the Manager believes are likely to affect the financial condition or operating
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performance of a holding or a portfolio, with a positive or negative impact on long-term investment returns. As part of the Manager’s assessment of such factors, and consistent with the Manager’s long-term investment outlook, the portfolio managers typically integrate considerations of the environmental, social, and/or governance (“ESG”) characteristics of potential and current portfolio holdings that the portfolio managers view as material to managing investment risks and maximizing capital appreciation. Such considerations can include the portfolio managers’ evaluation of companies’ sustainable business practices, corporate culture, progress in mitigating climate-related risks and/or progress in accessing opportunities relating to the broader global transition to a low-carbon economy, in each case taken in context of the longer-term investment risks of a Fund and outlook of the Manager. In connection with ESG evaluations, the portfolio managers commonly use a variety of information sources, from company reports and meetings to third-party research and insights generated by academic partners and industry experts. The portfolio managers also have access to various third-party data tools, including ESG data sources as well as a range of proprietary ESG tools and analytical frameworks. However, the Manager is not bound by any third-party data and does not use third-party data providers to categorically exclude or restrict investments for ESG purposes.
Each Fund and each portfolio management team may take a different approach to reach the goal of properly assessing and incorporating factors under the Guidelines into its investment process. Unless specifically noted in a Fund’s principal investment strategy, ESG factors are evaluated on a case-by-case basis, and no individual factor (such as “E” or “S” or “G”) or set of factors consistently or categorically receives elevated consideration. The relevance and materiality of ESG considerations in a Fund’s process will differ from strategy to strategy, from sector to sector, from issuer to issuer, and from portfolio manager to portfolio manager, and, in some cases (such as where the Manager lacks relevant ESG data or the portfolio managers do not deem such factors material to their investment thesis as to particular issues), ESG considerations are not assessed universally across all actual and potential holdings of a Fund. Given the flexible nature of the Guidelines and the inherent subjectivity of investment decision making, there can be no assurance that this process will result either in superior investment returns, or in a positive outcome for the environment or society.
Portfolio Holdings
A description of the Trust’s policies and procedures with respect to the disclosure of the Funds’ portfolio holdings is provided in the SAI.
Further Information
Further information about the Funds’ investment strategies and investment instruments is available in the SAI.
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Principal Investment Risks
The value of your shares in a Fund will change with the value of the Fund’s investments. Many factors can affect that value. The factors that are most likely to have a material effect on a particular Fund’s portfolio as a whole are called “principal risks.”
The principal risks most relevant to each Fund are summarized in the “Fund Summaries.” The risks described below expand on, and add to, the discussion in the “Fund Summaries.” The risks are described in alphabetical order and not in the order of importance or potential exposure.
The principal risks applicable to each Fund are identified below, which may include additional risks to those described in the “Fund Summaries.” Each Fund may be subject to additional risks other than those identified below because the types of investments made by each Fund can change over time. There is no guarantee that a Fund will be able to achieve its investment objective. It is possible to lose money by investing in a Fund.
Risks Applicable to Each Fund
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Additional Risks
| Asia Risk | China Risk | Currency Risk | Developed | Emerging | Frontier Markets Risk | Geographic | Large- | New | Non-Diversification | Non-U.S. | Settlement Risk | Underlying Funds Risk |
Baillie Gifford China Equities Fund |
| • | • |
| • |
| • | • | • | • | • | • | • |
Baillie Gifford Emerging Markets Equities Fund | • | • | • |
| • | • | • | • |
|
| • | • | • |
Baillie Gifford Emerging Markets ex China Fund | • |
| • |
| • | • | • | • | • | • | • | • | • |
Baillie Gifford Global Alpha Equities Fund | • | • | • | • | • |
|
| • |
|
| • | • |
|
Baillie Gifford International Alpha Fund | • | • | • | • | • | • | • | • |
|
| • | • |
|
Baillie Gifford International Concentrated Growth Equities Fund | • | • | • | • | • |
| • | • | • | • | • | • |
|
Baillie Gifford International Growth Fund | • | • | • | • | • |
| • | • |
|
| • | • |
|
Baillie Gifford Long Term Global Growth Fund | • | • | • | • | • |
|
| • |
| • | • | • |
|
Baillie Gifford U.S. Equity Growth Fund |
|
|
| • |
|
| • | • | • | • |
|
|
|
Securities and techniques appearing in bold below but not otherwise defined below, are described in greater detail in the SAI, under the heading “Fund Investments—Investment Glossary.”
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Baillie Gifford Funds – Prospectus
Asia Risk
The economies of countries in Asia are in all stages of economic development, and investing in companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers. Many Asian economies, such as those of Hong Kong, South Korea, or Singapore, are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade or policy disputes which may be accompanied by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Similarly, certain of these economies may be adversely affected by trade or policy disputes with its major trade partners. As export-driven economies, the economies of these countries are particularly vulnerable to any weakening in global demand of export products and are affected by developments in the economies and trade policies of their principal trading partners, which may include China, Japan, and the U.S.
Economic conditions in other countries within and outside Asia can impact Asian economies. Many Asian economies are also intertwined, such that the countries may experience recessions at the same time or respond similarly to adverse events. Economic events in any one Asian country may have a significant economic effect on the entire Asian region, and any adverse event in the Asian markets may have a significant adverse effect on some or all of the economies of the countries in which the Funds invest. There is also a high concentration of market capitalization and trading volume in a small number of issuers representing a limited number of industries, as well as a high concentration of investors and financial intermediaries. Also, securities of some companies in Asia can be less liquid than U.S. or other foreign securities, potentially making it difficult for a Fund to sell such securities at a desirable time or price.
Furthermore, many Asian economies, such as China, South Korea and India, have experienced rapid growth and industrialization, and there is no assurance that their growth rate will be maintained. Companies in Asia may be subject to risks such as nationalization or other forms of government interference as governments of certain Asian countries have exercised, and continue to exercise, substantial influence over many industries. In certain cases, the government owns or controls many companies, including the largest in the country. Accordingly, government actions could have a significant effect on the issuers of the Funds’ securities or on economic conditions generally. Further, some Asian countries have governments with relatively short histories, which may increase the risk of political instability. Flooding, monsoons and other natural disasters also can significantly affect the value of investments.
Additionally, many Asian economies are considered emerging market economies. These countries are often characterized by undeveloped financial service sectors, high inflation, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. Investments in emerging Asian markets are generally subject to a greater risk of loss than investments in developed Asian markets. These factors, coupled with the lack of extensive accounting, auditing and financial reporting standards and practices, as compared to in the U.S., may increase the risk of loss.
Special Risk Considerations of Investing in India
Securities laws in India are relatively new and unsettled and, as a result, there is a risk of significant and unpredictable change in laws governing foreign investment, securities regulation, title to securities and shareholder rights. Foreign investors in particular may be adversely affected by new or amended laws and regulations.
Investments in securities of issuers located in India involve heightened risks that include, among others, political and legal uncertainty, greater government control over the economy, and greater risk of hyperinflation, currency fluctuations, blockage of currency movements, repatriation of capital invested, and the nationalization or expropriation of assets. Moreover, India has experienced civil unrest and hostilities with neighboring countries, including Pakistan, and has confronted separatist movements, religious clashes, and border disputes. In addition, the availability of financial instruments with exposure to Indian financial markets may be substantially limited by the restrictions on foreign investors.
Government control over the economy, currency fluctuations or blockage, and the risk of nationalization or expropriation of assets offer higher potential for losses. Governmental actions could have a negative effect on the economic conditions in India, which could adversely affect the value and liquidity of investments made by a Fund.
Global factors and foreign actions may inhibit the flow of foreign capital on which India is dependent to sustain its growth. In addition, as discussed in “Selected Investment Techniques and Topics—Indian Foreign Investor Regulations”, the Reserve Bank of India has imposed limits on foreign ownership of Indian companies, which may decrease the liquidity of a Fund’s portfolio and result in increased volatility in the prices of Indian securities. These factors, coupled with the lack of extensive accounting, auditing and financial reporting standards and practices applicable in the U.S., may increase the risk of loss for a Fund.
India’s tax regime is unique, and each Fund may be subject to Indian income tax on income earned from, or with respect to, Indian securities, to securities transaction tax in respect of dealings in Indian securities purchased or sold on the Indian stock exchanges and to Indian capital gains taxes in a manner the Fund may not be in other jurisdictions. Because each Fund’s shareholders ultimately bear the tax consequences of a Fund’s holdings, shareholders may bear the burden of Indian taxes on a Fund’s investments.
Special Risk Considerations of Investing in Japan
Investing in Japan may involve greater geopolitical, economic, and environmental risk than investing in the United States or other developed economies. For example, despite Japan’s recent economic growth and emerging economic relationships with neighboring Southeast Asian countries, the growth of the Japanese economy has been behind that of other major developed economies. Part of the reason for this is that Japan, like many Asian countries, is still heavily dependent upon international trade, such as oil imports, and thus susceptible to the adverse effects of trade barriers, exchange controls, and other measures imposed or negotiated by the countries with which they trade. One trading partner in particular is China, whose political relationship with Japan has, at times, been
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stressed. Such political tensions could adversely affect the Japanese economy and destabilize the region. Further, at times, the Japanese economy has been adversely impacted by government intervention and protectionism, changes in its labor market, certain corporate structural weaknesses, and an unstable financial services sector. International trade, government support of the financial services sector and other troubled sectors, government policy, natural disasters and/or geopolitical developments could significantly affect the Japanese economy.
The value of Japan’s currency, the yen, has been susceptible to fluctuations. Increases in its value may cause a decline in exports that could weaken the Japanese economy. Japan has in the past, countered drastic shifts in its currency by intervening in the currency markets in an attempt to maintain or reduce the value of the yen. This intervention in the currency markets could cause the value of the yen to swing sharply and unpredictably and could cause losses to investors.
Japan has an aging population and a significant population decline, which has resulted in a shrinking workforce. Its labor market appears to be undergoing fundamental structural changes, as it has shifted from a labor market familiar with lifetime employment to a market adjusted to meet the need for increased labor mobility. This change in the labor market may adversely affect Japan’s economic competitiveness. Furthermore, natural disasters, such as earthquakes, volcanoes, typhoons, and tsunamis have and may continue to pose negative effects on the Japanese economy.
Investing in issuers located in Japan also exposes a Fund to additional risks, as further described in this section under “Developed Markets Risk”, “Non-U.S. Investment Risk”, and “Market Disruption and Geopolitical Risk” and in the SAI under “Special Risks of Investing in Asian Securities.”
Special Risk Considerations of Investing in Taiwan
Continuing hostility and the potential for future political or economic disturbances between China and Taiwan may have an adverse impact on the values of investments in either China or Taiwan or make investments in China and/or Taiwan impractical or impossible. Any escalation of hostility between China and Taiwan would likely distort Taiwan’s capital accounts, as well as have a significant adverse impact on the value of a Fund’s investments in both countries, and in other countries in the region.
Investing in issuers located in Asia also exposes a Fund to additional risks, as further described in this section under “China Risk”, “Emerging Markets Risk”, “Frontier Markets Risk”, “Non-U.S. Investment Risk”, and “Market Disruption and Geopolitical Risk”, in “Selected Investment Techniques and Topics—Indian Foreign Investor Regulations”, and in the SAI under “Special Risks of Investing in Asian Securities” and “Special Risk Considerations of Investing in China.”
China Risk
Special Risk Considerations of Investing in China
Investing in securities of Chinese issuers, including by investing in China A Shares, involves certain risks and considerations not typically associated with investing in securities of U.S. issuers in part because the Chinese government exercises significant
control over the Chinese economy through heavy involvement in economic and regulatory policy. Certain risks and considerations of investing in Chinese issuers include among others, more frequent trading suspensions and government interventions (including by nationalization of assets and installation of party officials within certain companies), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, restrictions on the size of permissible positions in individual Chinese issuers, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, greater political, economic, social, legal and tax-related uncertainty, high market volatility caused by any potential regional territorial conflicts, social instability, or natural disasters, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude a Fund from investing in certain Chinese issuers or cause a Fund to sell investments at a disadvantageous time. Changes to political and economic relationships, including recent trade and policy disputes and strained international relations, between China and other countries and changes to China’s socioeconomic systems may adversely affect a Fund’s investments in China. For example, continued hostility and the potential for future political or economic disturbances between China and the United States may have an adverse impact on the values of investments in China, the United States, and/or other countries. If the political climate between the U.S. and China does not improve or continues to deteriorate, if China were to attempt unification of Taiwan by force, or if other geopolitical conflicts develop or get worse, economies, markets, and individual securities may be severely affected both regionally and globally, and the value of a Fund’s assets may go down.
Additionally, portions of the Chinese securities markets may become rapidly and unexpectedly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities and have exercised that ability in the past in response to market volatility and other events. If the liquidity of investments became impaired, it could make investments more difficult to value, limit a Fund’s ability to obtain cash to meet redemptions on a timely basis, hinder a Fund’s ability to honor redemption requests within the allowable time period, and force a Fund to sell securities at a reduced price or under unfavorable conditions.
Stock Connect Investing Risk
A Fund may directly invest in A Shares listed and traded on the Shanghai Stock Exchange or Shenzhen Stock Exchange through the Stock Connect programs or on such other stock exchanges in China which participate in the Stock Connect programs from time to time. A Fund’s investments in Stock Connect A Shares are generally subject to Chinese securities regulations and listing rules, among other restrictions that may affect a Fund’s investments and returns, including daily limits on net purchases across the whole stock connect system and transfer restrictions. In addition, when investing through the Stock Connect programs, a Fund will not have access to the full market of China A Shares. Such investments are also subject to heightened tax and settlement risk and the risk of price fluctuations of A Shares during times when the Stock Connect programs are not trading. The Stock Connect programs are relatively new programs.
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Further developments are likely and there can be no assurance as to the programs’ continued existence or whether future developments regarding the programs may restrict or adversely affect a Fund’s investments or returns.
QFI Investing Risk
The Funds may directly access securities of companies listed on exchanges located in China through the Manager’s QFI license. Investing in eligible securities of Chinese issuers through the QFI program presents additional risks. Under the QFI program, there are certain regulatory restrictions relating to, among other things, investment scope (including restrictions on the types of instruments available for purchase by the license holder), repatriation of funds, foreign shareholding limits, and account structure (including the structure of custodial and brokerage accounts for trading in Chinese securities), which could change at any time and adversely affect a Fund’s investments. Additionally, there are ongoing uncertainties regarding how recent changes to the QFI program will be implemented.
ChiNext and Science and Technology Innovation Boards
A Fund may, either through the Stock Connect Programs or the Manager’s QFI license, access certain subsidiary boards of various Chinese stock exchanges (such boards, the “Chinese Boards”), such as the ChiNext Board, a subsidiary of the Shenzhen Stock Exchange, or the Science and Technology Innovation Board, a subsidiary of the Shanghai Stock Exchange. Companies listed on the Chinese Boards are typically smaller capitalization companies with shorter operating histories and therefore their securities may be more vulnerable to market risks and market volatility than larger companies listed on the main boards of Shenzhen Stock Exchange or Shanghai Stock Exchange. Additionally, as the Chinese Boards have different listing processes and standards than those of the main boards of the Shenzhen Stock Exchange or Shanghai Stock Exchange, a Fund may be subject to a greater risk that a company it buys through the Chinese Boards is eventually delisted. If such a situation were to occur, the Fund may lose its ability to trade the delisted shares and may lose its invested capital in a company.
See also “Small- and Medium-Capitalization Securities Risk.”
Cross-Exchange Trading Risk
Trades do not cross between the Shanghai and Shenzhen stock exchanges and a separate broker is assigned for each exchange. If a Fund rebalances across both exchanges, the Fund must trade out of stocks listed on one exchange with a broker and trade into stocks on the other exchange with a separate broker. As a result, the Fund may incur additional fees.
Chinese Currency and Repatriation Risk
The Chinese government heavily regulates the domestic exchange of foreign currencies within China. Chinese law requires that all domestic transactions must be settled in RMB, which places significant restrictions on the remittance of foreign currencies and strictly regulates currency exchange from RMB. There is no assurance that there will always be sufficient amounts of RMB for a Fund to remain fully invested. Any restrictions on repatriation of a Fund’s portfolio investments may have an adverse effect on a Fund’s ability to meet redemption requests or achieve its investment objective.
China A Shares Tax Risk
Investments in A Shares could result in unexpected tax liabilities for a Fund. Chinese law imposes withholding taxes on dividends and interest paid to foreign investors by companies listed in China, as well as capital gains realized by such investors, subject to certain temporary exemptions applicable to capital gains and value-added tax on gains realized from investments in A Shares. Application of these rules, including as a result of revocation of any temporary exemptions, could result in tax liabilities for a Fund, which could negatively affect investment returns for shareholders. Any restrictions on repatriation could limit a Fund’s ability to satisfy the distribution requirements applicable to regulated investment companies under the Internal Revenue Code of 1986, as amended (the “Code”), and a Fund may be required to sell other investments (including when it is not advantageous to do so) to meet such distribution requirements. If a Fund were unable to meet such distribution requirements, the Fund would be subject to U.S. federal income tax at the Fund level.
Variable Interest Entity Risk
Certain Funds may also gain investment exposure to certain Chinese companies through variable interest entity (“VIE”) structures. Such investments are subject to the investment risks associated with the Chinese-based company. The VIE structure enables foreign investors, such as the Funds, to obtain investment exposure to a Chinese company in situations in which the Chinese government has limited or prohibited the non-Chinese ownership of such company. The VIE structure does not involve direct equity ownership in a China-based company, but instead establishes claims to the China-based company’s profits and control of the company’s assets through contractual arrangements. While VIEs are a longstanding industry practice that is well known to Chinese officials and regulators, they have not been formally recognized under Chinese law. There has historically been uncertainty whether Chinese officials or regulators would withdraw their implicit acceptance of the VIE structure or limit a VIE’s ability to pass through economic and governance rights to foreign individuals and entities. In 2023, the China Securities Regulatory Commission (“CSRC”) implemented new rules that permit the use of VIE structures, provided they abide by Chinese laws and register with the CSRC. The rules, however, may cause Chinese companies to undergo greater scrutiny and may make the process to create VIEs more difficult and costly. If, however, the Chinese government were to determine that the contractual arrangements establishing the VIE structure did not comply with Chinese law or regulations, the Chinese operating company could be subject to penalties, revocation of its business and operating license, or forfeiture of ownership interests. Further intervention by the Chinese government with respect to any existing VIE structures could significantly affect the relevant Chinese operating company’s performance and thus, the value of the Fund’s investment through a VIE structure, as well as the enforceability of the contractual arrangements of the VIE structure. It remains unclear whether any new laws, rules, or regulations relating to VIE structures will be adopted or, if adopted, what impact they would have on the interests of foreign shareholders. Control over a VIE may also be jeopardized if a natural person who holds the equity interest in the VIE breaches the terms of the contractual arrangements, is subject to legal proceedings, or if any physical
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instruments such as seals are used without authorization. In the event of such an occurrence, a Fund, as a foreign investor, may have little or no legal recourse. In addition to the risk of government intervention, investments through a VIE structure are subject to the risk that the China-based company (or its officers, directors, or Chinese equity owners) may breach the contractual arrangements, or Chinese law changes in a way that adversely affects the enforceability of the arrangements, or the contracts are otherwise not enforceable under Chinese law, in which case a Fund may suffer significant losses on its investments through a VIE structure with little or no recourse available.
Investing in issuers located in China also exposes a Fund to additional risks, as further described in this section and under “Asia Risk”, “Emerging Markets Risk”, “Non-U.S. Investment Risk”, and “Market Disruption and Geopolitical Risk” and in the SAI under “Special Risks of Investing in Asian Securities” and “Special Risk Considerations of Investing in China.”
Conflicts of Interest Risk
The following does not purport to be a comprehensive list or complete explanation of all potential conflicts of interest which may affect a Fund. Any Fund may encounter circumstances, or enter into transactions, in which conflicts of interest may arise, which are not listed or discussed below.
Conflicts Relating to the Funds’ Mixed Shareholder Base
Due to the distribution strategy adopted by the Manager, each Fund expects that a significant portion of its shares will be held by institutional investors such as private defined benefit retirement plans, city and state retirement systems, endowments, foundations, and other pooled investment vehicles, including other mutual funds. These institutional investors will often have broader shareholder servicing relationships with the Manager and its affiliates than other Fund shareholders and will likely receive information or reporting regarding their accounts that is different from the regular reporting the Fund makes to shareholders as a whole. In some cases, these institutional investors will have separate contractual arrangements with the Manager relating to their investment in the Fund. The Manager and the Fund each maintains compliance policies, procedures and guidelines designed to promote equal treatment and fairness among Fund shareholders and to prevent the inappropriate flow of material, non-public information. Nevertheless, the Manager’s relationships with the Fund’s institutional investor base gives rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund.
Furthermore, one or more of the Manager’s clients may invest in the Fund and, therefore, the Manager at times may have discretion to cause a significant portion of the Fund’s investor base to redeem its investments in the Fund. Such redemptions may be made to make changes to or rebalance client allocations, including to the Fund, and may impact the Fund’s performance. In addition, when a significant portion of the Fund’s assets are held by other clients of the Manager, redemptions from the Fund may be more correlated with one another, which could have a negative impact on the Fund’s liquidity.
Conflicts Relating to Side-by-Side Management of the Funds and Other Accounts
The Manager serves as investment adviser to various clients other than the Funds, including institutional separate accounts and other U.S. and non-U.S. pooled investment vehicles. Some of these clients may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by a Fund. Other clients may pursue strategies that differ from a Fund’s but which involve investments in many of the same securities. This “side-by-side” management gives rise to various potential or actual conflicts of interest. For example, one client may be seeking to invest in (or divest from) the same securities at the same time as a Fund. In addition, the Manager may invest on behalf of other clients in a company’s securities issued prior to an IPO. Those client accounts may maintain their holdings, increase their holdings or sell their holdings in connection with the company’s IPO. Since the Funds would generally invest only at the time of, or after, an IPO, the Manager could be subject to conflicts in connection with the Funds’ later investment in the company. For example, the Manager could have an incentive to have the Funds purchase shares at the time of, or after, the IPO if doing so would benefit the Manager’s other accounts. While the Manager maintains procedures to mitigate such conflicts, including procedures for the fair allocation of trades among its clients, it may have an incentive to favor some clients over others, particularly where the Manager is acting for a client account whose management fee depends on the performance of the account. No Fund currently pays a performance fee of any kind, while other accounts managed by the Manager do pay performance fees.
In addition, different client types typically have different client service relationships with the Manager. For example, an institutional separate account client whose account pursues the same investment strategy as a Fund may receive different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook than shareholders in the Fund. This informational advantage could provide an opportunity for a client to take actions that may have a detrimental impact on a Fund and its shareholders. For example, earlier reporting of negative news may cause a client to withdraw its investment with the Manager, causing a sale of portfolio securities that further depresses market prices for those securities and negatively impacts the net asset value of a Fund, in the event it is managed in parallel with that client’s account. Although certain of the Funds’ investment objectives and strategies are substantially similar to those of ETFs managed by the Manager, differences in purchase and redemption structure, investment restrictions and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. ETFs are subject to daily portfolio transparency requirements, which could disadvantage a Fund with substantially similar investment objectives and strategies to the extent that market participants have more frequent access to information regarding the ETFs’ portfolio holdings and could use that information to trade against or front-run the Fund.
The Manager maintains various internal guidelines, procedures and processes to mitigate the conflicts of interest that arise from these diverse client relationships. Included among these are trade allocation policies designed to address potential conflicts in
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situations where two or more funds or accounts participate in investment decisions involving the same securities. While these guidelines, procedures and processes are designed to ensure that all the Manager’s clients are treated fairly, there is no guarantee that they will be effective in all cases.
Conflicts Relating to Investment Personnel Holding Positions in External Organizations
Subject to compliance oversight by the Manager, investment personnel may hold board or other non-executive positions in companies outside of Baillie Gifford (“External Organizations”), which could expose those individuals to material non-public information (“MNPI”). Any MNPI known could be imputed to the entire Baillie Gifford organization, including the Manager, which could impact trading across all Baillie Gifford strategies and limit the ability of the Manager to execute trades on behalf of the Funds. In addition to impacting a Fund’s ability to trade in the External Organization, the possession of MNPI could also restrict the Manager’s ability to trade the securities of public companies in which the External Organization also invests alongside the Fund. While the Manager has implemented compliance measures to mitigate the impact of this risk, there is no guarantee that exposure to MNPI can be completely prevented. Because a Fund might not be able to buy or sell a company’s securities during times when the Manager is deemed to be in possession of MNPI, its performance could be negatively impacted. In addition, where a portfolio manager of a Fund holds an External Organization position, he or she may be restricted from participating in deliberations concerning certain investments related to that External Organization.
Conflicts Related to Service Providers, Vendors, and other Counterparties
A third-party service provider could also face conflicts of interest in carrying out its responsibilities relating to a Fund, including (without limitation) in relation to the further delegation of such responsibilities to other parties and the allocation of time, attention and resources to a Fund, as compared to the service provider’s other clients. Third-party service providers could have incentives to carry out their responsibilities in a manner that does not advance the interests of a Fund and often have no fiduciary obligation to act in the best interests of a Fund. The Funds are able to gain only limited visibility into what conflicts of interest a third-party service provider might face and the extent to which any such conflicts impact the service provider’s decision-making.
Currency Risk
If a Fund trades in securities quoted or denominated in currencies other than the U.S. dollar, or receives income in or takes a long position in a non-U.S. currency, and that currency declines in value relative to the U.S. dollar, the return to the Fund will be reduced. The Funds may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies directly. The Funds do not expect to engage in currency hedging and thus expect to be fully exposed to currency fluctuations relative to the U.S. dollar.
The values of non-U.S. currencies may fluctuate relative to the U.S. dollar in response to, among other factors, changes in supply and demand in the currency exchange markets, trade balances, actual or perceived interest rate changes, long-term
opportunities for investment and capital appreciation, intervention (or failure to intervene) by national governments, central banks, or supranational entities such as the International Monetary Fund, the imposition of currency controls, and other political or regulatory developments. For further information, please see “Market Disruption and Geopolitical Risk” below.
If a Fund trades in securities quoted or denominated in currencies other than the U.S. dollar, or receives income in or takes a position in a non-U.S. currency, and that currency becomes illiquid, the Fund may not be able to convert that non-U.S. currency into U.S. dollars. As a result, the Manager may decide to purchase U.S. dollars in a parallel market in which the exchange rate is materially and adversely different. This will add to the cost of trading. For further information, please see “Liquidity Risk” below.
Exchange rates for many currencies (e.g., some emerging country currencies) are particularly affected by exchange control regulations.
Developed Markets Risk
Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, debt burdens and the price or availability of certain commodities, among other things.
Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. Increased regulatory burdens on certain markets, including labor and product markets, can impact certain issuers. Such regulations may negatively affect economic growth or cause prolonged periods of recession. Many developed market countries are heavily indebted, which may lead to downward pressure on the economies of these countries. As a result, it is possible that interest rates on debt of certain countries with developed markets may rise to levels that make it difficult for such countries to service their debt levels without significant help from other countries or from a central bank. Developed market countries can be dependent on the economies of certain key trading partners and their changes in any one economy may cause an adverse impact on several developed countries.
Special Risk Considerations of Investing in the United Kingdom
Certain Funds are subject to risks specifically associated with investments in the securities of issuers located in the United Kingdom (“U.K.”). Investments in issuers located in the U.K. will subject the Funds to regulatory, political, currency, security and economic risk specific to the U.K. The U.K. has one of the largest economies in Europe and is heavily dependent on trade with the European Union (“E.U.”) and the United States. Trade between the U.K. and the E.U. is highly integrated through supply chains and trade in services, as well as through multinational companies. As a result, the economy of the U.K. will be impacted by changes to the economic health of E.U. member countries and
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the United States. The U.K.’s economy relies heavily on the export of financial services to the United States and other European countries and, therefore, a slowdown in the financial services sector will have a negative impact on the U.K.’s economy.
Emerging Markets Risk
Investments in emerging markets are generally subject to a greater risk of loss than investments in developed markets.
Emerging market economies may experience greater volatility, lower trading volume and liquidity, greater risk of expropriation, nationalization, and social, political and economic instability than more established markets. Emerging markets economies may also have less developed accounting, legal and regulatory systems, higher levels of inflation, deflation or currency devaluation, greater risk of market shut down, and more significant governmental limitations on investment policy when compared with typical developed markets. For example, the Public Company Accounting Oversight Board, which regulates auditors of U.S. public companies, is unable to inspect audit work papers in certain foreign countries. Investors in foreign countries often have limited rights and few practical remedies to pursue shareholder claims, including class actions or fraud claims, and the ability of the Securities and Exchange Commission (the “SEC”), the U.S. Department of Justice and other authorities to bring and enforce actions against foreign issuers or foreign persons is limited.
Settlement and asset custody practices for transactions in emerging markets may differ from those in developed markets. Such differences may include delays in settlement and certain settlement practices, such as delivery of securities prior to receipt of payment, which increase the likelihood of a “failed settlement.” Failed settlements can result in losses. Similarly, the reliability of trading and settlement systems in some emerging markets may not be equal to that available in more developed markets, which may result in problems realizing investments. See “Non-U.S. Investment Risk” below.
In addition, issuers (including governments) in emerging market countries may have less financial stability than in other countries. There is also the potential for unfavorable action such as expropriation, nationalization, embargo, and acts of war. As a result, there will tend to be an increased risk of price volatility in investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.
The securities of emerging market companies may trade less frequently and in smaller volumes than more widely held securities. They may also be reliant on a few industries, international trade or revenue from particular commodities. The existence of overburdened infrastructure and obsolete financial systems also present risks in certain countries, as do environmental problems. In certain emerging market countries, governments participate to a significant degree, through ownership or regulation, in their respective economies. Action by these governments could have a significant adverse effect on market prices of securities and payment of dividends.
Market disruptions or substantial market corrections may limit very significantly the liquidity of securities of certain companies in a particular country or geographic region, or of all companies
in the country or region. A Fund may be unable to liquidate its positions in such securities at any time, or at a favorable price, in order to meet such Fund’s obligations. For example, restrictive investment quotas, controls and other dealing limitations may apply.
For these and other reasons, investments in emerging markets are often considered speculative. To the extent any Fund invests in emerging markets, it will be subject to all of the general risks described in this Prospectus as well as special risks (some of which are described in the SAI) that may affect the region where such Fund invests. See also “Frontier Markets Risk” below.
In addition, emerging markets risk for an emerging markets fund that excludes China from its investment universe may entail the additional risks associated with taking more focused positions in a smaller number of countries given that some emerging market countries (such as, for example, India and South Korea) may present relatively larger or more frequent investment opportunities compared to other emerging markets countries. See “Focused Investment Risk” below.
Equity Securities Risk
Equity securities represent an ownership interest, or the right to acquire an ownership interest, in an issuer. In addition to common stocks, equity securities include, without limitation, preferred stocks, convertible securities, rights and warrants. Different types of equity securities provide different voting and dividend rights and priority in the event of a bankruptcy and/or insolvency of the issuer. The Funds may invest in, and gain exposure to, common stocks and other equity securities through purchasing depositary receipts as described under “Depositary Receipts” below.
Equity securities may experience significant price volatility, and the market prices of equity securities can decline in a rapid or unpredictable manner.
The value of a company’s equity securities may fall as a result of factors directly relating to that company, such as decisions or actions taken by its management or employees, which could include fraud or a criminal act, or lower demand for the company’s products or services. The value of an equity security may also fall because of factors affecting not just the company, but also companies in the same industry or in a number of different industries, such as increases in production costs.
The value of a company’s equity securities may also be affected by changes in financial markets that are relatively unrelated to the company or its industry, such as changes in interest rates, currency exchange rates, investor confidence, or market conditions, adverse circumstances involving the credit markets, or announcements of economic, political, or financial information. In addition, because a company’s equity securities rank junior in priority to the interests of bond holders and other creditors, a company’s equity securities will usually react more strongly than its bonds and other debt to actual or perceived changes in the company’s financial condition or prospects. The market prices of equity securities trading at high multiples of current earnings often are more sensitive to changes in future earnings expectations than the market prices of equity securities trading at lower multiples.
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The Funds may invest in the equity securities of issuers with smaller to medium-sized market capitalizations. See “Small- and Medium-Capitalization Securities Risk” below.
Depositary Receipts
The Funds may invest in depositary receipts, including ADRs, EDRs and GDRs. ADRs are dollar-denominated receipts issued generally by domestic banks and representing the deposit with the bank of a security of a non-U.S. issuer, and are publicly traded on exchanges or over-the-counter in the United States. EDRs are receipts similar to ADRs and are issued and traded in Europe. GDRs may be offered privately in the United States and also traded in public or private markets in other countries. Investments in non-U.S. issuers through ADRs, GDRs, EDRs, and other types of depositary receipts generally involve risks applicable to other types of investments in non-U.S. issuers, including political, regulatory, and economic risks because the value of a depositary receipt is dependent upon the market price of an underlying non-U.S. security. Investments in depositary receipts may similarly be less liquid and more volatile than the underlying securities in their primary trading market.
The values of depositary receipts may decline for a number of reasons relating to the issuers or sponsors of the depositary receipts, including, but not limited to, insolvency of the issuer or sponsor. Investing in these instruments exposes a Fund to credit and counterparty risk with respect to the issuer of the ADR, EDR or GDR, in addition to the risks of the underlying investment. There may be less publicly available information regarding the issuer of the securities underlying a depositary receipt than if those securities were traded directly in U.S. securities markets. If a depositary receipt is denominated in a different currency than its underlying securities, the Fund will be subject to the currency risk of both the investment in the depositary receipt and the underlying security. Holders of depositary receipts may also have limited or no rights to take action with respect to the underlying securities or to compel the issuer of the receipts to take action. In addition, a depositary or issuer may unwind its depositary receipt program, or the relevant exchange may require depositary receipts to be delisted, which could require a Fund to sell its depositary receipts (potentially at disadvantageous prices) or to convert them into shares of the underlying non-U.S. security (which could adversely affect their value or liquidity). Depositary receipts also may be subject to illiquidity risk, and trading in depositary receipts may be suspended by the relevant exchange.
Depositary receipts may be sponsored or unsponsored. Although the two types of depositary receipt facilities are similar, there are differences regarding a holder’s rights and obligations and the practices of market participants. With sponsored facilities, the underlying issuer typically bears some of the costs of the depositary receipts (such as dividend payment fees of the depositary), although most sponsored depositary receipt holders may bear costs such as deposit and redemption fees. Depositaries of most sponsored depositary receipts agree to distribute notices of shareholder meetings, voting instructions, and other shareholder communications and financial information to the depositary receipt holders at the underlying issuer’s request. Holders of unsponsored depositary receipts generally bear all the costs of the facility. The depositary usually charges fees upon the deposit and redemption of the underlying securities, the conversion of dividends into U.S. dollars or other
currency, the disposition of non-cash distributions, and the performance of other services. The depositary of an unsponsored facility frequently is under no obligation to distribute shareholder communications received from the underlying issuer or to pass through voting rights with respect to the underlying securities to depositary receipt holders.
Convertible Securities
Convertible securities are generally bonds, debentures, notes, preferred stocks, synthetic convertible securities and other securities or investments that may be converted or exchanged (by the holder or issuer) into equity securities of the issuer (or cash or securities of equivalent value). A convertible security may be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a Fund is called for redemption or conversion, the Fund could be required to tender it for redemption, convert it into the underlying common stock or sell it to a third party. A convertible security will normally also provide income and is subject to interest rate risk.
Convertible securities typically provide yields lower than comparable non-convertible securities. Their values may be more volatile than those of non-convertible securities, reflecting changes in the values of the securities into which they are convertible. Convertible securities may also be subordinate to other debt securities issued by the same issuer. Issuers of convertible securities are often not as strong financially as issuers with higher credit ratings.
Participatory Notes
From time to time, a Fund may use participatory notes (“P-Notes”) to gain exposure to securities in certain foreign markets. P-Notes are generally traded over-the-counter and constitute general unsecured contractual obligations of the banks or broker-dealers that issue them. Generally, banks and broker-dealers associated with non-U.S. based brokerage firms buy securities listed on certain foreign exchanges and then issue P-Notes which are designed to replicate the performance of the securities and markets. The performance results of P-Notes will not replicate exactly the performance of the securities or markets that the notes seek to replicate due to transaction costs and other expenses. The return on a P-Note that is linked to a particular underlying security generally is increased to the extent of any dividends paid in connection with the underlying security. However, the holder of a P-Note typically does not receive voting or other rights as it would if it directly owned the underlying security, and P-Notes present similar risks to investing directly in the underlying security. Additionally, P-Notes entail the risk that the counterparty or issuer of the P-Note may not be able to fulfill its obligations, that the holder and counterparty or issuer may disagree as to the meaning or application of contractual terms, or that the instrument may not perform as expected. Additionally, while P-Notes may be listed on an exchange, there is no guarantee that a liquid market will exist or that the counterparty or issuer of a P-Note will be willing to repurchase such instrument when a Fund wishes to sell it. For further information about some of the risks, please see “Emerging Markets Risk,” “Liquidity Risk,” “Market Disruption and Geopolitical Risk,” and “Non-U.S. Investment Risk” in this section.
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Preferred Securities
Preferred stocks (or “preferred securities”) represent equity interests in a company that generally entitles the holder to receive, in preference for the holders of other stocks such as common stocks, dividends and a fixed share of the proceeds resulting from a liquidation of the company. Preferred securities may pay fixed or adjustable rates of return and are subject to issuer-specific risks.
Dividends for preferred securities are typically paid after payments to debt and bond holders. Unlike debt securities, dividend payments on a preferred security typically must be declared by the issuer’s board of directors. An issuer’s board of directors is generally under no obligation to pay dividends. A preferred security may therefore lose substantial value if the board of directors of the issuer decides not to pay dividends. Further, because many preferred securities pay dividends at a fixed rate, their market price can be sensitive to changes in interest rates. If a Fund owns a preferred stock that is deferring its distribution, it may also be required to recognize income for tax purposes despite the fact that it is not receiving current distributions with respect to this position. As a result, a Fund may be required to sell other investments (including when it is not advantageous to do so) to satisfy the distribution requirements applicable to regulated investment companies under the Code.
Preferred security holders commonly have no or limited voting rights with respect to the issuing company, which will limit the ability of the Fund to influence the issuer.
Many preferred securities allow holders to convert the preferred securities into common stock of the issuer. Consequently, their market price can be sensitive to changes in the value of the issuer’s common stock. Declining common stock values may also cause the value of a Fund’s investments to decline.
Preferred securities often have call features which allow the issuer to redeem the security at its discretion. The redemption of a preferred security having a higher than average yield may cause a decrease in the Fund’s yield.
Preferred stocks may trade less frequently and in a more limited volume and may be subject to more abrupt or erratic price movements than many other securities, such as common stocks, corporate debt securities, and U.S. government securities.
ESG Risk
To the extent that a Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account.
In general, use of ESG Factors in the securities selection process will affect a Fund’s exposure to certain issuers, industries, sectors, regions, and countries; may lead to a smaller universe of investments than other funds that do not incorporate ESG Factor analysis; and may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. Additionally, the consideration of ESG Factors may prioritize long-term rather than
short-term returns, and therefore may negatively impact the relative performance of the Fund over shorter periods.
Environmental considerations and risks are particularly relevant for Funds with portfolio management teams that invest in companies that the portfolio managers expect will take action consistent with a successful climate transition in alignment with global efforts towards net zero greenhouse gas emissions. Such Funds may be less likely to invest in some market opportunities as compared to funds that do not seek to invest in companies that the portfolio managers have deemed climate-fit, which may lead to underperformance for such Funds.
In addition, there is a risk that portfolio holdings will not operate as expected with respect to the potential transition to a net zero economy and the reduction of global greenhouse gas emissions. A company’s climate-fitness, including carbon-reduction performance or practices, or the portfolio managers’ assessment of climate-fitness could vary over time. There are significant differences in interpretations of what it means for a company to take adequate steps to reduce and/or offset its greenhouse gas emissions, to integrate the related challenges into business strategies, and to provide robust disclosure on climate change and other significant environmental issues. While the portfolio managers believe that their evaluation of these characteristics is reasonable, the views that the portfolio managers take in making decisions may differ from those of other investors or advisers regarding such characteristics.
In considering ESG factors or assessing ESG criteria or applying ESG-related exclusions, the portfolio managers may be dependent upon information and data obtained through reporting (which may be on a voluntary basis) by issuers or third-party sources or research that may be incomplete, inaccurate, out of date or unavailable. Such information and data may be based on backward looking and/or estimated analysis and the subjective nature of the ESG criteria means that a wide variety of outcomes are possible. Certain issuers may emphasize only one or two ESG factors, or a particular aspect of one or more factors, as part of their ESG practices. ESG data may also rely on the methodology of one provider, which may vary from other databases. The portfolio managers may, if appropriate, attempt to mitigate these limitations through the use of a variety of data sources (where available), active engagement with companies and the portfolio managers’ own in-house research. However, there is a risk that ESG information and data obtained by the portfolio managers may not adequately address the underlying detail around relevant material ESG considerations and this could impact the portfolio managers’ assessment of related risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.”
Focused Investment Risk
Funds whose investments are focused in related, or a limited number of, countries, regions, sectors, companies or industries (e.g., different industries within broad sectors, such as technology or financial services), or in securities from issuers with high positive correlations to one another, are subject to greater overall risk than funds whose investments are more diversified.
A Fund that invests in the securities of a limited number of issuers is particularly exposed to adverse developments affecting
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those issuers. In such cases, a decline in the market price of a particular security held by the Fund is likely to affect the Fund’s performance more than if the Fund invested in the securities of a larger number of issuers.
To the extent that a Fund focuses its investments in securities denominated in a particular foreign currency or in investments tied economically to (or related to) a narrowly defined geographic area, it will be subject to increased risks, when compared with more diversified funds. The political and economic prospects of one country or group of countries within the same geographic region may affect other countries in that region. Similarly, a recession, debt crisis or decline in currency valuation in one country can spread to other countries. Furthermore, companies in a particular geographic region or country may be sensitive to the same events, such as weather, natural disasters, public health crises, or events affecting other companies in that region or country because of common characteristics, risk exposures and regulatory burdens. Issuers in the same area may also react similarly to specific economic, market, political or other developments. See also “Non-U.S. Investment Risk” below.
A Fund that focuses its investments in a certain type of issuer will be particularly vulnerable to events affecting such type of issuer. Also, certain Funds may have greater risk to the extent they invest a substantial portion of their assets in a group of related industries (or a “sector”). For example, the market prices of investments in the software, internet and semiconductor industries tend to fluctuate in response to investor sentiment regarding the broader technology sector. The industries comprising any particular sector and investments in a particular foreign currency or in a narrowly defined geographic area outside the United States may share common characteristics, are often subject to similar business risks and regulatory burdens, and react similarly to economic, market, political or other developments.
Special Risks of Focused Investments in Growth Companies
As discussed herein, each Fund may take on significant exposure to a small number of growth stock issuers, or to a broader portfolio consisting predominantly of growth companies, which can create outsize risk. This is, in part, because, historically, growth companies are disproportionately prevalent in certain industries (such as those relating to the Internet, software and semiconductors), which tend to be particularly prone to loss and wide fluctuation in price. Furthermore, growth companies in these types of industries may have a tendency periodically to decrease in price at roughly the same time, which can further hinder the ability of portfolio managers to diversify risks of loss.
Frontier Markets Risk
Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Some of these markets may have unstable governments, economies based on only a few industries and securities markets that trade only a limited number of securities. Many frontier markets do not have well-developed regulatory systems and disclosure standards may be less stringent than those of more developed markets. The risks of expropriation, nationalization, and social, political, and economic instability are greater in
frontier markets than in more developed markets. These risks, which are characteristic of many emerging markets generally, may be especially heightened in frontier markets, due to political, economic, financial, or other factors.
Geographic Focus Risk
A Fund that focuses its investments in a limited number of countries or geographic regions will not offer the same level of diversification of risks as a more broadly global fund because it will be exposed to a smaller geographic area. The performance of a Fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests and may be more volatile than the performance of a more geographically-diversified portfolio.
Government and Regulatory Risk
Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which a Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to a Fund or to the companies in which a Fund invests. The effects of these actions on the markets generally, and a Fund’s investment program in particular, can be uncertain and could restrict the ability of a Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. For example, sanctions or other investment restrictions imposed by governments could preclude a Fund from investing in certain issuers or cause a Fund to sell investments at a disadvantageous time; new anti-trust regulations could adversely affect the value of certain growth stocks held by a Fund; and new regulations promulgated by securities regulators could increase the costs of investing in a Fund by increasing expenses borne by the Fund in order to comply with such regulations.
By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. For example, a foreign government’s decision not to subject companies to uniform accounting, auditing and financial reporting standards, practices, and requirements comparable to those applicable to U.S.-based companies could increase the risk that accounting fraud goes undetected. The lack of government-enforced oversight may result in investors having limited rights and few practical remedies to pursue shareholder claims.
Furthermore, governments, agencies, or other regulatory bodies may adopt or change laws or regulations that could adversely affect a Fund or the market value of an instrument held by a Fund. The Manager cannot predict the effects of any new laws or regulation that may be implemented, and there can be no assurance that any new laws or regulations will not adversely affect a Fund’s ability to achieve its investment objective. For example, financial entities, such as investment companies and investment advisers, are generally subject to extensive government regulation which may change frequently and have significant adverse consequences on a Fund. Similarly, investments in certain industries, sectors, or countries may also
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be subject to extensive regulation. For example, in October 2024, the U.S. Treasury Department issued a final rule implementing a new “outbound investment” regulatory regime, which prohibits or requires notifications with respect to certain transactions by U.S. persons involving companies located in, or affiliated with, countries of concern (currently, China and the Special Administrative Regions of Hong Kong and Macau) that deal in certain categories of semiconductors and microelectronics, quantum information technologies, and artificial intelligence (“AI”). While exemptions are generally afforded for investments in listed equities, certain shareholder rights associated with such investments may implicate the outbound investment regulatory regime. Because the Funds invest globally, including in China and other regions in Asia, evolving sanctions, outbound investment restrictions, and similar regulatory regimes may restrict a Fund’s investment activities in certain countries or sectors, require regulatory disclosures, and/or restrict the counterparties with whom the Fund may transact, resulting in the Fund not making certain investments and/or imposing other adverse consequences. Additionally, economic downturns and political changes can trigger economic, legal, budgetary, tax, and other regulatory changes. Regulatory changes may impact the way a Fund is regulated or the way a Fund’s investments are regulated, affect the expenses incurred directly by a Fund and the value of its investments, and limit and/or preclude a Fund’s ability to pursue its investment strategy or achieve its investment objective.
Growth Stock Risk
The prices of growth stocks may be based largely on expectations of future earnings, and can decline rapidly and significantly in reaction to negative news about various factors, such as earnings, revenues, the economy, political developments, or other news. Growth stocks, such as those of many internet and software companies, may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time. Growth stocks may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. As a result, at times when it holds investments in growth stocks, the Fund may underperform other investment funds that favor different investment styles. Because growth companies typically reinvest their earnings, growth stocks typically do not pay dividends at levels associated with other types of stocks, if at all.
Information Technology Risk
The Funds, their service providers, and other market participants increasingly depend on complex information technology and communications systems. These systems are subject to a number of different threats or risks that could adversely affect the Funds and their shareholders, despite the efforts of the Funds and their service providers to adopt technologies, processes, and practices intended to mitigate these risks.
Unauthorized third parties may attempt to improperly access, modify, disrupt the operations of, or prevent access to these systems of the Funds, the Funds’ service providers, counterparties, or other market participants or data within those systems (each, a “cyber-attack”). Successful cyber-attacks against, or security breakdowns of, a Fund, the Manager, or a custodian, transfer agent, or other affiliated or third-party service provider may adversely affect the Funds or their shareholders. In
general, cyber-attacks are deliberate, but unintentional events may have similar effects. Power or communications outages, acts of God, war, terrorist attacks, information technology equipment malfunctions, operational errors, and inaccuracies within software or data processing systems may also disrupt business operations or impact critical data. Continuing use of work-from-home arrangements may make the Funds and their service providers more susceptible to cyber-attacks, in part due to the increase in cyber-attack surface stemming from the use of personal devices and non-office or personal technology. There may be an increased risk of cyber-attacks during periods of geopolitical or military conflict.
Cyber-attacks, and other technical issues may interfere with the processing of shareholder or other transactions, affect a Fund’s ability to calculate its net asset value, cause the release of private shareholder information or confidential Fund information, impede trading, cause reputational damage, and subject a Fund to regulatory fines, penalties or financial losses, reimbursement or other compensation costs, and additional compliance costs. They may render records of Fund assets and transactions, shareholder ownership of Fund shares, and other data integral to the functioning of the Fund inaccessible or inaccurate or incomplete. There is also a risk that cyber-attacks may not be detected. The ability of bad actors to execute successful cyberattacks may be increased by certain AI tools that are currently available or may become available in the near future.
Market events may also occur at a pace that overloads current information technology and communication systems and processes of the Funds, the Funds’ service providers, or other market participants, affecting their ability to conduct the Funds’ operations.
Similar types of information technology risks are present for issuers of securities or other instruments in which the Funds invest, which could result in material adverse consequences for such issuers, and may cause the Funds’ investments to lose value. Furthermore, as a result of cyber-attacks, technological disruptions, malfunctions or failures, an exchange or market may close or suspend trading in specific securities or the entire market, which could prevent the Fund from, among other things, buying or selling the securities or accurately pricing its securities.
The Funds and their service providers have established business continuity and other plans and processes to address the possibility of cyber-attacks, disruptions, or failures. However, there are inherent limitations in such plans and processes, including that they do not apply to third parties, the possibility that risks may not have been identified or new risks may emerge in the future. Because technology is frequently changing, new ways to carry out cyberattacks continue to develop. Therefore, there is a chance that certain risks have not been identified or prepared for, or that an attack may not be detected, which puts limitations on the ability of the Funds and the Funds’ service providers to plan for, or respond to, a cyberattack. Furthermore, geopolitical tensions could increase the scale and sophistication of deliberate cybersecurity attacks, particularly those from nation-states or from entities with nation-state backing. The Funds also cannot directly control any information security plans and systems put in place by their service providers, counterparties, issuers in which the Funds invest, or securities markets and exchanges. In addition, such third parties may have limited indemnification
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obligations to the Manager or the Funds. Any problems relating to the performance and effectiveness of security procedures used by a Fund or its service providers to protect a Fund’s assets, such as algorithms, codes, passwords, multiple signature systems, encryption and telephone call-backs, may have an adverse impact on an investment in a Fund.
Investment Style Risk
The Manager actively makes investment decisions for the Funds through bottom-up stock selection. Accordingly, each Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. There can also be no assurances that the Manager is able to identify a sufficient number of potential investments to meet a Fund’s investment strategy. This risk is heightened for Funds with more focused investment strategies that rely on identifying a small number of companies the Manager believes present truly outstanding investment opportunities.
Initial Public Offering Risk
Each Fund may purchase securities in Initial Public Offerings (“IPOs”). These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and the length of the period for which information about the companies is available may be very limited. In addition, the prices of securities sold in IPOs may be highly volatile. At any particular time or from time to time a Fund may not be able to invest in securities issued in IPOs, or invest to the extent desired because, for example, only a small portion (if any) of the securities being offered in an IPO may be made available to such Fund. In addition, under certain market conditions a relatively small number of companies may issue securities in IPOs. Similarly, as the number of funds to which IPO securities are allocated increases, the number of securities issued to any one fund, if any, may decrease. The investment performance of a Fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when the Fund is able to do so. In addition, as a Fund increases in size, the impact of IPOs on the Fund’s performance will generally decrease.
Large-Capitalization Securities Risk
Securities issued by large-capitalization companies may present risks not present in smaller companies. For example, larger companies may be unable to respond as quickly as smaller and mid-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to maintain growth at the high rates that may be achieved by smaller companies, especially during strong economic periods. Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and mid-sized companies.
Liquidity Risk
Liquidity risk is the risk that a Fund may not be able to dispose of securities or close out derivatives transactions readily at a favorable time or prices (or at all) or at prices approximating
those at which the Fund currently values them. For example, certain investments may be subject to restrictions on resale, may trade in the over-the-counter market or in limited volume, or may not have an active trading market. Such investments may also be particularly susceptible to valuation risk. See “Valuation Risk” below.
Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions, or market turmoil. Additionally, liquidity risk may be amplified in situations where foreign countries close their securities markets for extended periods of time due to scheduled holidays, such as the week-long closure of Chinese securities markets that occurs annually in October.
The Funds are all subject to the risk that low trading volume, lack of a market maker, large positions in securities of particular issuers, or legal restrictions (including daily price fluctuation limits or ‘circuit breakers’) could make any investment illiquid. The market for certain investments may also become illiquid under adverse market or economic conditions independent of any specific adverse changes in the conditions of a particular issuer, including due to geopolitical events such as sanctions, trading halts or wars. For example, securities issued by the U.S. Treasury have exhibited periods of greatly reduced liquidity when disruptions in fixed income markets have occurred, such as during the global financial crisis in 2008.
An inability to sell a portfolio position can adversely affect a Fund’s value or prevent the Fund from being able to take advantage of other investment opportunities. In addition, it may be difficult for a Fund to value illiquid investments accurately. Securities of issuers in emerging markets and frontier markets may be particularly susceptible to this risk. See “Emerging Markets Risk” and “Frontier Markets Risk” above.
Illiquid investments may also trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. Illiquid investments are more susceptible than other investments to price declines when market prices decline generally.
Furthermore, disposal of illiquid investments may entail registration expenses and other transaction costs that are higher than those for liquid investments. For example, a Fund may hold restricted securities and there can be no assurance that a trading market will exist at any time for any particular restricted investment. Limitations on the resale of these investments may have an adverse effect on their marketability, and may prevent a Fund from disposing of them promptly at reasonable prices. A Fund may have to bear the expense of registering the investments for resale and the risk of substantial delays in effecting the registration.
If a Fund holds illiquid investments, it may be forced to sell other securities or instruments that are more liquid, but at an unfavorable price or time, or under other unfavorable conditions, in order to meet redemption requests. A Fund may seek to borrow money to meet its obligations (including, among other things, redemption obligations) if it is unable to dispose of illiquid investments, resulting in borrowing expenses and possible leveraging of a Fund. In some cases, due to unanticipated levels of illiquidity, a Fund may choose to meet its redemption obligations wholly or in part by distributions of assets in-kind.
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Mutual funds with principal investment strategies that involve securities of companies with smaller market capitalizations, non-U.S. securities, Rule 144A securities, derivatives or securities with substantial market or credit risk tend to have the greatest exposure to liquidity risk.
Rule 22e‑4 under the 1940 Act requires each Fund to adopt a liquidity risk management program to assess and manage its liquidity risk. Under its program, a Fund is required to classify its investments into specific liquidity categories and monitor compliance with limits on illiquid investments. While the liquidity risk management program attempts to assess and manage liquidity risk, there is no guarantee it will be effective in its operations, and it may not reduce the liquidity risk inherent in a Fund’s investments.
Long-Term Investment Strategy Risk
The Funds pursue a long-term investment approach, typically seeking returns over a period of several years, which can comprise a full market cycle or more. This investment style may cause a Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and a Fund may not perform as expected in the long term. The market price of a Fund’s investments will fluctuate daily due to economic and other events that affect particular companies and other issuers or the market as a whole, and market developments may not align with the Manager’s assessment for growth in the shorter- or longer-terms. Short- and medium-term price fluctuations may be especially pronounced in less developed markets or in companies with lower market capitalizations. A Fund that integrates ESG Factors into its long-term investment approach is also subject to the risks described above. Additionally, where a Fund’s long-term investment approach integrates ESG Factors, a Fund may forego some market opportunities available to funds that do not integrate ESG Factors into their investment process, which may negatively impact the relative performance of a Fund. Similarly, with respect to a Fund that assesses climate fitness, the Fund is expected have higher exposure to companies pursuing decarbonization, and such assessments may have the effect of limiting the number of investments that portfolio managers consider for Fund investment even if such Fund does not place formal limits on its investment universe (i.e., does not categorically “screen out” or “screen in” any particular category of investments based on climate considerations).
Investments in certain industries or markets may be subject to wider variations in performance as a result of special risks common to such markets or industries. For example, information technology companies may have limited product lines, markets or financial resources and may be affected by worldwide technological developments and their products and services may quickly become outdated. Similarly, emerging market economies may experience lower trading volume and liquidity, greater risk of expropriation, nationalization, and social, political and economic instability than more developed markets, which may result in greater volatility and significant short- or medium-term price fluctuations.
An investment in the Funds may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of a Fund’s portfolio, including short- or
medium-term losses. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.”
Market Disruption and Geopolitical Risk
Geopolitical, environmental and other events may disrupt securities markets and adversely affect global economies and markets. These disruptions could prevent the Funds from implementing their investment strategies and achieving their investment objectives, and increase the Funds’ exposure to the other risks detailed in this Prospectus. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region might adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S.
War, terrorism, public health crises, and other geopolitical events, such as sanctions, tariffs, trade disputes, the imposition of exchange controls or other cross-border trade barriers, have led, and in the future may lead, to increased short-term market volatility and may have adverse long-term effects on U.S. and world economies and markets generally. For instance, the 2026 U.S. and Israeli military operation against Iran and the 2022 Russian invasion of Ukraine and the sanctions that followed had immediate negative effects on global financial markets, sovereign debt and the markets for certain securities and commodities, such as oil and natural gas. The Russian invasion of Ukraine and the sanctions that followed reduced the liquidity and value of Russian securities to zero or near zero. The risk of such events has meaningfully increased in recent periods due to heightened international tensions stemming from rivalry among the world’s dominant economic and military powers. Similarly, terrorism in the U.S. and around the world has resulted in increased geopolitical risk.
Natural and environmental disasters, such as earthquakes and tsunamis, can be highly disruptive to economies and markets, adversely impacting individual companies and industries, securities markets, interest rates, credit ratings, inflation, investor sentiment, and other factors affecting the value of the Funds’ investments. Similarly, dramatic disruptions can be caused by communicable diseases, epidemics, pandemics, plagues and other public health crises.
Communicable diseases, including those that result in pandemics or epidemics, may pose significant threats to human health, and such diseases, along with any efforts to contain their spread, may be highly disruptive to both global and local economies and markets, with significant negative impact on individual issuers, sectors, industries, and asset classes. Significant public health crises, including those triggered by the transmission of a communicable disease and prolonged quarantines or other efforts to contain it may result in, among other things, border closings and other significant travel restrictions and disruptions, significant disruptions to business operations, supply chains and customer activity, lower consumer demand for goods and services, event cancellations and restrictions, service cancellations, reductions and other changes, significant challenges in healthcare service preparation and delivery, and prolonged quarantines, as well as general concern and uncertainty. As a result of the COVID‑19 outbreak and its subsequent variants, financial markets experienced and may continue to experience significant volatility and severe losses,
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and trading in many instruments was and may continue to be disrupted as a result. Liquidity for many instruments was and could be greatly reduced for periods of time. Measures taken by governments and central banks, including the United States Federal Reserve, may continue to have political, social, economic, market and financial risks and adversely impact Fund performance as well as result in disruptions to the services provided to a Fund by its service providers. Other epidemics or pandemics that arise in the future may cause similar disruptions and require similar interventions.
Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. See, for example, “China Risk”, “Emerging Markets Risk”, “Frontier Markets Risk”, “Information Technology Risk”, “Liquidity Risk”, “Service Provider Risk”, “Asia Risk—Special Risk Considerations of Investing in Japan”, and “Valuation Risk.”
Securities and financial markets may be susceptible to market manipulation or other fraudulent trade practices, which could disrupt the orderly functioning of these markets or adversely affect the values of investments traded in these markets, including investments held by the Funds.
Market disruptions, including sudden government interventions (e.g., currency controls), can also prevent the Funds from implementing their investment strategies efficiently and achieving their investment objectives. For example, a market disruption may adversely affect the orderly functioning of the securities markets and may cause the Funds’ derivatives counterparties to discontinue offering derivatives on some underlying securities, reference rates, or indices, or to offer them on a more limited basis.
The downgrade in the long-term U.S. credit rating by major rating agencies has heightened uncertainty about the ability of the U.S. to repay its obligations. Further credit rating downgrades or a U.S. credit default may result in increased volatility or liquidity risk, higher interest rates, lower prices for U.S. government securities, and increased costs for all kinds of debt. The value of a Fund’s shares may be adversely affected by rating agency downgrades of the U.S. government’s credit rating given that a Fund may invest in U.S. government securities. While the U.S. government has honored its credit obligations continuously for more than 200 years, it remains possible that the U.S. could default on its obligations. While it is impossible to predict the consequences of such an unprecedented event, it is likely that a default by the U.S. would be highly disruptive to the U.S. and global securities markets and could significantly impair the value of the Funds’ investments. Similarly, political events within the U.S. can result in the shutdown of government services, which could negatively affect the U.S. economy, decrease the value of many Fund investments, and increase uncertainty in or impair the operation of the U.S. or other securities markets.
If one or more countries leave the E.U. or the E.U. dissolves, the world’s securities markets would likely be significantly disrupted and face new legal and regulatory uncertainties. The Manager’s business may also be adversely affected. Securities and financial markets may be susceptible to market manipulation or other fraudulent trade practices, which could disrupt the orderly functioning of these markets or adversely affect the values of
investments traded in these markets, including investments held by the Funds.
Further, continuing uncertainty as to the status of the European Economic and Monetary Union (“EMU”) and the potential for certain countries to withdraw from the institution has created significant volatility in currency and financial markets generally. If one or more EMU countries were to stop using the euro as its primary currency, a Fund’s investments in such countries may be redenominated into a different or newly adopted currency. As a result, the value of those investments could decline significantly and unpredictably. In addition, securities or other investments that are redenominated may be subject to liquidity risk and the risk that a Fund may not be able to value investments accurately to a greater extent than similar investments currently denominated in euros. To the extent a currency used for redenomination purposes is not specified in respect of certain EMU related investments, or should the euro cease to be used entirely, the currency in which such investments are denominated may be unclear, making such investments particularly difficult to value or dispose of. A Fund may incur additional expenses to the extent it is required to seek judicial or other clarification of the denomination or value of such securities.
In addition, unexpected political, regulatory and diplomatic events, such as trade wars and tariff regimes, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The current political climate between the U.S. and China, including the renewal and escalation of the trade war and related reciprocal tariffs between the two countries, has had, and may continue to have, an adverse effect on either or both of the U.S. and Chinese economies. In addition, sanctions or other investment restrictions could preclude a Fund from investing in certain Chinese or other non-U.S. issuers or cause a Fund to sell investments at disadvantageous times. Events such as these and their impact on the Funds are difficult to predict, and it is unclear whether further tariffs may be imposed or other escalating actions may be taken in the future. Similar trade disputes and tariffs between the U.S. and other non-U.S. countries, or among non-U.S. countries, have the potential to cause analogous disruptions to financial markets, the economies of such countries, and the broader global economy.
Because of the current trade and policy disputes between the U.S. and other countries, particularly China, there is a heightened risk that events occurring after the close of markets in other time zones may have a material impact on the value of non-U.S. securities held by a Fund. The likelihood of such an occurrence and impact of such events may be difficult to assess before a Fund’s Pricing Point (as defined below) on the same day, which may impact the accuracy of the NAV per share calculated by a Fund on a given day. The Funds maintain policies and procedures intended to mitigate this risk.
In 2025, the U.S. government indicated its intent to alter its approach to international trade policy and, in some cases, to renegotiate or potentially terminate certain existing bilateral or multilateral trade agreements and treaties with foreign countries and has made proposals and taken actions related thereto. In addition, the U.S. government has recently imposed tariffs on certain foreign goods and has indicated a willingness to impose tariffs on imports of other products. Some foreign governments,
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including China, have instituted retaliatory tariffs on certain U.S. goods and have indicated a willingness to impose additional tariffs on U.S. products. Other countries, including Mexico, have threatened retaliatory tariffs on certain U.S. products.
Global trade disruption, significant introductions of trade barriers, and bilateral trade frictions, together with any future downturns in the global economy resulting therefrom, could adversely affect the financial performance of a Fund and its investments. Trade policy may be an ongoing source of instability, potentially resulting in significant currency fluctuations and/or having other adverse effects on international markets, international trade agreements, and/or other existing cross-border cooperation arrangements (whether economic, tax, fiscal, legal, regulatory, or otherwise). To the extent trade disputes escalate globally, there could be additional significant impacts on the sectors or industries in which a Fund invests and other adverse impacts on a Fund’s overall performance.
Rapid developments in AI technologies are expected to have profound effects on the global economy in general and the value of specific companies in particular. The timing, magnitude and directionality of these effects are difficult to predict with precision because the technology continues to evolve rapidly and will be integrated into specific sectors and companies to different degrees and on different timescales. Disruptions caused by the continued development and integration of AI technologies may result in significant market volatility and cause the value of certain companies held by the Funds to decline rapidly and unexpectedly. The use of AI in general may adversely impact markets, the overall performance of the Funds’ investments, or the services provided to the Funds by their service providers.
Market Risk
Market risk is the risk of unfavorable market-induced changes in the value of securities owned by a Fund.
Market prices of investments held by the Funds are volatile and will go up or down, sometimes rapidly or unpredictably. The prices of investments can change substantially due to various factors including, but not limited to, economic growth or recession, changes in interest or currency rates, changes in actual or perceived creditworthiness of issuers, adverse investor sentiment generally, market liquidity, real or perceived adverse market conditions and the risks inherent in investment in securities markets.
Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the values of a Fund’s assets can decline. Inflation rates may change frequently and drastically as a result of various factors, including unexpected shifts in the domestic or global economy (or expectations that domestic or global economic policies will change), and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund.
The total return of a Fund may consequently fluctuate within a wide range, so you could lose money over short or even long periods. Even if economic conditions do not change, the value of an investment in a Fund could decline if the particular industries, sectors or companies in which a Fund invests do not perform well
or are adversely affected by certain events. Further, legal, political, regulatory and tax changes also may cause fluctuations in markets and securities prices.
An example of this variability of market risk over different time periods, and in response to diverse external factors, relates to certain risks associated with climate change. Fund performance can be adversely affected (directly or indirectly) by “transitional” factors (i.e., factors informed by market shifts in response to, or in anticipation of, climate change), as well as by the physical consequences of climate change itself. The transitional risks associated with climate change, including new policies, regulations, and/or technologies, may influence markets and portfolio company performance more immediately, while, over the longer term, companies may be more susceptible to a range of “physical” risks such as those stemming from chronic changes to climate patterns, sea level rise, or more acute severe weather events. Both of these transitional and physical risks may impact Fund holdings differently over short, medium or long timeframes and are likely to vary considerably under different predictive scenarios mapping the potential changes in the composition of global emissions and the course of climate change. The relative contributions of transitional and physical risks to the overall portfolio may vary across markets and time horizons and may negatively affect the value of a Fund’s investments differently across various time horizons. See also “ESG Risk” for further discussion of investment risks relating to environmental factors.
New and Smaller-Sized Funds Risk
New funds and smaller-sized funds (including funds that are thinly capitalized or that have lost significant assets through market declines or redemptions) will be subject to greater liquidity risk due to their smaller asset bases. A large shareholder redemption from a small fund could require the fund to sell securities at disadvantageous times or prices or to delay payment of redemption proceeds to a redeeming shareholder. In addition, in order to mitigate liquidity risk, new or smaller-sized funds may be more likely to borrow under a credit facility (which would increase fund expenses) or hold a proportionally higher percentage of their assets in cash to meet shareholder redemptions (which could hamper performance).
A fund that has been recently formed will have limited or no performance history for investors to evaluate. There can be no assurance that a new fund will reach or maintain a sufficient asset size to effectively implement its investment strategy. In addition, a fund’s gross expense ratio may fluctuate during its initial operating period because of the fund’s relatively smaller asset size and, until the fund achieves sufficient scale, a fund shareholder may experience proportionally higher fund expenses than would be experienced by shareholders of a fund with a larger asset base.
The failure of a new fund or a smaller-sized fund to attract or maintain a sufficient asset size could result in the fund being liquidated and terminated at any time without shareholder approval and at a time that may not be favorable for all shareholders. Such a liquidation could have negative tax consequences for shareholders.
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Non-Diversification Risk
Certain Funds are classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent a Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of such Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.”
Non-U.S. Investment Risk
Investing in non-U.S. securities (i.e., those which are not primarily traded on a United States securities exchange) involves additional and more varied risks than those typically resulting from investing in U.S. markets. Similar risks may apply to securities traded on a U.S. securities exchange that are issued by companies with significant exposure to non-U.S. countries.
The laws of some foreign countries may limit a Fund’s ability to invest in securities of certain issuers located in those countries.
The securities of some foreign governments, companies, and securities markets are less liquid, and at times more volatile, than comparable U.S. securities and securities markets. For example, the securities markets of many non-U.S. countries include securities of only a limited number of companies in a limited number of industries. As a result, the market prices of many of those securities fluctuate more than those of U.S. securities.
In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, and diplomatic developments that could adversely affect the values of a Fund’s investments in certain non-U.S. countries. There may be a greater risk of economic turmoil as a result of political events (civil unrest, national elections, changes in political conditions and foreign relations, imposition of exchange controls and repatriation restrictions), social and economic events (labor strikes, rising inflation) and natural disasters, causing a Fund’s investments in that country to experience gains or losses. The securities of some non-U.S. entities could also become subject to sanctions or embargoes that adversely affect a Fund’s investment.
Issuers of non-U.S. securities are subject to different, and often less comprehensive, accounting, reporting, custody, auditing and disclosure requirements than domestic issuers. There may be less information publicly available about a non-U.S. entity than about a U.S. entity. Moreover, in certain non-U.S. countries, legal remedies available to investors may be more limited than those available with regard to U.S. investments. It may be difficult to obtain and enforce judgments against non-U.S. entities. In addition, some jurisdictions may limit a Fund’s ability to profit from short-term trading (as defined in the relevant jurisdiction). In addition, the Holding Foreign Companies Accountable Act (the “HFCAA”) could cause securities of a foreign (non-U.S.) company, including ADRs (as defined below), to be delisted from U.S. stock exchanges if the company does not allow the U.S. government to oversee the auditing of its financial information. Although the requirements of the HFCAA apply to securities of all foreign (non-U.S.) issuers, the SEC has thus far limited its enforcement efforts to securities of Chinese companies. If securities are delisted, the Fund’s ability to transact in such
securities will be impaired, and the liquidity and market price of the securities may decline.
Non-U.S. transaction costs, such as brokerage commissions and custody costs may be higher than in the U.S. In some non-U.S. markets, custody arrangements for securities provide significantly less protection than custody arrangements in U.S. markets. Prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) could similarly expose a Fund to credit and other risks it does not have in the U.S. with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents, and issuers.
Non-U.S. securities are normally denominated and traded in currencies other than the U.S. dollar. Consequently, the value of the Fund’s assets may be affected favorably or unfavorably by currency exchange rates, exchange control regulations, and restrictions or prohibitions on the repatriation of non-U.S. currencies. See “Currency Risk” above.
Non-U.S. countries may also have additional requirements with respect to the ownership of securities. For example, many non-U.S. countries have additional reporting requirements that may be subject to interpretation or change without prior notice to investors. While the Funds make reasonable efforts to stay informed of foreign reporting requirements relating to the Funds’ foreign portfolio securities, no assurance can be given that the Funds will satisfy applicable foreign reporting requirements at all times. There are also special tax considerations which apply to securities of non-U.S. issuers and securities principally traded overseas. Income and gains with respect to investments in certain countries may be subject to withholding and other taxes. See “Tax” below and the SAI for further details.
Additionally, U.S. investors are required to maintain a license to invest directly in many non-U.S. markets. These licenses are often subject to limitations, including maximum investment amounts. Once a license is obtained, a Fund’s ability to continue to invest directly is subject to the risk that the license will be terminated or suspended. If a license is terminated or suspended, to obtain exposure to the market, the Fund may be required to purchase ADRs, GDRs, shares of other funds that are licensed to invest directly, or derivative instruments. The receipt of a foreign license by one of the Manager’s clients may preclude other clients, including a Fund, from obtaining a similar license, and this could limit the Fund’s investment opportunities. In addition, the activities of another of the Manager’s clients could cause the suspension or revocation of a license and thereby limit the Funds’ investment opportunities.
Service Provider Risk
Each Fund is subject to the risk that the Manager will apply techniques and analyses to the Funds’ investment practices that are not as successful as the techniques and analyses used by other investment advisers. There is no guarantee that the Manager will be able to enhance the returns of the Funds or preserve the Funds’ assets. The Manager also may fail to use derivatives effectively, including by choosing to hedge or not to hedge positions at disadvantageous times. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular sector, security, commodity or investment strategy or as to a hedging or allocation strategy may prove to be incorrect, and may cause the Funds to incur losses.
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There can be no assurance that key personnel of the Manager will continue to be employed by the Manager. The loss of their services could have an adverse impact on the Manager’s ability to achieve the Funds’ investment objectives. A change in laws or regulations due to political or economic events, such as the U.K.’s departure from the E.U. single market and customs union, may impact the Manager’s ability to retain its portfolio managers and other key personnel.
The Funds are also subject to the risk of loss as a result of other services provided by the Manager and other service providers, including pricing, administrative, accounting, tax, legal, custody, transfer agency, and other services. The Funds currently utilize entities affiliated with the Bank of New York Mellon (“BNY”) to serve as transfer agent, administrator, custodian and fund accounting agent to the Funds. This arrangement could magnify losses resulting from a systems failure affecting BNY. Loss may be caused by inadequate procedures and controls, human error, system failures, negligence, misfeasance or fraud by a service provider or insolvency of a service provider. For example, trading delays or errors (both human and systematic) could prevent a Fund from benefiting from potential investment gains or avoiding losses on the security. As the Funds’ service providers increasingly incorporate AI into their operational workflows, this transition could result in changes to the nature, scope, or quality of services provided to the Funds.
Settlement Risk
Markets in different countries have different clearance and settlement procedures. Certain markets may from time to time be unable to keep pace with the volume of transactions.
Delays in settlement may increase credit risk to the Funds or limit the ability of the Funds to reinvest the proceeds of a sale of securities. Delays in settlement may also subject the Funds to penalties for their failure to deliver to on-purchasers of securities whose delivery to the Fund was delayed.
Delays in the settlement of securities purchased by a Fund may also limit the ability of such Fund to sell those securities at times and prices it considers desirable, and may subject such Fund to losses and costs due to its own inability to settle with subsequent purchasers of the securities from it. A Fund may be required to borrow monies it had otherwise expected to receive in connection with the settlement of securities it has sold, in order to meet its obligations to others.
Limits on the ability of the Funds to purchase or sell securities due to settlement delays could increase any variance between the Funds’ performance and that of their benchmark indices.
Effective as of May 28, 2024, the standard settlement cycle for numerous types of U.S. securities, including the Funds’ shares and many of the securities the Funds invest in, moved to T+1 from T+2. This reduced settlement cycle will result in additional risks and costs to the Funds, including increased operational risks associated with the resolution of trade breaks and exceptions. These risks will be heightened for certain Funds given their investments in non-U.S. securities and the effects of foreign exchange transactions.
Small- and Medium-Capitalization Securities Risk
The securities of small- and medium-capitalization companies may be more volatile and may involve more risk than the securities of larger companies. These companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, and may depend on a few key employees. In addition, these companies may have been recently organized and may have little or no track record of success. Similarly, the securities of small- and medium-sized companies may trade less frequently and in smaller volumes than securities of larger companies. The prices of these securities may consequently fluctuate more sharply than those of other securities, and the Funds may experience difficulty in establishing or closing out positions in these securities at prevailing market prices. Moreover, there may be less publicly available information about the issuers of these securities or less market interest in these securities than in larger companies, both of which can cause significant price volatility.
Some securities of small- and medium-sized issuers may also be illiquid or may be restricted as to resale. A Fund may therefore be unable to liquidate its positions in such securities at any time, or at a favorable price, in order to meet the Fund’s obligations.
Underlying Funds Risk
A Fund that invests in U.S. or non-U.S. pooled investment vehicles, such as ETFs, mutual funds, and private funds, (“Underlying Funds”) will be exposed to the risk that the Underlying Fund does not perform as expected and indirectly to all of the risks applicable to an investment in such Underlying Funds. In addition, lack of liquidity in the Underlying Fund could result in its value being more volatile than the underlying portfolio of securities and may limit the ability of a Fund to sell or redeem its interest in the underlying fund at a time or at a price it might consider desirable. The investment policies and limitations of the Underlying Funds may not be the same as those of a Fund; as a result, a Fund may be subject to additional or different risks, or may achieve a reduced investment return, as a result of its investment in Underlying Funds. If an Underlying Fund is an ETF or other product traded on a securities exchange or otherwise actively traded, its shares may trade at a premium or discount to their net asset value, an effect that might be more pronounced in less liquid markets. A Fund bears its proportionate share of the fees and expenses of any Underlying Fund in which it invests.
The Manager or an affiliate may serve as investment adviser to some Underlying Funds, leading to potential conflicts of interest and other risks. For example, the Manager would have an incentive to invest in Underlying Funds in need of seed capital, even if the expenses of such Underlying Funds are higher than alternative investments or alternative investments would be more appropriate for a Fund in light of its investment strategy. Investment by a Fund in an Underlying Fund may be beneficial to the Manager or an affiliate in the management of the Underlying Fund, by helping to achieve economies of scale or enhancing cash flows. Due to this and other factors, the Manager will, in some circumstances, have an incentive to invest a Fund’s assets in an Underlying Fund sponsored or managed by the Manager or its affiliates in lieu of investments by a Fund directly in portfolio securities, or may have an incentive to invest in the affiliated Underlying Fund over a pooled vehicle sponsored or managed by others. Similarly, the Manager may have an incentive to delay or
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decide against the sale of interests held by a Fund in an Underlying Fund sponsored or managed by the Manager or its affiliates. It is possible that other clients of the Manager or its affiliates will purchase or sell interests in an Underlying Fund sponsored or managed by the Manager or its affiliates at prices and at times more favorable than those at which a Fund does so. In addition, the Manager’s fiduciary duty to an affiliated Underlying Fund may subject a Fund to restrictions on redemptions in certain circumstances, which may make a Fund’s investments in affiliated Underlying Funds less liquid than investments in other Underlying Funds.
Valuation Risk
In certain circumstances, some of a Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. The Manager serves as the Trust’s valuation designee pursuant to Rule 2a‑5 under the 1940 Act, with primary responsibility for the fair valuation of the Funds’ holdings. The Manager’s role with respect to fair valuation may present certain conflicts of interest given the impact valuations can have on Fund performance and the Manager’s asset-based fees. There are multiple methods that can be used to value a portfolio holding when market quotations are not readily available. The value established for any portfolio holding at a point in time might differ from what would be produced using a different methodology or if it had been priced using market quotations. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. Technological issues or other service disruption issues involving third-party service providers may cause a Fund to value its investments incorrectly. In addition, there is no assurance that a Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that a Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by a Fund at that time. Investors who purchase or redeem shares on days when a Fund is holding fair-valued investments may receive fewer or more shares or lower or higher redemption proceeds than they would have received if the Fund had not fair-valued the holding(s) or had used a different valuation methodology.
The SAI includes more information about the Manager, the Funds, their investments and the related risks.
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FUND MANAGEMENT
Investment Manager
Each Fund is advised and managed by the Manager, Baillie Gifford Overseas Limited. The Manager’s principal place of business is Calton Square, 1 Greenside Row, Edinburgh EH1 3AN, Scotland. The Manager also has an office in New York City, New York, USA. The Manager is a wholly owned subsidiary of Baillie Gifford & Co, which is controlled by its working partners. The Manager, its parent, Baillie Gifford & Co, and their affiliates are referred to as “Baillie Gifford.”
Experience
The Manager is a registered investment adviser which, together with its affiliates, advises other funds, including other mutual funds and ETFs, and a variety of private accounts, including accounts managed on behalf of corporate and public pension plan sponsors, endowments, foundations, sovereign wealth funds, and family office clients. The Manager was organized in 1983 and had approximate assets under management of $125.2 billion as of March 31, 2026.
Investment Services
The Manager selects and reviews each Fund’s investments and provides executive and other personnel for the management of the Trust, pursuant to the Second Amended and Restated Investment Advisory Agreement between the Manager and the Trust on behalf of each Fund, as amended from time to time (the “Advisory Agreement”).
The Funds’ filing on Form N-CSR for the period ended June 30, 2025 includes a discussion regarding the basis of the approval by the Board of Trustees of the Trust (the “Board”) of the Advisory Agreement insofar as it relates to each Fund.
Under the Advisory Agreement, each Fund pays the Manager an advisory fee quarterly (the “Advisory Fee”). The Advisory Fee is calculated and accrued daily as a percentage of the average daily net assets of each Fund. For the fiscal year ended December 31, 2025, the advisory fees paid by the Funds were as follows:
Fund | Aggregate Advisory Fee | |||
Baillie Gifford China Equities Fund | 0.55% | |||
Baillie Gifford Emerging Markets Equities Fund | 0.52% | |||
Baillie Gifford Emerging Markets ex China Fund | 0.55% | |||
Baillie Gifford Global Alpha Equities Fund | 0.40% | |||
Baillie Gifford International Alpha Fund | 0.35% | |||
Baillie Gifford International Concentrated Growth | 0.40% | |||
Baillie Gifford International Growth Fund | 0.33% | |||
Baillie Gifford Long Term Global Growth Fund | 0.45% | |||
Baillie Gifford U.S. Equity Growth Fund | 0.33% | |||
The Advisory Fee paid by each Fund under the Advisory Agreement is calculated and accrued daily on the basis of the annual rate noted below and expressed as a percentage of the Fund’s average daily net assets.
Fund | Average Daily Net Assets of the Fund (billions) | Annual Advisory Fee Rate at Each Asset Level (percentage of the Fund’s average daily net assets) |
Baillie Gifford China Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Emerging Markets Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Emerging Markets ex China Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Global Alpha Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.40% 0.36% 0.34% |
Baillie Gifford International Alpha Fund | $0 - $2 >$2 - $5 Above $5 | 0.35% 0.31% 0.29% |
Baillie Gifford International Concentrated Growth Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.40% 0.36% 0.34% |
Baillie Gifford International Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.35% 0.31% 0.29% |
Baillie Gifford Long Term Global Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.45% 0.41% 0.39% |
Baillie Gifford U.S. Equity Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.33% 0.29% 0.27% |
Upon termination of the Advisory Agreement at other than quarter end, the Advisory Fee for the partial quarter shall be determined by reference to the termination date and shall be prorated accordingly.
Administration and Supervisory Services
The Manager is responsible for providing certain administrative services to Fund shareholders as well as coordinating, overseeing and supporting services provided to Fund shareholders by third parties, including financial intermediaries that hold accounts with the Funds, pursuant to an Administration and Supervisory Agreement between the Manager and the Trust on behalf of each Fund (the “Administration and Supervisory Agreement”). The Administration and Supervisory Agreement also relates to the Class K and Institutional Class shares of other series of the Trust.
Under the Administration and Supervisory Agreement, each Fund pays to the Manager an Administration and Supervisory Fee quarterly, in arrears, with respect to Class K and Institutional Class shares at an annual rate of 0.17% of such Fund’s average net assets. For the fiscal year ended December 31, 2025, each operational Fund paid Administration and Supervisory Fees equal to 0.17% of such Fund’s average daily net assets. The Administration and Supervisory Fee and the Advisory Fee are together referred to as the “Management Fee.”
The Trust has adopted an Administration, Supervisory and Sub-Accounting Services Plan pursuant to Rule 12b‑1 under the 1940 Act with respect to Class K and Institutional Class shares of each Fund (the “Plan”). However, no distribution payments under
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Rule 12b‑1 have been authorized by the Board as of the date of this Prospectus, and no distribution fees under Rule 12b‑1 are currently payable under the Plan. If the Board authorizes distribution payments pursuant to Rule 12b‑1 in the future for any class of shares, the Manager or another service provider might collect distribution fees under Rule 12b‑1, but only after appropriate authorization by the Board and after this Prospectus has been updated to reflect such additional fees. Should distribution payments under Rule 12b‑1 be collected, these fees would be paid out of the applicable Fund’s assets on an ongoing basis, and over time these fees could increase the cost of your investment and may cost you more than paying other types of sales charges.
Participating Affiliate Arrangements
(“Baillie Gifford Hong Kong”), and its Singapore-based affiliate, Baillie Gifford Asia (Singapore) Private Limited (“Baillie Gifford Singapore”). Pursuant to these arrangements, Baillie Gifford Hong Kong and Baillie Gifford Singapore act as “participating affiliates” of the Manager and certain employees of Baillie Gifford Hong Kong and Baillie Gifford Singapore are treated as “associated persons” of the Manager. In this capacity, these individuals are subject to the oversight of the Manager and its Chief Compliance Officer. Baillie Gifford Hong Kong’s associated persons, on behalf of the Manager, provide trade execution and related services to the Funds. Baillie Gifford Singapore’s associated persons have involvement in portfolio construction in relation to ESG matters. The personnel-sharing arrangement is based on no-action letters of the staff of the SEC that permit SEC-registered investment advisers to rely on and use the resources of advisory affiliates, subject to certain conditions.Baillie Gifford Hong Kong and Baillie Gifford Singapore are not registered as investment advisers with the SEC. The Manager may in the future enter into additional personnel-sharing or other arrangements, including with its non-U.S. unregistered investment advisory affiliates, for a variety of investment advisory services, including investment research and portfolio management.
ESG-related Organizations and Initiatives
Baillie Gifford participates in a range of organizations, initiatives, or other collaborative industry efforts, which enhance Baillie Gifford’s knowledge of specific ESG issues and also support broader ESG-related investing. The requirements for participation in these organizations and initiatives vary, though the Manager does not intend to introduce investment restrictions or goals with respect to a Fund or the Funds for the purpose of meeting expectations associated with membership in any such organizations. Baillie Gifford’s participation in organizations or initiatives may change over time and is subject to the Manager’s fiduciary responsibilities to the Funds.
Expenses
The organizational and operational expenses of the Funds are borne by the relevant Fund, including but not limited to brokerage commissions, transfer taxes and extraordinary expenses in
connection with its portfolio transactions, all applicable taxes, independent trustee compensation, interest charges, charges of custodians, auditing and legal expenses.
Certain expenses, not including advisory and custodial fees or other expenses related to the management of a Fund’s assets, may be allocated to a specific class of shares if those expenses are actually incurred in a different amount with respect to a class, or if services are provided with respect to a class that are of a different kind or to a different degree than with respect to the other class. As discussed below under “Buying, Selling, and Exchanging Shares through Financial Intermediaries—How are financial intermediaries compensated?”, Institutional Class shares bear expenses in connection with compensating financial intermediaries for sub-transfer agency and other services. Class K shares do not bear such expenses.
The Manager has contractually agreed to waive its fees and/or bear Other Expenses of the Funds shown in the table below, with respect to each such Fund, to the extent that such Fund’s Total Annual Operating Expenses (excluding taxes, sub-accounting expenses and extraordinary expenses) exceed the amounts listed below. This contractual waiver will continue until April 30, 2027.
Fund | Class | Expense Limit (percentage of |
Baillie Gifford China Equities Fund | Class K and Institutional Class | 0.87% |
Baillie Gifford Emerging Markets ex China Fund | Class K and Institutional Class | 0.87% |
Baillie Gifford International Concentrated Growth Equities Fund | Class K and Institutional Class | 0.72% |
Baillie Gifford Long Term Global Growth Fund | Class K and Institutional Class | 0.70% |
Baillie Gifford U.S. Equity Growth Fund | Class K and Institutional Class | 0.65% |
For the purposes of determining any such fee waiver and/or expense reimbursement, the expenses are calculated based on the percentage of the relevant Fund’s average daily net assets. Sub-accounting expenses (which are excluded from the cap on Total Annual Fund Operating Expenses) include, without limitation, sub-transfer agency, sub-administration and other shareholder servicing fees and expenses of the type described below under the heading “Buying, Selling, and Exchanging Shares through Financial Intermediaries.”
Pursuant to the terms of the agreements governing the expense limitations, the Manager does not have a right to recover from the Funds any fees waived or expenses paid pursuant to these expense limitations. The expense limitation may be continued beyond April 30, 2027 for each of the Funds listed in the above table by agreement of the Board and the Manager. These contractual agreements may only be terminated by the Board.
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Investment Teams
Investment decisions made by the Manager for the Funds are made by teams of portfolio managers organized for that purpose.
Baillie Gifford China Equities Fund Team
Under normal circumstances, the Fund’s portfolio management team meets weekly to discuss ongoing research and monthly to discuss the overall composition of the portfolio.
Baillie Gifford China Equities Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Sophie Earnshaw MPhil in 18th Century and Romantic Literature (2009) CFA Charterholder |
| Ms. Earnshaw joined Baillie Gifford in 2010. She is an investment manager in the China Equities team. She is a decision maker on the China Equities Strategy, which she has managed since 2014, and on the China A Share Strategy since its inception in 2019. She also provides China insight to the International All Cap Portfolio Construction Group. She is a CFA Charterholder and graduated MA in English Literature from the University of Edinburgh in 2008 and MPhil in Eighteenth Century and Romantic Literature from the University of Cambridge in 2009. Ms. Earnshaw has been a member of the portfolio management team since the Fund’s inception in 2021. |
Linda Lin MSc in Finance and Investment (2011) |
| Ms. Lin is an investment manager on both the China Equities team and the All China and China A share strategies. Ms. Lin is also a member of the Long Term Global Growth team. Ms. Lin joined Baillie Gifford in September 2014 and worked in Edinburgh until relocating to Shanghai in 2019 as Head of the Investment Team. Ms. Lin became a partner of Baillie Gifford & Co. in May 2022 and is now based in Edinburgh. Prior to joining Baillie Gifford, Ms. Lin spent four years as a global equity analyst with Aubrey Capital and two years in real estate investment in China. Ms. Lin graduated BComm in Accounting and Finance from the University of Auckland, New Zealand in 2007 and MSc in Finance and Investment from the University of Edinburgh in 2011. Ms. Lin has been a member of the portfolio management team since 2024. |
Baillie Gifford Emerging Markets Equities Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to review existing holdings and individual stock decisions. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. The ultimate decision to buy or sell a stock rests with members of the portfolio management team.
Baillie Gifford Emerging Markets Equities Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Mike Gush CFA Charterholder |
| Mr. Gush is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 2003 and became a partner of the firm in 2020. Prior to joining the team in 2005, he also spent time working in the Manager’s UK and Japanese Equity Teams. Mr. Gush has also been a member of the Global Stewardship strategy since its inception in 2015. He is a CFA Charterholder and graduated MEng from the University of Durham in 2003. Mr. Gush has been a member of the portfolio management team since 2005. |
Andrew Stobart |
| Mr. Stobart is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 1991 and the Emerging Markets Equity Team in 2007, and has also spent time working in the Manager’s UK, Japanese, North American, and International Alpha teams. Prior to joining Baillie Gifford, he previously spent three years working in investment banking in London. Mr. Stobart graduated with a MA in Economics from the University of Cambridge in 1987. Mr. Stobart has been a member of the portfolio management team since 2007. |
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Education |
| Investment Experience |
Ben Durrant CFA Charterholder |
| Mr. Durrant is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 2017, and prior to re-joining the team in 2021, he also spent time in the Manager’s UK, Global Discovery and Private Companies teams. Prior to joining Baillie Gifford, he worked for RBS in its Group Strategy and Corporate Finance Team. Mr. Durrant is a Chartered Accountant and a CFA Charterholder, and graduated with a BSc (Hons) in Mathematics from the University of Edinburgh in 2012. Mr. Durrant has been a member of the portfolio management team since 2021. |
Baillie Gifford Emerging Markets ex China Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to review existing holdings and individual stock decisions. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. The ultimate decision to buy or sell a stock rests with members of the portfolio management team.
Baillie Gifford Emerging Markets ex China Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Andrew Stobart |
| Mr. Stobart is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 1991 and the Emerging Markets Equity Team in 2007, and has also spent time working in the Manager’s UK, Japanese, North American, and International Alpha teams. Prior to joining Baillie Gifford, he previously spent three years working in investment banking in London. Mr. Stobart graduated with a MA in Economics from the University of Cambridge in 1987. Mr. Stobart has been a member of the portfolio management team since the Fund’s inception in 2021. |
Mike Gush CFA Charterholder |
| Mr. Gush is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 2003 and became a partner of the firm in 2020. Prior to joining the team in 2005, he also spent time working in the Manager’s UK and Japanese Equity Teams. Mr. Gush has also been a member of the Global Stewardship strategy since its inception in 2015. He is a CFA Charterholder and graduated MEng from the University of Durham in 2003. Mr. Gush has been a member of the portfolio management team since the Fund’s inception in 2021. |
Ben Durrant CFA Charterholder |
| Mr. Durrant is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 2017, and prior to re-joining the team in 2021, he has also spent time in the Manager’s UK, Global Discovery and Private Companies teams. Prior to joining Baillie Gifford, he worked for RBS in its Group Strategy and Corporate Finance Team. Mr. Durrant is a Chartered Accountant and a CFA Charterholder, and graduated with a BSc (Hons) in Mathematics from the University of Edinburgh in 2012. Mr. Durrant has been a member of the portfolio management team since the Fund’s inception in 2021. |
Baillie Gifford Global Alpha Equities Fund Team
The Fund’s portfolio management team seeks ideas from across the Baillie Gifford Group investment teams and, under normal circumstances, holds formal meetings every six weeks with the Manager’s regional investment teams to review portfolio holdings and potential stock purchases. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. Each member of the team has equal ownership and accountability for all portfolio decisions.
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Baillie Gifford Global Alpha Equities Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Malcolm MacColl MLitt in Economics, Politics, and Management (1999) Member, CFA Society U.K. |
| Mr. MacColl is a portfolio manager in the Global Alpha Team. He joined Baillie Gifford in 1999 and spent time in the UK Small Cap Team before joining the North American Team. Mr. MacColl managed the North American portion of wider Global portfolios whilst in the North American Team. He became a partner of the firm in 2011 and, in 2021, he became joint senior partner with overall oversight for the investment departments. He is a member of the CFA Society of the UK. Mr. MacColl graduated MA in Economics and History in 1998 and MLitt in Economics, Politics and Management in 1999, both from the University of St Andrews. Mr. MacColl has been a member of the team since the inception of the strategy in 2005 and this is his sole portfolio responsibility. Mr. MacColl has been a member of the portfolio management team since 2011. |
Michael Taylor CFA Charterholder |
| Mr. Taylor is an investment manager in the US Alpha Team. Having previously worked at Baillie Gifford from 2009 to 2014, Mr. Taylor re-joined Baillie Gifford in 2022 to lead our US Alpha Strategy. He became a partner of the firm in 2025. He is also a trusted advisor for the Global Alpha Team. Prior to returning to the firm, he was an investment manager at Marathon Investment Management. He graduated BA (Hons) from the University of Oxford in 2008. Mr. Taylor is a CFA Charterholder. Mr. Taylor has been a member of the portfolio management team since 2025. |
Helen Xiong MPhil in Economics (2008) |
| Ms. Xiong joined Baillie Gifford in 2008 and is a partner and portfolio manager on the Global Alpha Team. In addition to Global Alpha, Ms. Xiong has spent time working on the Manager’s Developed Asia, U.K., North America, Emerging Markets and Global Equity Teams. Before coming to live and work in the U.K., Ms. Xiong lived in China, South Africa and Norway. She graduated BSc (Hons) in Economics from the University of Warwick in 2007 and MPhil in Economics from the University of Cambridge the following year. Ms. Xiong has been a member of the portfolio management team since 2021. |
Baillie Gifford International Alpha Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock selection and quarterly to discuss the portfolio as a whole, with a focus on identifying underlying themes which may be over-represented or under-represented. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. Although individual members cover assigned areas of responsibility, all members are encouraged to look for ideas from across the relevant markets and from any of the Manager’s investment teams.
While the whole team discusses investment decisions, the ultimate decision on whether to buy a stock rests with the team member who nominated it for discussion, such that the team harnesses the perspectives and insights of the group while retaining the accountability and efficiency of individual decision making.
Baillie Gifford International Alpha Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Chris Davies MMus Music Performance (2010) MSc Music, Mind and Brain (2011) |
| Mr. Davies is a portfolio manager in the Europe Team and is a member of the International Alpha investment team. He joined Baillie Gifford in 2012. Mr. Davies graduated BA (Hons) in Music from the University of Oxford in 2009 and gained a MMus in Music Performance from the Royal Welsh School of Music and Drama in 2010 and an MSc in Music, Mind and Brain from Goldsmiths College in 2011. Mr. Davies has been a member of the portfolio management team since 2021. |
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Education |
| Investment Experience |
Jenny Davis |
| Ms. Davis is a portfolio manager for International Alpha clients, having been a member of the International Alpha investment team since 2016. She joined Baillie Gifford in 2011 and became a partner in 2022. Ms. Davis worked on two of the Manager’s global equity strategies, having started her career at Neptune Investment Management. She graduated MA in Music from the University of Oxford in 2008, and latterly undertook postgraduate studies in Psychotherapy at the University of Edinburgh. Ms. Davis has been a member of the portfolio management team since 2016. |
Donald Farquharson CFA Charterholder |
| Mr. Farquharson heads the Japanese Equities Team. Donald is the co-manager for the Japan Growth strategy (and related Growth strategy segregated accounts) which he has run since its inception on 31 December 2009. He is also a member of the International Alpha investment team. Mr. Farquharson has over 30 years’ investment experience dedicated almost entirely to Japanese equities: He spent 20 years working for Schroders as a Japanese specialist and latterly Head of the Pan Pacific equity team and manager of the Schroder Japan Growth Fund plc. Between 1991 and 1995, he headed Schroders’ research team in Tokyo. He graduated with MA (Hons) in Arabic Studies from the University of St Andrews in 1987 and is a CFA Charterholder. Mr. Farquharson joined Baillie Gifford in 2008 and became a Partner in 2017. Mr. Farquharson has been a member of the portfolio management team since 2014. |
Roderick Snell |
| Mr. Snell is an investment manager in the Emerging Markets Equity Team. Mr. Snell joined Baillie Gifford in 2006 and became a partner of the firm in 2023. Mr. Snell has managed the Baillie Gifford Pacific Fund since 2010 and the Pacific Horizon Investment Trust since 2021 (having been deputy since 2013). Since March 2020, Mr. Snell has also been a manager on the China Strategy. Prior to joining the Emerging Markets Equity team in 2008, he also spent time in the UK and European Equity Teams. Mr. Snell graduated BSc (Hons) in medical biology from the University of Edinburgh in 2006. Mr. Snell has been a member of the portfolio management team since 2024. |
Steve Vaughan MA in International Relations (2012) CFA Charterholder |
| Mr. Vaughan joined Baillie Gifford in 2012. He is a member of the International Alpha investment team. Mr. Vaughan previously worked as a portfolio manager in the Smaller Companies Team. Prior to joining Baillie Gifford, Mr. Vaughan was an Officer in the British Army for nine years. He graduated BA (Hons) in Jurisprudence from the University of Oxford in 2001 and MA in International Relations from the University of Exeter in 2012. Mr. Vaughan is also a CFA Charterholder. Mr. Vaughan has been a member of the portfolio management team since 2022. |
Tom Walsh CFA Charterholder |
| Mr. Walsh is a portfolio manager for International Alpha clients and a member of the International Alpha investment team. He has been involved with the Managed Fund Team since 2017. He joined Baillie Gifford in 2009 and became a partner in 2022. He has been working on the UK, European and Global Opportunities Teams. Before joining Baillie Gifford, Mr. Walsh worked at Fidelity International, Merrill Lynch and Deloitte & Touche. He graduated LLB (Hons) in Law & Economics from the University of Edinburgh in 1999 and is both CFA and ACA qualified. Mr. Walsh has been a member of the portfolio management team since 2018. |
Baillie Gifford International Concentrated Growth Equities Fund Team
Under normal circumstances, the Fund’s portfolio management team meets periodically to review the portfolio as a whole and to discuss individual stock selection. The team periodically meets informally to review relevant developments related to holdings within the Fund. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. The team takes collective responsibility for portfolio construction.
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Baillie Gifford International Concentrated Growth Equities Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Lawrence Burns |
| Mr. Burns joined Baillie Gifford in 2009 and became a partner of the firm in 2020. He has been a portfolio manager of the International Growth investment team since October 2012. Mr. Burns is also co-manager of the International Concentrated Growth and Global Outliers strategies. During his time at Baillie Gifford, he has worked in both the Emerging Markets and UK Equity teams. Mr. Burns graduated BA in Geography from the University of Cambridge in 2009. Mr. Burns has been a member of the portfolio management team since the Fund’s inception in 2017. |
Kirsty Gibson MSc Carbon Management (2012) |
| Ms. Gibson joined Baillie Gifford in 2012 and is a portfolio manager in the US Equity Growth Team and is involved in running the North American portfolio of the Managed Fund and Global Core Fund since 2021. She became a partner in 2025. Prior to joining the US Equity Growth Team, Ms. Gibson also spent several years in the small and large cap global equities departments. Ms. Gibson graduated MA (Hons) in Economics in 2011 and MSc in Carbon Management in 2012, both from the University of Edinburgh. Ms. Gibson has been a member of the portfolio management team since April 2026. |
Paulina McPadden |
| Ms. McPadden joined Baillie Gifford in 2013. She has worked with regional and global equity teams and is a co-manager of International Concentrated Growth. Ms. McPadden graduated MA (Hons) Arabic & Politics from the University of Edinburgh in 2013. Ms. McPadden has been a member of the portfolio management team since the Fund’s inception in 2017. |
Baillie Gifford International Growth Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock selection. The team takes into account the views of a larger group of the Manager’s senior portfolio managers that meets quarterly to discuss views on markets, which are advisory only and do not bind the decisions of the Fund’s management team. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. The team takes collective responsibility for portfolio construction.
Baillie Gifford International Growth Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Thomas Coutts |
| Mr. Coutts joined Baillie Gifford in 1999 and became a partner in 2014. He took over as chair of the International Growth investment team in July 2019. From 2018 through September 2021, he took the responsibility of chief of investment staff. Mr. Coutts spent a number of years in the Manager’s UK and European Equity teams before joining the dedicated International Growth research group full-time in 2017. He graduated BA in Modern Languages in 1994. Mr. Coutts has been a member of the portfolio management team since the Fund’s inception in 2008. |
Lawrence Burns |
| Mr. Burns joined Baillie Gifford in 2009 and became a partner of the firm in 2020. He has been a portfolio manager of the International Growth investment team since October 2012 and became Deputy Chair in July 2019. Mr. Burns is also co-manager of the International Concentrated Growth and Global Outliers strategies. During his time at Baillie Gifford, he has worked in both the Emerging Markets and UK Equity teams. Mr. Burns graduated BA in Geography from the University of Cambridge in 2009. Mr. Burns has been a member of the portfolio management team since 2012. |
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Baillie Gifford Funds – Prospectus
Education |
| Investment Experience |
Robert Wilson CFA Charterholder |
| Mr. Wilson is an investment manager in the International Growth Team. Mr. Wilson previously co-managed Baillie Gifford Long Term Global Growth strategy from 2021 to 2023 before joining International Growth and also worked on the Manager’s US, European, Multi-Asset strategies. Mr. Wilson is a CFA Charterholder and joined Baillie Gifford in 2016. Mr. Wilson graduated MA (Hons) in Philosophy from the University of Cambridge before winning a Mellon Fellowship at Yale in 2015 and joining Baillie Gifford the year after. Mr. Wilson has been a member of the portfolio management team since 2024. |
Julia Angeles |
| Ms. Angeles joined Baillie Gifford in 2008 and became a partner in 2022. Since joining Baillie Gifford, Ms. Angeles has worked on a number of regional and global investment strategies. Ms. Angeles previously worked as a management consultant at McKinsey & Company advising firms in Denmark, Russia and Hungary. She obtained a BSc in 1999, MSc in 2001 and PhD in 2005 in Economics from the University of Aarhus, Denmark and speaks fluent Russian and Danish. Ms. Angeles has been a member of the portfolio management team since 2017. |
Brian Lum CFA Charterholder |
| Mr. Lum joined Baillie Gifford in 2006. He is an investment manager in the Japanese Equities team. He is the lead manager of the Shin Nippon Investment Trust and co-manager of the Japanese Smaller Companies Fund. In addition, Mr. Lum is a member of the International Growth investment team. He is a CFA Charterholder and graduated MSci and BA (Hons) in Physics from the University of Cambridge in 2006. Mr. Lum has been a member of the portfolio management team since 2015. |
Baillie Gifford Long Term Global Growth Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock selection, review portfolio holdings and potential stock purchases. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. All of the members of the team are responsible for researching stocks and every investor contributes to the generation of new ideas, stock research and stock discussions. Once a stock has been fully researched and discussed by all in the team, the portfolio managers are responsible for making the ultimate decision on its inclusion (or otherwise) in the portfolio. Their decisions place an emphasis on backing enthusiasm rather than achieving a full consensus. Each portfolio manager has ownership and accountability for portfolio decisions.
Baillie Gifford Long Term Global Growth Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Gemma Barkhuizen MA in Modern History (2017) |
| Ms. Barkhuizen is a decision maker in the Long -Term Global Growth Team and one of the managers of the Global Outliers strategy. She joined Baillie Gifford in September 2017. She graduated MA in Modern History from The University of Durham in 2017. Prior to this, Ms. Barkhuizen also graduated BA (Hons) in History and BA double major in History and Philosophy from Rhodes University in South Africa. Ms. Barkhuizen has been a member of the portfolio management team since 2022. |
John MacDougall |
| Mr. MacDougall is a portfolio manager and member of the Long Term Global Growth (“LTGG”) and China A-share Teams. He has been a partner of Baillie Gifford & Co since 2016. Mr. MacDougall joined Baillie Gifford in 2000 as a part of the North American department, and then went on to work in the Japan and Global Discovery teams before joining his current teams. He graduated MA in Ancient & Modern History from the University of Oxford in 2000. He joined the LTGG team in 2015. Mr. MacDougall was a member of the portfolio management team between 2016 and 2020, and subsequently since 2022. |
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Education |
| Investment Experience |
Mark Urquhart PhD in Politics (1996) |
| Mr. Urquhart joined Baillie Gifford in 1996 and is the head of the Long Term Global Growth Team, a strategy which he co-founded in 2003. Mr. Urquhart previously worked as an investment analyst and manager in the US, UK and Japanese Equities teams. He became a partner in 2004. Mr. Urquhart graduated BA in Philosophy, Politics, and Economics from the University of Oxford in 1992 and spent a year at Harvard as a Kennedy Scholar in 1993 before completing a PhD in Politics with a thesis on Nationalism in the EU at the University of Edinburgh in 1996. Mr. Urquhart has been a member of the portfolio management team since the Fund’s inception in 2014. |
Baillie Gifford U.S. Equity Growth Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock decisions and every seven weeks to discuss portfolio construction. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. All of the members of the team are responsible for researching stocks and every investor contributes to the generation of new ideas, stock research and stock discussions. Once a stock has been fully researched and discussed by all in the team, the portfolio managers are responsible for making the ultimate decision on its inclusion (or otherwise) in the portfolio. Their decisions place an emphasis on backing enthusiasm rather than achieving a full consensus. Each portfolio manager has ownership and accountability for portfolio decisions.
Baillie Gifford U.S. Equity Growth Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Tom Slater CFA Charterholder |
| Mr. Slater joined Baillie Gifford in 2000 and became a partner of the firm in 2012. After serving as deputy manager for five years, he was appointed joint manager of Scottish Mortgage Investment Trust in 2015. During his time at Baillie Gifford, he has also worked in the Developed Asia, UK Equity and Long Term Global Growth teams. He is now also Head of the US Equities Team. Mr. Slater’s investment interest is focused on high-growth companies both in listed equity markets and as an investor in private companies. He graduated BSc in Computer Science with Mathematics from the University of Edinburgh in 2000. Mr. Slater has been a member of the portfolio management team since 2016. |
Gary Robinson CFA Charterholder |
| Mr. Robinson is a portfolio manager in the US Equity Growth Team. He joined Baillie Gifford in 2003 and became a partner in 2019. He worked on the Japanese, UK and European Equity teams before joining the US Equity Growth Team in 2008. He is a generalist investor but retains a special interest in the healthcare sector, dating back to his undergraduate degree. He graduated MBiochem in Biochemistry from Oxford University in 2003. Mr. Robinson has been a member of the portfolio management team since 2016. |
Kirsty Gibson MSc Carbon Management (2012) |
| Ms. Gibson joined Baillie Gifford in 2012 and is a portfolio manager in the US Equity Growth Team and is involved in running the North American portfolio of the Managed Fund and Global Core Fund since 2021. She became a partner in 2025. Prior to joining the US Equity Growth Team, Ms. Gibson also spent several years in the small and large cap global equities departments. Ms. Gibson graduated MA (Hons) in Economics in 2011 and MSc in Carbon Management in 2012, both from the University of Edinburgh. Ms. Gibson has been a member of the portfolio management team since 2016. |
Dave Bujnowski |
| Mr. Bujnowski is a portfolio manager in the US Equity Growth Team. He joined Baillie Gifford in 2018 and became a partner in 2021. Before joining the firm, he co-founded Coburn Ventures in 2005. The company studies change to understand what shapes investment opportunities. Mr. Bujnowski has also held various hedge fund roles. He began his career in 1996 at Warburg Dillon before joining UBS. Mr. Bujnowski graduated from Boston College in 1993, where he majored in Finance and Philosophy. Mr. Bujnowski has been a member of the portfolio management team since 2020. |
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Baillie Gifford Funds – Prospectus
Education |
| Investment Experience |
Lillian Li MSc in International Development (2011) |
| Ms. Li is a portfolio manager in the US Equity Growth Team. She joined Baillie Gifford in 2022. Before joining the firm, she worked at Eight Roads Ventures (Fidelity’s VC arm) and Salesforce Ventures, where she led investments in growth-stage private companies across the US and Europe. Ms. Li also founded Chinese Characteristics, an acclaimed publication analysing US and Chinese innovation ecosystems. She holds an undergraduate degree in Economics from the University of Cambridge and a Masters in International Development from the London School of Economics and Political Science. Ms. Li has been a member of the portfolio management team since January 2026. |
Compensation
The SAI provides information about the portfolio managers’ compensation, other accounts managed by the portfolio managers and the portfolio managers’ ownership of Fund shares.
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SHARES
Share Classes
The Trust is authorized to issue Class K and Institutional Class shares of each Fund covered by this Prospectus.
How Shares are Priced
Each share class has its own share price. The purchase price of each share class of a Fund’s shares is based on that class’s net asset value. The share price is computed for each share class as follows:
When shares are priced
The net asset value for each share class will be determined as of a particular time of day (the “Pricing Point”) on any day on which the NYSE is open for unrestricted trading. The Pricing Point is normally at the scheduled close of unrestricted trading on the NYSE (generally 4:00 p.m. Eastern Time). In unusual circumstances, the Manager may determine that the Pricing Point shall be at an earlier, unscheduled close or halt of trading on the NYSE. The price at which purchase and redemption orders are effected is based on the next calculation of the net asset value after the order is received in good order. “Good order” means, among other things, that your request includes complete information. In general, an order is in “good order” if it includes: (i) the trade date of the purchase or redemption; (ii) the name of the Fund and share class; (iii) the U.S. dollar amount of the shares, in the case of a redemption you may also provide number of shares; (iv) the name and the account number set forth with sufficient clarity to avoid ambiguity; and (v) the relevant authorized signatories. In the case of a purchase, immediately available funds must also be received prior to the Pricing Point.
The net asset value for each class may be affected by changes in the value of currencies in relation to the U.S. dollar. This is because investments initially valued in currencies other than the U.S. dollar are converted to U.S. dollars using currency exchange rates obtained from pricing services at the Pricing Point on each day that the NYSE is open for unrestricted trading. If you are buying or selling shares, the share price you receive will be the share price determined after the purchase or redemption request is received by the applicable Fund (or your financial intermediary) in good order.
The net asset value of the Fund’s shares may change on days when shareholders will not be able to purchase or redeem shares of the Fund. This is because the Fund may invest in securities that are primarily traded on foreign exchanges which may trade at times or on days when the Fund does not price its shares.
Current net asset values per share for each Fund that has commenced operation are available on the Funds’ website at http://USmutualfund.bailliegifford.com.
How assets are valued
In accordance with the Trust’s Valuation Procedures, each Fund’s investments are valued at their fair market value as follows:
Rule 2a‑5 under the 1940 Act permits a fund’s board to designate the fund’s primary investment adviser to perform the fund’s fair value determinations, which will be subject to board oversight and certain reporting and other requirements intended to ensure that the board receives the information it needs to oversee the fair value determinations. The Board has designated the Manager as the valuation designee. The Manager’s role with respect to fair valuation may present certain conflicts of interest given the impact valuations can have on Fund performance and the Manager’s asset-based fees.
Please see the section entitled “Purchase, Redemption, and Pricing of Shares—Determination of Net Asset Value” in the SAI for further information with respect to the valuation procedures.
How to Buy or Exchange Shares
Purchase Process
You may purchase Institutional Class or Class K shares of any Fund by taking the following two steps:
For Class K, you may also email a purchase request to the Bank of New York Mellon (the “Transfer Agent”) in a format prescribed by the Manager, which includes:
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Baillie Gifford Funds – Prospectus
All emails containing a purchase request must be unencrypted. The email address for purchase requests sent to the Transfer Agent is: bgusinsttrades@bny.com.
Please note, if this is your first purchase through a bank, broker or financial intermediary:
The Manager, Transfer Agent, or your financial intermediary, as applicable, may ask you for additional information. Federal law requires financial institutions to obtain, verify and record identification information relating to investors, to help the U.S. government fight the funding of terrorism and money laundering activities. A Fund may consequently be required to obtain, and potentially update, the following information from investors: (i) name; (ii) date of birth (for individuals); (iii) residential or business street address; (iv) Social Security Number, taxpayer identification number, or other identifying number; and (v) completed Forms W‑8 or W‑9. Individuals opening an account in the name of a legal entity (e.g., a partnership, business trust, limited liability company, corporation, etc.), may be required to supply the identity of the beneficial owners or controlling person(s) of
the legal entity prior to the opening of the account. Each Fund or its service providers may release this information or any other information held by you to proper authorities if, in light of applicable laws or regulations concerning money laundering and similar activities, they determine it is in the best interests of the Fund or otherwise permitted by applicable law and appropriate to do so. The Funds or their service providers may also provide nonpublic personal financial information relating to shareholders or prospective shareholders to third-parties as necessary to perform services for the Funds or to comply with requests from regulators or tax authorities.
The applicable Fund will then decide whether to accept your application on behalf of the Trust. Assuming your request is accepted, you will receive the account details for payment.
The Transfer Agent will then apply the payment to the purchase of full and fractional Fund shares of beneficial interest in the Fund, and will send you (or your financial intermediary will send you) a statement confirming the transaction. Please see the back cover of this Prospectus for information on how to contact the Trust. Please see the section below on how to pay for shares by exchanging securities.
Exchange Process
If you are an existing shareholder of Class K shares, you may request an exchange by submitting a request to your intermediary or the Transfer Agent. If you are an existing shareholder of Institutional Class shares, you may request an exchange by submitting a request to your intermediary or the Manager. Certain information may be required prior to the completion of any exchange.
When you can buy shares
Unless otherwise indicated in this Prospectus or the SAI, shares of each Fund are offered on a continuous basis and can be purchased on any day on which the NYSE is open for unrestricted trading.
With respect to transactions directly with the Fund/Transfer Agent, for a purchase order to be effective as of a particular day, the Fund must have accepted the order and have received immediately available funds before the Pricing Point on such day.
The Federal Reserve is closed on certain holidays on which the NYSE is open. These holidays are Columbus Day and Veterans Day. On these holidays, you will not be able to purchase shares by wiring Federal Funds because Federal Funds wiring does not occur on days when the Federal Reserve is closed.
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Cancelling an order
Purchase orders cannot be cancelled after the Trust has received immediately available funds. This is the case even if the cancellation request is received prior to the Pricing Point.
Paying by exchanging securities
If you are paying for Fund shares with securities, please note:
Restrictions on Buying or Exchanging Shares
Minimum Investment
The minimum initial investment for Class K is $10 million. There is no minimum investment amount for Institutional Class shares. The Fund may, at its discretion, permit a smaller minimum total investment balance for Class K shares under certain circumstances.
If you purchase or exchange shares through a financial intermediary, the intermediary may impose different investment minimums.
Share Class Eligibility
You must be eligible for the share class you are applying for. The Funds offer two classes of shares through this Prospectus:
Class K and Institutional Class. Class K and Institutional Class shares of each Fund have the same investment objectives and investments, but the different share classes have different expense structures and eligibility requirements. You should choose a share class for which you are eligible, with the expense structure that best meets your needs.
The principal differences between the share classes are as follows:
|
| Class K |
| Institutional Class |
Availability |
| Limited to institutional and other investors, as described below, that do not require or receive sub-accounting or recordkeeping payments from the Fund. |
| Available to certain banks, broker-dealers and other Financial Intermediaries, employer-sponsored retirement plans and other similar entities that require sub-accounting, sub-transfer agency, shareholder servicing payments, and/or recordkeeping payments from the Fund for some or all of their underlying investors. |
Minimum Initial |
| $10 million |
| None |
Minimum Subsequent Investment |
| None |
| None |
Sub-Accounting/Sub-Transfer Agency Expenses |
| None |
| Yes. Expenses may vary depending on the arrangements with financial intermediaries that offer Fund shares. Expenses are incurred pursuant to “fee for service” arrangements with financial intermediaries.(1) |
Distribution (Rule 12b‑1) Fees |
| None |
| None |
Administration and Supervisory Fee |
| 0.17% |
| 0.17% |
Sales Charge (Load) |
| None |
| None |
Redemption |
| None |
| None |
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Baillie Gifford Funds – Prospectus
Class K Shares
The following categories of investors and accounts may buy or exchange into Class K shares of a Fund, provided that they do not require or receive sub-accounting or recordkeeping payments from the Fund:
Class K shares are not available for purchase or exchange directly by members of the public, except as explicitly provided herein, or by those who require any form of sub-accounting, sub-transfer agency and/or other shareholder services payments from the relevant Fund.
Institutional Class Shares
Institutional Class shares of a Fund are available to certain banks, broker-dealers and other financial intermediaries, employer-sponsored retirement plans and other similar entities that typically require sub-accounting, sub-transfer agency, shareholder services payments and/or recordkeeping payments from the Fund for some or all of their underlying investors.
The following investors and accounts qualify to buy or exchange Institutional Class shares of a Fund:
Exchanges
The Manager and each Fund reserves the right to reject any exchange application for any reason that the Manager or the Fund in its sole discretion deems appropriate. All exchanges are subject to the Manager’s discretion.
Exchanges into a different series of the Trust – Class K or Institutional Class shareholders invested via a financial intermediary may be permitted to exchange their shares in one
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Fund for either Class K or Institutional Class shares in another series of the Trust at the discretion of the Manager so long as:
Class K shareholders invested directly with the Transfer Agent may be permitted to exchange their Class K shares in one Fund for Class K shares in another series of the Trust.
Exchanges into the same Fund – Class K or Institutional Class shareholders invested via a financial intermediary are permitted to exchange between these classes so long as:
Class K shareholders invested directly with the Transfer Agent are generally not permitted to exchange their Class K shares in the Fund for Institutional Class shares of the same Fund.
You must be purchasing for your own account
Purchasers must be acquiring shares for their own account or through an authorized intermediary and for investment purposes only or must otherwise be doing so in a manner acceptable to the Trust.
You must be a U.S. Person
Shares of each Fund are intended for investment by U.S. persons. With respect to direct investments through the Transfer Agent, the Manager and BGFS will generally only accept purchases from U.S. persons. With respect to investments through financial intermediaries or other indirect means, the Manager or BGFS may take further action if it becomes aware of any purchase by a non-U.S. person. Such action could result in the unauthorized purchaser’s account being closed or limited such that the account may only hold and redeem Fund shares with no ability to make further purchases. Prospective investors should consult their own financial institution or financial intermediary regarding their eligibility to invest in the Funds. The Manager and BGFS each reserve the right to reject any purchase order from any investor outside the U.S.
Although the Manager is domiciled and headquartered in the United Kingdom (the “UK”), neither the Funds nor their shares are being offered or otherwise promoted to any natural or legal persons domiciled or with a registered office in the UK, where the United Kingdom Alternative Investment Fund Managers Regulations 2013, as amended, including by the European Union (Withdrawal) Act 2018 and the Alternative Investment Fund Managers (Amendment etc.) (EU Exit) Regulations 2019 (the “AIFM Law”), are in force and effect. Furthermore, in light of the structure of the Funds and the manner in which they are managed, they do not fall within the scope of the AIFM Law, and shareholders of the Funds are not subject to the protections of the AIFM Law.
Purchases or exchanges may be rejected
Each Fund reserves the right to reject any purchase or exchange order for any reason that the Fund in its sole discretion deems appropriate.
In all cases, the Manager and BGFS reserve the right to reject any particular investment or exchange. In particular, and without limiting the generality of the foregoing the Manager or BGFS may reject an investment or exchange:
Restrictions on Certain Fund Investors
The Funds are U.S. mutual funds. As a U.S. mutual fund, the Funds are prohibited from allowing investment by certain other mutual funds and certain types of private funds in excess of specific thresholds. In particular, the Funds are required to limit investment by funds commonly known as “hedge funds” or “private equity funds.” Any investor or prospective investor in the Funds that is itself a fund should consider carefully what regulations may apply to it or the Funds, including Section 12(d)(1) of the 1940 Act, in connection with any prospective investment. The Funds reserve the right to reject a purchase order or require an investor to redeem its shares to comply with the foregoing limitations.
Your account may be closed
If your account balance, or the account balance of your Fund or share class with a financial intermediary, falls below a minimum amount, the Fund may choose to redeem the shares in the account and mail you the proceeds. In these circumstances, you will receive at least 30 days’ notice before your account is closed. In addition, if BGFS’s or the Trust’s relationship with the financial intermediary through which you hold shares of a Fund is terminated, and you do not transfer your account to a different authorized financial intermediary, the Trust reserves the right to redeem your shares of the Fund. The Trust will not be responsible for any loss in your account or any tax liability resulting from a redemption in these circumstances.
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Fund may change the terms
Each Fund reserves the right to suspend or change the terms of the offering of its shares. Each Fund may stop offering shares completely or may offer shares only on a limited basis, for a period of time or permanently.
Delivery of documents to accounts sharing an address
To reduce expenses, a Fund may send only one copy of the Funds’ Prospectus, each annual and semi-annual report, and other important Fund documents to those addresses shared by two or more accounts. If you wish to receive individual copies of these documents, please call us at 1‑844 394 6127, or contact your financial institution. If you revoke your consent to receive a single copy of documents at a shared address, we will begin sending you individual copies within thirty (30) days of receiving such request.
Buying, Selling, and Exchanging Shares through Financial Intermediaries
What is a financial intermediary?
Financial intermediaries are firms that provide certain administrative and account maintenance services to mutual fund investors. Financial intermediaries may include, among others, brokers, financial planners or advisers, banks, and insurance companies.
How do I access a Fund through a financial intermediary?
Any financial intermediary which is properly authorized by the Funds can accept purchase, redemption and exchange orders on their behalf. The financial intermediary is responsible for transmitting your transaction request and funds in good form and in a timely manner to the applicable Fund.
Orders received for a Fund by an authorized financial intermediary (or other financial intermediaries designated by the financial intermediary) prior to the Pricing Point will be deemed to have been accepted by the Fund at that time and will be executed at that day’s closing share price.
The Funds will not be responsible for delays by the financial intermediary in transmitting your transaction request, including timely transfer of payment, to a Fund.
If you are purchasing, selling, exchanging or holding Fund shares through a program of services offered by a financial intermediary, you may be required by the financial intermediary to pay additional fees. You should contact the financial intermediary for information concerning what additional fees, if any, may be charged.
What services are provided by financial intermediaries?
The actual services provided, and the payments made for such services, will vary from intermediary to intermediary.
Examples of intermediary services include:
How are financial intermediaries compensated?
It is expected that Institutional Class shares of the Funds will make payments, or reimburse the Manager or its affiliates for payments they make, to financial intermediaries that provide certain administrative, recordkeeping, and account maintenance services.
The amount of such payments and/or reimbursement is subject to the caps established by the Board and is reviewed by the Trustees periodically.
The nature and extent of sub-accounting services provided to Institutional Class shareholders and the amount of sub-accounting fees charged to the Funds will vary among financial intermediaries. Financial intermediaries may choose to hold Institutional Class shares and opt not to charge any sub-accounting fees with respect to a portion of, or even all of, the shares so held. Institutional Class shares bear sub-accounting expenses on a class-wide basis. As such, the rate at which these expenses are incurred, as a percentage of Institutional Class net assets, will be a blended rate of the rates charged by various financial intermediaries holding shares in the Funds. In instances where this blended rate is higher than the rate charged to a Fund by your financial intermediary, you will bear the higher blended rate instead of the lower rate charged to the Fund by your financial intermediary. In instances where this blended rate is lower than the rate charged to a Fund by your financial intermediary, you will bear the lower blended rate instead of the higher rate charged to the Fund by your financial intermediary. All payments made by the Funds to financial intermediaries are for bona fide shareholder services and are not primarily intended to result in the sale of Fund shares.
Additional information concerning payments the Fund, the Manager or their affiliates may make to financial intermediaries,
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and the services provided by financial intermediaries, can be found in the SAI under “Manager—Payments to Financial Intermediaries.”
How to Sell Shares
Process
Redemption Request – You can redeem your shares by taking either of the following steps:
All emails containing a redemption request must be unencrypted. The email address for redemption requests sent to the Transfer Agent is: bgusinsttrades@bny.com.
Redemption orders cannot be cancelled after the Trust has received a redemption request. This is the case even if the request is received prior to the Pricing Point.
Redemption Payment – Cash payments will be transferred for payment into your account after a request for redemption is received by the Trust in good order. The Funds generally expect to pay out redemption proceeds to redeeming shareholders within 1 business day following the trade date indicated in the redemption request, but have in the past, and may in the future, delay settlement of redemptions to the third business day following the trade date in response to unusually large redemption requests, and each Fund reserves the right to satisfy redemption requests up to seven days following the trade date indicated in the redemption request. Payment is made at any time on the settlement date within the Federal Reserve hours (generally, 9:00 a.m. to 7:00 p.m. Eastern Time Monday through Friday excluding designated holidays). The possibility of delayed settlement is greater for smaller Funds or for Funds with particularly concentrated investor bases. The Funds typically meet redemption requests by using holdings of cash and cash equivalents or by selling portfolio assets. The Funds may also, under normal or stressed market conditions, use a credit facility or, if a Fund has received advanced notice of a shareholder’s intent to redeem, trade portfolio holdings ahead of the trade date to meet significant requests for redemption.
If you request a whole or part in-kind distribution of securities held by the Fund in lieu of cash, the Manager will grant this if it determines, in the Manager’s sole discretion, that to do so is lawful and will not be detrimental to the best interests of the remaining shareholders of the Fund. This is subject to each Fund’s election under Rule 18f‑1 described below under “Election under Rule 18f‑1.” If you intend to request a distribution in kind, please note:
Change of Information – If you need to change or update your account information, you may do so through your financial intermediary, or by mailing or emailing the Transfer Agent a designation of the new accounts and any change in the accounts originally designated for the depositing of funds. This must be signed by the relevant authorized signatories of the subscriber. A Fund or its agent may take additional steps to verify changes to account information, especially bank account details, before transferring redemption amounts. If you hold an account directly with the Transfer Agent, all redemptions and dividend disbursements will be processed according to the bank account details you provided upon your initial account set-up, unless you have contacted the Transfer Agent to change those details. Please see the back cover of this Prospectus for information on how to contact the Transfer Agent.
When you can redeem shares
Shares may be redeemed on any day on which the NYSE is open for trading.
Please note that the Trust may suspend the right of redemption and may postpone payment for any Fund for more than seven days during an emergency which makes it impracticable for a Fund to dispose of its securities or to fairly determine the value of the net assets of the Fund, or during any other period permitted by the SEC for the protection of investors.
Automatic Redemptions
Each Fund reserves the right to redeem or require the transfer of any individual’s shares if:
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Baillie Gifford Funds – Prospectus
Short-Term Trading
The Trust encourages shareholders to invest in the Funds as part of a long-term investment strategy and discourages excessive, short-term trading and other abusive trading practices, sometimes referred to as “market timing.” These practices may present risks to the Funds, including increased transaction costs, interference with the efficient management of the Funds, and dilution of investment returns.
Frequent, short-term trading, abusive trading practices and market timing (together, “Frequent Trading”), often in response to short-term fluctuations in the market, are not knowingly permitted by the Funds. The Funds do not accommodate frequent purchases and redemptions of Fund Shares by Fund shareholders. Frequent Trading into and out of a Fund may harm the Fund’s performance by disrupting portfolio management strategies and by increasing expenses. These expenses are borne by all Fund shareholders, including long-term investors who do not generate such costs.
The Board has adopted a “Frequent Trading Policy” (the “Policy”) to discourage Frequent Trading. Under the Policy, the Funds reserve the right to reject any exchanges or purchase orders or to suspend redemptions by any shareholder engaging in Frequent Trading activities.
As a means to protect each Fund and its shareholders from Frequent Trading in Class K and Institutional Class shares:
Under the Policy, Frequent Trading includes certain material “Round Trip” transactions (meaning a series of transactions within the same Fund and within a defined time period, consisting of either (a) a purchase or exchange, followed by a redemption or exchange, followed by a purchase or exchange; or (b) a redemption or exchange, followed by a purchase or exchange, followed by a redemption or exchange). If a shareholder engages in Frequent Trading, the Funds may take certain remedial or preventive measures, including rejecting any purchase, in whole or in part. The Funds reserve the right to reject purchase orders
by any person whose trading activity in Fund shares is deemed harmful to the Funds.
While the Funds attempt to discourage Frequent Trading, there can be no guarantee that they will be able to identify investors who are engaging in Frequent Trading or limit their trading practices. Additionally, frequent trades of small amounts may not be detected. The Funds recognize that it may not always be able to detect or prevent Frequent Trading or other activity that may disadvantage the Funds or their shareholders.
A Fund shareholder’s right to purchase shares through an automatic investment plan or redeem shares in full (or in part through a systematic redemption plan) are unaffected by these restrictions.
Escheatment
If your account is held directly with a Fund and is later deemed “abandoned” or “unclaimed” under state law, the Fund may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell or redeem escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold or redeemed. It is your responsibility to ensure that you maintain a correct address for your account and maintain contact in ways such as by contacting the Transfer Agent by mail or telephone or accessing your account through the Funds’ website, and promptly cashing all checks for dividends, capital gains and redemptions. The Fund and the Transfer Agent will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.
Election under Rule 18f‑1
The Trust, on behalf of each Fund included in this Prospectus, has made an election pursuant to Rule 18f‑1 under the 1940 Act committing each such Fund to pay in cash any request for redemption received during any 90-day period of up to the lesser of $250,000 or 1% of the Fund’s net asset value at the beginning of the period. This election is irrevocable without prior approval by the SEC. Each Fund reserves the right to pay redemption proceeds in-kind except as described above. For the avoidance of doubt, in no event shall a Fund be obligated to pay redemption proceeds in-kind.
Share Dividends and Distributions
It is the practice of each Fund to distribute, annually, all net investment income received from investments alongside any net realized capital gains earned through trading activities.
Distributions will be automatically reinvested in Fund shares unless you submit a request for a cash payment with at least ten days’ prior notice, before the record date for distribution, to the Transfer Agent.
Tax
The following discussion is for general information purposes only. Prospective and actual shareholders should consult their own tax advisors with respect to their particular circumstances and the effect of state, local, or foreign tax laws to which they may be subject.
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Baillie Gifford Funds – Prospectus
The following discussion provides only limited information about the U.S. federal income tax treatment of shareholders that are not U.S. shareholders, and it does not address the U.S. federal income tax treatment of shareholders that are subject to special tax regimes such as certain financial institutions, insurance companies, dealers in securities or foreign currencies, U.S. shareholders whose functional currency (as defined in Section 985 of the Code) is not the U.S. dollar, persons investing through defined contribution plans and other tax-qualified plans, and persons that hold shares in a Fund as part of a “straddle,” “conversion transaction,” “hedge,” or other integrated investment strategy. All such prospective and actual shareholders are urged to consult their own tax advisors with respect to the U.S. tax treatment of an investment in shares of a Fund.
The discussion below as it relates to U.S. federal income tax consequences is based upon the Code and regulations, rulings, and judicial decisions thereunder as of the date hereof. Such authorities may be repealed, revoked, or modified (possibly on a retroactive basis) so as to result in U.S. federal income tax consequences different from those discussed below. No Fund has sought an opinion of legal counsel as to any specific U.S. tax matters.
U.S. Shareholders
The following discussion addresses certain U.S. federal income tax considerations which may be relevant to investors that:
Tax Status
Each Fund is treated as a separate taxable entity for U.S. federal income tax purposes.
Each Fund has elected or, in the case of a new Fund, intends to elect to be treated as a regulated investment company under Subchapter M of the Code and intends each year to qualify and be eligible for treatment as such. In order to qualify and be eligible for treatment as a regulated investment company under Subchapter M of the Code, each Fund must, among other things, derive at least 90% of its gross income each year from certain sources of “qualifying income” and comply with certain asset diversification and distribution requirements.
So long as a Fund qualifies for treatment as a regulated investment company, the Fund itself generally will not be subject to U.S. federal income tax to the extent that it distributes to its shareholders, in a timely manner, dividend, interest and certain other income, its net realized short-term capital gains and its net realized long-term capital gains.
The remainder of this discussion assumes that each Fund will qualify as a regulated investment company.
Excise Tax
Each Fund will be subject to a nondeductible 4% excise tax on the undistributed amounts, if it fails to distribute in a calendar year substantially all of its ordinary income for such year and substantially all of its capital gain net income for the one-year period ending October 31 (or for the one-year period ending December 31 if the Fund so elects), plus any retained amount from the prior year. Distributions made in January will generally be deemed to have been paid by such Fund on December 31 of the preceding year, if the distribution was declared and payable to shareholders of record on a date in October, November or December of that preceding year.
Each Fund intends generally to make distributions sufficient to avoid imposition of the 4% excise tax, although there can be no assurance it will make such distributions.
Personal Holding Company Rules
If a Fund were to be a “personal holding company,” it would potentially need to comply with additional requirements with respect to its distributions to shareholders in order to avoid a Fund-level tax under the personal holding company rules.
Distributions
For U.S. federal income tax purposes, distributions of investment income are generally taxable to shareholders subject to tax as ordinary income.
Taxes on distributions of capital gains are determined by how long a Fund owned (or is deemed to have owned) the investments that generated them, rather than how long the shareholder has owned its shares.
Distributions of net capital gains from the sale of investments that a Fund owned (or is deemed to have owned) for more than one year and that are properly reported by a Fund as capital gain dividends will be taxable as long-term capital gains and taxed to individuals at reduced rates relative to ordinary income. Distributions of gains from the sale of investments that a Fund owned (or is deemed to have owned) for one year or less will be taxable as ordinary income. Distributions of investment income reported by a Fund as derived from “qualified dividend income”—as further defined in the SAI—will be taxed in the hands of individuals at the rates applicable to long-term capital gains provided that holding period and other requirements are met at both the shareholder and Fund level.
Distributions are taxable to a shareholder (other than a tax-exempt shareholder or a shareholder investing through a tax-advantaged account) even if they are paid from income or gains earned by a Fund before the shareholder’s investment (and thus were included in the price paid by the shareholder for Fund shares). Distributions from a Fund will be taxed as described above whether received in cash or in additional Fund shares.
Notwithstanding the foregoing, each of the Funds may retain (a) investment company taxable income, subject to the distribution requirements applicable for qualification as a regulated investment company under the Code and/or (b) net capital gains and pay a Fund-level tax on any such retained amounts.
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Medicare Tax
A 3.8% Medicare contribution tax is imposed on the “net investment income” of certain individuals, trusts and estates to the extent their income exceeds certain threshold amounts. Net investment income generally includes for this purpose dividends, including any capital gain dividends paid by a Fund, and net gains recognized on the sale, exchange, redemption or other taxable disposition of shares of a Fund.
Sale, Exchange or Redemption
A sale, exchange, or redemption of shares of a Fund, including a redemption in-kind, is a taxable event to the selling, exchanging, or redeeming shareholder. An exchange of a Fund’s shares for shares of another Baillie Gifford fund will be treated as a sale of the Fund’s shares. Any gain resulting from a sale, exchange (including an exchange for shares of another Baillie Gifford fund), or redemption of shares in a Fund will generally (except in the case of a tax-exempt shareholder or a shareholder investing through a tax-advantaged account) be subject to federal income tax at either short-term or long-term capital gain rates depending on how long the shareholder has owned the shares.
Foreign Currency and Other Derivative Transactions
A Fund’s transactions in foreign currencies and certain derivative instruments, including options, futures contracts, forward contracts, swaps and straddles, as well as any of its hedging transactions may be subject to special tax rules and may produce a difference between the Fund’s book income and taxable income. The special tax rules to which such transactions are subject may accelerate income or defer losses of a Fund, or otherwise affect the amount, timing or character of distributions to shareholders. A difference between a Fund’s book and taxable income may cause a portion of the Fund’s income distributions to constitute a return of capital for tax purposes or require the Fund to make distributions exceeding book income to qualify as a regulated investment company and avoid a Fund-level tax.
Debt Transactions
A Fund’s investments in certain debt obligations may cause that Fund to recognize taxable income in excess of the cash generated by such obligations. As a result, a Fund could be required at times to liquidate other investments, including when it is not advantageous to do so, in order to satisfy its distribution requirements.
Foreign Taxes
Each Fund may be subject to foreign withholding and other taxes on income, gains and proceeds derived from foreign investments. Such taxes would reduce the yield on a Fund’s investments. However, as described immediately below, shareholders may be entitled to claim a credit or deduction with respect to their share of foreign taxes incurred by a Fund.
Foreign Tax Credit or Deduction
If more than 50% of a Fund’s assets at taxable year end consist of the securities of foreign corporations, the Fund may elect to permit shareholders who are U.S. citizens or residents or U.S. corporations to claim a foreign tax credit or deduction (but not both) on their U.S. income tax returns for their pro-rata portions of foreign income taxes paid by the Fund. In such case, income of a Fund from non-U.S. sources that is distributed to Fund
shareholders would be treated as income from non-U.S. sources. The amount of foreign income taxes paid by a Fund would be treated as foreign taxes paid directly by Fund shareholders and, in addition, this amount would be treated as additional income to Fund shareholders from non-U.S. sources regardless of whether the Fund shareholder would be eligible to claim a foreign tax credit or deduction in respect of those taxes. Shareholders that are not subject to U.S. federal income tax, and those who invest in a Fund through tax-advantaged accounts (including those who invest through tax-advantaged retirement plans), generally will receive no benefit from any tax credit or deduction passed through by the Fund. Investors should consult their tax advisors for further information relating to the foreign tax credit and deduction, which are subject to certain restrictions and limitations (including, with respect to the foreign tax credit, a holding period requirement applied at both the Fund and the shareholder level). Prospective investors should also consult the discussion in the SAI regarding investment by a Fund in securities of certain foreign corporations.
Annual Tax Reports
Where required, the Funds will provide shareholders with federal tax information annually, including information about dividends and distributions paid during the preceding year.
IRS Returns
Shareholders may be required to file an information return with the IRS including, but not limited to, if they recognize certain levels of losses with respect to shares in a Fund (at least $2 million in any single taxable year or $4 million in any combination of taxable years for an individual shareholder or $10 million in any single taxable year or $20 million in any combination of taxable years for a corporate shareholder), or are deemed to have participated in a confidential transaction involving shares in a Fund.
FinCEN Form 114
Shareholders that are U.S. persons and own, directly or indirectly, more than 50% of a Fund could be required to report annually their “financial interest” in the Fund’s “foreign financial accounts,” if any, on FinCEN Form 114, Report of Foreign Bank and Financial Accounts. Shareholders are urged to consult a tax advisor regarding the applicability to them of this reporting requirement.
Backup Withholding Tax
A Fund generally is required to apply backup withholding and remit to the U.S. Treasury a percentage of the taxable distributions and redemption proceeds paid to any individual shareholder who fails to properly furnish the Fund with a correct taxpayer identification number, who has under-reported dividend or interest income, or who fails to certify to the Fund that he or she is not subject to such withholding.
Non-U.S. Persons Tax Treatment
Fund shareholders who are not U.S. citizens or residents or that are foreign corporations, partnerships, trusts or estates may be subject to substantially different tax treatment with respect to distributions from the Funds.
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FINANCIAL HIGHLIGHTS
The financial highlights tables for each Fund active as of December 31, 2025 are included below.
The financial highlights tables are intended to help you understand each Fund’s financial performance for the past 5 years or, if shorter, the period of the Fund’s operations. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in each Fund (assuming reinvestment of all dividends and distributions). This information for the years or periods ended December 31, 2021, December 31, 2022, December 31, 2023, December 31, 2024, and December 31, 2025 has been audited by Cohen & Company, Ltd., the Trust’s independent registered public accounting firm, whose report, along with the financial statements as of December 31, 2025 of each Fund active as of December 31, 2025, is included in the Funds’ Form N-CSR filing, which is available without charge upon request. The Funds’ financial statements are available online at https://www.bailliegifford.com/pages/funds/literature.
Baillie Gifford China Equities Fund
Selected data for a Class K share outstanding throughout each year/period:
For the | For the | For the | For the | For the Period | (a) | |||
Net asset value, beginning of year/period | $5.11 | $4.75 | $5.89 | $8.27 | $10.00 | |||
From Investment Operations | ||||||||
Net investment income (loss)(b) | 0.06 | 0.11 | 0.08 | 0.05 | (0.02) | |||
Net realized and unrealized gain (loss) on investments | 1.82 | 0.36 | (1.15) | (2.40) | (1.71) | |||
Net increase (decrease) in net asset value from | 1.88 | 0.47 | (1.07) | (2.35) | (1.73) | |||
Dividends and Distributions to Shareholders | ||||||||
From net investment income | (0.07) | (0.11) | (0.07) | (0.03) | — | |||
Total dividends and distributions | (0.07) | (0.11) | (0.07) | (0.03) | — | |||
Net asset value, end of year/period | $6.92 | $5.11 | $4.75 | $5.89 | $8.27 | |||
Total Return | ||||||||
Total return based on net asset value(c) | 36.77% | 9.81% | (18.08)% | (28.40)% | (17.30)% | |||
Ratios/Supplemental Data | ||||||||
Net assets, end of year/period (000’s omitted) | $364 | $267 | $243 | $296 | $872 | |||
Ratio of net expenses to average net assets, before waiver | 8.47% | 10.75% | 11.17% | 9.21% | 11.32% | * | ||
Ratio of net expenses to average net assets, after waiver | 0.87% | 0.87% | 0.87% | 0.87% | 0.87% | * | ||
Ratio of net investment income (loss) to average net assets | 0.95% | 2.26% | 1.48% | 0.73% | (0.56)% | * | ||
Portfolio turnover rate(d) | 13% | 25% | 14% | 31% | 6% | |||
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Baillie Gifford China Equities Fund
Selected data for an Institutional Class share outstanding throughout each year/period:
For the | For the | For the | For the | For the Period | (a) | |||
Net asset value, beginning of year/period | $5.10 | $4.74 | $5.88 | $8.27 | $10.00 | |||
From Investment Operations | ||||||||
Net investment income (loss)(b) | 0.05 | 0.10 | 0.07 | 0.03 | (0.03) | |||
Net realized and unrealized gain (loss) on investments | 1.81 | 0.36 | (1.14) | (2.38) | (1.70) | |||
Net increase (decrease) in net asset value from | 1.86 | 0.46 | (1.07) | (2.35) | (1.73) | |||
Dividends and Distributions to Shareholders | ||||||||
From net investment income | (0.06) | (0.10) | (0.07) | (0.04) | — | |||
Total dividends and distributions | (0.06) | (0.10) | (0.07) | (0.04) | — | |||
Net asset value, end of year/period | $6.90 | $5.10 | $4.74 | $5.88 | $8.27 | |||
Total Return | ||||||||
Total return based on net asset value(c) | 36.53% | 9.76% | (18.03)% | (28.43)% | (17.30)% | |||
Ratios/Supplemental Data | ||||||||
Net assets, end of year/period (000’s omitted) | $2,784 | $2,330 | $1,803 | $1,785 | $1,801 | |||
Ratio of net expenses to average net assets, before waiver | 8.56% | 10.84% | 11.25% | 9.30% | 11.32% | * | ||
Ratio of net expenses to average net assets, after waiver | 0.96% | 0.96% | 0.95% | 0.96% | 0.87% | * | ||
Ratio of net investment income (loss) to average net assets | 0.83% | 2.11% | 1.34% | 0.55% | (0.60)% | * | ||
Portfolio turnover rate(d) | 13% | 25% | 14% | 31% | 6% | |||
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Baillie Gifford Emerging Markets Equities Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $19.17 | $18.72 | $17.04 | $24.44 | $27.56 | ||
From Investment Operations | |||||||
Net investment income(a) | 0.37 | 0.52 | 0.45 | 0.76 | 0.44 | ||
Net realized and unrealized gain (loss) on investments | 7.43 | 0.60 | 1.99 | (7.23) | (2.85) | ||
Net increase (decrease) in net asset value from | 7.80 | 1.12 | 2.44 | (6.47) | (2.41) | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.44) | (0.67) | (0.76) | (0.93) | (0.35) | ||
From net realized gain on investments | — | — | — | — | (0.36) | ||
Total dividends and distributions | (0.44) | (0.67) | (0.76) | (0.93) | (0.71) | ||
Net asset value, end of year | $26.53 | $19.17 | $18.72 | $17.04 | $24.44 | ||
Total Return | |||||||
Total return based on net asset value(b) | 40.69% | 6.00% | 14.30% | (26.47)% | (8.72)% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $2,959,765 | $2,374,315 | $2,233,351 | $1,949,586 | $2,654,520 | ||
Ratio of net expenses to average net assets | 0.77% | 0.79% | 0.81% | 0.83% | 0.78% | ||
Ratio of net investment income to average net assets | 1.64% | 2.59% | 2.45% | 3.94% | 1.58% | ||
Portfolio turnover rate(c) | 28% | 21% | 23% | 15% | 19% | ||
102
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets Equities Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $19.16 | $18.72 | $17.04 | $24.43 | $27.55 | ||
From Investment Operations | |||||||
Net investment income(a) | 0.36 | 0.49 | 0.44 | 0.74 | 0.41 | ||
Net realized and unrealized gain (loss) on investments | 7.42 | 0.61 | 1.98 | (7.22) | (2.85) | ||
Net increase (decrease) in net asset value from | 7.78 | 1.10 | 2.42 | (6.48) | (2.44) | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.43) | (0.66) | (0.74) | (0.91) | (0.32) | ||
From net realized gain on investments | — | — | — | — | (0.36) | ||
Total dividends and distributions | (0.43) | (0.66) | (0.74) | (0.91) | (0.68) | ||
Net asset value, end of year | $26.51 | $19.16 | $18.72 | $17.04 | $24.43 | ||
Total Return | |||||||
Total return based on net asset value(b) | 40.60% | 5.89% | 14.21% | (26.52)% | (8.82)% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $2,076,527 | $1,188,974 | $932,066 | $838,274 | $1,203,032 | ||
Ratio of net expenses to average net assets | 0.86% | 0.87% | 0.89% | 0.91% | 0.87% | ||
Ratio of net investment income to average net assets | 1.60% | 2.44% | 2.40% | 3.81% | 1.46% | ||
Portfolio turnover rate(c) | 28% | 21% | 23% | 15% | 19% | ||
103
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets ex China Fund
Selected data for a Class K share outstanding throughout each year/period:
For the | For the | For the | For the | For the Period | (a) | |||
Net asset value, beginning of year/period | $8.90 | $8.62 | $7.15 | $10.02 | $10.00 | |||
From Investment Operations | ||||||||
Net investment income(b) | 0.14 | 0.13 | 0.21 | 0.34 | 0.01 | |||
Net realized and unrealized gain (loss) on investments | 3.71 | 0.39 | 1.50 | (2.85) | 0.01 | |||
Net increase (decrease) in net asset value from | 3.85 | 0.52 | 1.71 | (2.51) | 0.02 | |||
Dividends and Distributions to Shareholders | ||||||||
From net investment income | (0.24) | (0.24) | (0.24) | (0.36) | — | |||
Total dividends and distributions | (0.24) | (0.24) | (0.24) | (0.36) | — | |||
Net asset value, end of year/period | $12.51 | $8.90 | $8.62 | $7.15 | $10.02 | |||
Total Return | ||||||||
Total return based on net asset value(c) | 43.26% | 6.07% | 23.87% | (25.07)% | 0.20% | |||
Ratios/Supplemental Data | ||||||||
Net assets, end of year/period (000’s omitted) | $707 | $493 | $465 | $375 | $501 | |||
Ratio of net expenses to average net assets, before waiver | 20.15% | 24.18% | 27.12% | 19.57% | 328.89% | * | ||
Ratio of net expenses to average net assets, after waiver | 0.87% | 0.87% | 0.87% | 0.87% | 0.87% | * | ||
Ratio of net investment income to average net assets | 1.35% | 1.42% | 2.66% | 4.24% | 17.62% | * | ||
Portfolio turnover rate(d) | 20% | 15% | 36% | 13% | —% | |||
104
Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets ex China Fund
Selected data for an Institutional Class share outstanding throughout each year/period:
For the | For the | For the | For the | For the Period | (a) | |||
Net asset value, beginning of year/period | $8.90 | $8.62 | $7.15 | $10.02 | $10.00 | |||
From Investment Operations | ||||||||
Net investment income(b) | 0.14 | 0.13 | 0.21 | 0.34 | 0.01 | |||
Net realized and unrealized gain (loss) on investments | 3.71 | 0.39 | 1.50 | (2.85) | 0.01 | |||
Net increase (decrease) in net asset value from | 3.85 | 0.52 | 1.71 | (2.51) | 0.02 | |||
Dividends and Distributions to Shareholders | ||||||||
From net investment income | (0.24) | (0.24) | (0.24) | (0.36) | — | |||
Total dividends and distributions | (0.24) | (0.24) | (0.24) | (0.36) | — | |||
Net asset value, end of year/period | $12.51 | $8.90 | $8.62 | $7.15 | $10.02 | |||
Total Return | ||||||||
Total return based on net asset value(c) | 43.26% | 6.07% | 23.87% | (25.07)% | 0.20% | |||
Ratios/Supplemental Data | ||||||||
Net assets, end of year/period (000’s omitted) | $707 | $493 | $465 | $375 | $501 | |||
Ratio of net expenses to average net assets, before waiver | 20.15% | 24.18% | 27.12% | 19.57% | 328.89% | * | ||
Ratio of net expenses to average net assets, after waiver | 0.87% | 0.87% | 0.87% | 0.87% | 0.87% | * | ||
Ratio of net investment income to average net assets | 1.35% | 1.42% | 2.66% | 4.24% | 17.62% | * | ||
Portfolio turnover rate(d) | 20% | 15% | 36% | 13% | —% | |||
105
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $16.06 | $15.96 | $13.50 | $19.62 | $21.12 | ||
From Investment Operations | |||||||
Net investment income(a) | 0.04 | 0.07 | 0.08 | 0.11 | 0.05 | ||
Net realized and unrealized gain (loss) on investments | 2.81 | 1.69 | 2.56 | (5.82) | 1.56 | ||
Net increase (decrease) in net asset value from | 2.85 | 1.76 | 2.64 | (5.71) | 1.61 | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.59) | (0.26) | (0.18) | (0.01) | (0.33) | ||
From net realized gain on investments | (5.09) | (1.40) | — | (0.40) | (2.78) | ||
Total dividends and distributions | (5.68) | (1.66) | (0.18) | (0.41) | (3.11) | ||
Net asset value, end of year | $13.23 | $16.06 | $15.96 | $13.50 | $19.62 | ||
Total Return | |||||||
Total return based on net asset value(b) | 17.50% | 10.87% | 19.65% | (29.08)% | 7.64% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $297,703 | $327,190 | $368,280 | $398,663 | $513,807 | ||
Ratio of net expenses to average net assets | 0.65% | 0.65% | 0.65% | 0.67% | 0.64% | ||
Ratio of net investment income to average net assets | 0.21% | 0.43% | 0.55% | 0.74% | 0.23% | ||
Portfolio turnover rate(c) | 30% | 28% | 19% | 9% | 40% | ||
106
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $16.10 | $15.97 | $13.51 | $19.65 | $21.15 | ||
From Investment Operations | |||||||
Net investment income(a) | 0.02 | 0.06 | 0.07 | 0.09 | 0.05 | ||
Net realized and unrealized gain (loss) on investments | 2.81 | 1.68 | 2.56 | (5.82) | 1.54 | ||
Net increase (decrease) in net asset value from | 2.83 | 1.74 | 2.63 | (5.73) | 1.59 | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.58) | (0.21) | (0.17) | (0.01) | (0.31) | ||
From net realized gain on investments | (5.09) | (1.40) | — | (0.40) | (2.78) | ||
Total dividends and distributions | (5.67) | (1.61) | (0.17) | (0.41) | (3.09) | ||
Net asset value, end of year | $13.26 | $16.10 | $15.97 | $13.51 | $19.65 | ||
Total Return | |||||||
Total return based on net asset value(b) | 17.27% | 10.76% | 19.50% | (29.14)% | 7.53% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $37,299 | $35,191 | $44,289 | $38,317 | $51,045 | ||
Ratio of net expenses to average net assets | 0.74% | 0.75% | 0.75% | 0.76% | 0.74% | ||
Ratio of net investment income to average net assets | 0.14% | 0.33% | 0.48% | 0.58% | 0.21% | ||
Portfolio turnover rate(c) | 30% | 28% | 19% | 9% | 40% | ||
107
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $12.72 | $12.63 | $10.77 | $15.36 | $16.71 | ||
From Investment Operations | |||||||
Net investment income(a) | 0.16 | 0.12 | 0.11 | 0.14 | 0.16 | ||
Net realized and unrealized gain (loss) on investments | 2.34 | 0.52 | 1.91 | (4.54) | (0.27) | ||
Net increase (decrease) in net asset value from | 2.50 | 0.64 | 2.02 | (4.40) | (0.11) | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.13) | (0.10) | (0.16) | (0.19) | (0.17) | ||
From net realized gain on investments | (1.56) | (0.45) | — | — | (1.07) | ||
Total dividends and distributions | (1.69) | (0.55) | (0.16) | (0.19) | (1.24) | ||
Net asset value, end of year | $13.53 | $12.72 | $12.63 | $10.77 | $15.36 | ||
Total Return | |||||||
Total return based on net asset value(b) | 19.59% | 5.02% | 18.76% | (28.65)% | (0.62)% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $712,102 | $781,330 | $759,520 | $700,531 | $1,222,693 | ||
Ratio of net expenses to average net assets | 0.59% | 0.59% | 0.60% | 0.61% | 0.58% | ||
Ratio of net investment income to average net assets | 1.11% | 0.88% | 0.97% | 1.20% | 0.92% | ||
Portfolio turnover rate(c) | 19% | 20% | 16% | 19% | 16% | ||
108
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | ||||||
Net asset value, beginning of year | $12.85 | $12.75 | $10.87 | $15.41 | $16.76 | |||||
From Investment Operations | ||||||||||
Net investment income(a) | 0.14 | 0.11 | 0.11 | 0.14 | 0.14 | |||||
Net realized and unrealized gain (loss) on investments | 2.37 | 0.52 | 1.91 | (4.56) | (0.27) | |||||
Net increase (decrease) in net asset value from | 2.51 | 0.63 | 2.02 | (4.42) | (0.13) | |||||
Dividends and Distributions to Shareholders | ||||||||||
From net investment income | (0.12) | (0.08) | (0.14) | (0.12) | (0.15) | |||||
From net realized gain on investments | (1.56) | (0.45) | — | — | (1.07) | |||||
Total dividends and distributions | (1.68) | (0.53) | (0.14) | (0.12) | (1.22) | |||||
Net asset value, end of year | $13.68 | $12.85 | $12.75 | $10.87 | $15.41 | |||||
Total Return | ||||||||||
Total return based on net asset value(b) | 19.45% | 4.93% | 18.60% | (28.67)% | (0.74)% | |||||
Ratios/Supplemental Data | ||||||||||
Net assets, end of year (000’s omitted) | $97,607 | $97,579 | $103,409 | $136,987 | $758,401 | |||||
Ratio of net expenses to average net assets | 0.69% | 0.68% | 0.68% | 0.71% | 0.68% | |||||
Ratio of net investment income to average net assets | 0.97% | 0.79% | 0.92% | 1.20% | 0.82% | |||||
Portfolio turnover rate(c) | 19% | 20% | 16% | 19% | 16% | |||||
109
Baillie Gifford Funds – Prospectus
Baillie Gifford International Concentrated Growth Equities Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | |||||||
Net asset value, beginning of year | $7.67 | $6.47 | $5.63 | $9.89 | $12.31 | ||||||
From Investment Operations | |||||||||||
Net investment income (loss)(a) | (0.03) | 0.00 | (b) | (0.01) | (0.01) | 0.04 | |||||
Net realized and unrealized gain (loss) on investments | 1.31 | 1.20 | 0.85 | (3.91) | 0.03 | ||||||
Net increase (decrease) in net asset value from | 1.28 | 1.20 | 0.84 | (3.92) | 0.07 | ||||||
Dividends and Distributions to Shareholders | |||||||||||
From net investment income | — | — | — | (0.00 | )(b) | (0.03) | |||||
From net realized gain on investments | — | — | — | (0.34) | (2.46) | ||||||
Total dividends and distributions | — | — | — | (0.34) | (2.49) | ||||||
Net asset value, end of year | $8.95 | $7.67 | $6.47 | $5.63 | $9.89 | ||||||
Total Return | |||||||||||
Total return based on net asset value(c) | 16.69% | 18.55% | 14.92% | (39.55)% | 0.74% | ||||||
Ratios/Supplemental Data | |||||||||||
Net assets, end of year (000’s omitted) | $39,604 | $34,058 | $32,839 | $29,867 | $56,513 | ||||||
Ratio of net expenses to average net assets, before waiver | 0.83% | 0.90% | 0.89% | 0.91% | 0.79% | ||||||
Ratio of net expenses to average net assets, after waiver | 0.72% | 0.72% | 0.72% | 0.72% | 0.72% | ||||||
Ratio of net investment income (loss) to average net assets | (0.30)% | (0.02)% | (0.09)% | (0.10)% | 0.27% | ||||||
Portfolio turnover rate(d) | 15% | 26% | 28% | 65% | 54% | ||||||
110
Baillie Gifford Funds – Prospectus
Baillie Gifford International Concentrated Growth Equities Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | ||||||
Net asset value, beginning of year | $7.55 | $6.38 | $5.56 | $9.78 | $12.19 | |||||
From Investment Operations | ||||||||||
Net investment income (loss)(a) | (0.04) | (0.01) | (0.01) | (0.01) | 0.01 | |||||
Net realized and unrealized gain (loss) on investments | 1.29 | 1.18 | 0.83 | (3.87) | 0.05 | |||||
Net increase (decrease) in net asset value from | 1.25 | 1.17 | 0.82 | (3.88) | 0.06 | |||||
Dividends and Distributions to Shareholders | ||||||||||
From net investment income | — | — | — | (0.00 | )(b) | (0.01) | ||||
From net realized gain on investments | — | — | — | (0.34) | (2.46) | |||||
Total dividends and distributions | — | — | — | (0.34) | (2.47) | |||||
Net asset value, end of year | $8.80 | $7.55 | $6.38 | $5.56 | $9.78 | |||||
Total Return | ||||||||||
Total return based on net asset value(c) | 16.56% | 18.34% | 14.75% | (39.58)% | 0.69% | |||||
Ratios/Supplemental Data | ||||||||||
Net assets, end of year (000’s omitted) | $58,829 | $45,416 | $42,738 | $37,633 | $57,278 | |||||
Ratio of net expenses to average net assets, before waiver | 0.94% | 0.99% | 0.99% | 1.00% | 0.90% | |||||
Ratio of net expenses to average net assets, after waiver | 0.82% | 0.81% | 0.82% | 0.81% | 0.83% | |||||
Ratio of net investment income (loss) to average net assets | (0.41)% | (0.13)% | (0.22)% | (0.22)% | 0.11% | |||||
Portfolio turnover rate(d) | 15% | 26% | 28% | 65% | 54% | |||||
111
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $12.50 | $12.45 | $10.93 | $16.77 | $21.54 | ||
From Investment Operations | |||||||
Net investment income(a) | 0.01 | 0.04 | 0.04 | 0.08 | 0.15 | ||
Net realized and unrealized gain (loss) on investments | 2.15 | 0.94 | 1.53 | (5.86) | (2.20) | ||
Net increase (decrease) in net asset value from | 2.16 | 0.98 | 1.57 | (5.78) | (2.05) | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.01) | (0.04) | (0.04) | (0.01) | (0.43) | ||
From net realized gain on investments | (0.75) | (0.89) | (0.01) | (0.05) | (2.29) | ||
Total dividends and distributions | (0.76) | (0.93) | (0.05) | (0.06) | (2.72) | ||
Net asset value, end of year | $13.90 | $12.50 | $12.45 | $10.93 | $16.77 | ||
Total Return | |||||||
Total return based on net asset value(b) | 17.24% | 7.84% | 14.36% | (34.43)% | (9.43)% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $64,893 | $64,776 | $67,516 | $57,075 | $82,820 | ||
Ratio of net expenses to average net assets | 0.57% | 0.57% | 0.58% | 0.60% | 0.57% | ||
Ratio of net investment income to average net assets | 0.09% | 0.33% | 0.31% | 0.66% | 0.69% | ||
Portfolio turnover rate(c) | 21% | 22% | 12% | 12% | 13% | ||
112
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | |||||
Net asset value, beginning of year | $12.46 | $12.41 | $10.90 | $16.72 | $21.48 | ||||
From Investment Operations | |||||||||
Net investment income (loss)(a) | 0.00 | (b) | 0.03 | 0.02 | 0.07 | 0.12 | |||
Net realized and unrealized gain (loss) on investments | 2.15 | 0.94 | 1.53 | (5.84) | (2.18) | ||||
Net increase (decrease) in net asset value from | 2.15 | 0.97 | 1.55 | (5.77) | (2.06) | ||||
Dividends and Distributions to Shareholders | |||||||||
From net investment income | 0.00 | (b) | (0.03) | (0.03) | — | (0.41) | |||
From net realized gain on investments | (0.75) | (0.89) | (0.01) | (0.05) | (2.29) | ||||
Total dividends and distributions | (0.75) | (0.92) | (0.04) | (0.05) | (2.70) | ||||
Net asset value, end of year | $13.86 | $12.46 | $12.41 | $10.90 | $16.72 | ||||
Total Return | |||||||||
Total return based on net asset value(c) | 17.23% | 7.80% | 14.20% | (34.49)% | (9.49)% | ||||
Ratios/Supplemental Data | |||||||||
Net assets, end of year (000’s omitted) | $332,656 | $248,954 | $241,906 | $196,648 | $321,882 | ||||
Ratio of net expenses to average net assets | 0.65% | 0.65% | 0.66% | 0.68% | 0.65% | ||||
Ratio of net investment income (loss) to average net assets | (0.01)% | 0.24% | 0.19% | 0.60% | 0.55% | ||||
Portfolio turnover rate(d) | 21% | 22% | 12% | 12% | 13% | ||||
113
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $33.24 | $26.59 | $19.46 | $37.48 | $38.47 | ||
From Investment Operations | |||||||
Net investment (loss)(a) | (0.16) | (0.12) | (0.07) | (0.08) | (0.25) | ||
Net realized and unrealized gain (loss) on investments | 5.60 | 6.77 | 7.20 | (17.19) | 1.19 | ||
Net increase (decrease) in net asset value from | 5.44 | 6.65 | 7.13 | (17.27) | 0.94 | ||
Dividends and Distributions to Shareholders | |||||||
From net realized gain on investments | — | — | — | (0.75) | (1.93) | ||
Total dividends and distributions | — | — | — | (0.75) | (1.93) | ||
Net asset value, end of year | $38.68 | $33.24 | $26.59 | $19.46 | $37.48 | ||
Total Return | |||||||
Total return based on net asset value(b) | 16.40% | 24.97% | 36.64% | (46.04)% | 2.48% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $587,591 | $524,413 | $320,106 | $240,856 | $432,975 | ||
Ratio of net expenses to average net assets | 0.70% | 0.70% | 0.71% | 0.73% | 0.70% | ||
Ratio of net investment loss to average net assets | (0.43)% | (0.38)% | (0.29)% | (0.34)% | (0.61)% | ||
Portfolio turnover rate(c) | 22% | 27% | 17% | 28% | 16% | ||
114
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $33.03 | $26.44 | $19.38 | $37.36 | $38.38 | ||
From Investment Operations | |||||||
Net investment (loss)(a) | (0.20) | (0.14) | (0.09) | (0.10) | (0.29) | ||
Net realized and unrealized gain (loss) on investments | 5.57 | 6.73 | 7.15 | (17.13) | 1.20 | ||
Net increase (decrease) in net asset value from | 5.37 | 6.59 | 7.06 | (17.23) | 0.91 | ||
Dividends and Distributions to Shareholders | |||||||
From net realized gain on investments | — | — | — | (0.75) | (1.93) | ||
Total dividends and distributions | — | — | — | (0.75) | (1.93) | ||
Net asset value, end of year | $38.40 | $33.03 | $26.44 | $19.38 | $37.36 | ||
Total Return | |||||||
Total return based on net asset value(b) | 16.26% | 24.92% | 36.43% | (46.08)% | 2.40% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $316,422 | $330,093 | $250,427 | $176,109 | $525,321 | ||
Ratio of net expenses to average net assets | 0.79% | 0.80% | 0.81% | 0.84% | 0.80% | ||
Ratio of net investment loss to average net assets | (0.54)% | (0.48)% | (0.39)% | (0.42)% | (0.71)% | ||
Portfolio turnover rate(c) | 22% | 27% | 17% | 28% | 16% | ||
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Baillie Gifford Funds – Prospectus
Baillie Gifford U.S. Equity Growth Fund
Selected data for a Class K share outstanding throughout each year:
For the | For the | For the | For the | For the | ||||
Net asset value, beginning of year | $26.60 | $20.37 | $13.95 | $34.63 | $39.85 | |||
From Investment Operations | ||||||||
Net investment (loss)(a) | (0.15) | (0.11) | (0.09) | (0.10) | (0.25) | |||
Net realized and unrealized gain (loss) on investments | 2.91 | 6.34 | 6.51 | (19.21) | (1.40) | |||
Net increase (decrease) in net asset value from | 2.76 | 6.23 | 6.42 | (19.31) | (1.65) | |||
Dividends and Distributions to Shareholders | ||||||||
From net realized gain on investments | — | — | — | (1.37) | (3.57) | |||
Total dividends and distributions | — | — | — | (1.37) | (3.57) | |||
Net asset value, end of year | $29.36 | $26.60 | $20.37 | $13.95 | $34.63 | |||
Total Return | ||||||||
Total return based on net asset value(b) | 10.38% | 30.59% | 46.02% | (55.58)% | (4.17)% | |||
Ratios/Supplemental Data | ||||||||
Net assets, end of year (000’s omitted) | $8,533 | $8,615 | $21,710 | $16,273 | $38,673 | |||
Ratio of net expenses to average net assets, before waiver | 1.50% | 1.25% | 1.00% | 0.97% | 0.68% | |||
Ratio of net expenses to average net assets, after waiver | 0.65% | 0.65% | 0.65% | 0.65% | 0.65% | |||
Ratio of net investment loss to average net assets | (0.52)% | (0.51)% | (0.50)% | (0.53)% | (0.58)% | |||
Portfolio turnover rate(c) | 18% | 19% | 22% | 14% | 70% | |||
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Baillie Gifford Funds – Prospectus
Baillie Gifford U.S. Equity Growth Fund
Selected data for an Institutional Class share outstanding throughout each year:
For the | For the | For the | For the | For the | ||||
Net asset value, beginning of year | $26.44 | $20.27 | $13.90 | $34.53 | $39.78 | |||
From Investment Operations | ||||||||
Net investment (loss)(a) | (0.18) | (0.14) | (0.10) | (0.13) | (0.29) | |||
Net realized and unrealized gain (loss) on investments | 2.89 | 6.31 | 6.47 | (19.13) | (1.39) | |||
Net increase (decrease) in net asset value from | 2.71 | 6.17 | 6.37 | (19.26) | (1.68) | |||
Dividends and Distributions to Shareholders | ||||||||
From net realized gain on investments | — | — | — | (1.37) | (3.57) | |||
Total dividends and distributions | — | — | — | (1.37) | (3.57) | |||
Net asset value, end of year | $29.15 | $26.44 | $20.27 | $13.90 | $34.53 | |||
Total Return | ||||||||
Total return based on net asset value(b) | 10.25% | 30.44% | 45.93% | (55.63)% | (4.25)% | |||
Ratios/Supplemental Data | ||||||||
Net assets, end of year (000’s omitted) | $9,794 | $13,895 | $23,799 | $18,714 | $58,804 | |||
Ratio of net expenses to average net assets, before waiver | 1.60% | 1.34% | 1.10% | 1.08% | 0.77% | |||
Ratio of net expenses to average net assets, after waiver | 0.75% | 0.75% | 0.75% | 0.76% | 0.75% | |||
Ratio of net investment loss to average net assets | (0.62)% | (0.61)% | (0.59)% | (0.64)% | (0.68)% | |||
Portfolio turnover rate(c) | 18% | 19% | 22% | 14% | 70% | |||
117
Baillie Gifford Funds – Prospectus
ADDITIONAL PERFORMANCE
INFORMATION
As noted in the Fund Summaries above, this section contains additional information regarding the calculation of each Fund’s performance and the presentation of such performance. The Average Annual Total Returns Table in each Fund Summary compares the relevant Fund’s returns with those of a broad-based market index. The sub-section below titled “Index Descriptions” describes the market indices that are used in each Fund Summary and referenced in the Principal Investment Strategies of certain Funds. The sub-section below titled “Share Class Performance” describes the calculation of each Fund’s class-by-class performance. Information provided below is current as of March 31, 2026.
Unless otherwise noted, index returns reflect the reinvestment of income dividends and capital gains, if any, but do not reflect fees, taxes (including withholding taxes), brokerage commissions or other expenses of investing. It is not possible to invest directly in an index.
Index Descriptions
The MSCI ACWI Index (previously the MSCI All Country World Index (“ACWI”)) captures large and mid-cap representation across 23 Developed Markets and 24 Emerging Markets countries. With 2515 constituents, the index covers approximately 85% of the global investable equity opportunity set.
The MSCI ACWI ex USA Index captures large and mid-cap representation across 22 of 23 Developed Markets countries (excluding the U.S.) and 24 Emerging Markets countries. With 1977 constituents, the index covers approximately 85% of the global equity opportunity set outside the U.S.
The MSCI China All Shares Index captures large and mid-cap representation across China A-shares, B-shares, H-shares, Red-chips, P-chips and foreign listings (e.g. ADRs). The index aims to reflect the opportunity set of China share classes listed in Hong Kong, Shanghai, Shenzhen and outside of China. It is based on the concept of the integrated MSCI China equity universe with China A-shares included.
The MSCI Emerging Markets ex China Index captures large and mid cap representation across 23 of the 24 Emerging Markets countries excluding China. With 625 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI Emerging Markets Index captures large and mid-cap representation across 24 Emerging Markets countries. With 1204 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI EAFE Index is an equity index which captures large and mid-cap representation across 21 Developed Markets countries around the world, excluding the U.S. and Canada. With 690 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The Russell 1000® Growth Index measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000 companies with relatively higher
price-to-book ratios, higher Institutional Brokers’ Estimate System forecast medium term (2 year) growth and higher sales per share historical growth (5 years). The Russell 1000® Growth Index is constructed to provide a comprehensive and unbiased barometer for the large-cap growth segment. The index is completely reconstituted annually to ensure new and growing equities are included and that the represented companies continue to reflect growth characteristics.
The S&P 500 Index includes 500 leading companies and covers approximately 80% of available market capitalization.
For the purposes of the index descriptions above, “Developed Markets” countries include: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the UK and the US. “Emerging Markets” countries include: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Kuwait, Malaysia, Mexico, Peru, Philippines, Poland, Qatar, Saudi Arabia, South Africa, Taiwan, Thailand, Turkey and United Arab Emirates.
Index Disclaimers
The S&P 500 Index is a product of S&P Dow Jones Indices LLC or its affiliates (“SPDJI”), and has been licensed for use by Baillie Gifford & Co. S&P® and S&P 500® are trademarks of S&P Global, Inc. or its affiliates (“S&P”); Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by Baillie Gifford & Co. Baillie Gifford & Co product(s) are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, their respective affiliates and none of such parties make any representation regarding the advisability of investing in such product(s) nor do they have any liability for any errors, omissions, or interruptions of the S&P 500 Index.
MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indexes or any securities or financial products. This Prospectus is not approved, endorsed, reviewed or produced by MSCI. None of the MSCI data is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such.
The Russell 1000 Growth Index. The source of the index data is London Stock Exchange Group plc and its group undertakings (collectively, the “LSE Group”).© LSE Group 2026. FTSE Russell is a trading name of certain of the LSE Group companies. “Russell®” is a trademark(s) of the relevant LSE Group companies and is used by any other LSE Group company under license. “TMX®” is a trademark of TSX, Inc. and used by the LSE Group under license. All rights in the FTSE Russell indexes or data vest in the relevant LSE Group company which owns the index or the data. Neither LSE Group nor its licensors accept any liability for any errors or omissions in the indexes or data and no party may rely on any indexes or data contained in this Prospectus. No further distribution of data from the LSE Group is permitted without the relevant LSE Group company’s express
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Baillie Gifford Funds – Prospectus
written consent. The LSE Group does not promote, sponsor or endorse the content of this Prospectus.
Share Class Performance
Information about a Fund’s performance is based on that Fund’s record to a recent date and is not intended to indicate future performance. Investment results of the Funds will fluctuate over time, and any representation of the Funds’ total return for any prior period should not be considered as a representation of what an investor’s total return will be in any future period. The Trust’s annual and semi-annual reports to shareholders contain additional performance information for the Funds and are available upon request, without charge, using the contact information included at end of this Prospectus.
The total return presentations in the Fund summaries have, for certain Funds, been based on the performance of a different class that dates back to a Fund’s inception or that has the longest history of continuous operation. The resulting performance information shown has been adjusted to reflect certain fees and expenses applicable to Institutional Class shares, and, in some cases, Class K shares, which are expected generally to be higher than the fees and expenses of the class on which its performance information is based. These adjustments thus generally result in estimated performance results that are lower than the actual results of the class on which the performance information is based, as a result of differing levels of fees and expenses borne.
The following table shows the most recent inception dates for the classes of shares of the Funds that were operational as of December 31, 2025.
Fund | Most Recent | Class | Most Recent |
Baillie Gifford China Equities Fund | July 7, 2021 | Class K | July 7, 2021 |
Institutional | July 7, 2021 | ||
Baillie Gifford Emerging Markets Equities Fund(1) | April 4, 2003 | Class K | April 28, 2017 |
Institutional | April 28, 2017 | ||
Baillie Gifford Emerging Markets ex China Fund | December 28, 2021 | Class K | December 28, 2021 |
Institutional | December 28, 2021 | ||
Baillie Gifford Global Alpha Equities Fund(1) | November 15, 2011 | Class K | April 28, 2017 |
Institutional | April 28, 2017 | ||
Baillie Gifford International Alpha Fund(1) | February 7, 2008 | Class K | April 28, 2017 |
Institutional | April 28, 2017 | ||
Baillie Gifford International Concentrated Growth Equities Fund | December 14, 2017 | Class K | December 14, 2017 |
Institutional | December 14, 2017 | ||
Baillie Gifford International Growth Fund(1) | March 6, 2008 | Class K | April 28, 2017 |
Institutional | April 28, 2017 | ||
Baillie Gifford Long Term Global Growth Fund(1) | June 10, 2014 | Class K | April 28, 2017 |
Institutional | April 28, 2017 | ||
Baillie Gifford U.S. Equity Growth Fund(2) | December 5, 2016 | Class K | May 1, 2017 |
Institutional | April 28, 2017 |
purchased Class 1 shares. Classes 1‑5 of Baillie Gifford U.S. Equity Growth Fund were terminated effective May 1, 2017. For the purposes of the total return data and other data reflected in the Fund’s financial highlights, the Fund has used December 5, 2016 as its inception date. For accounting purposes, the Fund considers December 6, 2016 to be the date it commenced operations.
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Baillie Gifford Funds – Prospectus
HISTORICAL PERFORMANCE
INFORMATION FOR SIMILAR ACCOUNTS
Certain Funds were recently organized and have little or no performance history of their own that is permitted to be shown in the “Fund Summaries” section of this Prospectus. For Baillie Gifford China Equities Fund, historical performance information for a single Similar Account, which is a non-U.S. regulated open-end investment fund, managed by the Manager and its affiliates that has substantially similar investment objectives, policies, strategies, risks and investment restrictions as the Fund, is provided.
The performance of the Similar Account may differ, sometimes significantly, from the performance of the Fund for a variety of reasons, including as a result of the timing of investments and redemptions and divergences in underlying investments resulting from various regulatory restrictions specific to mutual funds as well as other differences relating to jurisdiction and/or product design. In addition, the effect of taxes on any investor will depend on such person’s tax status, and the results have not been reduced to reflect any income tax that may have been payable. The Similar Account is not offered to U.S. investors and will not accept investments from any U.S. persons.
The Similar Account is separate and distinct from the Fund, and the results presented below may not necessarily equate with the return experiences by any particular investor. The performance of the Similar Account is not intended as a substitute for the Fund’s performance and should not be considered a prediction of the future performance of the Fund or the Manager.
The returns of the Similar Account have been converted to U.S. dollars. The Similar Accounts are managed in British pounds sterling (GBP). For Similar Accounts managed in British pounds sterling (GBP), the returns of the Similar Account would have been different if it had not been converted to U.S. dollars. All returns presented were calculated on a total return basis and include all dividends and interest, accrued income and realized and unrealized gains and losses. The performance for the Similar Account has been calculated in a manner that complies with local performance reporting requirements, which may differ from the standardized SEC method. All returns reflect the deduction of brokerage commissions and execution costs paid by the Similar Account, without provision for federal or state income taxes. “Net of fees” figures are net of all actual fees and reflect the deduction of investment advisory fees and for the Similar Account, reflect the deduction of all account-level fees, which include custodial fees.
Securities transactions are accounted for on the trade date and accrual accounting is utilized. Cash and equivalents are included in performance returns. The Similar Account may be subject to lower expenses than the Fund and is not subject to the same diversification requirements, specific tax restrictions and investment limitations imposed on the Fund by the 1940 Act or Subchapter M of the Code. Consequently, the performance results for the Similar Account may have been less favorable had it been subject to the same expenses as the Fund or had it been regulated as an investment company under the federal securities laws.
Similar Account Performance for Baillie Gifford China Equities Fund:
Annualized returns for periods ended December 31:
Period | Baillie Gifford | Index (USD)* | |||||
Since Inception | 10.22% | 9.30% | |||||
10 Years | 7.66% | 6.55% | |||||
5 Years | ‑6.34% | ‑2.26% | |||||
3 Years | 6.72% | 10.14% | |||||
1 Year | 37.54% | 29.22% | |||||
Year | Baillie Gifford | Index (USD)* | |||||
2025 | 37.54% | 29.22% | |||||
2024 | 9.24% | 16.67% | |||||
2023 | ‑19.09% | ‑11.35% | |||||
2022 | ‑27.34% | ‑23.47% | |||||
2021 | ‑18.16% | ‑12.80% | |||||
2020 | 60.96% | 33.61% | |||||
2019 | 34.03% | 21.49% | |||||
2018 | ‑23.03% | ‑14.56% | |||||
2017 | 63.63% | 44.19% | |||||
2016 | 5.61% | 5.75% | |||||
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Baillie Gifford Funds – Prospectus
CONTACTS AND FURTHER INFORMATION
Fund | The SAI contains more detailed information about each Fund. The SAI is incorporated by reference into this Prospectus, which means that it is legally considered to be part of this Prospectus. |
Investments | Additional information about each Fund’s investments can be found: — On the Manager’s website at http://USmutualfund.bailliegifford.com. — In the SAI. The Trust’s policies on disclosing the Funds’ portfolio holdings are described in the SAI. — In the annual and semi-annual reports to shareholders and in Form N-CSR. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected that Fund’s performance during its last fiscal year to date. In Form N-CSR, you will find the Funds’ annual and semi-annual financial statements. |
Copies of Reports | The Prospectus, the SAI, the most recent annual and semi-annual reports to shareholders of each Fund, and other information such as Fund financial statements, may be obtained, free of charge, by contacting the Trust using the contacts below and: — On the Trust’s website, at http://USmutualfund.bailliegifford.com. Reports and other information about the Funds are available: — On the EDGAR database on the SEC’s Internet site at http://www.sec.gov. This website includes reports and other information about the Funds. Copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov. |
Books and Records | The books and records of the Funds are maintained at the offices of the Manager at Calton Square, 1 Greenside Row, Edinburgh, EH1 3AN, the offices of the Transfer Agent at 118 Flanders Road, Westborough, MA 01581, and the offices of the Custodian at 240 Greenwich Street, New York, NY 10286. |
Other Shareholder Queries | Shareholders may request other information about the Funds and may direct inquiries to the Trust c/o Baillie Gifford Overseas Limited, or the Transfer Agent using the contacts below. |
Contact the Trust
Online | http://USmutualfund.bailliegifford.com |
northamericanvehiclesteam@bailliegifford.com | |
c/o Baillie Gifford Overseas Limited, One Greenside Row, Calton Square, | |
Toll-Free Telephone | 1-844-394-6127 |
Contact the Transfer Agent
New Account Emails | bgusnewacctsetup@bny.com |
Purchase and Redemption Requests | bgusinsttrades@bny.com |
Inquiry Emails | bmi.instinquiry@bny.com |
BNY Mellon Investment Servicing (US) Inc., 118 Flanders Road, | |
Toll-Free Telephone | 1-844-741-5143 |
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Investment Company Act File No. 811‑10145
Prospectus
April 30, 2026

Baillie Gifford Funds
Classes of Shares
Class 2 | Class 3 | Class 4 | Class 5 | ||
Baillie Gifford Emerging Markets Equities Fund | BGEHX | BGELX | BGEPX | BGEDX | |
Baillie Gifford Global Alpha Equities Fund | BGATX | BGAEX | BGALX | BGAVX | |
Baillie Gifford International Alpha Fund | BGITX | BGIFX | BGIUX | BGIVX | |
Baillie Gifford International Growth Fund | BGETX | BGEUX | BGEFX | BGEVX | |
Baillie Gifford Long Term Global Growth Fund | BGLTX | BGLOX | BGLFX | BGADX | |
The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this Prospectus. Any representation to the contrary is a criminal offense.
Each fund listed above (each, a “Fund”) is a series of Baillie Gifford Funds (the “Trust”) and may offer multiple classes of shares. This Prospectus covers only Class 2, Class 3, Class 4 and Class 5 shares of the Funds.
Baillie Gifford Funds – Prospectus
FUND SUMMARIES
Baillie Gifford Emerging Markets Equities Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
Class 2 | Class 3 | Class 4 | Class 5 | |
| Class 2 |
| Class 3 |
| Class 4 |
| Class 5 |
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Advisory Fees |
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Service Fees(a) |
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Other Expenses |
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Total Annual Fund Operating Expenses |
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(a) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class 2 | Class 3 | Class 4 | Class 5 | ||||
1 Year | $ | $ | $ | $ | |||
3 Years | $ | $ | $ | $ | |||
5 Years | $ | $ | $ | $ | |||
10 Years | $ | $ | $ | $ | |||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of issuers located in countries of emerging and frontier markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of companies located in countries represented in the MSCI Emerging Markets Index. The countries represented in the MSCI Emerging Markets Index include markets that may be less sophisticated than more developed markets in terms of participation by investors, analyst coverage, liquidity, and regulation. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts or participatory notes, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S. The portfolio managers have flexibility to gain exposure to one or more emerging markets through investing in exchange traded funds (“ETFs”) that track relevant equity indices.
The portfolio managers primarily employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by the MSCI Emerging Markets benchmark. The portfolio managers may reference the benchmark to set limits on the relative weighting of countries in the portfolio. The portfolio managers can also consider macro-economic factors when identifying potential investments. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 100 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, which in recent periods has included China. The Fund expects to invest significantly in Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may
1
Baillie Gifford Funds – Prospectus
hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Emerging Markets Risk – Because the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in |
which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” and “Frontier Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various |
2
Baillie Gifford Funds – Prospectus
conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Although the Fund’s investment objective and strategies are substantially similar to those of an ETF managed by the Manager, differences in purchase and redemption structure, investment restrictions, and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying the Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in the Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Frontier Markets Risk – Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Emerging markets risk may be especially heightened in frontier markets. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may |
3
Baillie Gifford Funds – Prospectus
seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Underlying Funds Risk – Investments in other pooled investment vehicles may indirectly expose the Fund to all of the risks applicable to an investment in such other pooled vehicle. The Fund must pay its pro rata portion of the other pooled vehicle’s fees and expenses. If such pooled vehicle is an ETF or other product traded on a securities exchange or |
otherwise actively traded, its shares may trade at a premium or discount to their net asset value, an effect that might be more pronounced in less liquid markets. Further, the Manager or an affiliate may serve as investment adviser to some pooled vehicles in which the Fund invests, leading to potential conflicts of interest. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

4
Baillie Gifford Funds – Prospectus
| 1 Year | 5 Years | 10 Years | |||
Class 5 Returns Before Taxes | ||||||
Class 5 Returns After Taxes on | ||||||
Class 5 Returns After Taxes on | ||||||
Class 2 Returns Before Taxes | ||||||
Class 3 Returns Before Taxes(1) | ||||||
Class 4 Returns Before Taxes(2) | ||||||
Comparative Index | ||||||
MSCI Emerging Markets Index(3) | ||||||
(1) |
(2) |
(3) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | ||
Ben Durrant | Portfolio Manager | 2021 | ||
Mike Gush | Portfolio Manager | 2005 | ||
Andrew Stobart | Portfolio Manager | 2007 |
Purchasing or Exchanging Fund Shares
Investors may purchase or exchange shares of the Fund by submitting a request directly to the Manager, as further described in the section below entitled “Shares—How to Buy or Exchange Shares.” The purchase or exchange of shares of Class 2, Class 3, Class 4 and Class 5 of the Fund (“Legacy Class Shares”) is subject to Fund eligibility requirements and share class eligibility requirements as follows:
— | Fund Eligibility – Only existing shareholders, who already hold Legacy Class Shares of the Fund (“Legacy Shareholders”) are eligible to purchase Legacy Class Shares of the Fund. Legacy Shareholders may also request permission from the Manager to exchange their Legacy Class Shares in the Fund for the same class of Legacy Class Shares in another Fund. Legacy Shareholders |
may also be able to exchange their Legacy Class Shares for Class K or Institutional Class shares of either the same Fund or a different Fund. Exchanges will be granted at the Manager’s discretion. Additional information about such exchanges is provided in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—Restrictions on Buying or Exchanging Shares.” |
— | Share Class Eligibility and Minimum Total Investment – Eligibility for Legacy Class Shares of the Fund shall be determined with reference to the market value of assets managed by the Manager and its affiliates for the shareholder, whether in the Funds, another pooled vehicle or otherwise (the “Total Investment”). Where the Manager does not have visibility into certain of the shareholder’s holdings, the Manager will not include such holdings for purposes of determining the shareholders’ Total Investment. The minimum Total Investment for each class of shares is as follows: |
Class | Total Investment | ||
Class 2 | USD 25 Million | ||
Class 3 | USD 100 Million | ||
Class 4 | USD 200 Million | ||
Class 5 | USD 500 Million |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. The Manager will make all determinations as to aggregation of shareholder accounts for purposes of determining eligibility.
Redeeming Fund Shares
Fund shares are redeemable, and under ordinary circumstances you may redeem the Fund’s shares on any day the New York Stock Exchange (“NYSE”) is open for trading by sending a written request in the form prescribed by the Manager by email to the Trust at bgnavtrading@bailliegifford.com.
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
5
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
Class 2 | Class 3 | Class 4 | Class 5 | |
| Class 2 |
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| Class 4 |
| Class 5 |
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Advisory Fees |
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Service Fees(a) |
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Other Expenses |
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Total Annual Fund Operating |
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(a) |
(b) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class 2 | Class 3 | Class 4 | Class 5 | ||||
1 Year | $ | $ | $ | $ | |||
3 Years | $ | $ | $ | $ | |||
5 Years | $ | $ | $ | $ | |||
10 Years | $ | $ | $ | $ | |||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may lead to higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a global, diversified portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund invests predominantly in a diversified portfolio of securities issued by companies located in countries represented in the MSCI ACWI Index. The Fund invests in a range of companies globally. The Fund ordinarily invests in securities of issuers located in at least three different countries. In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, the Fund invests at least 30% of its total assets in companies located outside the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund does not apply specific constraints with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by the MSCI ACWI benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 70 and 120 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
6
Baillie Gifford Funds – Prospectus
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first four risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less |
liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
7
Baillie Gifford Funds – Prospectus
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. Developed market countries tend to represent a significant portion of the global economy and in recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in |
the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could |
8
Baillie Gifford Funds – Prospectus
prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |
The bar chart and table below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s annual total returns from year to year and by comparing the Fund’s average annual total returns with those of the Fund’s

| 1 Year | 5 Years | 10 Years | |||
Class 2 Returns Before Taxes | ||||||
Class 2 Returns After Taxes on | ||||||
Class 2 Returns After Taxes on | ||||||
Class 3 Returns Before Taxes(1) | ||||||
Class 4 Returns Before Taxes(2) | ||||||
Class 5 Returns Before Taxes(3) | ||||||
Comparative Index | ||||||
MSCI ACWI Index(4) | ||||||
(1) |
(2) |
(3) |
(4) | The source of the index data is MSCI Inc. MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The |
9
Baillie Gifford Funds – Prospectus
MSCI data may not be further redistributed or used as a basis for other indexes or any securities or financial products. This Prospectus is not approved, endorsed, reviewed or produced by MSCI. None of the MSCI data is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | ||
Malcolm MacColl | Portfolio Manager | 2011 | ||
Michael Taylor | Portfolio Manager | 2025 | ||
Helen Xiong | Portfolio Manager | 2021 |
Purchasing or Exchanging Fund Shares
Investors may purchase or exchange shares of the Fund by submitting a request directly to the Manager, as further described in the section below entitled “Shares—How to Buy or Exchange Shares.” The purchase or exchange of shares of Class 2, Class 3, Class 4 and Class 5 of the Fund (“Legacy Class Shares”) is subject to Fund eligibility requirements and share class eligibility requirements as follows:
— | Fund Eligibility – Only existing shareholders, who already hold Legacy Class Shares of the Fund (“Legacy Shareholders”) are eligible to purchase Legacy Class Shares of the Fund. Legacy Shareholders may also request permission from the Manager to exchange their Legacy Class Shares in the Fund for the same class of Legacy Class Shares in another Fund. Legacy Shareholders may also be able to exchange their Legacy Class Shares for Class K or Institutional Class shares of either the same Fund or a different Fund. Exchanges will be granted at the Manager’s discretion. Additional information about such exchanges is provided in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—Restrictions on Buying or Exchanging Shares.” |
— | Share Class Eligibility and Minimum Total Investment – Eligibility for Legacy Class Shares of the Fund shall be determined with reference to the market value of assets managed by the Manager and its affiliates for the shareholder, whether in the Funds, another pooled vehicle or otherwise (the “Total Investment”). Where the Manager does not have visibility into certain of the shareholder’s holdings, the Manager will not include such holdings for purposes of determining the shareholders’ Total Investment. |
The minimum Total Investment for each class of shares is as follows: |
Class | Total Investment | ||
Class 2 | USD 25 Million | ||
Class 3 | USD 100 Million | ||
Class 4 | USD 200 Million | ||
Class 5 | USD 500 Million |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. The Manager will make all determinations as to aggregation of shareholder accounts for purposes of determining eligibility.
Redeeming Fund Shares
Fund shares are redeemable, and under ordinary circumstances you may redeem the Fund’s shares on any day the New York Stock Exchange (“NYSE”) is open for trading by sending a written request in the form prescribed by the Manager by email to the Trust at bgnavtrading@bailliegifford.com.
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
10
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
Class 2 | Class 3 | Class 4 | Class 5 | |
| Class 2 |
| Class 3 |
| Class 4 |
| Class 5 |
|
Advisory Fees |
|
|
|
| ||||
Service Fees(a) |
|
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|
| ||||
Other Expenses |
|
|
|
| ||||
Total Annual Fund Operating |
|
|
|
|
(a) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class 2 | Class 3 | Class 4 | Class 5 | ||||
1 Year | $ | $ | $ | $ | |||
3 Years | $ | $ | $ | $ | |||
5 Years | $ | $ | $ | $ | |||
10 Years | $ | $ | $ | $ | |||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in an international portfolio of equities, which include common stock and other equity securities, of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities. The Fund invests predominantly in securities issued by companies located in countries represented in the MSCI ACWI ex USA Index which includes issuers from a range of developed and emerging market countries. The Fund may invest to a lesser extent in frontier markets. The Fund ordinarily invests in securities of issuers located in at least three countries outside the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and principally select companies without being constrained by the MSCI ACWI ex USA benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 90 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
11
Baillie Gifford Funds – Prospectus
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first four risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls |
and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Although the Fund’s investment objective and strategies are substantially similar to those of an ETF managed by the Manager, differences in purchase and redemption structure, investment restrictions, and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying the Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in the Fund’s investment process. |
12
Baillie Gifford Funds – Prospectus
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Frontier Markets Risk – Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Emerging markets risk may be especially heightened in frontier markets. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may |
13
Baillie Gifford Funds – Prospectus
not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product |
lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

14
Baillie Gifford Funds – Prospectus
| 1 Year | 5 Years | 10 Years | |||
Class 2 Returns Before Taxes | ||||||
Class 2 Returns After Taxes on | ||||||
Class 2 Returns After Taxes on | ||||||
Class 3 Returns Before Taxes | ||||||
Class 4 Returns Before Taxes(1) | ||||||
Class 5 Returns Before Taxes | ||||||
Comparative Index | ||||||
MSCI ACWI ex USA Index(2) | ||||||
(1) |
(2) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | ||
Chris Davies | Portfolio Manager | 2021 | ||
Jenny Davis | Portfolio Manager | 2016 | ||
Donald Farquharson | Portfolio Manager | 2014 | ||
Roderick Snell | Portfolio Manager | 2024 | ||
Steve Vaughan | Portfolio Manager | 2022 | ||
Tom Walsh | Portfolio Manager | 2018 |
Purchasing or Exchanging Fund Shares
Investors may purchase or exchange shares of the Fund by submitting a request directly to the Manager, as further described in the section below entitled “Shares—How to Buy or Exchange Shares.” The purchase or exchange of shares of Class 2, Class 3, Class 4 and Class 5 of the Fund (“Legacy Class Shares”) is subject to Fund eligibility requirements and share class eligibility requirements as follows:
— | Fund Eligibility – Only existing shareholders, who already hold Legacy Class Shares of the Fund (“Legacy Shareholders”) are eligible to purchase Legacy Class Shares of the Fund. Legacy Shareholders may also request permission from the Manager to exchange their Legacy Class Shares in the Fund for the same class of |
Legacy Class Shares in another Fund. Legacy Shareholders may also be able to exchange their Legacy Class Shares for Class K or Institutional Class shares of either the same Fund or a different Fund. Exchanges will be granted at the Manager’s discretion. Additional information about such exchanges is provided in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—Restrictions on Buying or Exchanging Shares.” |
— | Share Class Eligibility and Minimum Total Investment – Eligibility for Legacy Class Shares of the Fund shall be determined with reference to the market value of assets managed by the Manager and its affiliates for the shareholder, whether in the Funds, another pooled vehicle or otherwise (the “Total Investment”). Where the Manager does not have visibility into certain of the shareholder’s holdings, the Manager will not include such holdings for purposes of determining the shareholders’ Total Investment. The minimum Total Investment for each class of shares is as follows: |
Class | Total Investment | ||
Class 2 | USD 25 Million | ||
Class 3 | USD 100 Million | ||
Class 4 | USD 200 Million | ||
Class 5 | USD 500 Million |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. The Manager will make all determinations as to aggregation of shareholder accounts for purposes of determining eligibility.
Redeeming Fund Shares
Fund shares are redeemable, and under ordinary circumstances you may redeem the Fund’s shares on any day the New York Stock Exchange (“NYSE”) is open for trading by sending a written request in the form prescribed by the Manager by email to the Trust at bgnavtrading@bailliegifford.com.
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
15
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund seeks capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
Class 2 | Class 3 | Class 4 | Class 5 | |
| Class 2 |
| Class 3 |
| Class 4 |
| Class 5 |
|
Advisory Fees |
|
|
|
| ||||
Service Fees(a) |
|
|
|
| ||||
Other Expenses |
|
|
|
| ||||
Total Annual Fund Operating |
|
|
|
|
(a) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class 2 | Class 3 | Class 4 | Class 5 | ||||
1 Year | $ | $ | $ | $ | |||
3 Years | $ | $ | $ | $ | |||
5 Years | $ | $ | $ | $ | |||
10 Years | $ | $ | $ | $ | |||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a diversified, international portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
The Fund invests predominantly in securities issued by companies located in countries outside the U.S., including a range of developed and emerging market countries. The Fund may, however, invest up to 10% of its net assets in common stocks and other equities of companies located in the U.S. Under normal circumstances, the Fund invests in securities of issuers located in at least three countries outside the U.S. and typically maintains substantial exposure to emerging markets, which could constitute a majority of the Fund’s holdings. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S. In selecting companies for investment, the portfolio managers generally consider issuers in both developed and emerging markets.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select companies without being constrained by a benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of at least 50 growth companies with the potential to outperform the MSCI ACWI ex USA Index over the long term. The process can result in significant exposure to a single country or a small number of countries or countries in a specific region, such as those located in emerging markets. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. Because the Fund aims to hold securities for long periods, the Fund does not expect to actively reduce its holdings of shares of particular issuers (other than in response to purchase and redemption requests) even if market movements cause the Fund to operate as a non-diversified company for an extended period of time. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of
16
Baillie Gifford Funds – Prospectus
the company, such as stewardship, sustainable business practices, and/or corporate culture.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first four risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other |
17
Baillie Gifford Funds – Prospectus
positions at outside companies, they could be exposed to material non-public information potentially impeding or delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Should the Fund focus its investments in related, or a limited number of, countries, regions, sectors, or companies, this would create more risk and greater volatility than if the Fund’s investments were less focused. |
— | Geographic Focus Risk – The Fund expects to focus its investments in a limited number of countries or geographic regions, and as a result may not offer the same level of diversification of risks as a more broadly global fund because the Fund will be exposed to a smaller geographic area. The performance of a fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates |
18
Baillie Gifford Funds – Prospectus
that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |

19
Baillie Gifford Funds – Prospectus
| 1 Year | 5 Years | 10 Years | ||||
Class 2 Returns Before Taxes | ‑ | ||||||
Class 2 Returns After Taxes on | ‑ | ||||||
Class 2 Returns After Taxes on | ‑ | ||||||
Class 3 Returns Before Taxes | ‑ | ||||||
Class 4 Returns Before Taxes(1) | ‑ | ||||||
Class 5 Returns Before Taxes | ‑ | ||||||
Comparative Index | |||||||
MSCI ACWI ex USA Index(2) | |||||||
MSCI EAFE Index(2) | |||||||
(1) |
(2) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Julia Angeles | Portfolio Manager | 2017 | |||
Lawrence Burns | Portfolio Manager | 2012 | |||
Thomas Coutts | Portfolio Manager | 2008 | |||
Brian Lum | Portfolio Manager | 2015 | |||
Robert Wilson | Portfolio Manager | 2024 | |||
Purchasing or Exchanging Fund Shares
Investors may purchase or exchange shares of the Fund by submitting a request directly to the Manager, as further described in the section below entitled “Shares—How to Buy or Exchange Shares.” The purchase or exchange of shares of Class 2, Class 3, Class 4 and Class 5 of the Fund (“Legacy Class Shares”) is subject to Fund eligibility requirements and share class eligibility requirements as follows:
— | Fund Eligibility – Only existing shareholders, who already hold Legacy Class Shares of the Fund (“Legacy Shareholders”) are eligible to purchase Legacy Class Shares of the Fund. Legacy Shareholders may also request permission from the Manager to exchange their |
Legacy Class Shares in the Fund for the same class of Legacy Class Shares in another Fund. Legacy Shareholders may also be able to exchange their Legacy Class Shares for Class K or Institutional Class shares of either the same Fund or a different Fund. Exchanges will be granted at the Manager’s discretion. Additional information about such exchanges is provided in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—Restrictions on Buying or Exchanging Shares.” |
— | Share Class Eligibility and Minimum Total Investment – Eligibility for Legacy Class Shares of the Fund shall be determined with reference to the market value of assets managed by the Manager and its affiliates for the shareholder, whether in the Funds, another pooled vehicle or otherwise (the “Total Investment”). Where the Manager does not have visibility into certain of the shareholder’s holdings, the Manager will not include such holdings for purposes of determining the shareholders’ Total Investment. The minimum Total Investment for each class of shares is as follows: |
Class | Total Investment | ||
Class 2 | USD 25 Million | ||
Class 3 | USD 100 Million | ||
Class 4 | USD 200 Million | ||
Class 5 | USD 500 Million |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. The Manager will make all determinations as to aggregation of shareholder accounts for purposes of determining eligibility.
Redeeming Fund Shares
Fund shares are redeemable, and under ordinary circumstances you may redeem the Fund’s shares on any day the New York Stock Exchange (“NYSE”) is open for trading by sending a written request in the form prescribed by the Manager by email to the Trust at bgnavtrading@bailliegifford.com.
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
20
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund seeks to provide long-term capital appreciation.
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
Class 2 | Class 3 | Class 4 | Class 5 | |
| Class 2 |
| Class 3 |
| Class 4 |
| Class 5 |
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Advisory Fees |
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Service Fees(a) |
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Other Expenses |
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Total Annual Fund Operating Expenses(c) |
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(a) |
(b) |
(c) |
(d) |
The example below is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in the Fund for the time periods indicated, regardless of whether or not you redeem your shares at the end of such periods. It also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same.
Class 2 | Class 3 | Class 4 | Class 5 | ||||
1 Year | $ | $ | $ | $ | |||
3 Years | $ | $ | $ | $ | |||
5 Years | $ | $ | $ | $ | |||
10 Years | $ | $ | $ | $ | |||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in “Annual Fund Operating Expenses” or in the “Example of Expenses” above, affect the Fund’s performance. During the Fund’s most recent fiscal year, the Fund’s portfolio turnover rate was
The Fund seeks to meet its objective by investing in a portfolio of global common stocks and other equity securities without reference to benchmark constraints.
While the portfolio managers are not constrained by geographic limitations, the Fund ordinarily invests in securities of issuers located in at least six different countries. In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, invests at least 30% of its total assets in companies located outside the U.S. The Fund may invest in issuers located in emerging markets.
The Fund does not apply specific constraints with respect to market capitalization and may participate in initial public offerings (“IPOs”). In addition, investment is permitted in securities offerings that are not registered in the U.S.
The portfolio managers employ a bottom-up approach to stock selection, seeking to identify companies they believe have attractive long-term growth prospects, and select investments without regard to the geographic, industry, sector, or individual company weightings on any index. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 30 and 60 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, and the Fund expects to have considerable exposure to Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange
21
Baillie Gifford Funds – Prospectus
and which are quoted in renminbi, the official currency of China. The Fund is a non-diversified fund, which means that it may invest a relatively large percentage of its assets in a small number of issuers, industries or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook.
When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that they believe are material to managing the Fund’s investment risks and maximizing capital appreciation. The Manager believes that a company selected for the Fund’s portfolio is unlikely to be financially sustainable in the long run if the portfolio managers believe that its approach to business is fundamentally out of line with changing societal expectations. The portfolio managers employ an investment process designed to identify companies with practices they believe are aligned with sustainable financial growth over the long-term, including environmental, social, and/or governance characteristics, such as stewardship, sustainable business practices, and/or corporate culture. With respect to the consideration of a company’s environmental characteristics, the portfolio managers believe that the possibility of climate-related disruptions and the related transition to a low-carbon economy present opportunities for, and specific risks relevant to, the Fund’s holdings. As a result, the portfolio managers generally seek to invest the Fund’s assets in companies that they believe are “climate-fit” for the future, which are companies that take appropriate steps (in the view of and as determined by the portfolio managers) to (i) reduce their direct and indirect greenhouse gas emissions (i.e., pursue “net zero” carbon emission ambitions or targets), (ii) integrate the related challenges into business strategies (i.e., the company undertakes steps to understand and manage the related technological, market and environmental changes confronting its business), and/or (iii) provide robust disclosure on climate change and other significant environmental issues so that investors can better assess the related investment risks and opportunities to such company. However, the portfolio managers do not employ categorical restrictions or exclusions in assessing a company’s climate-fitness. The portfolio managers expect that companies that they assess as climate-fit under the Fund’s investment process will ultimately correlate with companies that themselves are aligned with a broader global transition toward net zero carbon emissions.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar.
Principal Risks
The Fund’s net asset value and returns will be impacted by the performance of the underlying investments of the Fund.
The principal risks of investing in the Fund (in alphabetical order after the first five risks) are:
— | Investment Style Risk – Baillie Gifford Overseas Limited (the “Manager”) actively makes investment decisions for the Fund through bottom-up stock selection. Accordingly, the Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. |
— | Growth Stock Risk – The prices of growth stocks may be based largely on expectations of future earnings, and their prices can decline rapidly and significantly in reaction to negative news. Growth stocks may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time and may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. |
— | Long-Term Investment Strategy Risk – The Fund pursues a long-term investment approach, typically seeking returns over a period of several years. This investment style may cause the Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and the Fund may not perform as expected in the long term. An investment in the Fund may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of the Fund’s portfolio. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Non-Diversification Risk – The Fund is classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent the Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of the Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.” |
— | Non-U.S. Investment Risk – Non-U.S. securities are subject to additional risks, including less liquidity, increased volatility, less transparency, withholding or other taxes, increased vulnerability to adverse changes in local and global economic conditions, less regulation, and possible fluctuation in value due to adverse political conditions. Foreign portfolio transactions generally involve higher commission rates, transfer taxes, and custodial costs than similar transactions in the U.S. |
— | Asia Risk – Investing in securities of companies located in or with exposure to Asian countries involves certain risks and |
22
Baillie Gifford Funds – Prospectus
considerations not typically associated with investing in securities of U.S. issuers, including different financial reporting standards, currency exchange rate fluctuations, and highly regulated markets with the potential for government interference. The economies of many Asian countries are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Some Asian securities may be less liquid than U.S. or other foreign securities. See “China Risk” for additional details regarding the risks of investing in that country. |
Additionally, many of the economies of countries in Asia are considered emerging market or frontier market economies. These Asian economies are often characterized by high inflation, undeveloped financial service sectors, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. See “Emerging Markets Risk” for additional details regarding the risks of investing in such countries.
— | China Risk – Investing in securities of Chinese issuers involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude the Fund from investing in certain Chinese issuers or cause the Fund to sell investments at a disadvantageous time. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. |
— | Conflicts of Interest Risk – The Manager’s relationships with the Fund’s institutional investor base may give rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund. In addition, the Manager serves as investment adviser to various clients other than the Fund, some of whom may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by the Fund. This “side-by-side” management may give rise to various conflicts of interest, including, for example, in connection with the fair allocation of trades among the Manager’s clients or the sharing of different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook. Furthermore, if investment personnel of the Manager hold board or other positions at outside companies, they could be exposed to material non-public information potentially impeding or |
delaying a Fund’s ability to buy or sell certain investments, or they could otherwise be restricted in their ability to participate in a Fund’s investment process. |
— | Currency Risk – The Fund may realize a loss if it has exposure to a non-U.S. currency, and this non-U.S. currency declines in value, relative to the U.S. dollar. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. |
— | Developed Markets Risk – Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, and the price or availability of certain commodities, among other things. |
— | Emerging Markets Risk – To the extent the Fund invests in emerging market securities, the Fund may be exposed to greater market, credit, currency, liquidity, legal, political, technical and other risks different from, or greater than, the risks of investing in developed markets. |
— | Equity Securities Risk – Equity securities may react more strongly to changes in an issuer’s financial condition or prospects than other securities of the same issuer. Investing in equity securities indirectly, such as through participatory notes or depositary receipts, may involve other risks such as the risk that the counterparty may default or that the investment does not track the underlying security as expected. |
— | ESG Risk – To the extent that the Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account. The consideration of ESG Factors may prioritize long-term rather than short-term returns, and therefore may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. In considering ESG Factors, the portfolio managers may be dependent upon information and data obtained through voluntary reporting by issuers or third-party research that may be incomplete, inaccurate or unavailable, which could impact the portfolio managers’ assessment of relative risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.” |
— | Focused Investment Risk – Because the Fund focuses its investments in a limited number of companies, its investment |
23
Baillie Gifford Funds – Prospectus
strategy could result in more risk or greater volatility in returns than if the Fund’s investments were less focused. |
— | Government and Regulatory Risk – Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which the Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to the Fund or to the companies in which the Fund invests. The effects of these actions on the markets generally, and the Fund’s investment program in particular, can be uncertain and could restrict the ability of the Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. Governments, agencies, or other regulatory bodies in any country may adopt or change laws or regulations that could adversely affect the Fund or the market value of an instrument held by the Fund. |
— | Information Technology Risk – Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, the securities markets generally, other market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations. |
— | IPO Risk – The Fund may purchase securities in IPOs. These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly volatile. |
— | Large-Capitalization Securities Risk – Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and medium-sized companies. Larger companies may be unable to respond as quickly as smaller and medium-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to achieve or maintain growth at the high rates that may be achieved by well-managed smaller and medium-sized companies. |
— | Liquidity Risk – The Fund’s investments may be subject to low trading volume, lack of a market maker, contractual lock-in periods or regulatory restrictions, and the Fund may hold large positions in particular securities. As a result, it may not be possible to sell an investment at a particular time or at an acceptable price. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. In some cases, due to unanticipated levels of illiquidity the Fund may seek to meet its redemption obligations wholly or in part by distributions of assets in-kind. |
— | Market Disruption and Geopolitical Risk – The value of the Fund’s investments could be adversely affected by events that disrupt securities markets and adversely affect global markets such as war, terrorism, public health crises, and geopolitical events and by changes in non-U.S. and U.S. economic and political conditions. These disruptions could prevent the Fund from implementing its investment strategies and achieving its investment objective, and increase the Fund’s exposure to other risks detailed in this Prospectus. As a result, the Fund could lose money, experience significant redemptions, encounter operational difficulties, and suffer other negative impacts. Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. |
— | Market Risk – The value of the Fund’s investments will be affected by fluctuations in the stock markets in which the Fund is invested, factors affecting a particular industry or industries, real or perceived adverse economic conditions, changes in interest or currency rates or adverse investor sentiment generally. Declines in securities market prices may reduce the net asset value of the Fund’s shares. |
— | Service Provider Risk – The Fund will be affected by the Manager’s investment techniques, analyses, assessments and employee retention. Similarly, adverse events or performance failures at a service provider, such as human error, inadequate controls or insolvency, have the ability to adversely affect the Fund. |
— | Settlement Risk – The Fund may experience delays in settlement due to the different clearance and settlement procedures in non-U.S. countries. Such delays may increase credit risk to the Fund, limit the ability of the Fund to reinvest the proceeds of a sale of securities, or prevent the Fund from selling securities at times and prices it considers desirable. |
— | Small- and Medium-Capitalization Securities Risk – Securities of small- and medium-capitalization companies can be more volatile due to various factors including more limited product lines, financial and management resources and market distribution channels, as well as shorter operating histories and potentially reduced liquidity, especially during market declines, than the securities of larger, more established companies. |
— | Valuation Risk – In certain circumstances, some of the Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. There is no assurance that the Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by the Fund at that time. |
24
Baillie Gifford Funds – Prospectus

| 1 Year | 5 Years | 10 Years | |||
Class 2 Returns Before Taxes | ||||||
Class 2 Returns After Taxes on | ||||||
Class 2 Returns After Taxes on | ||||||
Class 3 Returns Before Taxes(1) | ||||||
Class 4 Returns Before Taxes(2) | ||||||
Class 5 Returns Before Taxes(3) | ||||||
Comparative Index | ||||||
MSCI ACWI Index(4) | ||||||
(1) |
(2) |
(3) |
(4) |
Updated information on the Fund’s investment performance can be obtained by visiting
Management
Investment Manager
Baillie Gifford Overseas Limited
Portfolio Managers
Name | Title | Year Commenced | |||
Gemma Barkhuizen | Portfolio Manager | 2022 | |||
John MacDougall | Portfolio Manager | 2022 | |||
Mark Urquhart | Portfolio Manager | 2014 | |||
Purchasing or Exchanging Fund Shares
Investors may purchase or exchange shares of the Fund by submitting a request directly to the Manager, as further described in the section below entitled “Shares—How to Buy or Exchange Shares.” The purchase or exchange of shares of Class 2, Class 3, Class 4 and Class 5 of the Fund (“Legacy Class Shares”) is subject to Fund eligibility requirements and share class eligibility requirements as follows:
— | Fund Eligibility – Only existing shareholders, who already hold Legacy Class Shares of the Fund (“Legacy Shareholders”) are eligible to purchase Legacy Class Shares of the Fund. Legacy Shareholders may also request permission from the Manager to exchange their Legacy Class Shares in the Fund for the same class of Legacy Class Shares in another Fund. Legacy Shareholders may also be able to exchange their Legacy Class Shares for Class K or Institutional Class shares of either the same Fund or a different Fund. Exchanges will be granted at the Manager’s discretion. Additional information about such exchanges is provided in the sections of the Prospectus entitled “Shares—How to Buy or Exchange Shares” and “Shares—Restrictions on Buying or Exchanging Shares.” |
— | Share Class Eligibility and Minimum Total Investment – Eligibility for Legacy Class Shares of the Fund shall be determined with reference to the market value of assets managed by the Manager and its affiliates for the shareholder, whether in the Funds, another pooled vehicle or otherwise (the “Total Investment”). Where the Manager does not have visibility into certain of the shareholder’s holdings, the Manager will not include such holdings for purposes of determining the shareholders’ Total Investment. |
25
Baillie Gifford Funds – Prospectus
The minimum Total Investment for each class of shares is as follows: |
Class | Total Investment | ||
Class 2 | USD 25 Million | ||
Class 3 | USD 100 Million | ||
Class 4 | USD 200 Million | ||
Class 5 | USD 500 Million |
The Manager and Baillie Gifford Funds Services LLC (“BGFS”), the Fund’s distributor, each reserves the right to waive any minimum in their sole discretion, and to reject any purchase or exchange order for any reason. The Manager will make all determinations as to aggregation of shareholder accounts for purposes of determining eligibility.
Redeeming Fund Shares
Fund shares are redeemable, and under ordinary circumstances you may redeem the Fund’s shares on any day the New York Stock Exchange (“NYSE”) is open for trading by sending a written request in the form prescribed by the Manager by email to the Trust at bgnavtrading@bailliegifford.com.
Tax
The Fund intends to make distributions that will be taxable to you as ordinary income or capital gains, unless you are a tax-exempt investor or otherwise investing through a tax-advantaged account, such as an IRA or 401(k) plan. If you are investing through such a tax-advantaged account, you may be taxed later upon withdrawal of monies from that account.
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Baillie Gifford Funds – Prospectus
ADDITIONAL INFORMATION ABOUT
PRINCIPAL STRATEGIES AND RISKS
Principal Investment Strategies
Baillie Gifford Emerging Markets Equities Fund
Investment Objective
Baillie Gifford Emerging Markets Equities Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of common stocks and other equity securities of issuers located in countries of emerging and frontier markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of companies located in countries represented in the MSCI Emerging Markets Index. The countries represented in the MSCI Emerging Markets Index include markets that may be less sophisticated than more developed markets in terms of participation by investors, analyst coverage, liquidity, and regulation. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts or participatory notes, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund. The portfolio managers have flexibility to gain exposure to one or more emerging markets through investing in ETFs that track relevant equity indices.
The portfolio managers select companies without being constrained by the MSCI Emerging Markets benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers may reference the benchmark to set limits on the relative weighting of countries in the portfolio. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 100 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, which in recent periods has included China. The Fund expects to invest significantly in Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are
quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers primarily employ a bottom-up stock-picking approach that seeks to make long-term investments in well‑managed businesses with genuine and sustainable competitive advantages. The portfolio managers can also consider macro-economic factors when identifying potential investments. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the security.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
27
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund
Investment Objective
Baillie Gifford Global Alpha Equities Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a global, diversified portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund invests predominantly in a diversified portfolio of securities issued by companies located in countries represented in the MSCI ACWI Index. The Fund invests in a range of companies globally. The Fund ordinarily invests in securities of issuers located in at least three different countries. In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, the Fund invests at least 30% of its total assets in companies located outside the U.S. For purposes of establishing whether a 40% or 30% threshold applies when measuring the test described in the prior sentence, the Manager will determine, in its sole discretion, whether market conditions are favorable and in making such determination may consider any factors it deems relevant, including but not limited to: the relative prospects for growth among U.S. and non-U.S. companies; long- or short-term fluctuations, or expected fluctuations, in currency exchange rates; the relative monetary or fiscal health of the U.S. compared to other countries; the relative market stability, or expected stability, of the U.S. compared to other countries; and the relative weighting of the U.S. and non-U.S. countries on global equity market indices.
The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund does not apply specific constraints with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers select companies without being constrained by the MSCI ACWI benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 70 and 120 growth companies
with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows over the long term, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
Much like other actively-managed long equity growth strategies maintained by the Manager and represented by other Funds included in this prospectus, the Fund’s portfolio managers focus their selection of individual holdings around seeking to generate “alpha,” or investment returns that are differentiated from the baseline returns of the overall equity markets in which the Fund invests. The inclusion of “alpha” in the Fund’s name does not reflect any greater or lesser correlation with or reference to any benchmark index’s constituents or returns than for other series of the Trust without “alpha” in their names.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
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Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Investment Objective
Baillie Gifford International Alpha Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in an international portfolio of equities, which include common stock and other equity securities, of issuers located in countries of developed and emerging markets.
Under normal circumstances, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in common stocks and other equity securities. The Fund invests predominantly in securities issued by companies located in countries represented in the MSCI ACWI ex USA Index, which includes issuers from a range of developed and emerging market countries. The Fund may invest to a lesser extent in frontier markets. The Fund ordinarily invests in securities of issuers located in at least three countries outside the U.S. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers principally select companies without being constrained by the MSCI ACWI ex USA benchmark and, therefore, there may be listings in the benchmark that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the benchmark. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of between 60 and 90 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance
characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
The inclusion of “alpha” in the Fund’s name does not reflect any greater or lesser correlation with or reference to any benchmark index’s constituents or returns than for other series of the Trust without “alpha” in their names.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
29
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Investment Objective
Baillie Gifford International Growth Fund seeks capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a diversified, international portfolio of common stocks and other equity securities of issuers located in countries of developed and emerging markets.
The Fund invests predominantly in securities issued by companies located in countries outside the U.S., including a range of developed and emerging market countries. The Fund may, however, invest up to 10% of its net assets in common stocks and other equities of companies located in the U.S. Under normal circumstances, the Fund invests in securities of issuers located in at least three countries outside the U.S. and typically maintains substantial exposure to emerging markets, which could constitute a majority of the Fund’s holdings. The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund is not constrained with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. In selecting companies for investment, the portfolio managers generally consider issuers in both developed and emerging markets. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers select companies without being constrained by the MSCI ACWI ex USA benchmark or MSCI EAFE Index and, therefore, there may be listings in the Fund’s benchmarks that are not included in the Fund’s portfolio and holdings in the Fund’s portfolio that are not included in the Fund’s benchmarks. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a diversified portfolio typically consisting of at least 50 growth companies with the potential to outperform the MSCI ACWI ex USA benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries or countries in a specific region, such as those located in emerging markets. The Fund expects to invest in Chinese companies, among other means, through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook. Because the Fund aims to hold securities for long periods, the
Fund does not expect to actively reduce its holdings of shares of particular issuers (other than in response to purchase and redemption requests) even if market movements cause the Fund to operate as a non-diversified company for an extended period of time. When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that are material to managing the Fund’s investment risks and maximizing capital appreciation. Such factors potentially include the environmental, social, and/or governance characteristics of the company, such as stewardship, sustainable business practices, and/or corporate culture.
The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s fundamental research process focuses on: (i) the opportunity for an issuer to deliver superior returns; (ii) the ability of the issuer to execute on that opportunity; and (iii) the current market valuation of the issuer.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
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Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund
Investment Objective
Baillie Gifford Long Term Global Growth Fund seeks to provide long-term capital appreciation.
Investment Strategies
The Fund seeks to meet its objective by investing in a portfolio of global common stocks and other equity securities without reference to benchmark constraints.
While the portfolio managers are not constrained by geographic limitations, the Fund ordinarily invests in securities of issuers located in at least six different countries.
In addition, under normal circumstances, the Fund invests at least 40% of its total assets in securities of companies located outside the U.S. when market conditions are favorable, but, when market conditions are not favorable, invests at least 30% of its total assets in companies located outside the U.S. For purposes of establishing whether a 40% or 30% threshold applies when measuring the test described in the prior sentence, the Manager will determine, in its sole discretion, whether market conditions are favorable and in making such determination may consider any factors it deems relevant, including but not limited to: the relative prospects for growth among U.S. and non-U.S. companies; long- or short-term fluctuations, or expected fluctuations, in currency exchange rates; the relative monetary or fiscal health of the U.S. compared to other countries; the relative market stability, or expected stability, of the U.S. compared to other countries; and the relative weighting of the U.S. and non-U.S. countries on global equity market indices. The Fund may invest in issuers located in emerging markets.
The Fund does not apply specific constraints with respect to market capitalization and may participate in IPOs. In addition, investment is permitted in securities offerings that are not registered in the U.S. Under normal circumstances, the Fund aims to remain fully invested in equities, holding cash and cash equivalents primarily during periods of investment reallocation, or in connection with purchases of or redemptions from the Fund.
The portfolio managers select investments without regard to the geographic, industry, sector, or individual company weightings on any index. The portfolio managers focus on company research and the long-term outlook of companies and industries. Ideas can come from a wide variety of sources, including, but not limited to, research trips, company meetings, and relationships with industry thought leaders and academic institutions. Stock ideas are normally researched to assess a range of factors, including: long-term growth potential, geographic and industry positioning, competitive advantage, management, financial strength and valuation. Under normal circumstances, the intended outcome is a portfolio typically consisting of between 30 and 60 growth companies with the potential to outperform the Fund’s benchmark over the long term. The process can result in significant exposure to a single country or a small number of countries, and the Fund expects to have considerable exposure to Chinese companies including through China A shares, which are common stocks and other equity securities that are listed or traded on a Chinese stock exchange and which are quoted in renminbi, the official currency of China. The Fund is a non-diversified fund, which means that it may invest a relatively large
percentage of its assets in a small number of issuers, industries or sectors. The Fund aims to hold securities for long periods (typically at least 5 years), which generally results in relatively low portfolio turnover and is in line with the portfolio managers’ long-term investment outlook.
When assessing a company’s long-term growth prospects, the portfolio managers seek to identify and to incorporate a range of factors that they believe are material to managing the Fund’s investment risks and maximizing capital appreciation. The portfolio managers employ a bottom-up stock-picking approach that seeks to make long-term investments in well-managed businesses with genuine and sustainable competitive advantages. The portfolio managers seek to identify companies that they believe are likely to generate above average growth in earnings and cash flows, based on fundamental research. The Manager’s disciplined investment framework focuses on: (i) the issuer’s opportunities within its industry, (ii) the issuer’s competitive advantages, (iii) the financial strength of the issuer, (iv) how the issuer’s management deploys capital, (v) the societal considerations that have the potential to prove material to the long-term growth of the issuer and (vi) the market valuation of the issuer.
The Manager believes that a company selected for the Fund’s portfolio is unlikely to be financially sustainable in the long run if the portfolio managers believe that its approach to business is fundamentally out of line with changing societal expectations. The portfolio managers employ an investment process designed to identify companies with practices they believe are aligned with sustainable financial growth over the long-term, including environmental, social, and/or governance characteristics, such as stewardship, sustainable business practices, and/or corporate culture. With respect to the consideration of a company’s environmental characteristics, the portfolio managers believe that the possibility of climate-related disruptions and the related transition to a low-carbon economy present opportunities for, and specific risks relevant to, the Fund’s holdings. As a result, the portfolio managers generally seek to invest the Fund’s assets in companies that they believe are “climate-fit” for the future, which are companies that take appropriate steps (in the view of and as determined by the portfolio managers) to (i) reduce their direct and indirect greenhouse gas emissions (i.e., pursue “net zero” carbon emission ambitions or targets), (ii) integrate the related challenges into business strategies (i.e., the company undertakes steps to understand and manage the related technological, market and environmental changes confronting its business), and/or (iii) provide robust disclosure on climate change and other significant environmental issues so that investors can better assess the related investment risks and opportunities to such company. However, the portfolio managers do not employ categorical restrictions or exclusions in assessing a company’s climate-fitness. The portfolio managers expect that companies that they assess as climate-fit under the Fund’s investment process will ultimately correlate with companies that themselves are aligned with a broader global transition toward net zero carbon emissions.
The portfolio managers may sell a holding if they determine there has been a material deterioration in the investment case or as appropriate to make other investments or meet redemptions.
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Baillie Gifford Funds – Prospectus
The Fund invests in equity securities either directly or indirectly, such as through depositary receipts, and may invest in preferred stocks, convertible securities, rights and warrants. The Fund may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies. The Fund does not expect to engage in currency hedging and thus expects to be fully exposed to currency fluctuations relative to the U.S. dollar. In response to adverse market, economic, political or other conditions, the Fund may deviate from its investment policies by taking temporary defensive positions with some or all of its assets in high quality income securities, cash or cash equivalents. As a result, during such conditions, the Fund may not achieve its investment objective.
See “Selected Investment Techniques and Topics—Location of Issuers” below for additional detail on how the Fund classifies the location of issuers in which it invests.
Principal Investment Risks
The “Principal Investment Risks” section below identifies and describes the principal risks of investing in the Fund.
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Baillie Gifford Funds – Prospectus
Selected Investment Techniques and Topics
In addition to the principal investment strategies discussed above, the Funds may engage in certain non-principal investment strategies. Additional context and details regarding both the Funds’ principal investment strategies and the Funds’ non-principal investment strategies are provided below.
Active and Frequent Trading
The Funds generally will not engage in active and frequent trading of portfolio securities as part of their ordinary-course efforts to achieve their principal investment strategies. However, unusual market conditions may trigger increased trading and/or portfolio turnover for a Fund to the extent the relevant investment team deems such actions necessary or appropriate. A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs affect the Fund’s performance. Frequent trading can also increase the possibility of capital gain and ordinary distributions. Frequent trading can also result in the realization of a higher percentage of short-term capital gains and a lower percentage of long-term capital gains as compared to a fund that trades less frequently. Because short-term capital gains are distributed as ordinary income, this would generally increase your tax liability unless you hold your shares through a tax-advantaged or tax-exempt vehicle.
“Alpha” Funds
The inclusion of the word “Alpha” in the name of certain Funds is not meant to suggest a specific investment style or that a Fund targets a specific return over and above its benchmark index. Nor should the word “Alpha” be interpreted as claiming any higher degree of active management than any other Fund.
Capitalization Criteria and Investment Limitations
Unless otherwise stated, all market capitalization criteria and percentage limitations on Fund investments listed in this Prospectus will apply at the time of investment. A Fund would not violate these limitations unless an excess or deficiency occurs or exists immediately after and as a result of an investment.
References to assets in the percentage limitations on the Funds’ investments refer to total assets, unless otherwise indicated.
Unless otherwise stated, when a Fund is described as investing in a particular type of security or other instrument, the Fund may make such investments directly or indirectly. Indirect exposure may be achieved through a combination of multiple instruments or through a combination of one or more investment instruments and cash or cash equivalents. Indirect investments may include depositary receipts, derivatives (based on either notional or mark-to-market value depending on the instrument and circumstances), placement warrants or other structured products. Indirect exposure may also be gained through investments in operating companies and pooled vehicles such as mutual funds, exchange-traded funds ETFs, private funds, and non-U.S. investment vehicles. Because the Funds are subject to various regulatory requirements and limitations, a Fund’s ability to obtain direct exposure to certain asset classes and investments may be prevented or restricted.
Cash Balances
Although each Fund will aim to remain fully invested in equities, each Fund may hold uninvested cash balances at the Fund’s custodian or invest in cash equivalent securities, such as money market funds, (including money market funds that operate as ETFs), U.S. government securities (including U.S. Treasury notes and bills), repurchase agreements collateralized by such securities, and other high-quality debt investments, in order to facilitate daily portfolio operations and to take temporary defensive positions. As a result of taking a temporary defensive position, a Fund may not achieve its investment objective.
Considerations Related to Large Shareholders
To the extent that a significant portion of a Fund’s shares are held by a limited number of shareholders or their affiliates, there is a risk that the subscription and redemption activities of these shareholders with regard to Fund shares could disrupt such Fund’s investment strategies, which could have adverse consequences for the Fund and other shareholders. Such subscriptions could cause the Fund to maintain larger-than-expected cash positions pending acquisition of investments. A redemption by a large shareholder could require the Fund to sell investments, including at inopportune times, and could result in the Fund recognizing significant capital gains, including short-term capital gains, that would be distributed to shareholders in order for the Fund to meet the requirements for qualification as a regulated investment company and avoid a Fund-level tax. In addition, institutional separate accounts managed by the Manager may invest in a Fund and, therefore, the Manager at times may have discretionary authority over redemption decisions by a significant portion of the investor base holding shares of a Fund. In such instances, the Manager’s decision to make changes to or rebalance its client’s allocations in the separate accounts may impact the Fund’s performance.
CPO Exclusion
The Manager, with respect to the Funds, has claimed an exclusion from the definition of the term commodity pool operator (“CPO”) under the Commodity Exchange Act, as amended, (the “CEA”) pursuant to Commodity Futures Trading Commission (“CFTC”) Rule 4.5. As a result, the Manager, is not subject to registration or regulation as a CPO under the CEA. To remain eligible for the exclusion, each Fund will, among other things, be limited in its ability to use certain financial instruments that are subject to regulation by the CFTC, including futures and options on futures and certain swaps transactions. In the event that the Manager no longer qualifies for the Rule 4.5 exclusion with respect to a Fund, the Manager would be required to register with the CFTC as a CPO with respect to such Fund which may increase Fund expenses and adversely affect the Fund’s total return.
Currency Hedging
The Funds have not historically used, but may in the future use, various investment products to hedge the risks to the Funds from exposure to local currency movements. These products include currency forward contracts and options thereon, and options and “spot” transactions directly in foreign currencies.
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Baillie Gifford Funds – Prospectus
New financial products and risk management techniques continue to be developed and the Funds may use these new investments and techniques to the extent they are consistent with the Funds’ investment objectives and strategies.
Emerging Markets
Certain Funds may invest in issuers located in emerging markets. The Funds consider emerging markets countries to be comprised of those that are represented in the MSCI Emerging Markets Index.
Frontier Markets
Certain Funds may invest in issuers located in frontier markets. The Funds consider frontier markets countries to be comprised of those that the Manager considers to be more developed than the least developed countries but less developed than emerging market countries.
Growth Companies
Each Fund may invest in growth companies. When assessing whether a company is “growth,” a Fund considers a range of factors, including, but not limited to, the ability of the company to grow earnings faster than the market expects.
Illiquid Investments
A Fund may not purchase or otherwise acquire any illiquid investments if, immediately after the acquisition, the value of illiquid investments held by the Fund would exceed 15% of the Fund’s net assets. The term “illiquid investment” for this purpose means any investment that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment.
Illiquid investments may include those securities whose disposition is restricted by securities laws, such as Rule 144A or private placement securities.
If the Manager determines at any time that a Fund owns illiquid investments in excess of 15% of its net assets, the Manager will cease to undertake new commitments to acquire illiquid investments until the Fund’s holdings no longer exceed this 15% limit, report the occurrence in compliance with relevant requirements under the Investment Company Act of 1940, as amended (the “1940 Act”), and, depending on circumstances, may take additional steps to reduce the Fund’s holdings of illiquid investments.
Indian Foreign Investor Regulations
Only entities and persons that comply with certain statutory conditions and that are registered as foreign portfolio investors (“FPIs”) with the Securities and Exchange Board of India (“SEBI”) under the SEBI (FPI) Regulations, 2019 (“FPI Regulations”) are permitted to make direct investments in exchange-traded and certain other Indian securities. Certain of the Funds are registered as FPIs. As an FPI, a Fund and any other FPIs belonging to the same “investor group” as the Fund (which may occur as a result of common majority ownership and/or common control, and which can include FPIs managed by an external third party) can only hold up to 10% of the paid-up capital, or 10% of the paid-up value of each series of convertible
debentures or preference shares or share warrants of an Indian company on an aggregate basis (the “10% Threshold”). In addition to the 10% Threshold, FPI investment in Indian companies may not exceed any sectoral cap on ownership by an FPI that applies to a particular company and/or the aggregate cap on FPI investments in a company.
Compliance with FPI Regulations may limit a Fund’s ability to invest in certain companies which may negatively impact a Fund’s investment performance. Additionally, a Fund may have to sell portfolio holdings to maintain compliance with the regulatory limits in order to continue to hold those investments as an FPI. Investments held in excess of the limits would be reclassified as Foreign Direct Investment, which would restrict further investment and may lead to adverse tax implications for a Fund.
Industry Classification of Issuers
The Manager shall make reasonable determinations as to the appropriate issuer industry classification, or sector classification of security issuers. As part of this determination, the Manager may take into account internal analysis or third party information such as categories, data or methodologies from Bloomberg Industry Classification Systems (BICS), Global Industry Classification Standard (GICS) codes, Standard Industry Classification (SIC) Codes, North American Industry Classification System (NAICS) Codes, the FTSE/Dow Jones Industry Classification Benchmark (ICB system) or any other reasonable industry classification system (including systems developed by the Manager). The Manager may use information differently for different industries, sectors or clients. The Manager’s determinations may differ from the determinations of other investment professionals, or other third parties. Even where the Manager generally relies on a particular classification system, it may depart from that system in specific cases at its discretion.
Investing in China through the Stock Connect programs and QFI program
Funds that invest in China may invest in China “A” Shares (“A Shares” or “China A Shares”). China A Shares are common stocks and other equity securities of issuers located in China that are listed or traded on the Shanghai Stock Exchange, the Shenzhen Stock Exchange, or any other stock exchange in China and which are quoted in renminbi (“RMB”), the official currency of China. These Funds may access China A Shares through the Shanghai-Hong Kong Stock Connect program and the Shenzhen-Hong Kong Stock Connect program (together, the “Stock Connect programs”) or through the Manager’s qualified foreign investor (“QFI”) license. Historically, investments in stocks, bonds, and warrants listed and traded on a mainland Chinese stock exchange, investment companies, and other financial instruments (collectively referred to as “China Securities”) approved by the China Securities Regulatory Commission (“CSRC”) were limited for investment by non-Chinese investors. The CSRC has now granted the Manager a QFI license allowing the Manager to invest directly in China Securities and the Funds now have access to the Stock Connect programs.
The Stock Connect programs are securities trading and clearing link programs that enable international investors to invest in China A Shares. Trading under the Stock Connect programs is subject to an aggregate daily quota, which limits the maximum net buy value of cross-boundary trades under each of the Stock
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Connect programs each day. This is monitored by the Stock Exchange of Hong Kong on a real-time basis and reset every day. If the daily quota drops to zero or is exceeded, no further buy orders will be accepted for the remainder of that day (although sales of China A Shares are permitted regardless of the daily quota). The daily quota is not specific to any one particular investor. The Stock Connect programs are also subject to various other restrictions which may constrain a Fund’s ability to invest in a particular company at a particular time, such as limits on when markets are open and trades processed and additional regulations and listing rules imposed by China and the Shanghai and Shenzhen exchanges.
Under the QFI program, there are certain regulatory constraints including, without limitation, restrictions on the types of instruments available for purchase by the license holder, the ability of the license holder to repatriate funds, and the structure of custodial and brokerage accounts for trading in Chinese securities. In particular, with respect to the QFI custodial arrangements, to the extent a Fund’s cash is commingled with the assets of other clients of a Chinese custodian and the Chinese custodian becomes insolvent, a Fund will not have any proprietary rights to the cash deposited in the account, and a Fund will become an unsecured creditor, ranking pari passu with all other unsecured creditors, of the Chinese custodian. Although the relevant QFI regulations have been revised to relax regulatory restrictions on the onshore capital management by QFI license holders (including removing investment quota limit and simplifying routine repatriation of investment proceeds). Further, QFI policies and rules are unique, evolving and subject to uncertainties as to how they will be implemented in practice and are subject to change and interpretation by People’s Republic of China authorities. Any of the above could have potential adverse effects on a Fund, including on a retroactive basis. For additional information regarding custody risks that may be applicable to both the QFI and Stock Connect programs, see “Principal Investment Risks—Non-U.S. Investment Risk” below and “Risks—Emerging Markets Risk—Custody Risk” in the Statement of Additional Information (the “SAI”).
See also “Principal Investment Risks—China Risk” below.
Investment Companies
Each Fund may invest in other investment companies, including ETFs, to the extent permitted under the 1940 Act. The 1940 Act places limits on each Fund’s ability to invest in other registered investment companies, though the Funds may invest in other registered investment companies beyond the statutory limits pursuant to Rule 12d1‑4 under the 1940 Act, subject to certain conditions. As a shareholder of these kinds of investment vehicles, a Fund may indirectly bear fees which are in addition to the fees the Fund pays its own service providers. To the extent permitted by law, the Funds may invest in collective investment vehicles that are sponsored by, and advised by, the Manager or an affiliate of the Manager (an “Affiliated Vehicle”). Any fee payable to the Manager or an affiliate thereof by any Affiliated Vehicle in respect of an investment by a Fund in such Affiliated Vehicle shall be reimbursed to the Fund by the Manager. Therefore, a Fund will only bear that portion of Affiliated Vehicle expenses payable to persons or entities other than the Manager or its affiliates, and will not be responsible for fees collected by
the Manager at both the Fund level and the Affiliated Vehicle level.
Location of Issuers
A number of the Funds’ policies are determined by reference to whether an issuer is “located in” a particular country or group of countries, whether its “principal activities” are in certain regions, or whether the issuer is located outside the U.S. more generally.
In determining where an issuer is located for these purposes, or where an issuer’s principal activities are, the Manager will consider a number of factors (together, designed to determine whether an issuer is economically tied to a country or region), including but not limited to:
No single factor will necessarily be determinative nor must all be present for the Manager to determine where an issuer is located. The Manager may weight these factors differently with respect to different geographic policies, different countries or different series of the Trust.
By way of example, the Manager may consider a company that is organized in the U.S., with its principal place of business in the U.S. and whose securities are traded principally on a U.S. exchange to be located outside the U.S., or to have its principal activities outside the U.S., if, for instance, more than 50% of the company’s revenues are derived from activity outside the U.S. This may be true even if the Manager does not determine that the company is located in a specific non-U.S. country.
The categorization for compliance testing purposes may differ from how different portfolio managers, investment professionals, or third parties assign the location of individual issuers.
Our Stewardship Approach
Consistent with the long-term investment objective of each Fund, the Manager has adopted a set of guidelines, called “Our Stewardship Principles and Guidelines,” to, among other things, articulate the stewardship considerations that the Manager applies in evaluating portfolio companies, engaging with management, and voting proxies (the “Guidelines”). The Manager believes that a company selected for a Fund’s portfolio is unlikely to be financially sustainable in the long run if the portfolio managers believe that its approach to business is fundamentally out of line with changing societal expectations.
In connection with assessing the ability of a company to sustain financial growth over the long term, the Manager looks beyond
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current financial performance, undertaking proprietary research to build up an in-depth knowledge of an individual company and a view on their long-term prospects. This includes the consideration of a range of factors which the Manager believes are likely to affect the financial condition or operating performance of a holding or a portfolio, with a positive or negative impact on long-term investment returns. As part of the Manager’s assessment of such factors, and consistent with the Manager’s long-term investment outlook, the portfolio managers typically integrate considerations of the environmental, social, and/or governance (“ESG”) characteristics of potential and current portfolio holdings that the portfolio managers view as material to managing investment risks and maximizing capital appreciation. Such considerations can include the portfolio managers’ evaluation of companies’ sustainable business practices, corporate culture, progress in mitigating climate-related risks and/or progress in accessing opportunities relating to the broader global transition to a low-carbon economy, in each case taken in context of the longer-term investment risks of a Fund and outlook of the Manager. In connection with ESG evaluations, the portfolio managers commonly use a variety of information sources, from company reports and meetings to third-party research and insights generated by academic partners and industry experts. The portfolio managers also have access to various third-party data tools, including ESG data sources as well as a range of proprietary ESG tools and analytical frameworks. However, the Manager is not bound by any third-party data and does not use third-party data providers to categorically exclude or restrict investments for ESG purposes.
Each Fund and each portfolio management team may take a different approach to reach the goal of properly assessing and incorporating factors under the Guidelines into its investment process. Unless specifically noted in a Fund’s principal investment strategy, ESG factors are evaluated on a case-by-case basis, and no individual factor (such as “E” or “S” or “G”) or set of factors consistently or categorically receives elevated consideration. The relevance and materiality of ESG considerations in a Fund’s process will differ from strategy to strategy, from sector to sector, from issuer to issuer, and from portfolio manager to portfolio manager, and, in some cases (such as where the Manager lacks relevant ESG data or the portfolio managers do not deem such factors material to their investment thesis as to particular issues), ESG considerations are not assessed universally across all actual and potential holdings of a Fund. Given the flexible nature of the Guidelines and the inherent subjectivity of investment decision making, there can be no assurance that this process will result either in superior investment returns, or in a positive outcome for the environment or society.
Portfolio Holdings
A description of the Trust’s policies and procedures with respect to the disclosure of the Funds’ portfolio holdings is provided in the SAI.
Further Information
Further information about the Funds’ investment strategies and investment instruments is available in the SAI.
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Principal Investment Risks
The value of your shares in a Fund will change with the value of the Fund’s investments. Many factors can affect that value. The factors that are most likely to have a material effect on a particular Fund’s portfolio as a whole are called “principal risks.”
The principal risks most relevant to each Fund are summarized in the “Fund Summaries.” The risks described below expand on, and add to, the discussion in the “Fund Summaries.” The risks are described in alphabetical order and not in the order of importance or potential exposure.
The principal risks applicable to each Fund are identified below, which may include additional risks to those described in the “Fund Summaries.” Each Fund may be subject to additional risks other than those identified below because the types of investments made by each Fund can change over time. There is no guarantee that a Fund will be able to achieve its investment objective. It is possible to lose money by investing in a Fund.
Risks Applicable to Each Fund
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Additional Risks
Risk | Baillie Gifford Emerging Markets Equities Fund | Baillie Gifford Global Alpha Equities Fund | Baillie Gifford International Alpha Fund | Baillie Gifford International Growth Fund | Baillie Gifford Long Term Global Growth Fund |
Asia Risk | • | • | • | • | • |
China Risk | • | • | • | • | • |
Conflicts of Interest Risk | • | • | • | • | • |
Developed Markets Risk |
| • | • | • | • |
Currency Risk | • | • | • | • | • |
Emerging Markets Risk | • | • | • | • | • |
Equity Securities Risk | • | • | • | • | • |
ESG Risk | • | • | • | • | • |
Focused Investment Risk | • | • | • | • | • |
Frontier Markets Risk | • |
| • |
|
|
Geographic Focus Risk | • |
| • | • |
|
Government and Regulatory Risk | • | • | • | • | • |
Growth Stock Risk | • | • | • | • | • |
Information Technology Risk | • | • | • | • | • |
Investment Style Risk | • | • | • | • | • |
IPO Risk | • | • | • | • | • |
Large-Capitalization Securities Risk | • | • | • | • | • |
Liquidity Risk | • | • | • | • | • |
Long-Term Investment Strategy Risk | • | • | • | • | • |
Market Disruption and Geopolitical Risk | • | • | • | • | • |
Market Risk | • | • | • | • | • |
Non-Diversification Risk |
|
|
|
| • |
Non-U.S. Investment Risk | • | • | • | • | • |
Service Provider Risk | • | • | • | • | • |
Settlement Risk | • | • | • | • | • |
Small- and Medium-Capitalization Securities Risk | • | • | • | • | • |
Underlying Funds Risk | • |
|
|
|
|
Valuation Risk | • | • | • | • | • |
Securities and techniques appearing in bold below but not otherwise defined below, are described in greater detail in the SAI, under the heading “Fund Investments—Investment Glossary.”
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Baillie Gifford Funds – Prospectus
Asia Risk
The economies of countries in Asia are in all stages of economic development, and investing in companies located in or with exposure to Asian countries involves certain risks and considerations not typically associated with investing in securities of U.S. issuers. Many Asian economies, such as those of Hong Kong, South Korea, or Singapore, are heavily dependent on international trade and on only a few industries or commodities and, as a result, can be adversely affected by trade or policy disputes which may be accompanied by trade barriers, exchange controls and other measures imposed or negotiated by the countries with which they trade. Similarly, certain of these economies may be adversely affected by trade or policy disputes with its major trade partners. As export-driven economies, the economies of these countries are particularly vulnerable to any weakening in global demand of export products and are affected by developments in the economies and trade policies of their principal trading partners, which may include China, Japan, and the U.S.
Economic conditions in other countries within and outside Asia can impact Asian economies. Many Asian economies are also intertwined, such that the countries may experience recessions at the same time or respond similarly to adverse events. Economic events in any one Asian country may have a significant economic effect on the entire Asian region, and any adverse event in the Asian markets may have a significant adverse effect on some or all of the economies of the countries in which the Funds invest. There is also a high concentration of market capitalization and trading volume in a small number of issuers representing a limited number of industries, as well as a high concentration of investors and financial intermediaries. Also, securities of some companies in Asia can be less liquid than U.S. or other foreign securities, potentially making it difficult for a Fund to sell such securities at a desirable time or price.
Furthermore, many Asian economies, such as China, South Korea and India, have experienced rapid growth and industrialization, and there is no assurance that their growth rate will be maintained. Companies in Asia may be subject to risks such as nationalization or other forms of government interference as governments of certain Asian countries have exercised, and continue to exercise, substantial influence over many industries. In certain cases, the government owns or controls many companies, including the largest in the country. Accordingly, government actions could have a significant effect on the issuers of the Funds’ securities or on economic conditions generally. Further, some Asian countries have governments with relatively short histories, which may increase the risk of political instability. Flooding, monsoons and other natural disasters also can significantly affect the value of investments.
Additionally, many Asian economies are considered emerging market economies. These countries are often characterized by undeveloped financial service sectors, high inflation, frequent currency fluctuations, devaluations, or restrictions, political and social instability, and less efficient markets. Investments in emerging Asian markets are generally subject to a greater risk of loss than investments in developed Asian markets. These factors, coupled with the lack of extensive accounting, auditing and financial reporting standards and practices, as compared to in the U.S., may increase the risk of loss.
Special Risk Considerations of Investing in India
Securities laws in India are relatively new and unsettled and, as a result, there is a risk of significant and unpredictable change in laws governing foreign investment, securities regulation, title to securities and shareholder rights. Foreign investors in particular may be adversely affected by new or amended laws and regulations.
Investments in securities of issuers located in India involve heightened risks that include, among others, political and legal uncertainty, greater government control over the economy, and greater risk of hyperinflation, currency fluctuations, blockage of currency movements, repatriation of capital invested, and the nationalization or expropriation of assets. Moreover, India has experienced civil unrest and hostilities with neighboring countries, including Pakistan, and has confronted separatist movements, religious clashes, and border disputes. In addition, the availability of financial instruments with exposure to Indian financial markets may be substantially limited by the restrictions on foreign investors.
Government control over the economy, currency fluctuations or blockage, and the risk of nationalization or expropriation of assets offer higher potential for losses. Governmental actions could have a negative effect on the economic conditions in India, which could adversely affect the value and liquidity of investments made by a Fund.
Global factors and foreign actions may inhibit the flow of foreign capital on which India is dependent to sustain its growth. In addition, as discussed in “Selected Investment Techniques and Topics—Indian Foreign Investor Regulations”, the Reserve Bank of India has imposed limits on foreign ownership of Indian companies, which may decrease the liquidity of a fund’s portfolio and result in increased volatility in the prices of Indian securities. These factors, coupled with the lack of extensive accounting, auditing and financial reporting standards and practices applicable in the U.S., may increase the risk of loss for a Fund.
India’s tax regime is unique, and each Fund may be subject to Indian income tax on income earned from, or with respect to, Indian securities, to securities transaction tax in respect of dealings in Indian securities purchased or sold on the Indian stock exchanges and to Indian capital gains taxes in a manner the Fund may not be in other jurisdictions. Because each Fund’s shareholders ultimately bear the tax consequences of a Fund’s holdings, shareholders may bear the burden of Indian taxes on a Fund’s investments.
Special Risk Considerations of Investing in Japan
Investing in Japan may involve greater geopolitical, economic, and environmental risk than investing in the United States or other developed economies. For example, despite Japan’s recent economic growth and emerging economic relationships with neighboring Southeast Asian countries, the growth of the Japanese economy has been behind that of other major developed economies. Part of the reason for this is that Japan, like many Asian countries, is still heavily dependent upon international trade, such as oil imports, and thus susceptible to the adverse effects of trade barriers, exchange controls, and other measures imposed or negotiated by the countries with which they trade. One trading partner in particular is China, whose political relationship with Japan has, at times, been
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stressed. Such political tensions could adversely affect the Japanese economy and destabilize the region. Further, at times, the Japanese economy has been adversely impacted by government intervention and protectionism, changes in its labor market, certain corporate structural weaknesses, and an unstable financial services sector. International trade, government support of the financial services sector and other troubled sectors, government policy, natural disasters and/or geopolitical developments could significantly affect the Japanese economy.
The value of Japan’s currency, the yen, has been susceptible to fluctuations. Increases in its value may cause a decline in exports that could weaken the Japanese economy. Japan has in the past, countered drastic shifts in its currency by intervening in the currency markets in an attempt to maintain or reduce the value of the yen. This intervention in the currency markets could cause the value of the yen to swing sharply and unpredictably and could cause losses to investors.
Japan has an aging population and a significant population decline, which has resulted in a shrinking workforce. Its labor market appears to be undergoing fundamental structural changes, as it has shifted from a labor market familiar with lifetime employment to a market adjusted to meet the need for increased labor mobility. This change in the labor market may adversely affect Japan’s economic competitiveness. Furthermore, natural disasters, such as earthquakes, volcanoes, typhoons, and tsunamis have and may continue to pose negative effects on the Japanese economy.
Investing in issuers located in Japan also exposes a Fund to additional risks, as further described in this section under “Developed Markets Risk”, “Non-U.S. Investment Risk”, and “Market Disruption and Geopolitical Risk” and in the SAI under “Special Risks of Investing in Asian Securities.”
Special Risk Considerations of Investing in Taiwan
Continuing hostility and the potential for future political or economic disturbances between China and Taiwan may have an adverse impact on the values of investments in either China or Taiwan, or make investments in China and/or Taiwan impractical or impossible. Any escalation of hostility between China and Taiwan would likely distort Taiwan’s capital accounts, as well as have a significant adverse impact on the value of a Fund’s investments in both countries, and in other countries in the region.
Investing in issuers located in Asia also exposes a Fund to additional risks, as further described in this section under “China Risk”, “Emerging Markets Risk”, “Frontier Markets Risk”, “Non-U.S. Investment Risk”, and “Market Disruption and Geopolitical Risk”, in “Selected Investment Techniques and Topics—Indian Foreign Investor Regulations”, and in the SAI under “Special Risks of Investing in Asian Securities” and “Special Risk Considerations of Investing in China.”
China Risk
Special Risk Considerations of Investing in China
Investing in securities of Chinese issuers, including by investing in China A Shares, involves certain risks and considerations not typically associated with investing in securities of U.S. issuers in part because the Chinese government exercises significant
control over the Chinese economy through heavy involvement in economic and regulatory policy. Certain risks and considerations of investing in Chinese issuers include among others, more frequent trading suspensions and government interventions (including by nationalization of assets and installation of party officials within certain companies), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, restrictions on the size of permissible positions in individual Chinese issuers, potential for increased trade tariffs, sanctions, embargoes and other trade limitations, greater political, economic, social, legal and tax-related uncertainty, high market volatility caused by any potential regional territorial conflicts, social instability, or natural disasters, custody risks, risks associated with investments in variable interest entities, and potential adverse tax consequences. U.S. sanctions or other investment restrictions could preclude a Fund from investing in certain Chinese issuers or cause a Fund to sell investments at a disadvantageous time. Changes to political and economic relationships, including recent trade and policy disputes and strained international relations, between China and other countries and changes to China’s socioeconomic systems may adversely affect a Fund’s investments in China. For example, continued hostility and the potential for future political or economic disturbances between China and the United States may have an adverse impact on the values of investments in China, the United States, and/or other countries. If the political climate between the U.S. and China does not improve or continues to deteriorate, if China were to attempt unification of Taiwan by force, or if other geopolitical conflicts develop or get worse, economies, markets, and individual securities may be severely affected both regionally and globally, and the value of a Fund’s assets may go down.
Additionally, portions of the Chinese securities markets may become rapidly and unexpectedly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities and have exercised that ability in the past in response to market volatility and other events. If the liquidity of investments became impaired, it could make investments more difficult to value, limit a Fund’s ability to obtain cash to meet redemptions on a timely basis, hinder a Fund’s ability to honor redemption requests within the allowable time period, and force a Fund to sell securities at a reduced price or under unfavorable conditions.
Stock Connect Investing Risk
A Fund may directly invest in A Shares listed and traded on the Shanghai Stock Exchange or Shenzhen Stock Exchange through the Stock Connect programs or on such other stock exchanges in China which participate in the Stock Connect programs from time to time. A Fund’s investments in Stock Connect A Shares are generally subject to Chinese securities regulations and listing rules, among other restrictions that may affect a Fund’s investments and returns, including daily limits on net purchases across the whole stock connect system and transfer restrictions. In addition, when investing through the Stock Connect programs, a Fund will not have access to the full market of China A Shares. Such investments are also subject to heightened tax and settlement risk and the risk of price fluctuations of A Shares during times when the Stock Connect programs are not trading. The Stock Connect programs are relatively new programs.
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Further developments are likely and there can be no assurance as to the programs’ continued existence or whether future developments regarding the programs may restrict or adversely affect a Fund’s investments or returns.
QFI Investing Risk
The Funds may directly access securities of companies listed on exchanges located in China through the Manager’s QFI license. Investing in eligible securities of Chinese issuers through the QFI program presents additional risks. Under the QFI program, there are certain regulatory restrictions relating to, among other things, investment scope (including restrictions on the types of instruments available for purchase by the license holder), repatriation of funds, foreign shareholding limits, and account structure (including the structure of custodial and brokerage accounts for trading in Chinese securities), which could change at any time and adversely affect a Fund’s investments. Additionally, there are ongoing uncertainties regarding how recent changes to the QFI program will be implemented.
ChiNext and Science and Technology Innovation Boards
A Fund may, either through the Stock Connect Programs or the Manager’s QFI license, access certain subsidiary boards of various Chinese stock exchanges (such boards, the “Chinese Boards”), such as the ChiNext Board, a subsidiary of the Shenzhen Stock Exchange, or the Science and Technology Innovation Board, a subsidiary of the Shanghai Stock Exchange. Companies listed on the Chinese Boards are typically smaller capitalization companies with shorter operating histories and therefore their securities may be more vulnerable to market risks and market volatility than larger companies listed on the main boards of Shenzhen Stock Exchange or Shanghai Stock Exchange. Additionally, as the Chinese Boards have different listing processes and standards than those of the main boards of the Shenzhen Stock Exchange or Shanghai Stock Exchange, a Fund may be subject to a greater risk that a company it buys through the Chinese Boards is eventually delisted. If such a situation were to occur, the Fund may lose its ability to trade the delisted shares and may lose its invested capital in a company.
See also “Small- and Medium-Capitalization Securities Risk.”
Cross-Exchange Trading Risk
Trades do not cross between the Shanghai and Shenzhen stock exchanges and a separate broker is assigned for each exchange. If a Fund rebalances across both exchanges, the Fund must trade out of stocks listed on one exchange with a broker and trade into stocks on the other exchange with a separate broker. As a result, the Fund may incur additional fees.
Chinese Currency and Repatriation Risk
The Chinese government heavily regulates the domestic exchange of foreign currencies within China. Chinese law requires that all domestic transactions must be settled in RMB, which places significant restrictions on the remittance of foreign currencies and strictly regulates currency exchange from RMB. There is no assurance that there will always be sufficient amounts of RMB for a Fund to remain fully invested. Any restrictions on repatriation of a Fund’s portfolio investments may have an adverse effect on a Fund’s ability to meet redemption requests or achieve its investment objective.
China A Shares Tax Risk
Investments in A Shares could result in unexpected tax liabilities for a Fund. Chinese law imposes withholding taxes on dividends and interest paid to foreign investors by companies listed in China, as well as capital gains realized by such investors, subject to certain temporary exemptions applicable to capital gains and value-added tax on gains realized from investments in A Shares. Application of these rules, including as a result of revocation of any temporary exemptions, could result in tax liabilities for a Fund, which could negatively affect investment returns for shareholders. Any restrictions on repatriation could limit a Fund’s ability to satisfy the distribution requirements applicable to regulated investment companies under the Internal Revenue Code of 1986, as amended (the “Code”), and a Fund may be required to sell other investments (including when it is not advantageous to do so) to meet such distribution requirements. If a Fund were unable to meet such distribution requirements, the Fund would be subject to U.S. federal income tax at the Fund level.
Variable Interest Entity Risk
Certain Funds may also gain investment exposure to certain Chinese companies through variable interest entity (“VIE”) structures. Such investments are subject to the investment risks associated with the Chinese-based company. The VIE structure enables foreign investors, such as the Funds, to obtain investment exposure to a Chinese company in situations in which the Chinese government has limited or prohibited the non-Chinese ownership of such company. The VIE structure does not involve direct equity ownership in a China-based company, but instead establishes claims to the China-based company’s profits and control of the company’s assets through contractual arrangements. While VIEs are a longstanding industry practice that is well known to Chinese officials and regulators, they have not been formally recognized under Chinese law. There has historically been uncertainty whether Chinese officials or regulators would withdraw their implicit acceptance of the VIE structure or limit a VIE’s ability to pass through economic and governance rights to foreign individuals and entities. In 2023, the China Securities Regulatory Commission (“CSRC”) implemented new rules that permit the use of VIE structures, provided they abide by Chinese laws and register with the CSRC. The rules, however, may cause Chinese companies to undergo greater scrutiny and may make the process to create VIEs more difficult and costly. If, however, the Chinese government were to determine that the contractual arrangements establishing the VIE structure did not comply with Chinese law or regulations, the Chinese operating company could be subject to penalties, revocation of its business and operating license, or forfeiture of ownership interests. Further intervention by the Chinese government with respect to any existing VIE structures could significantly affect the relevant Chinese operating company’s performance and thus, the value of the Fund’s investment through a VIE structure, as well as the enforceability of the contractual arrangements of the VIE structure. It remains unclear whether any new laws, rules, or regulations relating to VIE structures will be adopted or, if adopted, what impact they would have on the interests of foreign shareholders. Control over a VIE may also be jeopardized if a natural person who holds the equity interest in the VIE breaches the terms of the contractual arrangements, is subject to legal proceedings, or if any physical
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instruments such as seals are used without authorization. In the event of such an occurrence, a Fund, as a foreign investor, may have little or no legal recourse. In addition to the risk of government intervention, investments through a VIE structure are subject to the risk that the China-based company (or its officers, directors, or Chinese equity owners) may breach the contractual arrangements, or Chinese law changes in a way that adversely affects the enforceability of the arrangements, or the contracts are otherwise not enforceable under Chinese law, in which case a Fund may suffer significant losses on its investments through a VIE structure with little or no recourse available.
Investing in issuers located in China also exposes a Fund to additional risks, as further described in this section and under “Asia Risk”, “Emerging Markets Risk”, “Non-U.S. Investment Risk”, and “Market Disruption and Geopolitical Risk” and in the SAI under “Special Risks of Investing in Asian Securities” and “Special Risk Considerations of Investing in China.”
Conflicts of Interest Risk
The following does not purport to be a comprehensive list or complete explanation of all potential conflicts of interest which may affect a Fund. Any Fund may encounter circumstances, or enter into transactions, in which conflicts of interest may arise, which are not listed or discussed below.
Conflicts Relating to the Funds’ Mixed Shareholder Base
Due to the distribution strategy adopted by the Manager, each Fund expects that a significant portion of its shares will be held by institutional investors such as private defined benefit retirement plans, city and state retirement systems, endowments, foundations, and other pooled investment vehicles, including other mutual funds. These institutional investors will often have broader shareholder servicing relationships with the Manager and its affiliates than other Fund shareholders and will likely receive information or reporting regarding their accounts that is different from the regular reporting the Fund makes to shareholders as a whole. In some cases, these institutional investors will have separate contractual arrangements with the Manager relating to their investment in the Fund. The Manager and the Fund each maintains compliance policies, procedures and guidelines designed to promote equal treatment and fairness among Fund shareholders and to prevent the inappropriate flow of material, non-public information. Nevertheless, the Manager’s relationships with the Fund’s institutional investor base gives rise to various conflicts of interest, since the Manager will sometimes have an incentive to favor those shareholders over other shareholders in the Fund.
Furthermore, one or more of the Manager’s clients may invest in the Fund and, therefore, the Manager at times may have discretion to cause a significant portion of the Fund’s investor base to redeem its investments in the Fund. Such redemptions may be made to make changes to or rebalance client allocations, including to the Fund, and may impact the Fund’s performance. In addition, when a significant portion of the Fund’s assets are held by other clients of the Manager, redemptions from the Fund may be more correlated with one another, which could have a negative impact on the Fund’s liquidity.
Conflicts Relating to Side-by-Side Management of the Funds and Other Accounts
The Manager serves as investment adviser to various clients other than the Funds, including institutional separate accounts and other U.S. and non-U.S. pooled investment vehicles. Some of these clients may pursue strategies that are substantially similar or nearly identical to investment strategies pursued by a Fund. Other clients may pursue strategies that differ from a Fund’s but which involve investments in many of the same securities. This “side-by-side” management gives rise to various potential or actual conflicts of interest. For example, one client may be seeking to invest in (or divest from) the same securities at the same time as a Fund. In addition, the Manager may invest on behalf of other clients in a company’s securities issued prior to an IPO. Those client accounts may maintain their holdings, increase their holdings or sell their holdings in connection with the company’s IPO. Since the Funds would generally invest only at the time of, or after, an IPO, the Manager could be subject to conflicts in connection with the Funds’ later investment in the company. For example, the Manager could have an incentive to have the Funds purchase shares at the time of, or after, the IPO if doing so would benefit the Manager’s other accounts. While the Manager maintains procedures to mitigate such conflicts, including procedures for the fair allocation of trades among its clients, it may have an incentive to favor some clients over others, particularly where the Manager is acting for a client account whose management fee depends on the performance of the account. No Fund currently pays a performance fee of any kind, while other accounts managed by the Manager do pay performance fees.
In addition, different client types typically have different client service relationships with the Manager. For example, an institutional separate account client whose account pursues the same investment strategy as a Fund may receive different, more, or more timely information regarding investment performance, portfolio holdings, strategy developments and/or the Manager’s general market outlook than shareholders in the Fund. This informational advantage could provide an opportunity for a client to take actions that may have a detrimental impact on a Fund and its shareholders. For example, earlier reporting of negative news may cause a client to withdraw its investment with the Manager, causing a sale of portfolio securities that further depresses market prices for those securities and negatively impacts the net asset value of a Fund, in the event it is managed in parallel with that client’s account. Although certain of the Funds’ investment objectives and strategies are substantially similar to those of ETFs managed by the Manager, differences in purchase and redemption structure, investment restrictions and legal requirements lead to the use of different trading practices and potentially different portfolio decisions. ETFs are subject to daily portfolio transparency requirements, which could disadvantage a Fund with substantially similar investment objectives and strategies to the extent that market participants have more frequent access to information regarding the ETFs’ portfolio holdings and could use that information to trade against or front-run the Fund.
The Manager maintains various internal guidelines, procedures and processes to mitigate the conflicts of interest that arise from these diverse client relationships. Included among these are
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trade allocation policies designed to address potential conflicts in situations where two or more funds or accounts participate in investment decisions involving the same securities. While these guidelines, procedures and processes are designed to ensure that all the Manager’s clients are treated fairly, there is no guarantee that they will be effective in all cases.
Conflicts Relating to Investment Personnel Holding Positions in External Organizations
Subject to compliance oversight by the Manager, investment personnel may hold board or other non-executive positions in companies outside of Baillie Gifford (“External Organizations”), which could expose those individuals to material non-public information (“MNPI”). Any MNPI known could be imputed to the entire Baillie Gifford organization, including the Manager, which could impact trading across all Baillie Gifford strategies and limit the ability of the Manager to execute trades on behalf of the Funds. In addition to impacting a Fund’s ability to trade in the External Organization, the possession of MNPI could also restrict the Manager’s ability to trade the securities of public companies in which the External Organization also invests alongside the Fund. While the Manager has implemented compliance measures to mitigate the impact of this risk, there is no guarantee that exposure to MNPI can be completely prevented. Because a Fund might not be able to buy or sell a company’s securities during times when the Manager is deemed to be in possession of MNPI, its performance could be negatively impacted. In addition, where a portfolio manager of a Fund holds an External Organization position, he or she may be restricted from participating in deliberations concerning certain investments related to that External Organization.
Conflicts Related to Service Providers, Vendors, and other Counterparties
A third-party service provider could also face conflicts of interest in carrying out its responsibilities relating to a Fund, including (without limitation) in relation to the further delegation of such responsibilities to other parties and the allocation of time, attention and resources to a Fund, as compared to the service provider’s other clients. Third-party service providers could have incentives to carry out their responsibilities in a manner that does not advance the interests of a Fund and often have no fiduciary obligation to act in the best interests of a Fund. The Funds are able to gain only limited visibility into what conflicts of interest a third-party service provider might face and the extent to which any such conflicts impact the service provider’s decision-making.
Currency Risk
If a Fund trades in securities quoted or denominated in currencies other than the U.S. dollar, or receives income in or takes a long position in a non-U.S. currency, and that currency declines in value relative to the U.S. dollar, the return to the Fund will be reduced. The Funds may invest without limitation in securities quoted or denominated in currencies other than the U.S. dollar and may hold such currencies directly. The Funds do not expect to engage in currency hedging and thus expect to be fully exposed to currency fluctuations relative to the U.S. dollar.
The values of non-U.S. currencies may fluctuate relative to the U.S. dollar in response to, among other factors, changes in supply and demand in the currency exchange markets, trade
balances, actual or perceived interest rate changes, long-term opportunities for investment and capital appreciation, intervention (or failure to intervene) by national governments, central banks, or supranational entities such as the International Monetary Fund, the imposition of currency controls, and other political or regulatory developments. For further information, please see “Market Disruption and Geopolitical Risk” below.
If a Fund trades in securities quoted or denominated in currencies other than the U.S. dollar, or receives income in or takes a position in a non-U.S. currency, and that currency becomes illiquid, the Fund may not be able to convert that non-U.S. currency into U.S. dollars. As a result, the Manager may decide to purchase U.S. dollars in a parallel market in which the exchange rate is materially and adversely different. This will add to the cost of trading. For further information, please see “Liquidity Risk” below.
Exchange rates for many currencies (e.g., some emerging country currencies) are particularly affected by exchange control regulations.
Developed Markets Risk
Investing in securities of companies located in, or with exposure to, developed countries will subject the Fund to the regulatory, political, currency, security, economic and other risks associated with such countries. In recent periods, countries with developed markets have generally experienced slower economic growth than some less developed countries. In addition, developed countries will be impacted by changes to the economic conditions of certain key trading partners, regulatory burdens, debt burdens and the price or availability of certain commodities, among other things.
Services sectors (e.g., the financial services sector) generally tend to represent the primary source of economic growth in developed markets, which can make them susceptible to the risks of individual service sectors. Increased regulatory burdens on certain markets, including labor and product markets, can impact certain issuers. Such regulations may negatively affect economic growth or cause prolonged periods of recession. Many developed market countries are heavily indebted, which may lead to downward pressure on the economies of these countries. As a result, it is possible that interest rates on debt of certain countries with developed markets may rise to levels that make it difficult for such countries to service their debt levels without significant help from other countries or from a central bank. Developed market countries can be dependent on the economies of certain key trading partners and their changes in any one economy may cause an adverse impact on several developed countries.
Special Risk Considerations of Investing in the United Kingdom
Certain Funds are subject to certain risks specifically associated with investments in the securities of issuers located in the United Kingdom (“U.K.”). Investments in issuers located in the U.K. will subject the Funds to regulatory, political, currency, security and economic risk specific to the U.K. The U.K. has one of the largest economies in Europe and is heavily dependent on trade with the European Union (“E.U.”) and the United States. Trade between the U.K. and the E.U. is highly integrated through supply chains and trade in services, as well as through multinational companies. As a result, the economy of the U.K. will be impacted
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by changes to the economic health of E.U. member countries and the United States. The U.K.’s economy relies heavily on the export of financial services to the United States and other European countries and, therefore, a slowdown in the financial services sector will have a negative impact on the U.K.’s economy.
Emerging Markets Risk
Investments in emerging markets are generally subject to a greater risk of loss than investments in developed markets.
Emerging market economies may experience greater volatility, lower trading volume and liquidity, greater risk of expropriation, nationalization, and social, political and economic instability than more established markets. Emerging markets economies may also have less developed accounting, legal and regulatory systems, higher levels of inflation, deflation or currency devaluation, greater risk of market shut down, and more significant governmental limitations on investment policy when compared with typical developed markets. For example, the Public Company Accounting Oversight Board, which regulates auditors of U.S. public companies, is unable to inspect audit work papers in certain foreign countries. Investors in foreign countries often have limited rights and few practical remedies to pursue shareholder claims, including class actions or fraud claims, and the ability of the Securities and Exchange Commission (the “SEC”), the U.S. Department of Justice and other authorities to bring and enforce actions against foreign issuers or foreign persons is limited.
Settlement and asset custody practices for transactions in emerging markets may differ from those in developed markets. Such differences may include delays in settlement and certain settlement practices, such as delivery of securities prior to receipt of payment, which increase the likelihood of a “failed settlement.” Failed settlements can result in losses. Similarly, the reliability of trading and settlement systems in some emerging markets may not be equal to that available in more developed markets, which may result in problems realizing investments. See “Non-U.S. Investment Risk” below.
In addition, issuers (including governments) in emerging market countries may have less financial stability than in other countries. There is also the potential for unfavorable action such as expropriation, nationalization, embargo, and acts of war. As a result, there will tend to be an increased risk of price volatility in investments in emerging market countries, which may be magnified by currency fluctuations relative to the U.S. dollar.
The securities of emerging market companies may trade less frequently and in smaller volumes than more widely held securities. They may also be reliant on a few industries, international trade or revenue from particular commodities. The existence of overburdened infrastructure and obsolete financial systems also present risks in certain countries, as do environmental problems. In certain emerging market countries, governments participate to a significant degree, through ownership or regulation, in their respective economies. Action by these governments could have a significant adverse effect on market prices of securities and payment of dividends.
Market disruptions or substantial market corrections may limit very significantly the liquidity of securities of certain companies
in a particular country or geographic region, or of all companies in the country or region. A Fund may be unable to liquidate its positions in such securities at any time, or at a favorable price, in order to meet such Fund’s obligations. For example, restrictive investment quotas, controls and other dealing limitations may apply.
For these and other reasons, investments in emerging markets are often considered speculative. To the extent any Fund invests in emerging markets, it will be subject to all of the general risks described in this Prospectus as well as special risks (some of which are described in the SAI) that may affect the region where such Fund invests. See also “Frontier Markets Risk” below.
In addition, emerging markets risk for an emerging markets fund that excludes China from its investment universe may entail the additional risks associated with taking more focused positions in a smaller number of countries given that some emerging market countries (such as, for example, India and South Korea) may present relatively larger or more frequent investment opportunities compared to other emerging markets countries. See “Focused Investment Risk” below.
Equity Securities Risk
Equity securities represent an ownership interest, or the right to acquire an ownership interest, in an issuer. In addition to common stocks, equity securities include, without limitation, preferred stocks, convertible securities, rights and warrants. Different types of equity securities provide different voting and dividend rights and priority in the event of a bankruptcy and/or insolvency of the issuer. The Funds may invest in, and gain exposure to, common stocks and other equity securities through purchasing depositary receipts as described under “Depositary Receipts” below.
Equity securities may experience significant price volatility, and the market prices of equity securities can decline in a rapid or unpredictable manner.
The value of a company’s equity securities may fall as a result of factors directly relating to that company, such as decisions or actions taken by its management or employees, which could include fraud or a criminal act, or lower demand for the company’s products or services. The value of an equity security may also fall because of factors affecting not just the company, but also companies in the same industry or in a number of different industries, such as increases in production costs.
The value of a company’s equity securities may also be affected by changes in financial markets that are relatively unrelated to the company or its industry, such as changes in interest rates, currency exchange rates, investor confidence, or market conditions, adverse circumstances involving the credit markets, or announcements of economic, political, or financial information. In addition, because a company’s equity securities rank junior in priority to the interests of bond holders and other creditors, a company’s equity securities will usually react more strongly than its bonds and other debt to actual or perceived changes in the company’s financial condition or prospects. The market prices of equity securities trading at high multiples of current earnings often are more sensitive to changes in future earnings expectations than the market prices of equity securities trading at lower multiples.
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The Funds may invest in the equity securities of issuers with smaller to medium-sized market capitalizations. See “Small- and Medium-Capitalization Securities Risk” below.
Depositary Receipts
The Funds may invest in depositary receipts, including ADRs, EDRs and GDRs. ADRs are dollar-denominated receipts issued generally by domestic banks and representing the deposit with the bank of a security of a non-U.S. issuer, and are publicly traded on exchanges or over-the-counter in the United States. EDRs are receipts similar to ADRs and are issued and traded in Europe. GDRs may be offered privately in the United States and also traded in public or private markets in other countries. Investments in non-U.S. issuers through ADRs, GDRs, EDRs, and other types of depositary receipts generally involve risks applicable to other types of investments in non-U.S. issuers, including political, regulatory, and economic risks because the value of a depositary receipt is dependent upon the market price of an underlying non-U.S. security. Investments in depositary receipts may similarly be less liquid and more volatile than the underlying securities in their primary trading market.
The values of depositary receipts may decline for a number of reasons relating to the issuers or sponsors of the depositary receipts, including, but not limited to, insolvency of the issuer or sponsor. Investing in these instruments exposes a Fund to credit and counterparty risk with respect to the issuer of the ADR, EDR or GDR, in addition to the risks of the underlying investment. There may be less publicly available information regarding the issuer of the securities underlying a depositary receipt than if those securities were traded directly in U.S. securities markets. If a depositary receipt is denominated in a different currency than its underlying securities, the Fund will be subject to the currency risk of both the investment in the depositary receipt and the underlying security. Holders of depositary receipts may also have limited or no rights to take action with respect to the underlying securities or to compel the issuer of the receipts to take action. In addition, a depositary or issuer may unwind its depositary receipt program, or the relevant exchange may require depositary receipts to be delisted, which could require a Fund to sell its depositary receipts (potentially at disadvantageous prices) or to convert them into shares of the underlying non-U.S. security (which could adversely affect their value or liquidity). Depositary receipts also may be subject to illiquidity risk, and trading in depositary receipts may be suspended by the relevant exchange.
Depositary receipts may be sponsored or unsponsored. Although the two types of depositary receipt facilities are similar, there are differences regarding a holder’s rights and obligations and the practices of market participants. With sponsored facilities, the underlying issuer typically bears some of the costs of the depositary receipts (such as dividend payment fees of the depositary), although most sponsored depositary receipt holders may bear costs such as deposit and redemption fees. Depositaries of most sponsored depositary receipts agree to distribute notices of shareholder meetings, voting instructions, and other shareholder communications and financial information to the depositary receipt holders at the underlying issuer’s request. Holders of unsponsored depositary receipts generally bear all the costs of the facility. The depositary usually charges fees upon the deposit and redemption of the underlying securities, the conversion of dividends into U.S. dollars or other
currency, the disposition of non-cash distributions, and the performance of other services. The depositary of an unsponsored facility frequently is under no obligation to distribute shareholder communications received from the underlying issuer or to pass through voting rights with respect to the underlying securities to depositary receipt holders.
Convertible Securities
Convertible securities are generally bonds, debentures, notes, preferred stocks, synthetic convertible securities and other securities or investments that may be converted or exchanged (by the holder or issuer) into equity securities of the issuer (or cash or securities of equivalent value). A convertible security may be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a Fund is called for redemption or conversion, the Fund could be required to tender it for redemption, convert it into the underlying common stock or sell it to a third party. A convertible security will normally also provide income and is subject to interest rate risk.
Convertible securities typically provide yields lower than comparable non-convertible securities. Their values may be more volatile than those of non-convertible securities, reflecting changes in the values of the securities into which they are convertible. Convertible securities may also be subordinate to other debt securities issued by the same issuer. Issuers of convertible securities are often not as strong financially as issuers with higher credit ratings.
Participatory Notes
From time to time, a Fund may use participatory notes (“P-Notes”) to gain exposure to securities in certain foreign markets. P-Notes are generally traded over-the-counter and constitute general unsecured contractual obligations of the banks or broker-dealers that issue them. Generally, banks and broker-dealers associated with non-U.S. based brokerage firms buy securities listed on certain foreign exchanges and then issue P-Notes which are designed to replicate the performance of the securities and markets. The performance results of P-Notes will not replicate exactly the performance of the securities or markets that the notes seek to replicate due to transaction costs and other expenses. The return on a P-Note that is linked to a particular underlying security generally is increased to the extent of any dividends paid in connection with the underlying security. However, the holder of a P-Note typically does not receive voting or other rights as it would if it directly owned the underlying security, and P-Notes present similar risks to investing directly in the underlying security. Additionally, P-Notes entail the risk that the counterparty or issuer of the P-Note may not be able to fulfill its obligations, that the holder and counterparty or issuer may disagree as to the meaning or application of contractual terms, or that the instrument may not perform as expected. Additionally, while P-Notes may be listed on an exchange, there is no guarantee that a liquid market will exist or that the counterparty or issuer of a P-Note will be willing to repurchase such instrument when a Fund wishes to sell it. For further information about some of the risks, please see “Emerging Markets Risk,” “Liquidity Risk,” “Market Disruption and Geopolitical Risk,” and “Non-U.S. Investment Risk” in this section.
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Preferred Securities
Preferred stocks (or “preferred securities”) represent equity interests in a company that generally entitles the holder to receive, in preference for the holders of other stocks such as common stocks, dividends and a fixed share of the proceeds resulting from a liquidation of the company. Preferred securities may pay fixed or adjustable rates of return and are subject to issuer-specific risks.
Dividends for preferred securities are typically paid after payments to debt and bond holders. Unlike debt securities, dividend payments on a preferred security typically must be declared by the issuer’s board of directors. An issuer’s board of directors is generally under no obligation to pay dividends. A preferred security may therefore lose substantial value if the board of directors of the issuer decides not to pay dividends. Further, because many preferred securities pay dividends at a fixed rate, their market price can be sensitive to changes in interest rates. If a Fund owns a preferred stock that is deferring its distribution, it may also be required to recognize income for tax purposes despite the fact that it is not receiving current distributions with respect to this position. As a result, a Fund may be required to sell other investments (including when it is not advantageous to do so) to satisfy the distribution requirements applicable to regulated investment companies under the Code.
Preferred security holders commonly have no or limited voting rights with respect to the issuing company, which will limit the ability of the Fund to influence the issuer.
Many preferred securities allow holders to convert the preferred securities into common stock of the issuer. Consequently, their market price can be sensitive to changes in the value of the issuer’s common stock. Declining common stock values may also cause the value of the Fund’s investments to decline.
Preferred securities often have call features which allow the issuer to redeem the security at its discretion. The redemption of a preferred security having a higher than average yield may cause a decrease in a Fund’s yield.
Preferred stocks may trade less frequently and in a more limited volume and may be subject to more abrupt or erratic price movements than many other securities, such as common stocks, corporate debt securities, and U.S. government securities.
ESG Risk
To the extent that a Fund’s portfolio managers incorporate environmental, social and/or governance considerations (“ESG Factors”) into the Fund’s investment process as a part of the Fund’s long-term investment approach, the Fund is subject to the risk that it may underperform funds that do not take ESG Factors into account.
In general, use of ESG Factors in the securities selection process will affect a Fund’s exposure to certain issuers, industries, sectors, regions, and countries; may lead to a smaller universe of investments than other funds that do not incorporate ESG Factor analysis; and may negatively impact the relative performance of the Fund over the short, medium or even long term depending on how successfully those ESG Factors are incorporated and whether such investments are in or out of favor. Additionally, the consideration of ESG Factors may prioritize long-term rather than
short-term returns, and therefore may negatively impact the relative performance of the Fund over shorter periods.
Environmental considerations and risks are particularly relevant for Funds with portfolio management teams that invest in companies that the portfolio managers expect will take action consistent with a successful climate transition in alignment with global efforts towards net zero greenhouse gas emissions. Such Funds may be less likely to invest in some market opportunities as compared to funds that do not seek to invest in companies that the portfolio managers have deemed climate-fit, which may lead to underperformance for such Funds.
In addition, there is a risk that portfolio holdings will not operate as expected with respect to the potential transition to a net zero economy and the reduction of global greenhouse gas emissions. A company’s climate-fitness, including carbon-reduction performance or practices, or the portfolio managers’ assessment of climate-fitness could vary over time. There are significant differences in interpretations of what it means for a company to take adequate steps to reduce and/or offset its greenhouse gas emissions, to integrate the related challenges into business strategies, and to provide robust disclosure on climate change and other significant environmental issues. While the portfolio managers believe that their evaluation of these characteristics is reasonable, the views that the portfolio managers take in making decisions may differ from those of other investors or advisers regarding such characteristics.
In considering ESG factors or assessing ESG criteria or applying ESG-related exclusions, the portfolio managers may be dependent upon information and data obtained through reporting (which may be on a voluntary basis) by issuers or third-party sources or research that may be incomplete, inaccurate, out of date or unavailable. Such information and data may be based on backward looking and/or estimated analysis and the subjective nature of the ESG criteria means that a wide variety of outcomes are possible. Certain issuers may emphasize only one or two ESG factors, or a particular aspect of one or more factors, as part of their ESG practices. ESG data may also rely on the methodology of one provider, which may vary from other databases. The portfolio managers may, if appropriate, attempt to mitigate these limitations through the use of a variety of data sources (where available), active engagement with companies and the portfolio managers’ own in-house research. However, there is a risk that ESG information and data obtained by the portfolio managers may not adequately address the underlying detail around relevant material ESG considerations and this could impact the portfolio managers’ assessment of related risks and opportunities. See also “Long-Term Investment Strategy Risk” and “Selected Investment Techniques and Topics—Our Stewardship Approach.”
Focused Investment Risk
Funds whose investments are focused in related, or a limited number of, countries, regions, sectors, companies or industries (e.g., different industries within broad sectors, such as technology or financial services), or in securities from issuers with high positive correlations to one another, are subject to greater overall risk than funds whose investments are more diversified.
A Fund that invests in the securities of a limited number of issuers is particularly exposed to adverse developments affecting
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those issuers. In such cases, a decline in the market price of a particular security held by the Fund is likely to affect the Fund’s performance more than if the Fund invested in the securities of a larger number of issuers.
To the extent that a Fund focuses its investments in securities denominated in a particular foreign currency or in investments tied economically to (or related to) a narrowly defined geographic area, it will be subject to increased risks, when compared with more diversified funds. The political and economic prospects of one country or group of countries within the same geographic region may affect other countries in that region. Similarly, a recession, debt crisis or decline in currency valuation in one country can spread to other countries. Furthermore, companies in a particular geographic region or country may be sensitive to the same events, such as weather, natural disasters, public health crises, or events affecting other companies in that region or country because of common characteristics, risk exposures and regulatory burdens. Issuers in the same area may also react similarly to specific economic, market, political or other developments. See also “Non-U.S. Investment Risk” below.
A Fund that focuses its investments in a certain type of issuer will be particularly vulnerable to events affecting such type of issuer. Also, certain Funds may have greater risk to the extent they invest a substantial portion of their assets in a group of related industries (or a “sector”). For example, the market prices of investments in the software, internet and semiconductor industries tend to fluctuate in response to investor sentiment regarding the broader technology sector. The industries comprising any particular sector and investments in a particular foreign currency or in a narrowly defined geographic area outside the United States may share common characteristics, are often subject to similar business risks and regulatory burdens, and react similarly to economic, market, political or other developments.
Special Risks of Focused Investments in Growth Companies
As discussed herein, each Fund may take on significant exposure to a small number of growth stock issuers, or to a broader portfolio consisting predominantly of growth companies, which can create outsize risk. This is, in part, because, historically, growth companies are disproportionately prevalent in certain industries (such as those relating to the Internet, software and semiconductors), which tend to be particularly prone to loss and wide fluctuation in price. Furthermore, growth companies in these types of industries may have a tendency periodically to decrease in price at roughly the same time, which can further hinder the ability of portfolio managers to diversify risks of loss.
Frontier Markets Risk
Frontier markets are those emerging markets that are considered to be among the smallest, least mature and least liquid and, as a result, may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Some of these markets may have unstable governments, economies based on only a few industries and securities markets that trade only a limited number of securities. Many frontier markets do not have well-developed regulatory systems and disclosure standards may be less stringent than those of more developed markets. The risks of expropriation, nationalization, and social, political, and economic instability are greater in
frontier markets than in more developed markets. These risks, which are characteristic of many emerging markets generally, may be especially heightened in frontier markets, due to political, economic, financial, or other factors.
Geographic Focus Risk
A Fund that focuses its investments in a limited number of countries or geographic regions will not offer the same level of diversification of risks as a more broadly global fund because it will be exposed to a smaller geographic area. The performance of a Fund that is less diversified across countries or geographic regions will be closely tied to market, currency, economic, political, environmental, or regulatory conditions and developments in the countries or regions in which the Fund invests, and may be more volatile than the performance of a more geographically-diversified portfolio.
Government and Regulatory Risk
Governmental and regulatory authorities in the United States and other countries, have taken, and may in the future take, actions intervening in the markets in which a Fund invests and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to a Fund or to the companies in which a Fund invests. The effects of these actions on the markets generally, and a Fund’s investment program in particular, can be uncertain and could restrict the ability of a Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries, or countries. For example, sanctions or other investment restrictions imposed by governments could preclude a Fund from investing in certain issuers or cause a Fund to sell investments at a disadvantageous time; new anti-trust regulations could adversely affect the value of certain growth stocks held by a Fund; and new regulations promulgated by securities regulators could increase the costs of investing in a Fund by increasing expenses borne by the Fund in order to comply with such regulations.
By contrast, markets in some non-U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. For example, a foreign government’s decision not to subject companies to uniform accounting, auditing and financial reporting standards, practices, and requirements comparable to those applicable to U.S.-based companies could increase the risk that accounting fraud goes undetected. The lack of government-enforced oversight may result in investors having limited rights and few practical remedies to pursue shareholder claims.
Furthermore, governments, agencies, or other regulatory bodies may adopt or change laws or regulations that could adversely affect a Fund or the market value of an instrument held by a Fund. The Manager cannot predict the effects of any new laws or regulation that may be implemented, and there can be no assurance that any new laws or regulations will not adversely affect a Fund’s ability to achieve its investment objective. For example, financial entities, such as investment companies and investment advisers, are generally subject to extensive government regulation which may change frequently and have significant adverse consequences on a Fund. Similarly, investments in certain industries, sectors, or countries may also
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be subject to extensive regulation. For example, in October 2024, the U.S. Treasury Department issued a final rule implementing a new “outbound investment” regulatory regime, which prohibits or requires notifications with respect to certain transactions by U.S. persons involving companies located in, or affiliated with, countries of concern (currently, China and the Special Administrative Regions of Hong Kong and Macau) that deal in certain categories of semiconductors and microelectronics, quantum information technologies, and artificial intelligence (“AI”). While exemptions are generally afforded for investments in listed equities, certain shareholder rights associated with such investments may implicate the outbound investment regulatory regime. Because the Funds invest globally, including in China and other regions in Asia, evolving sanctions, outbound investment restrictions, and similar regulatory regimes may restrict a Fund’s investment activities in certain countries or sectors, require regulatory disclosures, and/or restrict the counterparties with whom the Fund may transact, resulting in the Fund not making certain investments and/or imposing other adverse consequences. Additionally, economic downturns and political changes can trigger economic, legal, budgetary, tax, and other regulatory changes. Regulatory changes may impact the way a Fund is regulated or the way a Fund’s investments are regulated, affect the expenses incurred directly by a Fund and the value of its investments, and limit and/or preclude a Fund’s ability to pursue its investment strategy or achieve its investment objective.
Growth Stock Risk
The prices of growth stocks may be based largely on expectations of future earnings, and can decline rapidly and significantly in reaction to negative news about various factors, such as earnings, revenues, the economy, political developments, or other news. Growth stocks, such as those of many internet and software companies, may underperform stocks in other broad style categories (and the stock market as a whole) over any period of time. Growth stocks may shift in and out of favor with investors generally, sometimes rapidly, depending on changes in market, economic, and other factors. As a result, at times when it holds investments in growth stocks, the Fund may underperform other investment funds that favor different investment styles. Because growth companies typically reinvest their earnings, growth stocks typically do not pay dividends at levels associated with other types of stocks, if at all.
Information Technology Risk
The Funds, their service providers, and other market participants increasingly depend on complex information technology and communications systems. These systems are subject to a number of different threats or risks that could adversely affect the Funds and their shareholders, despite the efforts of the Funds and their service providers to adopt technologies, processes, and practices intended to mitigate these risks.
Unauthorized third parties may attempt to improperly access, modify, disrupt the operations of, or prevent access to these systems of the Funds, the Funds’ service providers, counterparties, or other market participants or data within those systems (each, a “cyber-attack”). Successful cyber-attacks against, or security breakdowns of, a Fund, the Manager, or a custodian, transfer agent, or other affiliated or third-party service provider may adversely affect the Funds or their shareholders. In
general, cyber-attacks are deliberate, but unintentional events may have similar effects. Power or communications outages, acts of God, war, terrorist attacks, information technology equipment malfunctions, operational errors, and inaccuracies within software or data processing systems may also disrupt business operations or impact critical data. Continuing use of work-from-home arrangements may make the Funds and their service providers more susceptible to cyber-attacks, in part due to the increase in cyber-attack surface stemming from the use of personal devices and non-office or personal technology. There may be an increased risk of cyber-attacks during periods of geopolitical or military conflict.
Cyber-attacks, and other technical issues may interfere with the processing of shareholder or other transactions, affect a Fund’s ability to calculate its net asset value, cause the release of private shareholder information or confidential Fund information, impede trading, cause reputational damage, and subject a Fund to regulatory fines, penalties or financial losses, reimbursement or other compensation costs, and additional compliance costs. They may render records of Fund assets and transactions, shareholder ownership of Fund shares, and other data integral to the functioning of the Fund inaccessible or inaccurate or incomplete. There is also a risk that cyber-attacks may not be detected. The ability of bad actors to execute successful cyberattacks may be increased by certain AI tools that are currently available or may become available in the near future.
Market events may also occur at a pace that overloads current information technology and communication systems and processes of the Funds, the Funds’ service providers, or other market participants, affecting their ability to conduct the Funds’ operations.
Similar types of information technology risks are present for issuers of securities or other instruments in which the Funds invest, which could result in material adverse consequences for such issuers, and may cause the Funds’ investments to lose value. Furthermore, as a result of cyber-attacks, technological disruptions, malfunctions or failures, an exchange or market may close or suspend trading in specific securities or the entire market, which could prevent the Fund from, among other things, buying or selling the securities or accurately pricing its securities.
The Funds and their service providers have established business continuity and other plans and processes to address the possibility of cyber-attacks, disruptions, or failures. However, there are inherent limitations in such plans and processes, including that they do not apply to third parties, the possibility that risks may not have been identified or new risks may emerge in the future. Because technology is frequently changing, new ways to carry out cyberattacks continue to develop. Therefore, there is a chance that certain risks have not been identified or prepared for, or that an attack may not be detected, which puts limitations on the ability of the Funds and the Funds’ service providers to plan for or respond to a cyberattack. Furthermore, geopolitical tensions could increase the scale and sophistication of deliberate cybersecurity attacks, particularly those from nation-states or from entities with nation-state backing. The Funds also cannot directly control any information security plans and systems put in place by their service providers, counterparties, issuers in which the Funds invest, or securities markets and exchanges. In addition, such third parties may have limited indemnification
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obligations to the Manager or the Funds. Any problems relating to the performance and effectiveness of security procedures used by a Fund or its service providers to protect a Fund’s assets, such as algorithms, codes, passwords, multiple signature systems, encryption and telephone call-backs, may have an adverse impact on an investment in a Fund.
Investment Style Risk
The Manager actively makes investment decisions for the Funds through bottom-up stock selection. Accordingly, each Fund will have risk characteristics that differ from its benchmark index. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular stock may prove to be incorrect and cause the Fund to lose money or underperform compared to its benchmark index. There can be no assurance that the Manager’s investment decisions will produce the desired results. There can also be no assurances that the Manager is able to identify a sufficient number of potential investments to meet a Fund’s investment strategy. This risk is heightened for Funds with more focused investment strategies that rely on identifying a small number of companies the Manager believes present truly outstanding investment opportunities.
Initial Public Offering Risk
Each Fund may purchase securities in Initial Public Offerings (“IPOs”). These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and the length of the period for which information about the companies is available may be very limited. In addition, the prices of securities sold in IPOs may be highly volatile. At any particular time or from time to time a Fund may not be able to invest in securities issued in IPOs, or invest to the extent desired because, for example, only a small portion (if any) of the securities being offered in an IPO may be made available to such Fund. In addition, under certain market conditions a relatively small number of companies may issue securities in IPOs. Similarly, as the number of funds to which IPO securities are allocated increases, the number of securities issued to any one fund, if any, may decrease. The investment performance of a Fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when the Fund is able to do so. In addition, as a Fund increases in size, the impact of IPOs on the Fund’s performance will generally decrease.
Large-Capitalization Securities Risk
Securities issued by large-capitalization companies may present risks not present in smaller companies. For example, larger companies may be unable to respond as quickly as smaller and mid-sized companies to competitive challenges or to changes in business, product, financial, or other market conditions. Larger companies may not be able to maintain growth at the high rates that may be achieved by smaller companies, especially during strong economic periods. Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and mid-sized companies.
Liquidity Risk
Liquidity risk is the risk that a Fund may not be able to dispose of securities or close out derivatives transactions readily at a favorable time or prices (or at all) or at prices approximating
those at which the Fund currently values them. For example, certain investments may be subject to restrictions on resale, may trade in the over-the-counter market or in limited volume, or may not have an active trading market. Such investments may also be particularly susceptible to valuation risk. See “Valuation Risk” below.
Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. Additionally, liquidity risk may be amplified in situations where foreign countries close their securities markets for extended periods of time due to scheduled holidays, such as the week-long closure of Chinese securities markets that occurs annually in October.
The Funds are all subject to the risk that low trading volume, lack of a market maker, large positions in securities of particular issuers, or legal restrictions (including daily price fluctuation limits or ‘circuit breakers’) could make any investment illiquid. The market for certain investments may also become illiquid under adverse market or economic conditions independent of any specific adverse changes in the conditions of a particular issuer, including due to geopolitical events such as sanctions, trading halts or wars. For example, securities issued by the U.S. Treasury have exhibited periods of greatly reduced liquidity when disruptions in fixed income markets have occurred, such as during the global financial crisis in 2008.
An inability to sell a portfolio position can adversely affect a Fund’s value or prevent the Fund from being able to take advantage of other investment opportunities. In addition, it may be difficult for a Fund to value illiquid investments accurately. Securities of issuers in emerging markets and frontier markets may be particularly susceptible to this risk. See “Emerging Markets Risk” and “Frontier Markets Risk” above.
Illiquid investments may also trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. Illiquid investments are more susceptible than other investments to price declines when market prices decline generally.
Furthermore, disposal of illiquid investments may entail registration expenses and other transaction costs that are higher than those for liquid investments. For example, a Fund may hold restricted securities and there can be no assurance that a trading market will exist at any time for any particular restricted investment. Limitations on the resale of these investments may have an adverse effect on their marketability, and may prevent a Fund from disposing of them promptly at reasonable prices. A Fund may have to bear the expense of registering the investments for resale and the risk of substantial delays in effecting the registration.
If a Fund holds illiquid investments, it may be forced to sell other securities or instruments that are more liquid, but at an unfavorable price or time, or under other unfavorable conditions, in order to meet redemption requests. A Fund may seek to borrow money to meet its obligations (including, among other things, redemption obligations) if it is unable to dispose of illiquid investments, resulting in borrowing expenses and possible leveraging of a Fund. In some cases, due to unanticipated levels of illiquidity, a Fund may choose to meet its redemption obligations wholly or in part by distributions of assets in-kind.
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Mutual funds with principal investment strategies that involve securities of companies with smaller market capitalizations, non-U.S. securities, Rule 144A securities, derivatives or securities with substantial market or credit risk tend to have the greatest exposure to liquidity risk.
Rule 22e‑4 under the 1940 Act requires each Fund to adopt a liquidity risk management program to assess and manage its liquidity risk. Under its program, a Fund is required to classify its investments into specific liquidity categories and monitor compliance with limits on illiquid investments. While the liquidity risk management program attempts to assess and manage liquidity risk, there is no guarantee it will be effective in its operations, and it may not reduce the liquidity risk inherent in a Fund’s investments.
Long-Term Investment Strategy Risk
The Funds pursue a long-term investment approach, typically seeking returns over a period of several years, which can comprise a full market cycle or more. This investment style may cause a Fund to lose money or underperform compared to its benchmark index or other mutual funds over extended periods of time, and a Fund may not perform as expected in the long term. The market price of a Fund’s investments will fluctuate daily due to economic and other events that affect particular companies and other issuers or the market as a whole, and market developments may not align with the Manager’s assessment for growth in the shorter- or longer-terms. Short- and medium-term price fluctuations may be especially pronounced in less developed markets or in companies with lower market capitalizations. A Fund that integrates ESG Factors into its long-term investment approach is also subject to the risks described above. Additionally, where a Fund’s long-term investment approach integrates ESG Factors, a Fund may forego some market opportunities available to funds that do not integrate ESG Factors into their investment process, which may negatively impact the relative performance of a Fund. Similarly, with respect to a Fund that assesses climate fitness, the Fund is expected have higher exposure to companies pursuing decarbonization, and such assessments may have the effect of limiting the number of investments that portfolio managers consider for Fund investment even if such Fund does not place formal limits on its investment universe (i.e., does not categorically “screen out” or “screen in” any particular category of investments based on climate considerations).
Investments in certain industries or markets may be subject to wider variations in performance as a result of special risks common to such markets or industries. For example, information technology companies may have limited product lines, markets or financial resources and may be affected by worldwide technological developments and their products and services may quickly become outdated. Similarly, emerging market economies may experience lower trading volume and liquidity, greater risk of expropriation, nationalization, and social, political and economic instability than more developed markets, which may result in greater volatility and significant short- or medium-term price fluctuations.
An investment in the Funds may be more suitable for long-term investors who can bear the risk of short- or medium-term fluctuations in the value of a Fund’s portfolio, including short- or
medium-term losses. See also “Selected Investment Techniques and Topics—Our Stewardship Approach.”
Market Disruption and Geopolitical Risk
Geopolitical, environmental and other events may disrupt securities markets and adversely affect global economies and markets. These disruptions could prevent the Funds from implementing their investment strategies and achieving their investment objectives, and increase the Funds’ exposure to the other risks detailed in this Prospectus. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region might adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S.
War, terrorism, public health crises, and other geopolitical events, such as sanctions, tariffs, trade disputes, the imposition of exchange controls or other cross-border trade barriers, have led, and in the future may lead, to increased short-term market volatility and may have adverse long-term effects on U.S. and world economies and markets generally. For instance, the 2026 U.S. and Israeli military operation against Iran and the 2022 Russian invasion of Ukraine and the sanctions that followed had immediate negative effects on global financial markets, sovereign debt and the markets for certain securities and commodities, such as oil and natural gas. The Russian invasion of Ukraine and the sanctions that followed reduced the liquidity and value of Russian securities to zero or near zero. The risk of such events has meaningfully increased in recent periods due to heightened international tensions stemming from rivalry among the world’s dominant economic and military powers. Similarly, terrorism in the U.S. and around the world has resulted in increased geopolitical risk.
Natural and environmental disasters, such as earthquakes and tsunamis, can be highly disruptive to economies and markets, adversely impacting individual companies and industries, securities markets, interest rates, credit ratings, inflation, investor sentiment, and other factors affecting the value of the Funds’ investments. Similarly, dramatic disruptions can be caused by communicable diseases, epidemics, pandemics, plagues and other public health crises.
Communicable diseases, including those that result in pandemics or epidemics, may pose significant threats to human health, and such diseases, along with any efforts to contain their spread, may be highly disruptive to both global and local economies and markets, with significant negative impact on individual issuers, sectors, industries, and asset classes. Significant public health crises, including those triggered by the transmission of a communicable disease and prolonged quarantines or other efforts to contain it may result in, among other things, border closings and other significant travel restrictions and disruptions, significant disruptions to business operations, supply chains and customer activity, lower consumer demand for goods and services, event cancellations and restrictions, service cancellations, reductions and other changes, significant challenges in healthcare service preparation and delivery, and prolonged quarantines, as well as general concern and uncertainty. As a result of the COVID‑19 outbreak and its subsequent variants, financial markets experienced and may continue to experience significant volatility and severe losses,
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and trading in many instruments was and may continue to be disrupted as a result. Liquidity for many instruments was and could be greatly reduced for periods of time. Measures taken by governments and central banks, including the United States Federal Reserve, may continue to have political, social, economic, market and financial risks and adversely impact Fund performance as well as result in disruptions to the services provided to a Fund by its service providers. Other epidemics or pandemics that arise in the future may cause similar disruptions and require similar interventions.
Certain locations and industries may be particularly susceptible to this risk, and other risks may be heightened by such events. See, for example, “China Risk”, “Emerging Markets Risk”, “Frontier Markets Risk”, “Information Technology Risk”, “Liquidity Risk”, “Service Provider Risk”, “Asia Risk—Special Risk Considerations of Investing in Japan”, and “Valuation Risk.”
Securities and financial markets may be susceptible to market manipulation or other fraudulent trade practices, which could disrupt the orderly functioning of these markets or adversely affect the values of investments traded in these markets, including investments held by the Funds.
Market disruptions, including sudden government interventions (e.g., currency controls), can also prevent the Funds from implementing their investment strategies efficiently and achieving their investment objectives. For example, a market disruption may adversely affect the orderly functioning of the securities markets and may cause the Funds’ derivatives counterparties to discontinue offering derivatives on some underlying securities, reference rates, or indices, or to offer them on a more limited basis.
The downgrade in the long-term U.S. credit rating by major rating agencies has heightened uncertainty about the ability of the U.S. to repay its obligations. Further credit rating downgrades or a U.S. credit default may result in increased volatility or liquidity risk, higher interest rates, lower prices for U.S. government securities, and increased costs for all kinds of debt. The value of a Fund’s shares may be adversely affected by rating agency downgrades of the U.S. government’s credit rating given that a Fund may invest in U.S. government securities. While the U.S. government has honored its credit obligations continuously for more than 200 years, it remains possible that the U.S. could default on its obligations. While it is impossible to predict the consequences of such an unprecedented event, it is likely that a default by the U.S. would be highly disruptive to the U.S. and global securities markets and could significantly impair the value of the Funds’ investments. Similarly, political events within the U.S. can result in the shutdown of government services, which could negatively affect the U.S. economy, decrease the value of many Fund investments, and increase uncertainty in or impair the operation of the U.S. or other securities markets.
If one or more countries leave the E.U. or the E.U. dissolves, the world’s securities markets would likely be significantly disrupted and face new legal and regulatory uncertainties. The Manager’s business may also be adversely affected. Securities and financial markets may be susceptible to market manipulation or other fraudulent trade practices, which could disrupt the orderly functioning of these markets or adversely affect the values of
investments traded in these markets, including investments held by the Funds.
Further, continuing uncertainty as to the status of the European Economic and Monetary Union (“EMU”) and the potential for certain countries to withdraw from the institution has created significant volatility in currency and financial markets generally. If one or more EMU countries were to stop using the euro as its primary currency, a Fund’s investments in such countries may be redenominated into a different or newly adopted currency. As a result, the value of those investments could decline significantly and unpredictably. In addition, securities or other investments that are redenominated may be subject to liquidity risk and the risk that a Fund may not be able to value investments accurately to a greater extent than similar investments currently denominated in euros. To the extent a currency used for redenomination purposes is not specified in respect of certain EMU related investments, or should the euro cease to be used entirely, the currency in which such investments are denominated may be unclear, making such investments particularly difficult to value or dispose of. A Fund may incur additional expenses to the extent it is required to seek judicial or other clarification of the denomination or value of such securities.
In addition, unexpected political, regulatory and diplomatic events, such as trade wars and tariff regimes, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The current political climate between the U.S. and China, including the renewal and escalation of the trade war and related reciprocal tariffs between the two countries, has had, and may continue to have, an adverse effect on either or both of the U.S. and Chinese economies. In addition, sanctions or other investment restrictions could preclude a Fund from investing in certain Chinese or other non-U.S. issuers or cause a Fund to sell investments at disadvantageous times. Events such as these and their impact on the Funds are difficult to predict, and it is unclear whether further tariffs may be imposed or other escalating actions may be taken in the future. Similar trade disputes and tariffs between the U.S. and other non-U.S. countries, or among non-U.S. countries, have the potential to cause analogous disruptions to financial markets, the economies of such countries, and the broader global economy.
Because of the current trade and policy disputes between the U.S. and other countries, particularly China, there is a heightened risk that events occurring after the close of markets in other time zones may have a material impact on the value of non-U.S. securities held by a Fund. The likelihood of such an occurrence and impact of such events may be difficult to assess before a Fund’s Pricing Point (as defined below) on the same day, which may impact the accuracy of the NAV per share calculated by a Fund on a given day. The Funds maintain policies and procedures intended to mitigate this risk.
In 2025, the U.S. government indicated its intent to alter its approach to international trade policy and, in some cases, to renegotiate or potentially terminate certain existing bilateral or multilateral trade agreements and treaties with foreign countries and has made proposals and taken actions related thereto. In addition, the U.S. government has recently imposed tariffs on certain foreign goods and has indicated a willingness to impose tariffs on imports of other products. Some foreign governments,
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including China, have instituted retaliatory tariffs on certain U.S. goods and have indicated a willingness to impose additional tariffs on U.S. products. Other countries, including Mexico, have threatened retaliatory tariffs on certain U.S. products.
Global trade disruption, significant introductions of trade barriers, and bilateral trade frictions, together with any future downturns in the global economy resulting therefrom, could adversely affect the financial performance of a Fund and its investments. Trade policy may be an ongoing source of instability, potentially resulting in significant currency fluctuations and/or having other adverse effects on international markets, international trade agreements, and/or other existing cross-border cooperation arrangements (whether economic, tax, fiscal, legal, regulatory, or otherwise). To the extent trade disputes escalate globally, there could be additional significant impacts on the sectors or industries in which a Fund invests and other adverse impacts on a Fund’s overall performance.
Rapid developments in AI technologies are expected to have profound effects on the global economy in general and the value of specific companies in particular. The timing, magnitude and directionality of these effects are difficult to predict with precision because the technology continues to evolve rapidly and will be integrated into specific sectors and companies to different degrees and on different timescales. Disruptions caused by the continued development and integration of AI technologies may result in significant market volatility and cause the value of certain companies held by the Funds to decline rapidly and unexpectedly. The use of AI in general may adversely impact markets, the overall performance of the Funds’ investments, or the services provided to the Funds by their service providers.
Market Risk
Market risk is the risk of unfavorable market-induced changes in the value of securities owned by a Fund.
Market prices of investments held by the Funds are volatile and will go up or down, sometimes rapidly or unpredictably. The prices of investments can change substantially due to various factors including, but not limited to, economic growth or recession, changes in interest or currency rates, changes in actual or perceived creditworthiness of issuers, adverse investor sentiment generally, market liquidity, real or perceived adverse market conditions and the risks inherent in investment in securities markets.
Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the values of a Fund’s assets can decline. Inflation rates may change frequently and drastically as a result of various factors, including unexpected shifts in the domestic or global economy (or expectations that domestic or global economic policies will change), and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund.
The total return of a Fund may consequently fluctuate within a wide range, so you could lose money over short or even long periods. Even if economic conditions do not change, the value of an investment in a Fund could decline if the particular industries, sectors or companies in which a Fund invests do not perform well
or are adversely affected by certain events. Further, legal, political, regulatory and tax changes also may cause fluctuations in markets and securities prices.
An example of this variability of market risk over different time periods, and in response to diverse external factors, relates to certain risks associated with climate change. Fund performance can be adversely affected (directly or indirectly) by “transitional” factors (i.e., factors informed by market shifts in response to, or in anticipation of, climate change), as well as by the physical consequences of climate change itself. The transitional risks associated with climate change, including new policies, regulations, and/or technologies, may influence markets and portfolio company performance more immediately, while, over the longer term, companies may be more susceptible to a range of “physical” risks such as those stemming from chronic changes to climate patterns, sea level rise, or more acute severe weather events. Both of these transitional and physical risks may impact Fund holdings differently over short, medium or long timeframes and are likely to vary considerably under different predictive scenarios mapping the potential changes in the composition of global emissions and the course of climate change. The relative contributions of transitional and physical risks to the overall portfolio may vary across markets and time horizons and may negatively affect the value of a Fund’s investments differently across various time horizons. See also “ESG Risk” for further discussion of investment risks relating to environmental factors.
Non-Diversification Risk
Baillie Gifford Long Term Global Growth Fund is classified as a “non-diversified” fund. A non-diversified fund may hold a smaller number of portfolio securities, with larger positions in each security it holds, than many other mutual funds. To the extent a Fund invests in a relatively small number of issuers, a decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number of issuers. The value of such Fund’s shares may be more volatile than the values of shares of more diversified funds. See also “Focused Investment Risk.”
Non-U.S. Investment Risk
Investing in non-U.S. securities (i.e., those which are not primarily traded on a United States securities exchange) involves additional and more varied risks than those typically resulting from investing in U.S. markets. Similar risks may apply to securities traded on a U.S. securities exchange that are issued by companies with significant exposure to non-U.S. countries.
The laws of some foreign countries may limit a Fund’s ability to invest in securities of certain issuers located in those countries.
The securities of some foreign governments, companies, and securities markets are less liquid, and at times more volatile, than comparable U.S. securities and securities markets. For example, the securities markets of many non-U.S. countries include securities of only a limited number of companies in a limited number of industries. As a result, the market prices of many of those securities fluctuate more than those of U.S. securities.
In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, and diplomatic developments that could adversely affect the values of a Fund’s investments in
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certain non-U.S. countries. There may be a greater risk of economic turmoil as a result of political events (civil unrest, national elections, changes in political conditions and foreign relations, imposition of exchange controls and repatriation restrictions), social and economic events (labor strikes, rising inflation) and natural disasters, causing a Fund’s investments in that country to experience gains or losses. The securities of some non-U.S. entities could also become subject to sanctions or embargoes that adversely affect a Fund’s investment.
Issuers of non-U.S. securities are subject to different, and often less comprehensive, accounting, reporting, custody, auditing and disclosure requirements than domestic issuers. There may be less information publicly available about a non-U.S. entity than about a U.S. entity. Moreover, in certain non-U.S. countries, legal remedies available to investors may be more limited than those available with regard to U.S. investments. It may be difficult to obtain and enforce judgments against non-U.S. entities. In addition, some jurisdictions may limit a Fund’s ability to profit from short-term trading (as defined in the relevant jurisdiction). In addition, the Holding Foreign Companies Accountable Act (the “HFCAA”) could cause securities of a foreign (non-U.S.) company, including ADRs (as defined below), to be delisted from U.S. stock exchanges if the company does not allow the U.S. government to oversee the auditing of its financial information. Although the requirements of the HFCAA apply to securities of all foreign (non-U.S.) issuers, the SEC has thus far limited its enforcement efforts to securities of Chinese companies. If securities are delisted, the Fund’s ability to transact in such securities will be impaired, and the liquidity and market price of the securities may decline.
Non-U.S. transaction costs, such as brokerage commissions and custody costs may be higher than in the U.S. In some non-U.S. markets, custody arrangements for securities provide significantly less protection than custody arrangements in U.S. markets. Prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) could similarly expose a Fund to credit and other risks it does not have in the U.S. with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents, and issuers.
Non-U.S. securities are normally denominated and traded in currencies other than the U.S. dollar. Consequently, the value of the Fund’s assets may be affected favorably or unfavorably by currency exchange rates, exchange control regulations, and restrictions or prohibitions on the repatriation of non-U.S. currencies. See “Currency Risk” above.
Non-U.S. countries may also have additional requirements with respect to the ownership of securities. For example, many non-U.S. countries have additional reporting requirements that may be subject to interpretation or change without prior notice to investors. While the Funds make reasonable efforts to stay informed of foreign reporting requirements relating to the Funds’ foreign portfolio securities, no assurance can be given that the Funds will satisfy applicable foreign reporting requirements at all times. There are also special tax considerations which apply to securities of non-U.S. issuers and securities principally traded overseas. Income and gains with respect to investments in certain countries may be subject to withholding and other taxes. See “Tax” below and the SAI for further details.
Additionally, U.S. investors are required to maintain a license to invest directly in many non-U.S. markets. These licenses are often subject to limitations, including maximum investment amounts. Once a license is obtained, a Fund’s ability to continue to invest directly is subject to the risk that the license will be terminated or suspended. If a license is terminated or suspended, to obtain exposure to the market, the Fund may be required to purchase ADRs, GDRs, shares of other funds that are licensed to invest directly, or derivative instruments. The receipt of a foreign license by one of the Manager’s clients may preclude other clients, including a Fund, from obtaining a similar license, and this could limit the Fund’s investment opportunities. In addition, the activities of another of the Manager’s clients could cause the suspension or revocation of a license and thereby limit the Funds’ investment opportunities.
Service Provider Risk
Each Fund is subject to the risk that the Manager will apply techniques and analyses to the Funds’ investment practices that are not as successful as the techniques and analyses used by other investment advisers. There is no guarantee that the Manager will be able to enhance the returns of the Funds or preserve the Funds’ assets. The Manager also may fail to use derivatives effectively, including by choosing to hedge or not to hedge positions at disadvantageous times. The Manager’s judgments about the attractiveness, relative value, or potential appreciation of a particular sector, security, commodity or investment strategy or as to a hedging or allocation strategy may prove to be incorrect, and may cause the Funds to incur losses.
There can be no assurance that key personnel of the Manager will continue to be employed by the Manager. The loss of their services could have an adverse impact on the Manager’s ability to achieve the Funds’ investment objectives. A change in laws or regulations due to political or economic events, such as the U.K.’s departure from the E.U. single market and customs union, may impact the Manager’s ability to retain its portfolio managers and other key personnel.
The Funds are also subject to the risk of loss as a result of other services provided by the Manager and other service providers, including pricing, administrative, accounting, tax, legal, custody, transfer agency, and other services. The Funds currently utilize entities affiliated with the Bank of New York Mellon (“BNY”) to serve as transfer agent, administrator, custodian and fund accounting agent to the Funds. This arrangement could magnify losses resulting from a systems failure affecting BNY. Loss may be caused by inadequate procedures and controls, human error, system failures, negligence, misfeasance or fraud by a service provider or insolvency of a service provider. For example, trading delays or errors (both human and systematic) could prevent a Fund from benefiting from potential investment gains or avoiding losses on the security. As the Funds’ service providers increasingly incorporate AI into their operational workflows, this transition could result in changes to the nature, scope, or quality of services provided to the Funds.
Settlement Risk
Markets in different countries have different clearance and settlement procedures. Certain markets may from time to time be unable to keep pace with the volume of transactions.
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Delays in settlement may increase credit risk to the Funds or limit the ability of the Funds to reinvest the proceeds of a sale of securities. Delays in settlement may also subject the Funds to penalties for their failure to deliver to on-purchasers of securities whose delivery to the Fund was delayed.
Delays in the settlement of securities purchased by a Fund may also limit the ability of such Fund to sell those securities at times and prices it considers desirable, and may subject such Fund to losses and costs due to its own inability to settle with subsequent purchasers of the securities from it. A Fund may be required to borrow monies it had otherwise expected to receive in connection with the settlement of securities it has sold, in order to meet its obligations to others.
Limits on the ability of the Funds to purchase or sell securities due to settlement delays could increase any variance between the Funds’ performance and that of their benchmark indices.
Effective as of May 28, 2024, the standard settlement cycle for numerous types of U.S. securities, including the Funds’ shares and many of the securities the Funds invest in, moved to T+1 from T+2. This reduced settlement cycle will result in additional risks and costs to the Funds, including increased operational risks associated with the resolution of trade breaks and exceptions. These risks will be heightened for certain Funds given their investments in non-U.S. securities and the effects of foreign exchange transactions.
Small- and Medium-Capitalization Securities Risk
The securities of small- and medium-capitalization companies may be more volatile and may involve more risk than the securities of larger companies. These companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, and may depend on a few key employees. In addition, these companies may have been recently organized and may have little or no track record of success. Similarly, the securities of small- and medium-sized companies may trade less frequently and in smaller volumes than securities of larger companies. The prices of these securities may consequently fluctuate more sharply than those of other securities, and the Funds may experience difficulty in establishing or closing out positions in these securities at prevailing market prices. Moreover, there may be less publicly available information about the issuers of these securities or less market interest in these securities than in larger companies, both of which can cause significant price volatility.
Some securities of small- and medium-sized issuers may also be illiquid or may be restricted as to resale. A Fund may therefore be unable to liquidate its positions in such securities at any time, or at a favorable price, in order to meet the Fund’s obligations.
Underlying Funds Risk
A Fund that invests in U.S. or non-U.S. pooled investment vehicles, such as ETFs, mutual funds, and private funds, (“Underlying Funds”) will be exposed to the risk that the Underlying Fund does not perform as expected and indirectly to all of the risks applicable to an investment in such Underlying Funds. In addition, lack of liquidity in the Underlying Fund could result in its value being more volatile than the underlying portfolio of securities and may limit the ability of a Fund to sell or redeem its interest in the underlying fund at a time or at a price it might
consider desirable. The investment policies and limitations of the Underlying Funds may not be the same as those of a Fund; as a result, a Fund may be subject to additional or different risks, or may achieve a reduced investment return, as a result of its investment in Underlying Funds. If an Underlying Fund is an ETF or other product traded on a securities exchange or otherwise actively traded, its shares may trade at a premium or discount to their net asset value, an effect that might be more pronounced in less liquid markets. A Fund bears its proportionate share of the fees and expenses of any Underlying Fund in which it invests.
The Manager or an affiliate may serve as investment adviser to some Underlying Funds, leading to potential conflicts of interest and other risks. For example, the Manager would have an incentive to invest in Underlying Funds in need of seed capital, even if the expenses of such Underlying Funds are higher than alternative investments or alternative investments would be more appropriate for a Fund in light of its investment strategy. Investment by a Fund in an Underlying Fund may be beneficial to the Manager or an affiliate in the management of the Underlying Fund, by helping to achieve economies of scale or enhancing cash flows. Due to this and other factors, the Manager will, in some circumstances, have an incentive to invest a Fund’s assets in an Underlying Fund sponsored or managed by the Manager or its affiliates in lieu of investments by a Fund directly in portfolio securities, or may have an incentive to invest in the affiliated Underlying Fund over a pooled vehicle sponsored or managed by others. Similarly, the Manager may have an incentive to delay or decide against the sale of interests held by a Fund in an Underlying Fund sponsored or managed by the Manager or its affiliates. It is possible that other clients of the Manager or its affiliates will purchase or sell interests in an Underlying Fund sponsored or managed by the Manager or its affiliates at prices and at times more favorable than those at which a Fund does so. In addition, the Manager’s fiduciary duty to an affiliated Underlying Fund may subject a Fund to restrictions on redemptions in certain circumstances, which may make a Fund’s investments in affiliated Underlying Funds less liquid than investments in other Underlying Funds.
Valuation Risk
In certain circumstances, some of a Fund’s portfolio holdings may be valued on the basis of factors other than market quotations by employing fair value procedures. This may occur more often in times of market turmoil or reduced liquidity. The Manager serves as the Trust’s valuation designee pursuant to Rule 2a‑5 under the 1940 Act, with primary responsibility for the fair valuation of the Funds’ holdings. The Manager’s role with respect to fair valuation may present certain conflicts of interest given the impact valuations can have on Fund performance and the Manager’s asset-based fees. There are multiple methods that can be used to value a portfolio holding when market quotations are not readily available. The value established for any portfolio holding at a point in time might differ from what would be produced using a different methodology or if it had been priced using market quotations. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were used. Technological issues or other service disruption issues involving third-party service providers may cause a Fund to value its
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Baillie Gifford Funds – Prospectus
investments incorrectly. In addition, there is no assurance that a Fund could sell or close out a portfolio position for the value established for it at any time, and it is possible that a Fund would incur a loss because a portfolio position is sold or closed out at a discount to the valuation established by a Fund at that time. Investors who purchase or redeem shares on days when a Fund is holding fair-valued investments may receive fewer or more shares or lower or higher redemption proceeds than they would have received if the Fund had not fair-valued the holding(s) or had used a different valuation methodology.
The SAI includes more information about the Manager, the Funds, their investments and the related risks.
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Baillie Gifford Funds – Prospectus
FUND MANAGEMENT
Investment Manager
Each Fund is advised and managed by the Manager, Baillie Gifford Overseas Limited. The Manager’s principal place of business is Calton Square, 1 Greenside Row, Edinburgh EH1 3AN, Scotland. The Manager also has an office in New York City, New York, USA. The Manager is a wholly owned subsidiary of Baillie Gifford & Co, which is controlled by its working partners. The Manager, its parent, Baillie Gifford & Co, and their affiliates are referred to as “Baillie Gifford.”
Experience
The Manager is a registered investment adviser which, together with its affiliates, advises other funds, including other mutual funds and ETFs, and a variety of private accounts, including accounts managed on behalf of corporate and public pension plan sponsors, endowments, foundations, sovereign wealth funds, and family office clients. The Manager was organized in 1983 and had approximate assets under management of $125.2 billion as of March 31, 2026.
Investment Services
The Manager selects and reviews each Fund’s investments and provides executive and other personnel for the management of the Trust, pursuant to the Second Amended and Restated Investment Advisory Agreement between the Manager and the Trust on behalf of each Fund, as amended from time to time (the “Advisory Agreement”).
The Funds’ filing on Form N-CSR for the period ended June 30, 2025 includes a discussion regarding the basis of the approval by the Board of Trustees of the Trust (the “Board”) of the Advisory Agreement insofar as it relates to each Fund.
Under the Advisory Agreement, each Fund pays the Manager an advisory fee quarterly (the “Advisory Fee”). The Advisory Fee is calculated and accrued daily as a percentage of the average daily net assets of each Fund. For the fiscal year ended December 31, 2025, the advisory fees paid by the Funds were as follows:
Fund | Aggregate Advisory Fee | |||
Baillie Gifford Emerging Markets Equities Fund | 0.52% | |||
Baillie Gifford Global Alpha Equities Fund | 0.40% | |||
Baillie Gifford International Alpha Fund | 0.35% | |||
Baillie Gifford International Growth Fund | 0.33% | |||
Baillie Gifford Long Term Global Growth Fund | 0.45% | |||
The Advisory Fee paid by each Fund under the Advisory Agreement is calculated and accrued daily on the basis of the annual rate noted below and expressed as a percentage of the Fund’s average daily net assets.
Fund | Average Daily Net Assets of the Fund (billions) | Annual Advisory Fee Rate at Each Asset Level (percentage of the Fund’s average daily net assets) |
Baillie Gifford Emerging Markets Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Global Alpha Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.40% 0.36% 0.34% |
Baillie Gifford International Alpha Fund | $0 - $2 >$2 - $5 Above $5 | 0.35% 0.31% 0.29% |
Baillie Gifford International Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.35% 0.31% 0.29% |
Baillie Gifford Long Term Global Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.45% 0.41% 0.39% |
Upon termination of the Advisory Agreement at other than quarter end, the Advisory Fee for the partial quarter shall be determined by reference to the termination date and shall be prorated accordingly.
Shareholder Services
The Manager provides certain shareholder services to the Funds, pursuant to the Shareholder Servicing Agreement between the Manager and the Trust on behalf of each Fund (the “Shareholder Servicing Agreement”).
For these services, which include client and shareholder servicing, reporting and other support, each shareholder pays a shareholder servicing fee (the “Shareholder Service Fee”).
The principal economic difference among the various share classes of each Fund is the level of Shareholder Service Fee payable, as follows:
Fund | Class 2 | Class 3 | Class 4 | Class 5 | |
Baillie Gifford | 0.17% | 0.10% | 0.07% | 0.02% | |
Baillie Gifford | 0.17% | 0.10% | 0.07% | 0.02% | |
Baillie Gifford | 0.17% | 0.10% | 0.07% | 0.02% | |
Baillie Gifford | 0.17% | 0.10% | 0.07% | 0.02% | |
Baillie Gifford | 0.17% | 0.10% | 0.07% | 0.02% |
Share class eligibility is determined by the total assets under management with the Manager, as detailed in the “Shares” section below. The Shareholder Service Fee payable decreases as the amount of total assets under management with the
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Baillie Gifford Funds – Prospectus
Manager increases. This is because the cost to service that client decreases as a percentage of the assets in that account.
The amount and complexity of these services (and costs) will vary between shareholders. Also note that some of these costs are variable (increasing as the assets increase) but some are fixed. As a result, the Shareholder Service Fees decline, in basis points terms, as the assets increase but, in general, rise, in dollar terms, as the assets increase.
The Trust has adopted a Shareholder Service Plan pursuant to Rule 12b‑1 under the 1940 Act with respect to Class 2‑5 shares of each Fund (the “Shareholder Service Plan”). However, no distribution payments under Rule 12b‑1 have been authorized by the Board as of the date of this Prospectus, and no distribution fees under Rule 12b‑1 are currently payable under the Shareholder Service Plan. If the Board authorizes distribution payments pursuant to Rule 12b‑1 in the future for any class of shares, the Manager or another service provider might collect distribution fees under Rule 12b‑1, but only after appropriate authorization by the Board and after this Prospectus has been updated to reflect such additional fees. Should distribution payments under Rule 12b‑1 be collected, these fees would be paid out of the applicable Fund’s assets on an ongoing basis, and over time these fees could increase the cost of your investment and may cost you more than paying other types of sales charges.
Participating Affiliate Arrangements
(“Baillie Gifford Hong Kong”), and its Singapore-based affiliate, Baillie Gifford Asia (Singapore) Private Limited (“Baillie Gifford Singapore”). Pursuant to these arrangements, Baillie Gifford Hong Kong and Baillie Gifford Singapore act as “participating affiliates” of the Manager and certain employees of Baillie Gifford Hong Kong and Baillie Gifford Singapore are treated as “associated persons” of the Manager. In this capacity, these individuals are subject to the oversight of the Manager and its Chief Compliance Officer. Baillie Gifford Hong Kong’s associated persons, on behalf of the Manager, provide trade execution and related services to the Funds. Baillie Gifford Singapore’s associated persons have involvement in portfolio construction in relation to ESG matters. The personnel-sharing arrangement is based on no-action letters of the staff of the SEC that permit SEC-registered investment advisers to rely on and use the resources of advisory affiliates, subject to certain conditions.Baillie Gifford Hong Kong and Baillie Gifford Singapore are not registered as investment advisers with the SEC. The Manager may in the future enter into additional personnel-sharing or other arrangements, including with its non-U.S. unregistered investment advisory affiliates, for a variety of investment advisory services, including investment research and portfolio management.
ESG-related Organizations and Initiatives
Baillie Gifford participates in a range of organizations, initiatives, or other collaborative industry efforts, which enhance Baillie Gifford’s knowledge of specific ESG issues and also support broader ESG-related investing. The requirements for participation
in these organizations and initiatives vary, though the Manager does not intend to introduce investment restrictions or goals with respect to a Fund or the Funds for the purpose of meeting expectations associated with membership in any such organizations. Baillie Gifford’s participation in organizations or initiatives may change over time and is subject to the Manager’s fiduciary responsibilities to the Funds.
Expenses
The organizational and operational expenses of the Funds are borne by the relevant Fund, including but not limited to brokerage commissions, transfer taxes and extraordinary expenses in connection with its portfolio transactions, all applicable taxes, independent trustee compensation, interest charges, charges of custodians, auditing and legal expenses.
Certain expenses, not including advisory and custodial fees or other expenses related to the management of a Fund’s assets, may be allocated to a specific class of shares if those expenses are actually incurred in a different amount with respect to a class, or if services are provided with respect to a class that are of a different kind or to a different degree than with respect to other classes.
The Manager has contractually agreed to waive its fees and/or bear Other Expenses of the Fund shown in the table below, with respect to the Fund, to the extent that such Fund’s Total Annual Operating Expenses (excluding taxes and extraordinary expenses) exceed the amounts listed below. This contractual waiver will continue until April 30, 2027.
Fund | Class | Expense Limit (percentage of |
Baillie Gifford Long Term | Class 2 Class 3 Class 4 Class 5 | 0.70% 0.63% 0.60% 0.55% |
For the purposes of determining any such fee waiver and/or expense reimbursement, the expenses are calculated based on the percentage of the relevant Fund’s average daily net assets.
Pursuant to the terms of the agreement governing the expense limitations, the Manager does not have a right to recover from the Fund any fees waived or expenses paid pursuant to these expense limitations. The expense limitation may be continued beyond April 30, 2027 for the Fund listed in the above table by agreement of the Board and the Manager.
These contractual agreements may only be terminated by the Board.
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Baillie Gifford Funds – Prospectus
Investment Teams
Investment decisions made by the Manager for the Funds are made by teams of portfolio managers organized for that purpose.
Baillie Gifford Emerging Markets Equities Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to review existing holdings and individual stock decisions. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. The ultimate decision to buy or sell a stock rests with members of the portfolio management team.
Baillie Gifford Emerging Markets Equities Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Mike Gush CFA Charterholder |
| Mr. Gush is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 2003 and became a partner of the firm in 2020. Prior to joining the team in 2005, he also spent time working in the Manager’s UK and Japanese Equity Teams. Mr. Gush has also been a member of the Global Stewardship strategy since its inception in 2015. He is a CFA Charterholder and graduated MEng from the University of Durham in 2003. Mr. Gush has been a member of the portfolio management team since 2005. |
Andrew Stobart |
| Mr. Stobart is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 1991 and the Emerging Markets Equity Team in 2007, and has also spent time working in the Manager’s UK, Japanese, North American, and International Alpha teams. Prior to joining Baillie Gifford, he previously spent three years working in investment banking in London. Mr. Stobart graduated with a MA in Economics from the University of Cambridge in 1987. Mr. Stobart has been a member of the portfolio management team since 2007. |
Ben Durrant CFA Charterholder |
| Mr. Durrant is a portfolio manager in the Emerging Markets Equity Team. He joined Baillie Gifford in 2017, and prior to re-joining the team in 2021, he also spent time in the Manager’s UK, Global Discovery and Private Companies teams. Prior to joining Baillie Gifford, he worked for RBS in its Group Strategy and Corporate Finance Team. Mr. Durrant is a Chartered Accountant and a CFA Charterholder, and graduated with a BSc (Hons) in Mathematics from the University of Edinburgh in 2012. Mr. Durrant has been a member of the portfolio management team since 2021. |
Baillie Gifford Global Alpha Equities Fund Team
The Fund’s portfolio management team seeks ideas from across the Baillie Gifford Group investment teams and, under normal circumstances, holds formal meetings every six weeks with the Manager’s regional investment teams to review portfolio holdings and potential stock purchases. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. Each member of the team has equal ownership and accountability for all portfolio decisions.
Baillie Gifford Global Alpha Equities Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Malcolm MacColl MLitt in Economics, Politics, and Member, CFA Society U.K. |
| Mr. MacColl is a portfolio manager in the Global Alpha Team. He joined Baillie Gifford in 1999 and spent time in the UK Small Cap Team before joining the North American Team. Mr. MacColl managed the North American portion of wider Global portfolios whilst in the North American Team. He became a partner of the firm in 2011 and, in 2021, he became joint senior partner with overall oversight for the investment departments. He is a member of the CFA Society of the UK. Mr. MacColl graduated MA in Economics and History in 1998 and MLitt in Economics, Politics and Management in 1999, both from the University of St Andrews. Mr. MacColl has been a member of the team since the inception of the strategy in 2005 and this is his sole portfolio responsibility. Mr. MacColl has been a member of the portfolio management team since 2011. |
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Baillie Gifford Funds – Prospectus
Education |
| Investment Experience |
Michael Taylor CFA Charterholder |
| Mr. Taylor is an investment manager in the US Alpha Team. Having previously worked at Baillie Gifford from 2009 to 2014, he re-joined Baillie Gifford in 2022 to lead our US Alpha Strategy. He became a partner of the firm in 2025. Mr. Taylor is also a trusted advisor for the Global Alpha Team. Prior to returning to the firm, he was an investment manager at Marathon Investment Management. Mr. Taylor graduated BA (Hons) from the University of Oxford in 2008. Mr. Taylor is a CFA Charterholder. Mr. Taylor has been a member of the portfolio management team since 2025. |
Helen Xiong MPhil in Economics (2008) |
| Ms. Xiong joined Baillie Gifford in 2008 and is a partner and portfolio manager on the Global Alpha Team. In addition to Global Alpha, Ms. Xiong has spent time working on the Manager’s Developed Asia, U.K., North America, Emerging Markets and Global Equity Teams. Before coming to live and work in the U.K., Ms. Xiong lived in China, South Africa and Norway. She graduated BSc (Hons) in Economics from the University of Warwick in 2007 and MPhil in Economics from the University of Cambridge the following year. Ms. Xiong has been a member of the portfolio management team since 2021. |
Baillie Gifford International Alpha Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock selection and quarterly to discuss the portfolio as a whole, with a focus on identifying underlying themes which may be over-represented or under-represented. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. Although individual members cover assigned areas of responsibility, all members are encouraged to look for ideas from across the relevant markets and from any of the Manager’s investment teams.
While the whole team discusses investment decisions, the ultimate decision on whether to buy a stock rests with the team member who nominated it for discussion, such that the team harnesses the perspectives and insights of the group while retaining the accountability and efficiency of individual decision making.
Baillie Gifford International Alpha Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Chris Davies MMus Music Performance (2010) MSc Music, Mind and Brain (2011) |
| Mr. Davies is a portfolio manager in the Europe Team and is a member of the International Alpha investment team. He joined Baillie Gifford in 2012. Mr. Davies graduated BA (Hons) in Music from the University of Oxford in 2009 and gained a MMus in Music Performance from the Royal Welsh School of Music and Drama in 2010 and an MSc in Music, Mind and Brain from Goldsmiths College in 2011. Mr. Davies has been a member of the portfolio management team since 2021. |
Jenny Davis |
| Ms. Davis is a portfolio manager for International Alpha clients, having been a member of the International Alpha investment team since 2016. She joined Baillie Gifford in 2011 and became a partner in 2022. Ms. Davis worked on two of the Manager’s global equity strategies, having started her career at Neptune Investment Management. She graduated MA in Music from the University of Oxford in 2008, and latterly undertook postgraduate studies in Psychotherapy at the University of Edinburgh. Ms. Davis has been a member of the portfolio management team since 2016. |
Donald Farquharson CFA Charterholder |
| Mr. Farquharson heads the Japanese Equities Team. Donald is the co-manager for the Japan Growth strategy (and related Growth strategy segregated accounts) which he has run since its inception on 31 December 2009. He is also a member of the International Alpha investment team. Mr. Farquharson has over 30 years’ investment experience dedicated almost entirely to Japanese equities: He spent 20 years working for Schroders as a Japanese specialist and latterly Head of the Pan Pacific equity team and manager of the Schroder Japan Growth Fund plc. Between 1991 and 1995, he headed Schroders’ research team in Tokyo. He graduated with MA (Hons) in Arabic Studies from the University of St Andrews in 1987 and is a CFA Charterholder. Mr. Farquharson joined Baillie Gifford in 2008 and became a Partner in 2017. Mr. Farquharson has been a member of the portfolio management team since 2014. |
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Baillie Gifford Funds – Prospectus
Education |
| Investment Experience |
Roderick Snell |
| Mr. Snell is an investment manager in the Emerging Markets Equity Team. Mr. Snell joined Baillie Gifford in 2006 and became a partner of the firm in 2023. Mr. Snell has managed the Baillie Gifford Pacific Fund since 2010 and the Pacific Horizon Investment Trust since 2021 (having been deputy since 2013). Since March 2020, Mr. Snell has also been a manager on the China Strategy. Prior to joining the Emerging Markets Equity team in 2008, he also spent time in the UK and European Equity Teams. Mr. Snell graduated BSc (Hons) in medical biology from the University of Edinburgh in 2006. Mr. Snell has been a member of the portfolio management team since 2024. |
Steve Vaughan MA in International Relations (2012) CFA Charterholder |
| Mr. Vaughan joined Baillie Gifford in 2012. He is a member of the International Alpha investment team. Mr. Vaughan previously worked as a portfolio manager in the Smaller Companies Team. Prior to joining Baillie Gifford, Mr. Vaughan was an Officer in the British Army for nine years. He graduated BA (Hons) in Jurisprudence from the University of Oxford in 2001 and MA in International Relations from the University of Exeter in 2012. Mr. Vaughan is also a CFA Charterholder. Mr. Vaughan has been a member of the portfolio management team since 2022. |
Tom Walsh CFA Charterholder |
| Mr. Walsh is a portfolio manager for International Alpha clients and a member of the International Alpha investment team. He has been involved with the Managed Fund Team since 2017. He joined Baillie Gifford in 2009 and became a partner in 2022. He has been working on the UK, European and Global Opportunities Teams. Before joining Baillie Gifford, Mr. Walsh worked at Fidelity International, Merrill Lynch and Deloitte & Touche. He graduated LLB (Hons) in Law & Economics from the University of Edinburgh in 1999 and is both CFA and ACA qualified. Mr. Walsh has been a member of the portfolio management team since 2018. |
Baillie Gifford International Growth Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock selection. The team takes into account the views of a larger group of the Manager’s senior portfolio managers that meets quarterly to discuss views on markets, which are advisory only and do not bind the decisions of the Fund’s management team. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. The team takes collective responsibility for portfolio construction.
Baillie Gifford International Growth Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Thomas Coutts |
| Mr. Coutts joined Baillie Gifford in 1999 and became a partner in 2014. He took over as chair of the International Growth investment team in July 2019. From 2018 through September 2021, he took the responsibility of chief of investment staff. Mr. Coutts spent a number of years in the Manager’s UK and European Equity teams before joining the dedicated International Growth research group full-time in 2017. He graduated BA in Modern Languages in 1994. Mr. Coutts has been a member of the portfolio management team since the Fund’s inception in 2008. |
Lawrence Burns |
| Mr. Burns joined Baillie Gifford in 2009 and became a partner of the firm in 2020. He has been a portfolio manager of the International Growth investment team since October 2012 and became Deputy Chair in July 2019. Mr. Burns is also co-manager of the International Concentrated Growth and Global Outliers strategies. During his time at Baillie Gifford, he has worked in both the Emerging Markets and UK Equity teams. Mr. Burns graduated BA in Geography from the University of Cambridge in 2009. Mr. Burns has been a member of the portfolio management team since 2012. |
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Baillie Gifford Funds – Prospectus
Education |
| Investment Experience |
Robert Wilson CFA Charterholder |
| Mr. Wilson is an investment manager in the International Growth Team. Mr. Wilson previously co-managed Baillie Gifford Long Term Global Growth strategy from 2021 to 2023 before joining International Growth and also worked on the Manager’s US, European, Multi-Asset strategies. Mr. Wilson is a CFA Charterholder and joined Baillie Gifford in 2016. Mr. Wilson graduated MA (Hons) in Philosophy from the University of Cambridge before winning a Mellon Fellowship at Yale in 2015 and joining Baillie Gifford the year after. Mr. Wilson has been a member of the portfolio management team since 2024. |
Julia Angeles |
| Ms. Angeles joined Baillie Gifford in 2008 and became a partner in 2022. Since joining Baillie Gifford, Ms. Angeles has worked on a number of regional and global investment strategies. Ms. Angeles previously worked as a management consultant at McKinsey & Company advising firms in Denmark, Russia and Hungary. She obtained a BSc in 1999, MSc in 2001 and PhD in 2005 in Economics from the University of Aarhus, Denmark and speaks fluent Russian and Danish. Ms. Angeles has been a member of the portfolio management team since 2017. |
Brian Lum CFA Charterholder |
| Mr. Lum joined Baillie Gifford in 2006. He is an investment manager in the Japanese Equities team. He is the lead manager of the Shin Nippon Investment Trust and co-manager of the Japanese Smaller Companies Fund. In addition, Mr. Lum is a member of the International Growth investment team. He is a CFA Charterholder and graduated MSci and BA (Hons) in Physics from the University of Cambridge in 2006. Mr. Lum has been a member of the portfolio management team since 2015. |
Baillie Gifford Long Term Global Growth Fund Team
Under normal circumstances, the Fund’s portfolio management team meets regularly to discuss individual stock selection, review portfolio holdings and potential stock purchases. The team also holds ad hoc meetings as required to discuss relevant developments in the portfolio. All of the members of the team are responsible for researching stocks and every investor contributes to the generation of new ideas, stock research and stock discussions. Once a stock has been fully researched and discussed by all in the team, the portfolio managers are responsible for making the ultimate decision on its inclusion (or otherwise) in the portfolio. Their decisions place an emphasis on backing enthusiasm rather than achieving a full consensus. Each portfolio manager has ownership and accountability for portfolio decisions.
Baillie Gifford Long Term Global Growth Fund is jointly and primarily managed by a team of experienced portfolio managers, which consists of:
Education |
| Investment Experience |
Gemma Barkhuizen MA in Modern History (2017) |
| Ms. Barkhuizen is a decision maker in the Long -Term Global Growth Team and one of the managers of the Global Outliers strategy. She joined Baillie Gifford in September 2017. She graduated MA in Modern History from The University of Durham in 2017. Prior to this, Ms. Barkhuizen also graduated BA (Hons) in History and BA double major in History and Philosophy from Rhodes University in South Africa. Ms. Barkhuizen has been a member of the portfolio management team since 2022. |
John MacDougall |
| Mr. MacDougall is a portfolio manager and member of the Long Term Global Growth (“LTGG”) and China A-share Teams. He has been a partner of Baillie Gifford & Co since 2016. Mr. MacDougall joined Baillie Gifford in 2000 as a part of the North American department, and then went on to work in the Japan and Global Discovery teams before joining his current teams. He graduated MA in Ancient & Modern History from the University of Oxford in 2000. He joined the LTGG team in 2015. Mr. MacDougall was a member of the portfolio management team between 2016 and 2020, and subsequently since 2022. |
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Baillie Gifford Funds – Prospectus
Education |
| Investment Experience |
Mark Urquhart PhD in Politics (1996) |
| Mr. Urquhart joined Baillie Gifford in 1996 and is the head of the Long Term Global Growth Team, a strategy which he co-founded in 2003. Mr. Urquhart previously worked as an investment analyst and manager in the US, UK and Japanese Equities teams. He became a partner in 2004. Mr. Urquhart graduated BA in Philosophy, Politics, and Economics from the University of Oxford in 1992 and spent a year at Harvard as a Kennedy Scholar in 1993 before completing a PhD in Politics with a thesis on Nationalism in the EU at the University of Edinburgh in 1996. Mr. Urquhart has been a member of the portfolio management team since the Fund’s inception in 2014. |
Compensation
The SAI provides information about the portfolio managers’ compensation, other accounts managed by the portfolio managers and the portfolio managers’ ownership of Fund shares.
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Baillie Gifford Funds – Prospectus
SHARES
Share Classes
The Trust is authorized to issue Class 2, Class 3, Class 4, and Class 5 shares of each Fund covered by this Prospectus.
How Shares are Priced
Each share class has its own share price. The purchase price of each share class of a Fund’s shares is based on that class’s net asset value. The share price is computed for each share class as follows:
When shares are priced
The net asset value for each share class will be determined as of a particular time of day (the “Pricing Point”) on any day on which the NYSE is open for unrestricted trading. The Pricing Point is normally at the scheduled close of unrestricted trading on the NYSE (generally 4:00 p.m. Eastern Time). In unusual circumstances, the Manager may determine that the Pricing Point shall be at an earlier, unscheduled close or halt of trading on the NYSE. The price at which purchase and redemption orders are effected is based on the next calculation of the net asset value after the order is received in good order. “Good order” means, among other things, that your request includes complete information. In general, an order is in “good order” if it includes: (i) the trade date of the purchase or redemption; (ii) the name of the Fund and share class; (iii) the U.S. dollar amount of the shares, in the case of a redemption you may also provide number of shares; (iv) the name and the account number set forth with sufficient clarity to avoid ambiguity; and (v) the relevant authorized signatories. In the case of a purchase, immediately available funds must also be received prior to the Pricing Point.
The net asset value for each class may be affected by changes in the value of currencies in relation to the U.S. dollar. This is because investments initially valued in currencies other than the U.S. dollar are converted to U.S. dollars using currency exchange rates obtained from pricing services at the Pricing Point on each day that the NYSE is open for unrestricted trading. If you are buying or selling shares, the share price you receive will be the share price determined after the purchase or redemption request is received by the applicable Fund (or your financial intermediary) in good order.
The net asset value of the Fund’s shares may change on days when shareholders will not be able to purchase or redeem shares of the Fund. This is because the Fund may invest in securities that are primarily traded on foreign exchanges which may trade at times or on days when the Fund does not price its shares.
Current net asset values per share for each Fund that has commenced operation are available on the Funds’ website at http://USmutualfund.bailliegifford.com.
How assets are valued
In accordance with the Trust’s Valuation Procedures, each Fund’s investments are valued at their fair market value as follows:
Rule 2a‑5 under the 1940 Act permits a fund’s board to designate the fund’s primary investment adviser to perform the fund’s fair value determinations, which will be subject to board oversight and certain reporting and other requirements intended to ensure that the board receives the information it needs to oversee the fair value determinations. The Board has designated the Manager as the valuation designee. The Manager’s role with respect to fair valuation may present certain conflicts of interest given the impact valuations can have on Fund performance and the Manager’s asset-based fees.
Please see the section entitled “Purchase, Redemption, and Pricing of Shares—Determination of Net Asset Value” in the SAI for further information with respect to the valuation procedures.
How to Buy or Exchange Shares
Purchase Process
You may purchase shares of any Fund by taking the following two steps:
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The email address for purchase requests sent to the Manager is: bgnavtrading@bailliegifford.com.
The Manager or Bank of New York Mellon (the “Transfer Agent”) may ask you for additional information. Federal law requires financial institutions to obtain, verify and record identification information relating to investors, to help the U.S. government fight the funding of terrorism and money laundering activities. A Fund may consequently be required to obtain, and potentially update, the following information from investors: (i) name; (ii) date of birth (for individuals); (iii) residential or business street address; (iv) Social Security Number, taxpayer identification number, or other identifying number; and (v) completed Forms W‑8 or W‑9. Additional information may be required for corporations and other entities. Each Fund or its service providers may release this information or any other information held by you to proper authorities if, in light of applicable laws or regulations concerning money laundering and similar activities, they determine it is in the best interests of the Fund or otherwise permitted by applicable law and appropriate to do so. The Funds or their service providers may also provide nonpublic personal financial information relating to shareholders or prospective shareholders to third parties as necessary to perform services for the Funds or to comply with requests from regulators or tax authorities.
The applicable Fund will then decide whether to accept your application on behalf of the Trust. Assuming your request is accepted, you will receive the account details for payment.
The Transfer Agent will then apply the payment to the purchase of full and fractional Fund shares of beneficial interest in the Fund, and will send you a statement confirming the transaction. Please see the back cover of this Prospectus for information on how to contact the Trust. Please see the section below on how to pay for shares by exchanging securities.
Exchange Process
If you are an existing shareholder of Legacy Class Shares, you may request an exchange by submitting a request to the Manager. Certain information may be required prior to the completion of any exchange.
When you can buy shares
Unless otherwise indicated in this Prospectus or the SAI, shares of each Fund are offered on a continuous basis and can be purchased on any day on which the NYSE is open for unrestricted trading.
For a purchase order to be effective as of a particular day, the Fund must have accepted the order and have received immediately available funds before the Pricing Point on such day.
The Federal Reserve is closed on certain holidays on which the NYSE is open. These holidays are Columbus Day and Veterans Day. On these holidays, you will not be able to purchase shares by wiring Federal Funds because Federal Funds wiring does not occur on days when the Federal Reserve is closed.
Cancelling an order
Purchase orders cannot be cancelled after the Trust has received immediately available funds. This is the case even if the cancellation request is received prior to the Pricing Point.
Paying by exchanging securities
If you are paying for Fund shares with securities, please note:
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Restrictions on Buying or Exchanging Shares
Fund and Share Class Eligibility
The purchase or exchange of Legacy Class Shares, which are currently closed to new investors, is subject to Fund eligibility requirements and share class eligibility requirements.
Fund Eligibility—Only Legacy Shareholders are able to purchase or exchange Legacy Class Shares of that Fund.
Share Class Eligibility—In addition to the requirements described above, eligibility for Legacy Class Shares shall be determined with reference to the Total Investment. The minimum Total Investment for each class of shares is as follows:
Class | Total Investment(1)(2)(3) | |
Class 2 | USD 25 Million | |
Class 3 | USD 100 Million | |
Class 4 | USD 200 Million | |
Class 5 | USD 500 Million |
The Total Investment will be determined by the Manager on each “Determination Date”, which will be:
Each shareholder’s shares will then be converted to the available class of shares of the relevant Fund with the lowest Shareholder Service Fee for which the shareholder is eligible. This conversion will occur within 15 business days following the Determination Date. This conversion generally should not result in the recognition of gain or loss in the converted Fund’s shares or the tax basis changing. Also, the holding period of the new class of shares should generally include the holding period of the converted shares.
Investors should be aware that all the classes of the Funds may not be available in all jurisdictions.
Historical Exception—Effective January 1, 2015, the share class structure of Baillie Gifford Emerging Markets Equities Fund was changed as follows: shares previously designated as Class I were converted into Class 1 shares; shares previously designated as Class II shares were converted into Class 2 shares; and shares previously designated as Class III shares were converted into Class 5 shares. The Fund also added Class 3 and Class 4 shares. Notwithstanding the foregoing minimum Total Investment requirements for Class 2 shares and Class 3 shares described in the table above:
minimum Total Investment with the Manager of $15 million; and
If, on any Determination Date (as defined above), the value of any such shareholder’s Total Investment with the Manager is below $15 million or $50 million, as applicable, such shareholder’s shares will be automatically converted to the class of shares which is then being offered with the lowest Shareholder Service Fee for which the shareholder is eligible as described in the below paragraph.
Exchange Eligibility
Legacy Shareholders may request permission from the Manager to exchange their Legacy Class Shares in one Fund for the same share class in a different Fund. In certain situations, Legacy Class Shares of one Fund may be exchanged for Class K or Institutional Class shares of the same Fund or a different fund. Shareholders requesting an exchange must meet the eligibility requirements of the fund and share class that the shareholder seeks to receive. If less than all of an investment is exchanged out of Legacy Class Shares, such exchange will not trigger a recalculation of Total Investment for purposes of determining Legacy Class Share eligibility.
Exchanges can only be requested by sending a completed application to the Manager. The Manager must approve all exchanges, and all exchanges are at the Manager’s discretion. The Manager and each Fund reserves the right to reject any exchange application for any reason that the Manager or the Fund in its sole discretion deems appropriate. Exchanges may involve a simultaneous purchase and redemption transaction either in kind or in cash, which may have tax implications. Additional information about the exchange application is located in “How to Buy Shares—Process—Request a Purchase or Exchange.”
You must be a U.S. Person
Shares of each Fund are intended for investment by U.S. persons, and the Manager and BGFS will generally only accept purchases from U.S. persons. The Manager and BGFS each reserve the right to reject any purchase order from any investor outside the U.S.
Although the Manager is domiciled and headquartered in the United Kingdom (the “U.K.”), neither the Funds nor their shares are being offered or otherwise promoted to any natural or legal persons domiciled or with a registered office in the U.K., where the United Kingdom Alternative Investment Fund Managers Regulations 2013, as amended, including by the European Union (Withdrawal) Act 2018 and the Alternative Investment Fund Managers (Amendment etc.) (EU Exit) Regulations 2019 (the “AIFM Law”), are in force and effect. Furthermore, in light of the structure of the Funds and the manner in which they are managed, they do not fall within the scope of the AIFM Law, and shareholders of the Funds are not subject to the protections of the AIFM Law.
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You must be purchasing for your own account
Purchasers must be acquiring shares for their own account or through an authorized intermediary and for investment purposes only, or must otherwise be doing so in a manner acceptable to the Trust.
Purchases or exchanges may be rejected
Each Fund reserves the right to reject any purchase or exchange order for any reason that the Fund in its sole discretion deems appropriate.
In all cases, the Manager and BGFS reserve the right to reject any particular investment or exchange. In particular, and without limiting the generality of the foregoing the Manager or BGFS may reject an investment or exchange:
Restrictions on Certain Fund Investors
The Funds are U.S. mutual funds. As a U.S. mutual fund, the Funds are prohibited from allowing investment by certain other mutual funds and certain types of private funds in excess of specific thresholds. In particular, the Funds are required to limit investment by funds commonly known as “hedge funds” or “private equity funds.” Any investor or prospective investor in the Funds that is itself a fund should consider carefully what regulations may apply to it or the Funds, including Section 12(d)(1) of the 1940 Act, in connection with any prospective investment. The Funds reserve the right to reject a purchase order or require an investor to redeem its shares to comply with the foregoing limitations.
Fund may change the terms
Each Fund reserves the right to suspend or change the terms of the offering of its shares. Each Fund may stop offering shares completely or may offer shares only on a limited basis, for a period of time or permanently.
Delivery of documents to accounts sharing an address
To reduce expenses, a Fund may send only one copy of the Funds’ Prospectus, each annual and semi-annual report, and
other important Fund documents to those addresses shared by two or more accounts. If you wish to receive individual copies of these documents, please call us at 1‑844 394 6127. If you revoke your consent to receive a single copy of documents at a shared address, we will begin sending you individual copies within thirty (30) days of receiving such request.
How to Sell Shares
Process
Redemption Request—You can redeem your shares by emailing the Manager a redemption request, in a format prescribed by the Manager, which includes:
The email address for redemption requests sent to the Manager is: bgnavtrading@bailliegifford.com.
Redemption orders cannot be cancelled after the Trust has received a redemption request. This is the case even if the request is received prior to the Pricing Point.
Redemption Payment—Cash payments will be transferred for payment into your account after a request for redemption is received by the Trust in good order. The Funds generally expect to pay out redemption proceeds to redeeming shareholders within 3 business days following the trade date indicated in the redemption request. The Funds typically meet redemption requests by using holdings of cash and cash equivalents or by selling portfolio assets. The Funds may also, under normal or stressed market conditions, use a credit facility or, if a Fund has received advanced notice of a shareholder’s intent to redeem, trade portfolio holdings ahead of the trade date to meet significant requests for redemption. The Funds reserve the right to satisfy redemption requests up to 7 days following the trade date indicated in the redemption request. Payment is made at any time on the settlement date within the Federal Reserve hours (generally, 9:00 a.m. to 7:00 p.m. Eastern Time Monday through Friday excluding designated holidays). The possibility of delayed settlement is greater for smaller Funds or for Funds with particularly concentrated investor bases.
If you request a whole or part in-kind distribution of securities held by the Fund in lieu of cash, the Manager will grant this if it determines, in the Manager’s sole discretion, that to do so is lawful and will not be detrimental to the best interests of the remaining shareholders of the Fund. This is subject to each Fund’s election under Rule 18f‑1 described below under
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“Election under Rule 18f‑1.” If you intend to request a distribution in kind, please note:
Change of Information—If you need to change or update your account information, you may do so by emailing the Trust a designation of the new accounts and any change in the accounts originally designated for the depositing of funds. This must be signed by the relevant authorized signatories of the subscriber. All redemptions and dividend disbursements will be processed according to the bank account details you provided upon your initial account set-up, unless you have contacted the Trust to change those details. Please see the back cover of this Prospectus for information on how to contact the Trust.
When you can redeem shares
Shares may be redeemed on any day on which the NYSE is open for trading.
Please note that the Trust may suspend the right of redemption and may postpone payment for any Fund for more than seven days during an emergency which makes it impracticable for a Fund to dispose of its securities or to fairly determine the value of the net assets of the Fund, or during any other period permitted by the SEC for the protection of investors.
Automatic Redemptions
Each Fund reserves the right to redeem or require the transfer of any individual’s shares if:
Before doing so, the Trust shall notify the shareholder in writing and allow the shareholder 30 days to purchase additional shares to meet the minimum requirement. In the case of shares held of record by retirement plans which are Participant Directed Plans, the shareholder for the purposes of the Total Investment is the Participant Directed Plan; or
Short-Term Trading
The Trust encourages shareholders to invest in the Funds as part of a long-term investment strategy and discourages excessive, short-term trading and other abusive trading practices, sometimes referred to as “market timing.” These practices may present risks to the Funds, including increased transaction costs, interference with the efficient management of the Funds, and dilution of investment returns.
Frequent, short-term trading, abusive trading practices and market timing (together, “Frequent Trading”), often in response to short-term fluctuations in the market, are not knowingly permitted by the Funds. The Funds do not accommodate frequent purchases and redemptions of Fund Shares by Fund shareholders. Frequent Trading into and out of a Fund may harm the Fund’s performance by disrupting portfolio management strategies and by increasing expenses. These expenses are borne by all Fund shareholders, including long-term investors who do not generate such costs.
The Board has adopted a “Frequent Trading Policy” (the “Policy”) to discourage Frequent Trading. The following policies and procedures are applicable to the classes of shares offered in this Prospectus.
Monitoring Shareholder Activity – The Transfer Agent arranges for the compilation, monitoring and reporting of account-level information on shareholder activity on a risk-based approach designed to identify trading that could adversely impact the Funds.
Authority to Refuse Transactions – The Trust, the Manager and BGFS each reserves the right to reject any purchase order for any reason.
Purchase and Redemption Requests – Purchase and redemption requests by record shareholders must be made by written request by email to the Manager and/or BGFS. (Any exceptions to this written redemption request requirement may be made by the Manager. The Manager and BGFS expects that exceptions will be rare and only for extraordinary circumstances.)
Review of Shareholder Activity – The Manager and BGFS report to the Board regularly on purchases and redemptions of Fund shares.
Fair Valuation – With respect to Funds that invest in securities that trade on foreign markets, pricing adjustments may be made based on information received from a third-party, multi-factor fair valuation pricing service.
Redemption Fees – The Board may from time to time consider whether it is necessary or appropriate for a Fund to impose a redemption fee not exceeding 2% that, in the Board’s judgment, is necessary or appropriate to recoup the costs and limit any dilution resulting from frequent redemptions.
While the Funds attempt to discourage Frequent Trading, there can be no guarantee that they will be able to identify investors who are engaging in Frequent Trading or limit their trading practices. Additionally, frequent trades of small amounts may not be detected. The Funds recognize that it may not always be able to detect or prevent Frequent Trading or other activity that may disadvantage the Funds or their shareholders.
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A Fund shareholder’s right to purchase shares through an automatic investment plan or redeem shares in full (or in part through a systematic redemption plan) are unaffected by these restrictions.
Election under Rule 18f‑1
The Trust, on behalf of each Fund included in this Prospectus, has made an election pursuant to Rule 18f‑1 under the 1940 Act committing each such Fund to pay in cash any request for redemption received during any 90-day period of up to the lesser of $250,000 or 1% of the Fund’s net asset value at the beginning of the period. This election is irrevocable without prior approval by the SEC. Each Fund reserves the right to pay redemption proceeds in-kind except as described above. For the avoidance of doubt, in no event shall a Fund be obligated to pay redemption proceeds in-kind.
Share Dividends and Distributions
It is the practice of each Fund to distribute, annually, all net investment income received from investments alongside any net realized capital gains earned through trading activities.
Distributions will be automatically reinvested in Fund shares unless you submit a request for a cash payment with at least ten days’ prior notice, before the record date for distribution, to the Transfer Agent.
Tax
The following discussion is for general information purposes only. Prospective and actual shareholders should consult their own tax advisors with respect to their particular circumstances and the effect of state, local, or foreign tax laws to which they may be subject.
The following discussion provides only limited information about the U.S. federal income tax treatment of shareholders that are not U.S. shareholders, and it does not address the U.S. federal income tax treatment of shareholders that are subject to special tax regimes such as certain financial institutions, insurance companies, dealers in securities or foreign currencies, U.S. shareholders whose functional currency (as defined in Section 985 of the Code) is not the U.S. dollar, persons investing through defined contribution plans and other tax-qualified plans, and persons that hold shares in a Fund as part of a “straddle,” “conversion transaction,” “hedge,” or other integrated investment strategy. All such prospective and actual shareholders are urged to consult their own tax advisors with respect to the U.S. tax treatment of an investment in shares of a Fund.
The discussion below as it relates to U.S. federal income tax consequences is based upon the Code and regulations, rulings, and judicial decisions thereunder as of the date hereof. Such authorities may be repealed, revoked, or modified (possibly on a retroactive basis) so as to result in U.S. federal income tax consequences different from those discussed below. No Fund has sought an opinion of legal counsel as to any specific U.S. tax matters.
U.S. Shareholders
The following discussion addresses certain U.S. federal income tax considerations which may be relevant to investors that:
Tax Status
Each Fund is treated as a separate taxable entity for U.S. federal income tax purposes.
Each Fund has elected or, in the case of a new Fund, intends to elect to be treated as a regulated investment company under Subchapter M of the Code and intends each year to qualify and be eligible for treatment as such. In order to qualify and be eligible for treatment as a regulated investment company under Subchapter M of the Code, each Fund must, among other things, derive at least 90% of its gross income each year from certain sources of “qualifying income” and comply with certain asset diversification and distribution requirements.
So long as a Fund qualifies for treatment as a regulated investment company, the Fund itself generally will not be subject to U.S. federal income tax to the extent that it distributes to its shareholders, in a timely manner, dividend, interest and certain other income, its net realized short-term capital gains and its net realized long-term capital gains.
The remainder of this discussion assumes that each Fund will qualify as a regulated investment company.
Excise Tax
Each Fund will be subject to a nondeductible 4% excise tax on the undistributed amounts, if it fails to distribute in a calendar year substantially all of its ordinary income for such year and substantially all of its capital gain net income for the one-year period ending October 31 (or for the one-year period ending December 31 if the Fund so elects), plus any retained amount from the prior year. Distributions made in January will generally be deemed to have been paid by such Fund on December 31 of the preceding year, if the distribution was declared and payable to shareholders of record on a date in October, November or December of that preceding year.
Each Fund intends generally to make distributions sufficient to avoid imposition of the 4% excise tax, although there can be no assurance it will make such distributions.
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Personal Holding Company Rules
If a Fund were to be a “personal holding company,” it would potentially need to comply with additional requirements with respect to its distributions to shareholders in order to avoid a Fund-level tax under the personal holding company rules.
Distributions
For U.S. federal income tax purposes, distributions of investment income are generally taxable to shareholders subject to tax as ordinary income.
Taxes on distributions of capital gains are determined by how long a Fund owned (or is deemed to have owned) the investments that generated them, rather than how long the shareholder has owned its shares.
Distributions of net capital gains from the sale of investments that a Fund owned (or is deemed to have owned) for more than one year and that are properly reported by a Fund as capital gain dividends will be taxable as long-term capital gains and taxed to individuals at reduced rates relative to ordinary income. Distributions of gains from the sale of investments that a Fund owned (or is deemed to have owned) for one year or less will be taxable as ordinary income. Distributions of investment income reported by a Fund as derived from “qualified dividend income”—as further defined in the SAI—will be taxed in the hands of individuals at the rates applicable to long-term capital gains provided that holding period and other requirements are met at both the shareholder and Fund level.
Distributions are taxable to a shareholder (other than a tax-exempt shareholder or a shareholder investing through a tax-advantaged account) even if they are paid from income or gains earned by a Fund before the shareholder’s investment (and thus were included in the price paid by the shareholder for Fund shares). Distributions from a Fund will be taxed as described above whether received in cash or in additional Fund shares.
Notwithstanding the foregoing, each of the Funds may retain (a) investment company taxable income, subject to the distribution requirements applicable for qualification as a regulated investment company under the Code and/or (b) net capital gains and pay a Fund-level tax on any such retained amounts.
Medicare Tax
A 3.8% Medicare contribution tax is imposed on the “net investment income” of certain individuals, trusts and estates to the extent their income exceeds certain threshold amounts. Net investment income generally includes for this purpose dividends, including any capital gain dividends paid by a Fund, and net gains recognized on the sale, exchange, redemption or other taxable disposition of shares of a Fund.
Sale, Exchange or Redemption
A sale, exchange, or redemption of shares of a Fund, including a redemption in-kind, is a taxable event to the selling, exchanging, or redeeming shareholder. An exchange of a Fund’s shares for shares of another Baillie Gifford fund will be treated as a sale of the Fund’s shares. Any gain resulting from a sale, exchange (including an exchange for shares of another Baillie Gifford fund), or redemption of shares in a Fund will generally (except in the case of a tax-exempt shareholder or a shareholder investing
through a tax-advantaged account) be subject to federal income tax at either short-term or long-term capital gain rates depending on how long the shareholder has owned the shares.
Foreign Currency and Other Derivative Transactions
A Fund’s transactions in foreign currencies and certain derivative instruments, including options, futures contracts, forward contracts, swaps and straddles, as well as any of its hedging transactions may be subject to special tax rules and may produce a difference between the Fund’s book income and taxable income. The special tax rules to which such transactions are subject may accelerate income or defer losses of a Fund, or otherwise affect the amount, timing or character of distributions to shareholders. A difference between a Fund’s book and taxable income may cause a portion of the Fund’s income distributions to constitute a return of capital for tax purposes or require the Fund to make distributions exceeding book income to qualify as a regulated investment company and avoid a Fund-level tax.
Debt Transactions
A Fund’s investments in certain debt obligations may cause that Fund to recognize taxable income in excess of the cash generated by such obligations. As a result, a Fund could be required at times to liquidate other investments, including when it is not advantageous to do so, in order to satisfy its distribution requirements.
Foreign Taxes
Each Fund may be subject to foreign withholding and other taxes on income, gains and proceeds derived from foreign investments. Such taxes would reduce the yield on a Fund’s investments. However, as described immediately below, shareholders may be entitled to claim a credit or deduction with respect to their share of foreign taxes incurred by a Fund.
Foreign Tax Credit or Deduction
If more than 50% of a Fund’s assets at taxable year end consist of the securities of foreign corporations, the Fund may elect to permit shareholders who are U.S. citizens or residents or U.S. corporations to claim a foreign tax credit or deduction (but not both) on their U.S. income tax returns for their pro-rata portions of foreign income taxes paid by the Fund. In such case, income of a Fund from non-U.S. sources that is distributed to Fund shareholders would be treated as income from non-U.S. sources. The amount of foreign income taxes paid by a Fund would be treated as foreign taxes paid directly by Fund shareholders and, in addition, this amount would be treated as additional income to Fund shareholders from non-U.S. sources regardless of whether the Fund shareholder would be eligible to claim a foreign tax credit or deduction in respect of those taxes. Shareholders that are not subject to U.S. federal income tax, and those who invest in a Fund through tax-advantaged accounts (including those who invest through tax-advantaged retirement plans), generally will receive no benefit from any tax credit or deduction passed through by the Fund. Investors should consult their tax advisors for further information relating to the foreign tax credit and deduction, which are subject to certain restrictions and limitations (including, with respect to the foreign tax credit, a holding period requirement applied at both the Fund and the shareholder level). Prospective investors should also consult the discussion in the
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SAI regarding investment by a Fund in securities of certain foreign corporations.
Annual Tax Reports
Where required, the Funds will provide shareholders with federal tax information annually, including information about dividends and distributions paid during the preceding year.
IRS Returns
Shareholders may be required to file an information return with the Internal Revenue Service (“IRS”) including, but not limited to, if they recognize certain levels of losses with respect to shares in a Fund (at least $2 million in any single taxable year or $4 million in any combination of taxable years for an individual shareholder or $10 million in any single taxable year or $20 million in any combination of taxable years for a corporate shareholder), or are deemed to have participated in a confidential transaction involving shares in a Fund.
FinCEN Form 114
Shareholders that are U.S. persons and own, directly or indirectly, more than 50% of a Fund could be required to report annually their “financial interest” in the Fund’s “foreign financial accounts,” if any, on FinCEN Form 114, Report of Foreign Bank and Financial Accounts. Shareholders are urged to consult a tax advisor regarding the applicability to them of this reporting requirement.
Backup Withholding Tax
A Fund generally is required to apply backup withholding and remit to the U.S. Treasury a percentage of the taxable distributions and redemption proceeds paid to any individual shareholder who fails to properly furnish the Fund with a correct taxpayer identification number, who has under-reported dividend or interest income, or who fails to certify to the Fund that he or she is not subject to such withholding.
Non-U.S. Persons Tax Treatment
Fund shareholders who are not U.S. citizens or residents or that are foreign corporations, partnerships, trusts or estates may be subject to substantially different tax treatment with respect to distributions from the Funds.
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FINANCIAL HIGHLIGHTS
The financial highlights tables for each Fund active as of December 31, 2025 are included below.
The financial highlights tables are intended to help you understand each Fund’s financial performance for the past 5 years or, if shorter, the period of the Fund’s operations. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in each Fund (assuming reinvestment of all dividends and distributions). This information for the years or periods ended December 31, 2021, December 31, 2022, December 31, 2023, December 31, 2024, and December 31, 2025 has been audited by Cohen & Company, Ltd., the Trust’s independent registered public accounting firm, whose report, along with each Fund’s financial statements as of December 31, 2025, is included in the Funds’ Form N-CSR filing, which is available without charge upon request. The Funds’ financial statements are available online at http://www.bailliegifford.com/pages/funds/literature.
Baillie Gifford Emerging Markets Equities Fund
Selected data for a Class 2 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $19.26 | $18.82 | $17.13 | $24.55 | $27.66 | |
From Investment Operations | ||||||
Net investment income(a) | 0.40 | 0.49 | 0.46 | 0.77 | 0.34 | |
Net realized and unrealized gain (loss) on investments | 7.44 | 0.63 | 1.99 | (7.26) | (2.76) | |
Net increase (decrease) in net asset value from | 7.84 | 1.12 | 2.45 | (6.49) | (2.42) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.44) | (0.68) | (0.76) | (0.93) | (0.33) | |
From net realized gain on investments | — | — | — | — | (0.36) | |
Total dividends and distributions | (0.44) | (0.68) | (0.76) | (0.93) | (0.69) | |
Net asset value, end of year | $26.66 | $19.26 | $18.82 | $17.13 | $24.55 | |
Total Return | ||||||
Total return based on net asset value(b) | 40.71% | 5.97% | 14.32% | (26.44)% | (8.75)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $169,955 | $87,006 | $59,144 | $51,848 | $66,301 | |
Ratio of net expenses to average net assets | 0.77% | 0.79% | 0.81% | 0.83% | 0.78% | |
Ratio of net investment income to average net assets | 1.76% | 2.42% | 2.47% | 3.96% | 1.20% | |
Portfolio turnover rate(c) | 28% | 21% | 23% | 15% | 19% | |
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Baillie Gifford Emerging Markets Equities Fund
Selected data for a Class 3 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $19.46 | $19.00 | $17.28 | $24.76 | $27.92 | |
From Investment Operations | ||||||
Net investment income(a) | 0.38 | 0.56 | 0.55 | 0.78 | 0.50 | |
Net realized and unrealized gain (loss) on investments | 7.56 | 0.59 | 1.93 | (7.32) | (2.93) | |
Net increase (decrease) in net asset value from | 7.94 | 1.15 | 2.48 | (6.54) | (2.43) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.45) | (0.69) | (0.76) | (0.94) | (0.37) | |
From net realized gain on investments | — | — | — | — | (0.36) | |
Total dividends and distributions | (0.45) | (0.69) | (0.76) | (0.94) | (0.73) | |
Net asset value, end of year | $26.95 | $19.46 | $19.00 | $17.28 | $24.76 | |
Total Return | ||||||
Total return based on net asset value(b) | 40.81% | 6.04% | 14.40% | (26.39)% | (8.68)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $193,412 | $188,292 | $226,753 | $214,704 | $291,674 | |
Ratio of net expenses to average net assets | 0.70% | 0.72% | 0.74% | 0.76% | 0.71% | |
Ratio of net investment income to average net assets | 1.68% | 2.73% | 2.94% | 3.97% | 1.79% | |
Portfolio turnover rate(c) | 28% | 21% | 23% | 15% | 19% | |
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Baillie Gifford Emerging Markets Equities Fund
Selected data for a Class 4 share outstanding throughout each year/period:
For the | For the | For the Period | (a) | For the Period | (a) | For the | For the | ||||
Net asset value, beginning of year/period | $19.45 | $18.99 | $19.96 | $17.54 | $25.11 | $28.30 | |||||
From Investment Operations | |||||||||||
Net investment income(b) | 0.41 | 0.55 | 0.19 | 0.07 | 0.80 | 0.47 | |||||
Net realized and unrealized gain (loss) on investments | 7.53 | 0.60 | (0.38) | 1.42 | (7.42) | (2.93) | |||||
Net increase (decrease) in net asset value from | 7.94 | 1.15 | (0.19) | 1.49 | (6.62) | (2.46) | |||||
Dividends and Distributions to Shareholders | |||||||||||
From net investment income | (0.46) | (0.69) | (0.78) | — | (0.95) | (0.37) | |||||
From net realized gain on investments | — | — | — | — | — | (0.36) | |||||
Total dividends and distributions | (0.46) | (0.69) | (0.78) | — | (0.95) | (0.73) | |||||
Net asset value, end of year/period | $26.93 | $19.45 | $18.99 | $19.03 | $17.54 | $25.11 | |||||
Total Return | |||||||||||
Total return based on net asset value(c) | 40.85% | 6.07% | (0.94)% | 8.48% | (26.37)% | (8.66)% | |||||
Ratios/Supplemental Data | |||||||||||
Net assets, end of year/period (000’s omitted) | $318,240 | $225,922 | $212,997 | $201,945 | $186,171 | $252,837 | |||||
Ratio of net expenses to average net assets | 0.67% | 0.69% | 0.71% | * | 0.71% | * | 0.73% | 0.68% | |||
Ratio of net investment income to average net assets | 1.77% | 2.69% | 2.10% | * | 1.36% | * | 4.00% | 1.64% | |||
Portfolio turnover rate(d) | 28% | 21% | 23% | 23% | 15% | 19% | |||||
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Baillie Gifford Funds – Prospectus
Baillie Gifford Emerging Markets Equities Fund
Selected data for a Class 5 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $20.09 | $19.59 | $17.80 | $25.47 | $28.69 | |
From Investment Operations | ||||||
Net investment income(a) | 0.43 | 0.58 | 0.52 | 0.82 | 0.49 | |
Net realized and unrealized gain (loss) on investments | 7.79 | 0.62 | 2.05 | (7.53) | (2.96) | |
Net increase (decrease) in net asset value from | 8.22 | 1.20 | 2.57 | (6.71) | (2.47) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.47) | (0.70) | (0.78) | (0.96) | (0.39) | |
From net realized gain on investments | — | — | — | — | (0.36) | |
Total dividends and distributions | (0.47) | (0.70) | (0.78) | (0.96) | (0.75) | |
Net asset value, end of year | $27.84 | $20.09 | $19.59 | $17.80 | $25.47 | |
Total Return | ||||||
Total return based on net asset value(b) | 40.92% | 6.12% | 14.48% | (26.33)% | (8.61)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $1,438,216 | $1,060,159 | $1,115,352 | $1,162,457 | $1,746,589 | |
Ratio of net expenses to average net assets | 0.62% | 0.64% | 0.66% | 0.68% | 0.63% | |
Ratio of net investment income to average net assets | 1.81% | 2.73% | 2.68% | 4.01% | 1.68% | |
Portfolio turnover rate(c) | 28% | 21% | 23% | 15% | 19% | |
74
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund
Selected data for a Class 2 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $16.17 | $16.05 | $13.57 | $19.72 | $21.18 | |
From Investment Operations | ||||||
Net investment income(a) | 0.04 | 0.08 | 0.09 | 0.11 | 0.08 | |
Net realized and unrealized gain (loss) on investments | 2.82 | 1.69 | 2.57 | (5.85) | 1.54 | |
Net increase (decrease) in net asset value from | 2.86 | 1.77 | 2.66 | (5.74) | 1.62 | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.57) | (0.25) | (0.18) | (0.01) | (0.30) | |
From net realized gain on investments | (5.09) | (1.40) | — | (0.40) | (2.78) | |
Total dividends and distributions | (5.66) | (1.65) | (0.18) | (0.41) | (3.08) | |
Net asset value, end of year | $13.37 | $16.17 | $16.05 | $13.57 | $19.72 | |
Total Return | ||||||
Total return based on net asset value(b) | 17.46% | 10.92% | 19.61% | (29.08)% | 7.65% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $80,807 | $151,740 | $138,907 | $167,683 | $187,473 | |
Ratio of net expenses to average net assets | 0.66% | 0.65% | 0.65% | 0.67% | 0.64% | |
Ratio of net investment income to average net assets | 0.21% | 0.47% | 0.58% | 0.77% | 0.33% | |
Portfolio turnover rate(c) | 30% | 28% | 19% | 9% | 40% | |
75
Baillie Gifford Funds – Prospectus
Baillie Gifford Global Alpha Equities Fund
Selected data for a Class 3 share outstanding throughout each year/period:
For the Period | (a) | For the Period | (a) | For the | For the | For the | For the | ||||
Net asset value, beginning of year/period | $20.08 | $16.61 | $14.05 | $20.38 | $21.80 | $16.90 | |||||
From Investment Operations | |||||||||||
Net investment income(b) | 0.08 | (c) | 0.01 | 0.10 | 0.13 | 0.09 | 0.07 | ||||
Net realized and unrealized gain (loss) on investments | (0.28 | )(c) | 0.71 | 2.67 | (6.05) | 1.59 | 6.07 | ||||
Net increase (decrease) in net asset value from | (0.20) | 0.72 | 2.77 | (5.92) | 1.68 | 6.14 | |||||
Dividends and Distributions to Shareholders | |||||||||||
From net investment income | (0.62) | — | (0.21) | (0.01) | (0.32) | (0.12) | |||||
From net realized gain on investments | (5.09) | — | — | (0.40) | (2.78) | (1.12) | |||||
Total dividends and distributions | (5.71) | — | (0.21) | (0.41) | (3.10) | (1.24) | |||||
Net asset value, end of year/period | $14.17 | $17.33 | $16.61 | $14.05 | $20.38 | $21.80 | |||||
Total Return | |||||||||||
Total return based on net asset value(d) | (1.15)% | 5.66% | 19.69% | (29.03)% | 7.72% | 36.40% | |||||
Ratios/Supplemental Data | |||||||||||
Net assets, end of year/period (000’s omitted) | $48,656 | $87,497 | $305,169 | $98,323 | $101,328 | $282,859 | |||||
Ratio of net expenses to average net assets | 0.59% | * | 0.57% | * | 0.58% | 0.60% | 0.57% | 0.58% | |||
Ratio of net investment income to average net assets | 0.39% | * | 0.13% | * | 0.67% | 0.84% | 0.38% | 0.41% | |||
Portfolio turnover rate(e) | 30% | 28% | 19% | 9% | 40% | 23% | |||||
76
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Selected data for a Class 2 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $12.78 | $12.68 | $10.81 | $15.43 | $16.78 | |
From Investment Operations | ||||||
Net investment income(a) | 0.16 | 0.12 | 0.12 | 0.13 | 0.16 | |
Net realized and unrealized gain (loss) on investments | 2.34 | 0.53 | 1.91 | (4.56) | (0.28) | |
Net increase (decrease) in net asset value from | 2.50 | 0.65 | 2.03 | (4.43) | (0.12) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.13) | (0.10) | (0.16) | (0.19) | (0.16) | |
From net realized gain on investments | (1.56) | (0.45) | — | — | (1.07) | |
Total dividends and distributions | (1.69) | (0.55) | (0.16) | (0.19) | (1.23) | |
Net asset value, end of year | $13.59 | $12.78 | $12.68 | $10.81 | $15.43 | |
Total Return | ||||||
Total return based on net asset value(b) | 19.58% | 5.05% | 18.72% | (28.64)% | (0.65)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $476,623 | $389,290 | $372,487 | $324,525 | $334,569 | |
Ratio of net expenses to average net assets | 0.59% | 0.59% | 0.60% | 0.61% | 0.58% | |
Ratio of net investment income to average net assets | 1.12% | 0.87% | 1.02% | 1.17% | 0.94% | |
Portfolio turnover rate(c) | 19% | 20% | 16% | 19% | 16% | |
77
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Selected data for a Class 3 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $13.00 | $12.89 | $10.99 | $15.67 | $17.02 | |
From Investment Operations | ||||||
Net investment income(a) | 0.17 | 0.14 | 0.11 | 0.15 | 0.18 | |
Net realized and unrealized gain (loss) on investments | 2.39 | 0.53 | 1.96 | (4.63) | (0.28) | |
Net increase (decrease) in net asset value from | 2.56 | 0.67 | 2.07 | (4.48) | (0.10) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.14) | (0.11) | (0.17) | (0.20) | (0.18) | |
From net realized gain on investments | (1.56) | (0.45) | — | — | (1.07) | |
Total dividends and distributions | (1.70) | (0.56) | (0.17) | (0.20) | (1.25) | |
Net asset value, end of year | $13.86 | $13.00 | $12.89 | $10.99 | $15.67 | |
Total Return | ||||||
Total return based on net asset value(b) | 19.67% | 5.12% | 18.80% | (28.59)% | (0.58)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $505,592 | $369,654 | $466,685 | $388,155 | $524,717 | |
Ratio of net expenses to average net assets | 0.52% | 0.52% | 0.53% | 0.54% | 0.51% | |
Ratio of net investment income to average net assets | 1.15% | 1.00% | 0.93% | 1.22% | 1.01% | |
Portfolio turnover rate(c) | 19% | 20% | 16% | 19% | 16% | |
78
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Selected data for a Class 4 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $13.26 | $13.14 | $11.20 | $15.96 | $17.32 | |
From Investment Operations | ||||||
Net investment income(a) | 0.18 | 0.15 | 0.13 | 0.16 | 0.19 | |
Net realized and unrealized gain (loss) on investments | 2.43 | 0.53 | 1.98 | (4.72) | (0.30) | |
Net increase (decrease) in net asset value from | 2.61 | 0.68 | 2.11 | (4.56) | (0.11) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.14) | (0.11) | (0.17) | (0.20) | (0.18) | |
From net realized gain on investments | (1.56) | (0.45) | — | — | (1.07) | |
Total dividends and distributions | (1.70) | (0.56) | (0.17) | (0.20) | (1.25) | |
Net asset value, end of year | $14.17 | $13.26 | $13.14 | $11.20 | $15.96 | |
Total Return | ||||||
Total return based on net asset value(b) | 19.70% | 5.15% | 18.83% | (28.57)% | (0.55)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $176,057 | $388,834 | $607,974 | $511,620 | $912,395 | |
Ratio of net expenses to average net assets | 0.49% | 0.49% | 0.50% | 0.51% | 0.48% | |
Ratio of net investment income to average net assets | 1.22% | 1.07% | 1.05% | 1.26% | 1.03% | |
Portfolio turnover rate(c) | 19% | 20% | 16% | 19% | 16% | |
79
Baillie Gifford Funds – Prospectus
Baillie Gifford International Alpha Fund
Selected data for a Class 5 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $13.55 | $13.41 | $11.43 | $16.29 | $17.65 | |
From Investment Operations | ||||||
Net investment income(a) | 0.19 | 0.15 | 0.14 | 0.17 | 0.20 | |
Net realized and unrealized gain (loss) on investments | 2.50 | 0.56 | 2.02 | (4.82) | (0.30) | |
Net increase (decrease) in net asset value from | 2.69 | 0.71 | 2.16 | (4.65) | (0.10) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.16) | (0.12) | (0.18) | (0.21) | (0.19) | |
From net realized gain on investments | (1.56) | (0.45) | — | — | (1.07) | |
Total dividends and distributions | (1.72) | (0.57) | (0.18) | (0.21) | (1.26) | |
Net asset value, end of year | $14.52 | $13.55 | $13.41 | $11.43 | $16.29 | |
Total Return | ||||||
Total return based on net asset value(b) | 19.76% | 5.20% | 18.89% | (28.53)% | (0.50)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $39,313 | $46,307 | $52,590 | $51,400 | $125,578 | |
Ratio of net expenses to average net assets | 0.44% | 0.44% | 0.45% | 0.46% | 0.43% | |
Ratio of net investment income to average net assets | 1.25% | 1.05% | 1.11% | 1.39% | 1.09% | |
Portfolio turnover rate(c) | 19% | 20% | 16% | 19% | 16% | |
80
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Selected data for a Class 2 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $12.54 | $12.47 | $10.96 | $16.81 | $21.56 | |
From Investment Operations | ||||||
Net investment income(a) | 0.03 | 0.05 | 0.04 | 0.08 | 0.15 | |
Net realized and unrealized gain (loss) on investments | 2.15 | 0.94 | 1.52 | (5.87) | (2.20) | |
Net increase (decrease) in net asset value from | 2.18 | 0.99 | 1.56 | (5.79) | (2.05) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.01) | (0.03) | (0.04) | (0.01) | (0.41) | |
From net realized gain on investments | (0.75) | (0.89) | (0.01) | (0.05) | (2.29) | |
Total dividends and distributions | (0.76) | (0.92) | (0.05) | (0.06) | (2.70) | |
Net asset value, end of year | $13.96 | $12.54 | $12.47 | $10.96 | $16.81 | |
Total Return | ||||||
Total return based on net asset value(b) | 17.28% | 7.86% | 14.31% | (34.43)% | (9.40)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $491,653 | $401,977 | $702,932 | $598,426 | $455,384 | |
Ratio of net expenses to average net assets | 0.57% | 0.57% | 0.58% | 0.60% | 0.57% | |
Ratio of net investment income to average net assets | 0.20% | 0.40% | 0.30% | 0.68% | 0.68% | |
Portfolio turnover rate(c) | 21% | 22% | 12% | 12% | 13% | |
81
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Selected data for a Class 3 share outstanding throughout each year:
For the | For the | For the | For the | For the | |||
Net asset value, beginning of year | $12.56 | $12.51 | $10.99 | $16.85 | $21.63 | ||
From Investment Operations | |||||||
Net investment income (loss)(a) | (0.01) | 0.02 | 0.05 | 0.08 | 0.16 | ||
Net realized and unrealized gain (loss) on investments | 2.09 | 0.98 | 1.53 | (5.87) | (2.21) | ||
Net increase (decrease) in net asset value from | 2.08 | 1.00 | 1.58 | (5.79) | (2.05) | ||
Dividends and Distributions to Shareholders | |||||||
From net investment income | (0.02) | (0.06) | (0.05) | (0.02) | (0.44) | ||
From net realized gain on investments | (0.75) | (0.89) | (0.01) | (0.05) | (2.29) | ||
Total dividends and distributions | (0.77) | (0.95) | (0.06) | (0.07) | (2.73) | ||
Net asset value, end of year | $13.87 | $12.56 | $12.51 | $10.99 | $16.85 | ||
Total Return | |||||||
Total return based on net asset value(b) | 16.53% | 7.94% | 14.39% | (34.38)% | (9.34)% | ||
Ratios/Supplemental Data | |||||||
Net assets, end of year (000’s omitted) | $286,291 | $382,281 | $242,269 | $225,485 | $503,783 | ||
Ratio of net expenses to average net assets | 0.50% | 0.50% | 0.51% | 0.53% | 0.50% | ||
Ratio of net investment income (loss) to average net assets | (0.08)% | 0.13% | 0.39% | 0.64% | 0.74% | ||
Portfolio turnover rate(c) | 21% | 22% | 12% | 12% | 13% | ||
82
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Selected data for a Class 4 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $12.57 | $12.51 | $10.99 | $16.86 | $21.65 | |
From Investment Operations | ||||||
Net investment income(a) | 0.03 | 0.05 | 0.05 | 0.09 | 0.17 | |
Net realized and unrealized gain (loss) on investments | 2.17 | 0.96 | 1.54 | (5.89) | (2.21) | |
Net increase (decrease) in net asset value from | 2.20 | 1.01 | 1.59 | (5.80) | (2.04) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.03) | (0.06) | (0.06) | (0.02) | (0.46) | |
From net realized gain on investments | (0.75) | (0.89) | (0.01) | (0.05) | (2.29) | |
Total dividends and distributions | (0.78) | (0.95) | (0.07) | (0.07) | (2.75) | |
Net asset value, end of year | $13.99 | $12.57 | $12.51 | $10.99 | $16.86 | |
Total Return | ||||||
Total return based on net asset value(b) | 17.39% | 7.97% | 14.42% | (34.36)% | (9.31)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $692,245 | $615,754 | $570,283 | $491,265 | $860,635 | |
Ratio of net expenses to average net assets | 0.47% | 0.47% | 0.48% | 0.50% | 0.47% | |
Ratio of net investment income to average net assets | 0.18% | 0.41% | 0.41% | 0.72% | 0.78% | |
Portfolio turnover rate(c) | 21% | 22% | 12% | 12% | 13% | |
83
Baillie Gifford Funds – Prospectus
Baillie Gifford International Growth Fund
Selected data for a Class 5 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $12.61 | $12.55 | $11.02 | $16.91 | $21.70 | |
From Investment Operations | ||||||
Net investment income(a) | 0.03 | 0.06 | 0.06 | 0.09 | 0.18 | |
Net realized and unrealized gain (loss) on investments | 2.17 | 0.95 | 1.54 | (5.90) | (2.21) | |
Net increase (decrease) in net asset value from | 2.20 | 1.01 | 1.60 | (5.81) | (2.03) | |
Dividends and Distributions to Shareholders | ||||||
From net investment income | (0.03) | (0.06) | (0.06) | (0.03) | (0.47) | |
From net realized gain on investments | (0.75) | (0.89) | (0.01) | (0.05) | (2.29) | |
Total dividends and distributions | (0.78) | (0.95) | (0.07) | (0.08) | (2.76) | |
Net asset value, end of year | $14.03 | $12.61 | $12.55 | $11.02 | $16.91 | |
Total Return | ||||||
Total return based on net asset value(b) | 17.45% | 8.03% | 14.48% | (34.33)% | (9.27)% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $1,490,717 | $1,269,244 | $1,174,929 | $1,026,319 | $1,562,791 | |
Ratio of net expenses to average net assets | 0.42% | 0.42% | 0.43% | 0.45% | 0.42% | |
Ratio of net investment income to average net assets | 0.23% | 0.46% | 0.46% | 0.79% | 0.82% | |
Portfolio turnover rate(c) | 21% | 22% | 12% | 12% | 13% | |
84
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund
Selected data for a Class 2 share outstanding throughout each year:
For the | For the | For the | For the | For the | ||
Net asset value, beginning of year | $33.22 | $26.57 | $19.45 | $37.47 | $38.45 | |
From Investment Operations | ||||||
Net investment (loss)(a) | (0.15) | (0.11) | (0.07) | (0.08) | (0.25) | |
Net realized and unrealized gain (loss) on investments | 5.59 | 6.76 | 7.19 | (17.19) | 1.20 | |
Net increase (decrease) in net asset value from | 5.44 | 6.65 | 7.12 | (17.27) | 0.95 | |
Dividends and Distributions to Shareholders | ||||||
From net realized gain on investments | — | — | — | (0.75) | (1.93) | |
Total dividends and distributions | — | — | — | (0.75) | (1.93) | |
Net asset value, end of year | $38.66 | $33.22 | $26.57 | $19.45 | $37.47 | |
Total Return | ||||||
Total return based on net asset value(b) | 16.38% | 25.01% | 36.60% | (46.04)% | 2.50% | |
Ratios/Supplemental Data | ||||||
Net assets, end of year (000’s omitted) | $39,028 | $115,559 | $81,054 | $60,624 | $121,252 | |
Ratio of net expenses to average net assets | 0.69% | 0.70% | 0.71% | 0.73% | 0.70% | |
Ratio of net investment loss to average net assets | (0.42)% | (0.38)% | (0.29)% | (0.33)% | (0.60)% | |
Portfolio turnover rate(c) | 22% | 27% | 17% | 28% | 16% | |
85
Baillie Gifford Funds – Prospectus
Baillie Gifford Long Term Global Growth Fund
Selected data for a Class 3 share outstanding throughout the period:
For the Period | (a) | |||
Net asset value, beginning of period | $44.22 | |||
From Investment Operations | ||||
Net investment (loss)(b) | (0.19)(c) | |||
Net realized and unrealized gain (loss) on investments and foreign currency | (1.61)(c) | |||
Net increase (decrease) in net asset value from investment operations | (1.80) | |||
Dividends and Distributions to Shareholders | ||||
From net realized gain on investments | — | |||
Total dividends and distributions | — | |||
Net asset value, end of period | $42.42 | |||
Total Return | ||||
Total return based on net asset value(d) | (4.07)% | |||
Ratios/Supplemental Data | ||||
Net assets, end of period (000’s omitted) | $85,758 | |||
Ratio of net expenses to average net assets | 0.65% | * | ||
Ratio of net investment (loss) to average net assets | (0.44)% | * | ||
Portfolio turnover rate(e) | 22% | |||
86
Baillie Gifford Funds – Prospectus
ADDITIONAL PERFORMANCE
INFORMATION
As noted in the Fund Summaries above, this section contains additional information regarding the calculation of each Fund’s performance and the presentation of such performance. The Average Annual Total Returns Table in each Fund Summary compares the relevant Fund’s returns with those of a broad-based market index. The sub-section below titled “Index Descriptions” describes the market indices that are used in each Fund Summary and referenced in the Principal Investment Strategies of certain Funds. The sub-section below titled “Share Class Performance” describes the calculation of each Fund’s class-by-class performance. Information provided below is current as of March 31, 2026.
Unless otherwise noted, index returns reflect the reinvestment of income dividends and capital gains, if any, but do not reflect fees, taxes (including withholding taxes), brokerage commissions or other expenses of investing. It is not possible to invest directly in an index.
Index Descriptions
The MSCI ACWI Index (previously the MSCI All Country World Index (“ACWI”)) captures large and mid-cap representation across 23 Developed Markets and 24 Emerging Markets countries. With 2515 constituents, the index covers approximately 85% of the global investable equity opportunity set.
The MSCI ACWI ex USA Index captures large and mid-cap representation across 22 of 23 Developed Markets countries (excluding the U.S.) and 24 Emerging Markets countries. With 1977 constituents, the index covers approximately 85% of the global equity opportunity set outside the U.S.
The MSCI Emerging Markets Index captures large and mid-cap representation across 24 Emerging Markets countries. With 1204 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI EAFE Index is an equity index which captures large and mid-cap representation across 21 Developed Markets countries around the world, excluding the U.S. and Canada. With 690 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
For the purposes of the index descriptions above, “Developed Markets” countries include: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the UK and the US. “Emerging Markets” countries include: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Kuwait, Malaysia, Mexico, Peru, Philippines, Poland, Qatar, Saudi Arabia, South Africa, Taiwan, Thailand, Turkey and United Arab Emirates.
Index Disclaimers
MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indexes or any securities or financial products. This Prospectus is not approved, endorsed, reviewed or produced by MSCI. None of the MSCI data is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such.
Share Class Performance
Information about a Fund’s performance is based on that Fund’s record to a recent date and is not intended to indicate future performance. Investment results of the Funds will fluctuate over time, and any representation of the Funds’ total return for any prior period should not be considered as a representation of what an investor’s total return will be in any future period. The Trust’s annual and semi-annual reports to shareholders contain additional performance information for the Funds and are available upon request, without charge, using the contact information included at the end of this Prospectus.
Not all share classes of a Fund have been operational for the same periods of time, and some are non-operational as of the date of this Prospectus. In addition, certain share classes and Funds have been operational for intervals, with periods during which such share classes or Funds were unfunded and consequently have a gap in performance history. For periods prior to the inception date or the date of the most recent commencement of operations of a share class, performance information shown for such class may be based on the performance of a different class that dates back to a Fund’s inception or that has the longest history of continuous operation. As a result, if a share class that has been operational for various periods in the past re-commences operations, the performance information shown for such class will be based on a different share class for all periods prior to the most recent commencement date of the share class. In all cases, the resulting performance information shown has been adjusted to reflect certain fees and expenses paid by the class with a shorter history of continuous operations only when such fees and expenses were, at the time of the adjustment, expected generally to be higher than the fees and expenses of the class on which its performance information is based. These adjustments thus generally result in estimated performance results that are lower than the actual results of the class on which the performance information is based, as a result of differing levels of fees and expenses borne.
The following table shows Funds for which the total return presentations in the Fund Summaries reflect, for certain classes, the performance of a different class for periods prior to the most recent inception date of a particular class. For share classes that were unfunded as of December 31, 2025, the Fund Summaries reflect performance of a different class for all
87
Baillie Gifford Funds – Prospectus
periods through December 31, 2025. As a result, no inception date is shown in table below for such classes.
Fund | Most Recent | Class | Most Recent |
Baillie Gifford | April 4, 2003 | Class 2 | March 2, 2015 |
Class 3 | March 31, 2016 | ||
Class 4 | July 13, 2023 | ||
Class 5 | April 4, 2003 | ||
Baillie Gifford | November 15, 2011 | Class 2 | January 6, 2013 |
Class 3 | October 21, 2025 | ||
Class 4 | — | ||
Class 5 | — | ||
Baillie Gifford International Alpha Fund(2) | February 7, 2008 | Class 2 | February 7, 2008 |
Class 3 | September 1, 2010 | ||
Class 4 | July 10, 2017 | ||
Class 5 | April 7, 2014 | ||
Baillie Gifford International Growth Fund | March 6, 2008 | Class 2 | March 6, 2008 |
Class 3 | April 19, 2010 | ||
Class 4 | October 10, 2016 | ||
Class 5 | July 19, 2012 | ||
Baillie Gifford Long Term Global Growth Fund | June 10, 2014 | Class 2 | June 10, 2014 |
Class 3 | October 14, 2025 | ||
Class 4 | — | ||
Class 5 | — |
88
Baillie Gifford Funds – Prospectus
CONTACTS AND FURTHER INFORMATION
Fund | The SAI contains more detailed information about each Fund. The SAI is incorporated by reference into this Prospectus, which means that it is legally considered to be part of this Prospectus. |
Investments | Additional information about each Fund’s investments can be found: — On the Manager’s website at http://USmutualfund.bailliegifford.com. — In the SAI. The Trust’s policies on disclosing the Funds’ portfolio holdings are described in the SAI. — In the annual and semi-annual reports to shareholders and in Form N-CSR. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected that Fund’s performance during its last fiscal year to date. In Form N-CSR, you will find the Funds’ annual and semi‑annual financial statements. |
Copies of Reports | The Prospectus, the SAI, the most recent annual and semi-annual reports to shareholders of each Fund, and other information such as Fund financial statements, may be obtained, free of charge, by contacting the Trust using the contacts below and: — On the Trust’s website, at http://USmutualfund.bailliegifford.com. Reports and other information about the Funds are available: — On the EDGAR database on the SEC’s Internet site at http://www.sec.gov. This website includes reports and other information about the Funds. Copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov. |
Books and Records | The books and records of the Funds are maintained at the offices of the Manager at Calton Square, 1 Greenside Row, Edinburgh, EH1 3AN, the offices of the Transfer Agent at 118 Flanders Road, Westborough, MA 01581, and the offices of the Custodian at 240 Greenwich Street, New York, NY 10286. |
Other Shareholder Queries | Shareholders may request other information about the Funds and may direct inquiries to the Trust c/o Baillie Gifford Overseas Limited, or BGFS using the contacts below. |
Contact the Trust
Online | http://USmutualfund.bailliegifford.com |
northamericanvehiclesteam@bailliegifford.com | |
c/o Baillie Gifford Overseas Limited, One Greenside Row, | |
Toll-Free Telephone | 1‑844‑394‑6127 |
Contact the Transfer Agent
New Account Emails | bgusnewacctsetup@bny.com |
Purchase and Redemption Requests | bgusinsttrades@bny.com |
Inquiry Emails | bmi.instinquiry@bny.com |
BNY Mellon Investment Servicing (US) Inc., 118 Flanders Road, Westborough, MA 01581 | |
Toll-Free Telephone | 1-844-741-5143 |
89
Investment Company Act File No. 811‑10145
Statement of Additional Information
April 30, 2026

Baillie Gifford Funds
This Statement of Additional Information (“SAI”) relates to the following funds and share classes of Baillie Gifford Funds (the “Trust”):
| Class 2 | Class 3 | Class 4 | Class 5 | Class K | Institutional Class |
Baillie Gifford China Equities Fund |
|
|
|
| BGCDX | BGCBX |
Baillie Gifford Emerging Markets Equities | BGEHX | BGELX | BGEPX | BGEDX | BGKEX | BGEGX |
Baillie Gifford Emerging Markets ex China Fund |
|
|
|
| BGEZX | BGEWX |
Baillie Gifford Global Alpha Equities Fund | BGATX | BGAEX | BGALX | BGAVX | BGAKX | BGASX |
Baillie Gifford International Alpha Fund | BGITX | BGIFX | BGIUX | BGIVX | BGIKX | BINSX |
Baillie Gifford International Concentrated Growth Equities Fund |
|
|
|
| BTLKX | BTLSX |
Baillie Gifford International Growth Fund | BGETX | BGEUX | BGEFX | BGEVX | BGEKX | BGESX |
Baillie Gifford Long Term Global Growth | BGLTX | BGLOX | BGLFX | BGADX | BGLKX | BSGLX |
Baillie Gifford U.S. Equity Growth Fund |
|
|
|
| BGGKX | BGGSX |
This SAI is not a prospectus. This SAI provides additional information in relation to the prospectuses for the funds listed above (each a “Fund” and together the “Funds”) dated April 30, 2026, each as revised or supplemented from time to time (together, the “Prospectus”), and should be read in conjunction therewith.
The most recent financial statements, found in the Trust’s Form N-CSR filing, of Baillie Gifford China Equities Fund, Baillie Gifford Emerging Markets Equities Fund, Baillie Gifford Emerging Markets ex China Fund, Baillie Gifford Global Alpha Equities Fund, Baillie Gifford International Alpha Fund, Baillie Gifford International Concentrated Growth Equities Fund, Baillie Gifford International Growth Fund, Baillie Gifford Long Term Global Growth Fund and Baillie Gifford U.S. Equity Growth Fund are incorporated by reference into this SAI.
The Prospectus, the SAI, the most recent annual and semi-annual reports to shareholders of each Fund, and other information such as Fund financial statements, may be obtained, free of charge, by contacting the Trust using the details below.
Online | http://USmutualfund.bailliegifford.com |
northamericanvehiclesteam@bailliegifford.com | |
c/o Baillie Gifford Overseas Ltd., Calton Square, 1 Greenside Row, Edinburgh, United Kingdom EH1 3AN | |
Toll-Free Telephone | 1‑844‑394‑6127 |
Baillie Gifford Funds – Statement of Additional Information
Background on the Trust and the Funds
The Trust
Baillie Gifford Funds (the “Trust”) is registered with the Securities and Exchange Commission (“SEC”) as an open-end management investment company. The Trust was organized as a Massachusetts business trust on June 21, 2000.
Funds
The Trust consists of multiple series which, as set out below, are offered in the Prospectus and this SAI. Each series that is offered under the Prospectus and this SAI is referred to in this SAI as a “Fund” and together the “Funds.”
Series | Share Classes | Diversified |
Baillie Gifford China Equities Fund | Institutional, K | No |
Baillie Gifford Emerging Markets Equities Fund | 2, 3, 4, 5, | Yes |
Baillie Gifford Emerging Markets ex China Fund | Institutional. K | No |
Baillie Gifford Global Alpha Equities Fund | 2, 3, 4, 5, | Yes |
Baillie Gifford International Alpha Fund | 2, 3, 4, 5, | Yes |
Baillie Gifford International Concentrated Growth Equities Fund | Institutional, K | No |
Baillie Gifford International Growth Fund | 2, 3, 4, 5, | Yes |
Baillie Gifford Long Term Global Growth Fund | 2, 3, 4, 5, | No |
Baillie Gifford U.S. Equity Growth Fund | Institutional, K | No |
The differences between the classes of shares are addressed in the Prospectus under “Shares—Restrictions on Buying Shares.”
2
Baillie Gifford Funds – Statement of Additional Information
Fund Investments
This section sets out investment policies for each Fund, which apply in addition to the investment strategies summarized in the Prospectus under “Principal Investment Strategies” and “Selected Investment Techniques and Topics.” The investment policies of each Fund set forth in the Prospectus and in this SAI may be changed by the Trust’s Board of Trustees (the “Board”) without shareholder approval except that any policy explicitly identified as “fundamental” may not be changed without the approval of the holders of a majority of the outstanding shares of the relevant Fund (which means the lesser of (i) 67% of the shares of that Fund represented at a meeting at which 50% of the outstanding shares are represented or (ii) more than 50% of the outstanding shares).
Except as otherwise stated or as required under applicable law, all percentage limitations on investments will apply at the time of the making of an investment and shall not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of such investment.
Non-Fundamental Investment Policies
Each Fund’s investment objective and policies set forth in the Prospectus are non-fundamental policies of such Fund. In addition, each Fund will not invest more than 15% of the value of net assets of the Fund in illiquid investments.
The following non-fundamental policies set forth in the Prospectus are subject to change only upon sixty days’ prior notice to shareholders.
Fundamental Investment Policies
In addition to each Fund’s diversification status as stated in the above “Background on the Trust and the Funds—Funds” section, the following are fundamental policies of the Funds:
Each Fund will not:
In addition, each Fund will not purchase any securities which would cause more than 25% of the value of the Fund’s total assets at the time of purchase to be invested in the securities of issuers conducting their principal business activities in the same industry; provided that there shall be no limit on the purchase of U.S. government securities, including securities issued by any agency or instrumentality of the U.S. government, and related repurchase agreements.
3
Baillie Gifford Funds – Statement of Additional Information
In determining whether a transaction is permitted by applicable law, regulation, or order, each Fund currently construes fundamental policies (2) and (6) above not to prohibit any transaction that is permitted under Section 18 of the Investment Company Act of 1940, as amended (the “1940 Act”), and the rules thereunder, including Rule 18f‑4, as interpreted or modified, or as may otherwise be permitted by regulators having jurisdiction from time to time. Under the 1940 Act, a “senior security” does not include any promissory note or evidence of indebtedness when such loan is for temporary purposes only and in an amount not exceeding 5% of the value of the total assets of the issuer at the time the loan is made. A loan is presumed to be for temporary purposes if it is repaid within sixty days and is not extended or renewed. Provisions of the 1940 Act permit each Fund to borrow from a bank, provided that each Fund maintains continuous asset coverage (that is, total assets including borrowings, less liabilities exclusive of borrowings) of 300% of the amount borrowed, with exceptions for borrowings not in excess of 5% of the Fund’s total assets made for temporary administrative purposes.
For purposes of fundamental policy (4) above, all swap agreements and other derivative instruments that were not classified as commodity interests or commodity contracts prior to July 21, 2010 are not deemed to be commodities or commodity contracts.
Temporary Defensive Positions
Each Fund may invest a portion of its assets in cash or cash equivalents, including money market funds or short-term commercial paper, to facilitate daily portfolio operations, and to take temporary defensive positions—for instance, by allocating substantial assets to cash, commercial paper, or other less volatile instruments—in response to adverse or unusual market, economic, political, or other conditions. In taking temporary defensive positions, each Fund may succeed in avoiding losses but may otherwise fail to achieve its investment objective.
Borrowings
The Trust, on behalf of certain Funds advised by Baillie Gifford Overseas Limited (the “Manager” and each such fund, a “Participating Fund” and together, the “Participating Funds”), has entered into a revolving credit facility agreement (the “Credit Agreement”) with The Bank of New York Mellon (“BNY”) whereby the Participating Funds may borrow for the temporary funding of shareholder redemptions or for other temporary or emergency purposes.
The Credit Agreement permits the Participating Funds to borrow up to an aggregate commitment amount of $75 million at any time outstanding, subject to asset coverage and other limitations as specified in the Credit Agreement.
Borrowing results in interest expense and other fees and expenses that may impact a Fund’s expenses, including any net expense ratios. The costs of borrowing may reduce the total returns for a Fund. The Credit Agreement also imposes an ongoing commitment fee on undrawn amounts under the credit facility, which is paid by the Participating Funds and is allocated to each Participating Fund and each share class within each Participating Fund, pro rata, based on such Participating Fund’s average net asset value.
Other Investment Companies
A Fund may invest in securities of other investment companies or unit investment trust investment companies, including exchange-traded funds, to the extent that such investments are consistent with the Fund’s investment objective and policies and permissible under the 1940 Act and the rules thereunder. To the extent a Fund relies on Section 12(d)(1)(G) of the 1940 Act to invest without limit in shares of another series of the Trust (each, an “Underlying Fund”), such Underlying Fund may not acquire securities of other registered open-end investment companies or registered unit investment trusts in reliance on Section 12(d)(1)(F) or Section 12(d)(1)(G) of the 1940 Act. Subject to certain conditions Rule 12d1‑4 under the 1940 Act also provides an exemption to permit acquiring funds to invest in the securities of other registered investment companies in excess of the limits of Section 12(d)(1).
Diversification
Each Fund that is a diversified fund generally will not, with respect to 75% of its total assets, invest in securities of any issuer if, immediately after such investment, more than 5% of the total assets of the fund (taken at current value) would be invested in the securities of such issuer; provided that this limitation does not apply to obligations issued or guaranteed as to interest or principal by the U.S. government or its agencies or instrumentalities or to securities issued by other investment companies. Additionally, each Fund that is a diversified fund generally will not, with respect to 75% of its total assets, acquire more than 10% of the outstanding voting securities of any issuer.
Risks
The principal risks of investing in each of the Funds are summarized in the Prospectus under the Fund Summaries and are discussed in more detail under “Principal Investment Risks.”
The discussion below is meant to supplement these sections of the Prospectus by addressing certain non-principal risks and providing additional detail regarding certain of the principal risks.
Accelerated Transactions
For a Fund to take advantage of certain available investment opportunities, the Manager may need to make investment decisions on an expedited basis. In such cases, the information available to the Manager at the time of an investment decision may be limited. The Manager may not, therefore, have access to the detailed information necessary for a full analysis and evaluation of the investment opportunity.
Artificial Intelligence
The Manager uses a number of artificial intelligence (“AI”) tools to facilitate and enhance its operations, including its investment research processes, and will continue to explore and expects to deploy other tools in future. The Manager operates the “human in the loop” principle; AI tools are not used to make autonomous investment and/or operational decisions for any Fund. Baillie Gifford Group has adopted policies and procedures regarding its employees’ use of AI tools.
Use of AI, including generative AI, by the Manager or the Funds’ other service providers may give rise to regulatory, operational, and other risks which could have a negative impact on the Funds’
4
Baillie Gifford Funds – Statement of Additional Information
operations and/or performance. AI-generated outputs may be unexplainable and may be biased if underlying algorithms or inputs are biased. The Manager may not always identify where such outputs are inaccurate (including through AI “hallucinations”) or incomplete. In particular, there is a risk that an AI tool which may be used in the Manager’s investment research process could operate on flawed assumptions or incomplete data, which may have a negative impact on Fund performance. Additionally, the regulatory landscape in relation to use of AI is expected to continue to evolve, which would potentially impact the Manager and/or the Funds. There can be no assurance that the Manager’s use of AI will enhance the performance or operations of the Funds.
Further, there is a risk that the use of AI, and/or inaccurate or misleading statements about use of AI and its associated risks, by an issuer in which a Fund invests, could potentially result in adverse consequences for the value of the Fund’s investment in such issuer.
Banking Sector Risk
In March 2023, a number of U.S. domestic banks and foreign banks experienced financial difficulties and, in some cases, failures. There can be no certainty that the actions taken by the U.S. government to strengthen public confidence in the U.S. banking system will be effective in mitigating the effects of financial institution failures on the economy and restoring public confidence in the U.S. banking system. It is possible that more banks or other financial institutions will experience financial difficulties or fail, which may affect adversely other U.S. or foreign financial institutions and economies. Other adverse developments that affect financial institutions or the financial services industry generally, or concerns or rumors about any such developments, may reduce liquidity in the market generally or have other adverse effects on an economy, the Funds or issuers in which the Funds invest. In addition, issuers in which the Funds invest and the Funds may not be able to identify all potential solvency or stress concerns with respect to a financial institution or to transfer assets from one bank or financial institution to another in a timely manner in the event such bank or financial institution comes under stress or fails. In the event of failure of any of the financial institutions where a Fund maintains its cash and cash equivalents, there can be no assurance that the Fund would be able to access uninsured funds in a timely manner or at all, and the Fund may incur losses. Any such event could adversely affect the Fund.
Convertible Securities
The price of a convertible security will normally vary in some proportion to changes in the price of the underlying equity security because convertible securities may be converted at either a stated price or a stated rate into underlying shares of common stock. However, the value of a convertible security may not increase or decrease as rapidly as the underlying common stock. A convertible security may be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a Fund is called for redemption or conversion, the Fund could be required to tender it for redemption, convert it into the underlying common stock or sell it to a third party. A convertible security will normally also
provide income and is subject to interest rate risk. Convertible securities may be lower-rated or high-yield securities subject to greater levels of credit risk, and may also be less liquid than non-convertible debt securities. While convertible securities generally offer lower interest or dividend yields than non-convertible fixed income securities of similar quality, their value tends to increase as the market value of the underlying stock increases and to decrease when the value of the underlying stock decreases. However, a convertible security’s market value tends to reflect the market price of the common stock of the issuing company when that stock price approaches or is greater than the convertible security’s “conversion price.” The conversion price is defined as the predetermined price at which the convertible security could be exchanged for the associated stock. As the market price of the underlying common stock declines, the price of the convertible security tends to be influenced more by the yield of the convertible security. Thus, it may not decline in price to the same extent as the underlying common stock. Depending upon the relationship of the conversion price to the market value of the underlying security, a convertible security may trade more like an equity security than a debt instrument. Also, a Fund may be forced to convert a security before it would otherwise choose, which may decrease such Fund’s return.
Derivatives
A Fund’s use of derivative instruments involves risks different from, or greater than, the risks associated with investing directly in securities and other more traditional investments, and the use of certain derivatives may subject a Fund to the potential for unlimited loss.
Management Risk
Derivative products are highly specialized instruments that require investment techniques and risk analyses different from those associated with stocks and bonds. The use of a derivative requires an understanding not only of the underlying instrument but also of the derivative itself, without the benefit of observing the performance of the derivative under all possible market conditions.
Credit and Counterparty Risk
The use of a derivative instrument involves the risk that a loss may be sustained as a result of the failure of another party to the contract (usually referred to as a “counterparty”) to make required payments or otherwise comply with the contract’s terms. To the extent a Fund has significant exposure to a single or small group of counterparties, this risk will be particularly pronounced. A party to a cleared derivatives transaction is subject to the credit risk of the clearinghouse and the clearing member through which it holds its cleared position.
Liquidity Risk
Liquidity risk exists when a particular derivative instrument is difficult to purchase or sell. If a derivative transaction is particularly large or if the relevant market is illiquid (as is the case with many privately negotiated derivatives), it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price.
5
Baillie Gifford Funds – Statement of Additional Information
Leverage Risk
Because many derivatives have a leverage component, adverse changes in the value or level of the underlying asset, reference rate or index can result in a loss substantially greater than the amount invested in the derivative itself. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment. When a Fund uses derivatives for leverage, investments in that Fund will tend to be more volatile, resulting in larger gains or losses in response to market changes. Global legislative and regulatory reforms, including those related to the Dodd-Frank Wall Street Reform and Consumer Protection Act and the 1940 Act restrictions with respect to “senior securities,” have resulted in, and may in the future result in, increased regulation of derivative instruments and the Funds’ use of such instruments. Such regulations could, among other things, restrict a Fund’s ability to engage in derivative transactions (for example, by making certain types of derivative instruments or transactions no longer available to a Fund), and/or increase the costs of derivatives transactions (for example, as a result of margin requirements), and the Fund may as a result be unable to execute its investment strategies in a manner its Manager might otherwise choose. See “Risks Associated with Derivatives Regulation” below.
Lack of Availability
Suitable derivatives transactions may not be available in all circumstances for risk management or other purposes. Upon the expiration of a particular contract, a portfolio manager of a Fund may wish to retain the Fund’s position in the derivative instrument by entering into a similar contract, but may be unable to do so if the counterparty to the original contract is unwilling to enter into the new contract and no other suitable counterparty can be found. There is no assurance that a Fund will engage in derivatives transactions at any time or from time to time. A Fund’s ability to use derivatives may also be limited by certain regulatory and tax considerations.
Market and Other Risks
Like most other investments, derivative instruments are subject to the risk that the market value of the instrument will change in a way detrimental to a Fund’s interest. If the Manager incorrectly forecasts the values of securities, currencies or interest rates or other economic factors in using derivatives for a Fund, the Fund might have been in a better position if it had not entered into the transaction at all. While some strategies involving derivative instruments can reduce the risk of loss, they can also reduce the opportunity for gain or result in losses by offsetting favorable price movements in other Fund investments.
Other risks in using derivatives include the risk of mispricing or improper valuation of derivatives. Many derivatives, in particular privately negotiated derivatives, are complex and often valued subjectively. Improper valuations can result in collateral miscalculations, increased cash payment requirements to counterparties or a loss of value to a Fund. Also, the value of derivatives may not correlate perfectly, or at all, with the value of the assets, reference rates or indexes they are designed to closely track. There are significant differences between the derivatives markets and securities and other markets that could result in an imperfect correlation between these markets, causing a given transaction not to achieve the intended result. In addition,
a Fund’s use of derivatives may affect the amount, timing or character of distributions payable to, and thus taxes payable by, shareholders. Derivative instruments are also subject to the risk of ambiguous documentation. A decision as to whether, when and how to use derivatives involves the exercise of skill and judgment, and even a well-conceived transaction may be unsuccessful to some degree because of market behavior or unexpected events. In addition, derivatives strategies that are successful under certain market conditions may be less successful or unsuccessful under other market conditions.
Risks Associated with Derivatives Regulation
The U.S. government has enacted and is continuing to implement legislation that provides for the regulation of the derivatives market, including clearing, margin, reporting, and registration requirements. The European Union, the United Kingdom and certain other jurisdictions have also adopted and are continuing to implement similar requirements, which will affect a Fund when it enters into a derivatives transaction with a counterparty organized in that country or otherwise subject to that country’s derivatives regulations. Such requirements and other rules and regulations could, among other things, restrict a Fund’s ability to engage in, or increase the cost to the Fund of, derivatives transactions, for example, by making some types of derivatives no longer available to the Fund, increasing margin or capital requirements, or otherwise limiting liquidity or increasing transaction costs.
While these rules and regulations (such as the rules requiring the central clearing of some derivatives transactions) are generally designed to reduce systemic risk (i.e., the risk that the interdependence of large derivatives dealers could cause them to suffer liquidity, solvency or other challenges simultaneously), there is no assurance that they will achieve that result, and such requirements can expose the Funds to different kinds of costs and risks.
In the event of a counterparty’s (or its affiliate’s) insolvency, a Fund’s ability to exercise remedies, such as the termination of transactions, netting of obligations and realization on collateral, could be stayed or eliminated under the special resolution regimes adopted in the United States, the European Union, the United Kingdom and various other jurisdictions. Such regimes provide government authorities with broad authority to intervene when a financial institution is experiencing financial difficulty. In particular, with respect to counterparties who are subject to such proceedings in the European Union and the United Kingdom, the liabilities of such counterparties to the Funds could be reduced, eliminated, or converted to equity in such counterparties (sometimes referred to as a “bail in”).
The Funds are required to comply with Rule 18f‑4 under the 1940 Act providing for the regulation of registered investment companies’ use of derivatives and certain related instruments (e.g., reverse repurchase agreements). Rule 18f‑4, among other things, limits derivatives exposure through one of two value-at-risk tests. The rule also requires certain funds to adopt and implement a derivatives risk management program (including the appointment of a derivatives risk manager and the implementation of certain testing requirements) and subjects funds to certain reporting requirements in respect of derivatives. Limited derivatives users (as determined by Rule 18f‑4) are not,
6
Baillie Gifford Funds – Statement of Additional Information
however, subject to the full requirements under the rule. As of the date of this SAI, each Fund qualifies as a limited derivatives user as described under Rule 18f‑4 and related SEC guidance.
Additionally, United States regulators, the European Union, the United Kingdom and certain other jurisdictions have adopted minimum margin and capital requirements for uncleared derivatives transactions. These regulations have had a material impact on the Funds’ use of uncleared derivatives. These rules impose minimum margin requirements on derivatives transactions between a Fund and its counterparties and in certain cases increase the amount of margin a Fund is required to provide. They impose regulatory requirements on the timing of transferring margin and the types of collateral that parties are permitted to exchange.
The CFTC, certain foreign regulators, and many futures exchanges have established (and continue to evaluate and revise) limits, referred to as “position limits,” on the maximum net long or net short speculative positions which any person, or group of persons acting in concert, may hold or control in particular options and futures contracts. In addition, U.S. federal position limits apply to swaps that are economically equivalent to futures contracts on certain agricultural, metals and energy commodities. All positions owned or controlled by the same person or entity, even if in different accounts, must be aggregated for purposes of determining whether the applicable position limits have been exceeded, unless an exemption applies. Thus, even if a Fund does not intend to exceed applicable position limits, it is possible that positions of different clients managed by the Manager and its affiliates may be aggregated for this purpose. Although it is possible that the trading decisions of the Manager (acting in its capacity as investment manager of the Funds) may have to be modified and that positions held by the Funds may have to be liquidated in order to avoid exceeding such limits, the Manager (acting in its capacity as investment manager of the Funds) believes that this is unlikely. The modification of investment decisions or the elimination of open positions, if it occurs, may adversely affect the profitability of the Funds. A violation of position limits could also lead to regulatory action materially adverse to a Fund’s investment strategy. The Funds may also be affected by other regimes, including those of the EU and UK, and trading venues that impose position limits on commodity derivative contracts.
These and other regulations are evolving and subject to change, so their ultimate impact on the Funds and the financial system may vary over time.
Emerging Markets Risk
Investments in emerging market countries pose additional risks when compared to investments in more developed markets. Those risks include:
Less Developed Economies Risk
The securities markets of emerging market countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and other developed foreign countries, and disclosure and regulatory standards in many respects are less stringent.
The economies of individual countries may differ favorably or unfavorably and significantly from the U.S. economy in such
respects as growth of gross domestic product (“GDP”) or gross national product, rate of inflation, currency depreciation, capital reinvestment, resource self-sufficiency, structural unemployment and balance of payments position.
The domestic economies of emerging market countries are generally not as diversified as those of the U.S. and certain Western European countries. A significant portion of many of such countries’ national GDPs are represented by one commodity, such as oil, or groups of commodities. World fluctuations in the prices of certain commodities, such as the price of oil, may significantly affect the economy involved.
Many emerging market countries have experienced substantial, and in some periods extremely high, rates of inflation for many years. Inflation and rapid fluctuations in inflation rates have had and may continue to have negative effects on such countries’ economies and securities markets.
Emerging market economies may also be dependent on international aid or development assistance, may be highly vulnerable to changes in local or global trade conditions, and may suffer from extreme and volatile debt burdens or inflation rates.
Due to the differences in the nature and quality of financial information of issuers of emerging market securities, including auditing and financial reporting standards, financial information and disclosures about such issuers may be unavailable or, if made available, may be considerably less reliable than publicly available information about other foreign securities. The Public Company Accounting Oversight Board, which regulates auditors of U.S. public companies, is unable to inspect audit work papers in certain foreign countries. Investors in foreign countries often have limited rights and few practical remedies to pursue shareholder claims, including class actions or fraud claims, and the ability of the SEC, the U.S. Department of Justice and other authorities to bring and enforce actions against foreign issuers or foreign persons is limited. As such, there is likely less recourse in the event of investor harm, and a Fund may not be able to protect its interests with respect to investments in emerging market countries.
Governmental & Political Risk
In addition, the securities markets of emerging market countries may be subject to a lower level of monitoring and regulation.
Government enforcement of existing securities regulations may be limited, and any such enforcements are typically arbitrary, and the results may be difficult to predict. In addition, reporting requirements of emerging market countries with respect to the ownership of securities are more likely to be subject to interpretation or changes without prior notice to investors than more developed countries.
In many cases, governments of emerging market countries continue to exercise significant control over their economies, and government actions relative to the economy, as well as economic developments generally, may affect the capacity of creditors in those countries to make payments on their debt obligations, regardless of their financial condition. Local securities markets may trade a small number of securities and may be unable to respond effectively to increases in trading volume, potentially making prompt liquidation of substantial holdings difficult or impossible at times. Consequently, securities of issuers located
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Baillie Gifford Funds – Statement of Additional Information
in countries with emerging markets may have limited marketability and may be subject to more abrupt or erratic price movements. In addition, investor sentiment toward companies in otherwise unrelated markets may be influenced by adverse events in other foreign markets. Also, such local markets typically offer less regulatory protections for investors.
Furthermore, actions and policies of the U.S. government or other developed countries, such as those preventing certain investments, requiring disinvestment of certain holdings, or restricting economic transactions, may adversely impact the economic conditions in emerging market countries. Political change or instability, including the risks of war or terrorism, may also adversely affect the economies and securities markets of such countries. Expropriation, nationalization or other confiscation due to political change could result in a Fund’s loss of its entire investment in the country involved. The possibility or reality of nationalization, expropriation or confiscatory taxation, currency blockage, political changes, government regulation, widespread corruption, political or social instability or diplomatic developments could affect adversely the economies of countries and the value of the Funds’ investments in those countries.
Liquidity Risk
Lack of liquidity and efficiency and/or government-imposed quotas in certain of the stock markets or foreign exchange markets in certain emerging market countries may mean that from time to time the Manager may experience more difficulty in purchasing or selling holdings of securities than it would in a more developed market. Restrictions on day trading, manual trading, block trading and/or off-exchange trading may mean that the Funds’ investment options will be limited.
The financial markets in emerging market countries are also undergoing rapid growth and changes. This may lead to increased trading and pricing volatility, suspension risk and difficulties in settlement of securities.
Custody Risk
The custodial systems in countries with emerging markets may also not be fully developed.
There may be limited regulatory oversight of certain foreign sub-custodians that hold foreign securities subject to the supervision of the Funds’ primary US-based custodian, BNY. The Funds may be limited in their ability to recover assets if a foreign sub-custodian becomes bankrupt or otherwise unable or unwilling to return assets of the Funds, which may expose the Funds to risk, especially in circumstances where the Funds’ primary custodian may not be contractually obligated to make the Funds whole for the particular loss.
Investments in emerging markets may also carry risks associated with failed or delayed settlement of market transactions and with the registration and custody of securities. Prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) may expose a Fund to credit and other risks. Similarly, the reliability of trading and settlement systems in some emerging markets may not be equal to that available in more developed markets which may result in problems in realizing investments.
Currency Risk
Emerging market countries periodically experience increases in market volatility and declines in foreign currency exchange rates. Currency fluctuations affect the value of securities because the prices of these securities are generally denominated or quoted in currencies other than the U.S. dollar. Fluctuations in currency exchange rates can also affect a country’s or company’s ability to service its debt.
Special Risks of Investing in Asian Securities
In addition to the risks of foreign investments and emerging market countries investments described above, investments in Asia are subject to other risks.
The economies of Asian countries are at varying levels of development. Markets of countries whose economies are in the early stages of development may exhibit a high concentration of market capitalization and have less trading volume, lower liquidity, and more volatility than more developed markets. Some Asian countries depend heavily on foreign trade. The economies of some Asian countries are not diversified and are based on only a few commodities or industries.
Investments in Asia also are susceptible to social, political, legal, and operational risks. Some countries have authoritarian or relatively unstable governments. Some governments in the region provide less supervision and regulation of their financial markets and in some countries less financial information is available than is typical of more developed markets. Some Asian countries restrict direct foreign investment in securities markets, and investments in securities traded on those markets may be made, if at all, only indirectly (e.g., through Depositary Receipts, as defined below in the “Investment Glossary” section).
Asian countries periodically experience increases in market volatility and declines in foreign currency exchange rates. Currency fluctuations affect the value of securities because the prices of these securities are generally denominated or quoted in currencies other than the U.S. dollar. Fluctuations in currency exchange rates can also affect a country’s or company’s ability to service its debt.
The political and economic prospects of one Asian country or group of Asian countries can affect other countries in the region. For example, the economies of some Asian countries are directly affected by Japanese capital investment in the region and by Japanese consumer demands. In addition, a recession, a debt crisis, or a decline in currency valuation in one Asian country may spread to other Asian countries. Continuing hostility and the potential for future political or economic disturbances between China and Taiwan may have an adverse impact on the values of investments in either China or Taiwan, or make investments in China and/or Taiwan impractical or impossible. Any escalation of hostility between China and Taiwan would likely distort Taiwan’s capital accounts, as well as have a significant adverse impact on the value of a Fund’s investments in both countries, and in other countries in the region. If the political climate between the U.S. and China does not improve or continues to deteriorate, if China were to attempt unification of Taiwan by force, or if other geopolitical conflicts develop or get worse, economies, markets, and individual securities may be severely affected both regionally and globally, and the value of a Fund’s assets may go down.
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Baillie Gifford Funds – Statement of Additional Information
Special Risk Considerations of Investing in China
Investing in securities of Chinese issuers, including by investing in China A Shares, involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, (i) more frequent (and potentially widespread) trading suspensions and government interventions with respect to Chinese issuers, resulting in a lack of liquidity and in price volatility, (ii) currency revaluations and other currency exchange rate fluctuations or blockage, (iii) the nature and extent of intervention by the Chinese government in the Chinese securities markets, whether such intervention will continue and the impact of such intervention or its discontinuation, (iv) the risk of nationalization or expropriation of assets, (v) the risk that the Chinese government may decide not to continue to support economic reform programs, (vi) limitations on the use of brokers, (vii) potentially higher rates of inflation, (viii) the unreliability of some economic data, (ix) the relatively small size and absence of operating history of many Chinese companies, (x) accounting, auditing and financial reporting standards in China are different from U.S. standards and, therefore, disclosure of certain material information may not be available, (xi) greater political, economic, social, legal and tax-related uncertainty, (xii) higher market volatility caused by any potential regional territorial conflicts or natural disasters, (xiii) higher dependence on exports and international trade, (xiv) the risk of increased trade tariffs, sanctions, embargoes and other trade limitations, (xv) restrictions on foreign ownership, (xvi) custody risks associated with investing through the qualified foreign investor program or other programs to access Chinese securities, (xvii) U.S. sanctions or other investment restrictions with respect to Chinese issuers which could preclude a Fund from making certain investments or cause a Fund to sell investments at a disadvantageous time, and (xviii) risks associated with variable interest entity (“VIE”) structures. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities and have shown a willingness to exercise that option in response to market volatility and other events. The liquidity of Chinese securities may shrink or disappear suddenly and without warning as a result of adverse economic, market or political events, or adverse investor perceptions, whether or not accurate.
Certain Funds may invest in China A Shares listed and traded on the Shanghai Stock Exchange or Shenzhen Stock Exchange through the Stock Connect programs, or on such other stock exchanges in China which participate in the Stock Connect programs from time to time. The Stock Connect programs are securities trading and clearing link programs that enable international investors to invest in China A Shares. A Fund’s investments in China A Shares are generally subject to Chinese securities regulations and listing rules, among other restrictions that may affect the Fund’s investments and returns, including daily limits on net purchases across the whole Stock Connect system and transfer restrictions. In addition, a Fund’s trading under the Stock Connect programs may be subject to certain risk factors including, without limitation, those relating to trading, clearance and settlement procedures. While overseas investors currently are exempt from paying capital gains or value added taxes on income and gains from investments in China A Shares, these Chinese tax rules could be changed, which could result in unexpected tax liabilities for the Fund.
The Stock Connect programs will only operate on days when both the Chinese and Hong Kong markets are open for trading. There may be occasions when a Fund may be subject to the risk of price fluctuations of China A Shares during the time when the Stock Connect programs are not trading. Because of the way in which China A Shares are held in Stock Connect, a Fund may not be able to exercise the rights of a shareholder and may be limited in its ability to pursue claims against the issuer of a security and may suffer losses in the event the depository of the Shanghai or Shenzhen Stock Exchange becomes insolvent. Only certain China A Shares are eligible to be accessed through the Stock Connect programs. Such securities may lose their eligibility at any time, in which case they presumably could be sold but could no longer be purchased through the Stock Connect program. The Stock Connect programs are relatively new. Further developments are likely and there can be no assurance as to the program’s continued existence or whether future developments regarding the program may restrict or adversely affect a Fund’s investments or returns. In addition, the application and interpretation of the laws and regulations of Hong Kong and China, and the rules, policies or guidelines published or applied by relevant regulators and exchanges in respect of the Stock Connect programs are uncertain, and they may have a detrimental effect on a Fund’s investments and returns.
Certain Funds may also gain investment exposure to certain Chinese companies through VIE structures. Such investments are subject to the investment risks associated with the Chinese-based company. The VIE structure enables foreign investors, such as the relevant Fund, to obtain investment exposure to a Chinese company in situations in which the Chinese government has limited or prohibited the non-Chinese ownership of such company. The VIE structure does not involve direct equity ownership in a China-based company, but instead establishes claims to the China-based company’s profits and control of the company’s assets through contractual arrangements. A Fund will typically have little or no ability to influence VIE through proxy voting or other means because it is not a VIE owner/shareholder. While VIEs are a longstanding industry practice that is well known to Chinese officials and regulators historically, they have not been formally recognized under Chinese law. It is uncertain whether Chinese officials or regulators will withdraw their implicit acceptance of the VIE structure or limit a VIE’s ability to pass through economic and governance rights to foreign individuals and entities. Effective March 31, 2023, the China Securities Regulatory Commission (“CSRC”) released new rules that permit the use of VIE structures, provided they abide by Chinese laws and register with the CSRC. The rules, however, may cause Chinese companies to undergo greater scrutiny and may make the process to create VIEs more difficult and costly. If, however, the Chinese government were to determine that the contractual arrangements establishing the VIE structure did not comply with Chinese law or regulations, the Chinese operating company could be subject to penalties, revocation of its business and operating license, or forfeiture of ownership interests. Further intervention by the Chinese government with respect to any existing VIE structures could significantly affect the relevant Chinese operating company’s performance and thus, the value of the Fund’s investment through a VIE structure, as well as the enforceability of the contractual arrangements of the VIE structure. It remains unclear whether any new laws, rules or
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Baillie Gifford Funds – Statement of Additional Information
regulations relating to VIE structures will be adopted or, if adopted, what impact they would have on the interests of foreign shareholders. Control over a VIE may also be jeopardized if a natural person who holds the equity interest in the VIE breaches the terms of the contractual arrangements, is subject to legal proceedings, or if any physical instruments such as seals are used without authorization. In the event of such an occurrence, a Fund, as a foreign investor, may have little or no legal recourse. In addition to the risk of government intervention, investments through a VIE structure are subject to the risk that the China-based company (or its officers, directors, or Chinese equity owners) may breach the contractual arrangements, or Chinese law changes in a way that adversely affects the enforceability of the arrangements, or the contracts are otherwise not enforceable under Chinese law, in which case a Fund may suffer significant losses on its investments through a VIE structure with little or no recourse available.
Special Risks of Investing in Latin American Securities
Although there have been significant improvements in recent years, the Latin American economies continue to experience significant problems.
Inflation and rapid fluctuations in inflation rates have had and may continue to have very negative effects on the economies and securities markets of certain Latin American countries.
The emergence of the Latin American economies and securities markets will require continued economic and fiscal discipline which has been lacking at times in the past, as well as stable political and social conditions. There is no assurance that economic initiatives will be successful. Recovery may also be influenced by international economic conditions, particularly those in the U.S., and by world prices for oil and other commodities. Many Latin American countries are highly reliant on the exportation of commodities and their economies may be significantly impacted by fluctuations in commodity prices and the global demand for certain commodities. In the past, certain Latin American economies have been influenced by changing supply and demand for a particular currency, monetary policies of governments (including exchange control programs, restrictions on local exchanges or markets and limitations on foreign investment in a country or on investment by residents of a country in other countries), and currency devaluations and revaluations. Other Latin American investment risks may include inadequate investor protection, less developed regulatory, accounting, auditing and financial standards, unfavorable changes in laws or regulations, natural disasters, corruption and military activity.
Special Risks of Investing in Eastern European Securities
Specific risks vary greatly between the various Eastern European markets, but they include, among others, corporate governance, fiscal stability, banking regulations, European Union accession and continued membership, global commodity prices, political stability and market liquidity.
For example, in February 2022, Russia commenced a military invasion of Ukraine. The invasion has had, and could continue to have, an adverse effect on the region and the markets for securities, as well as ramifications beyond just Russia and Ukraine. Russia’s invasion of Ukraine has led to, and may lead to
additional, sanctions being levied by the United States, European Union and other countries and organizations against Russia and Belarus. These market disruptions have and may continue to result in the decline in the value and liquidity of Russian securities, extreme volatility in the Russian currency, a downgrade in Russia’s credit rating, the inability to freely trade sanctioned companies (either due to the sanctions imposed or related operational issues) and/or other impacts on the Russian economy, any of which could negatively impact a Fund’s investments in Russian securities. Sanctions have resulted, and could in the future result, in the immediate freeze of Russian securities, impairing the ability of a Fund to buy, sell, receive or deliver those securities. Both the current and potential future sanctions and other government actions against Russia also could result in Russia taking counter measures or retaliatory actions, which may impair further the value or liquidity of Russian securities and negatively impact a Fund or the broader global markets. Any or all of these potential results could lead Russian and other economic regions into a recession. Any additional sanctions or other intergovernmental actions that may be undertaken against Russia or other countries that support Russia’s military invasion in the future may result in the devaluation of Russian or other affected currencies, a downgrade in the sanctioned country’s credit rating, and a decline in the value and liquidity of Russian securities and securities of issuers in other countries that support the invasion.
Special Risks of Investing in South African Securities
Specific risks include the transfer of assets to Black Economic Empowerment groups, tax increases, corporate governance, banking regulations, commodity prices, political changes and asset appropriation.
Special Risks of Investing in Middle Eastern Securities
Specific risks include political uncertainty and instability, widespread unemployment and social unrest. In addition, many economies in the Middle East are highly reliant on income from sales of oil or trade with countries involved in the sale of oil, and their economies are therefore vulnerable to changes in the market for oil and foreign currency values. These risks have been heightened in recent periods due to joint U.S. and Israeli military operations against Iran and Iran’s retaliatory actions against its neighbors in the region. The conflict and its broader implications remain ongoing as of the date of this SAI, and its ultimate duration, scope, and impact on the region and global markets remain uncertain.
Special Risks of Focused Investments in Growth Companies
As described in the Prospectus, all of the Funds list both “Focused Investment Risk” and “Growth Stock Risk” as principal risks, and may take on significant exposure to a small number of growth stock issuers, or to a broader portfolio consisting predominantly of growth companies, which can create outsize risk. This is, in part, because, historically, growth companies are disproportionately prevalent in certain industries (such as those relating to the Internet, software and semiconductors), which tend to be particularly prone to loss and wide fluctuation in price. Furthermore, growth companies in these types of industries may have a tendency periodically to decrease in price at roughly the same time, which can further hinder the ability of portfolio managers to diversify risks of loss.
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Baillie Gifford Funds – Statement of Additional Information
For example, if a Fund takes focused positions in internet and software companies, it is particularly vulnerable to rapid price declines of its internet and software company holdings due to changes in technological product cycles, evolving industry standards, changes in government regulation and policies, loss or impairment of patents and other intellectual property, restrictions on Internet usage or access, damage to the internet infrastructure, obsolescence caused by scientific and technological advances, availability and price of components and acceptance of and changing customer demand. The failure of an internet or software company to adapt to such changes could have a material adverse effect on the company’s business, results of operations and financial condition and therefore a Fund with outsize positions in such companies is subject to greater loss than a more diversified fund.
Similarly, by way of further example, focused investments in the semiconductor industry could make a Fund particularly vulnerable to certain unique risks of investments. For example, semiconductor businesses are particularly vulnerable to loss as a result of wide fluctuations in securities prices due to risks of rapid obsolescence of products and related technology; economic performance of the customers of semiconductor and related companies; limited product lines, markets, financial resources or quality management and personnel. Additionally, investments in semiconductor companies may also be affected by risks that affect the broader technology sector, including: government regulation, dramatic and often unpredictable changes in growth rates and competition for qualified personnel, a small number of companies representing a large portion of the semiconductor industry as a whole, cyclical market patterns, significant product price erosion hampering company profits, periods of over-capacity and production shortages, changing demand, variations in manufacturing costs and yields and significant expenditures for capital equipment and product development.
Forward Foreign Currency Transactions
Each Fund may invest in forward foreign currency transactions. In a forward foreign currency contract, a Fund agrees to buy in the future an amount in one currency in return for another currency, at an exchange rate determined at the time the contract is entered into. If currency exchange rates move against the Fund’s position during the term of the contract, the Fund will lose money on the contract. There is no limit on the extent to which exchange rates may move against a Fund’s position. The markets for certain currencies may at times become illiquid, and a Fund may be unable to enter into new forward contracts or to close out existing contracts. Forward currency contracts are entered into in the over-the-counter market, and a Fund’s ability to profit from a contract will depend on the willingness and ability of its counterparty to perform its obligations under the contract. Use by the Funds of foreign currency forward contracts may also give rise to leverage.
Initial Public Offerings
Each Fund may purchase securities in initial public offerings (“IPOs”). These securities are subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. In addition, the prices of securities sold in IPOs may be highly
volatile. At any particular time or from time to time a Fund may not be able to invest in securities issued in IPOs, or invest to the extent desired because, for example, only a small portion (if any) of the securities being offered in an IPO may be made available to such Fund. In addition, under certain market conditions a relatively small number of companies may issue securities in IPOs. Similarly, as the number of funds to which IPO securities are allocated increases, the number of securities issued to any one fund, if any, may decrease. The investment performance of a Fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when the Fund is able to do so. In addition, as a Fund increases in size, the impact of IPOs on the Fund’s performance will generally decrease.
Legal and Regulatory Risk
Legal, tax, and regulatory changes could occur that may adversely affect the Funds. New (or revised) laws or regulations or interpretations of existing law may be issued by the U.S. Internal Revenue Service (the “IRS”) or U.S. Treasury Department, the U.S. Commodity Futures Trading Commission (the “CFTC”), the SEC, the U.S. Federal Reserve or other banking regulators, or other governmental regulatory authorities, or self-regulatory organizations that supervise the financial markets that could adversely affect the Funds. In particular, these agencies are empowered to promulgate a variety of rules pursuant to financial reform legislation in the U.S.
The Funds also may be adversely affected by changes in the enforcement or interpretation of existing statutes and rules by these governmental regulatory authorities or self-regulatory organizations. In addition, the securities and derivatives (including futures) markets are subject to comprehensive statutes and regulations. The CFTC, the SEC, the Federal Deposit Insurance Corporation, other regulators, and self-regulatory organizations and exchanges are authorized to take extraordinary actions in the event of market emergencies.
The regulation of derivatives transactions and funds that engage in such transactions is an evolving area of law and is subject to modification by government, self-regulatory organization, and judicial action. See “Risks Associated with Derivatives Regulation” above.
Finally, regulations require any creditor that makes a loan and any securitizer of a loan to retain at least 5% of the credit risk on any loan that is transferred, sold or conveyed by such creditor or securitizer. It is currently unclear how these requirements would apply to loan participations, syndicated loans, and loan assignments.
LIBOR Transition and Reference Benchmarks
The London Interbank Offered Rate (“LIBOR”) was the offered rate for short-term Eurodollar deposits between major international banks. The terms of investments, financings or other transactions (including certain derivatives transactions) to which a Fund may be a party have historically been tied to LIBOR. In connection with the global transition away from LIBOR led by regulators and market participants, LIBOR was last published on a representative basis at the end of June 2023 and its publication ended completely on September 30, 2024. Alternative reference rates to LIBOR have been established in most major currencies and markets in these alternative rates are
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Baillie Gifford Funds – Statement of Additional Information
continuing to develop. The transition away from LIBOR to the use of replacement rates has gone relatively smoothly but the full impact of the transition on the Funds or the financial instruments in which the Funds invest cannot yet be fully determined.
For example, the Secured Overnight Financing Rate (“SOFR”) is the replacement rate for U.S. dollar LIBOR and is published by the Federal Reserve Bank of New York. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. SOFR is published in various forms including as a daily, compounded, and forward-looking term rate. As noted above, markets in these new rates such as SOFR are continuing to develop.
While LIBOR was an unsecured rate, SOFR is a secured rate. SOFR, unlike LIBOR, reflects actual market transactions. Accordingly, SOFR is not the economic equivalent of LIBOR. Consequently, there can be no assurance that SOFR will perform in the same way as LIBOR would have at any time, including, without limitation, as a result of changes in interest and yield rates in the market, monetary policy, bank credit risk, market volatility or global or regional economic, financial, political, regulatory, judicial or other events.
In addition, interest rates or other types of rates and indices which are classed as “benchmarks” have been the subject of ongoing national and international regulatory reform, including under the European Union regulation on indices used as benchmarks in financial instruments and financial contracts (known as the “Benchmarks Regulation”). The Benchmarks Regulation has been enacted into United Kingdom law by virtue of the European Union (Withdrawal) Act 2018 (as amended), subject to amendments made by various UK statutory measures. Following the implementation of these reforms, the manner of administration of benchmarks has changed and may further change in the future, with the result that relevant benchmarks may perform differently than in the past, the use of benchmarks that are not compliant with the new standards by certain supervised entities may be restricted, and certain benchmarks may be eliminated entirely. Such changes could cause increased market volatility and disruptions in liquidity for instruments that rely on or are impacted by such benchmarks. Additionally, there could be other consequences which cannot be predicted.
Liquidity Risk
Illiquid investments are any investments that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. Liquidity risk is the risk that a Fund may not be able to dispose of securities or close out derivatives transactions readily at a favorable time or prices (or at all) or at prices approximating those at which a Fund currently values them. Liquidity risk may be magnified during periods of changing interest rates, significant shareholder redemptions or market turmoil. For example, certain investments may be subject to restrictions on resale, may trade in the over-the-counter market or in limited volume, or may not have an active trading market. Illiquid investments may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value. It may be difficult for a Fund to value illiquid
investments accurately. The market for certain investments may become illiquid under adverse market or economic conditions independent of any specific adverse changes in the conditions of a particular issuer, including due to geopolitical events such as sanctions, trading halts or wars. Disposal of illiquid investments may entail registration expenses and other transaction costs that are higher than those for liquid investments. A Fund may seek to borrow money to meet its obligations (including among other things redemption obligations) if it is unable to dispose of illiquid investments, resulting in borrowing expenses and possible leveraging of the Fund.
In accordance with Rule 22e‑4 under the 1940 Act, the Board has appointed the Manager as the Funds’ liquidity risk management program administrator and has approved a liquidity risk management program for the Funds. The Manager expects to continue to implement the program through its liquidity risk management team. Under the program, each Fund must assess and manage its liquidity risk, including classifying investments into specific liquidity categories, and maintaining a portion of its holdings in cash and assets that can be converted to cash within three business days. While the Funds’ liquidity risk management program attempts to assess and manage liquidity risk, there is no guarantee it will be effective in its operations and may not reduce the liquidity risk inherent in a Fund’s investments. The SEC has in the past proposed amendments to certain rules under the 1940 Act that, if adopted, would have caused more investments to be treated as illiquid, which could have prevented a Fund from investing in securities that the Manager believes are attractive investment opportunities. While the SEC has withdrawn that particular proposal, there can be no assurance that the SEC will not re-propose similar or related rulemaking in the future, which could adversely affect a Fund’s ability to implement its investment strategies.
Non-U.S. Tax Risk
A Fund may be subject to non-U.S. taxation, including potentially on a retroactive basis, on (i) capital gains it realizes or dividends, interest, or other amounts it realizes or accrues in respect of non-U.S. investments; (ii) transactions in those investments; and (iii) repatriation of proceeds generated from the sale or other disposition of those investments. A Fund may seek a refund of taxes paid, but its efforts may not be successful, in which case the Fund will have incurred additional expenses for no benefit. A Fund’s pursuit of such refunds may subject the Fund to various administrative and/or judicial proceedings. A Fund’s decision to seek a refund is in its sole discretion, and, particularly in light of the cost involved, it may decide not to seek a refund, even if it is entitled to one. The outcome of a Fund’s efforts to obtain a refund is inherently unpredictable. Accordingly, a refund is not typically reflected in a Fund’s net asset value until it is received or until the Manager is confident that the refund will be received. In some cases, the amount of a refund could be material to a Fund’s net asset value.
Preferred Stocks
Investment in preferred stocks involves certain risks. Depending on the features of the particular security, holders of preferred stock may bear the risks disclosed in the Prospectus or this SAI regarding equity securities or interest rates. Certain preferred stocks contain provisions that allow an issuer under certain
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Baillie Gifford Funds – Statement of Additional Information
conditions to skip or defer distributions. If a Fund owns a preferred stock that is deferring its distribution, it may be required to recognize income for tax purposes despite the fact that it is not receiving current income on this position. As a result, a Fund may be required to sell other investments (including when it is not advantageous to do so) to satisfy the distribution requirements applicable to regulated investment companies under the Internal Revenue Code of 1986, as amended (the “Code”). Preferred stocks often are subject to legal provisions that allow for redemption in the event of certain tax or legal changes or at the issuer’s call. In the event of redemption, a Fund may not be able to reinvest the proceeds at comparable rates of return. Preferred stocks are subordinated to bonds and other debt securities in an issuer’s capital structure in terms of priority for corporate income and liquidation payments, and therefore will be subject to greater credit risk than those debt securities. Preferred stocks may trade less frequently and in a more limited volume and may be subject to more abrupt or erratic price movements than many other securities, such as common stocks, corporate debt securities, and U.S. government securities.
Repurchase Agreements
If the seller under a repurchase agreement becomes insolvent, a Fund’s right to dispose of the securities may be restricted. In the event of the commencement of bankruptcy or insolvency proceedings with respect to the seller of the security under a repurchase agreement, a Fund may encounter delay and incur costs before being able to sell the security. Also, if a seller defaults, the value of such securities may decline before a Fund is able to dispose of them.
The SEC finalized rules that will require certain transactions involving U.S. Treasuries, including repurchase agreements, to be centrally cleared. Compliance with these rules is currently expected to be required in the middle of 2027. Although the impact of these rules on the Funds is difficult to predict, they may reduce the availability or increase the costs of such transactions and may adversely affect the Funds’ performance.
Restricted Securities
Restricted securities may be less liquid than securities registered for sale to the general public. The liquidity of a restricted security may be affected by a number of factors, including, among others: (i) the creditworthiness of the issuer; (ii) the frequency of trades and quotes for the security; (iii) the number of dealers willing to purchase or sell the security and the number of other potential purchasers; (iv) dealer undertakings to make a market in the security; (v) the nature of any legal restrictions governing trading in the security; and (vi) the nature of the security and the nature of marketplace trades. There can be no assurance that a liquid trading market will exist at any time for any particular restricted security. Also, restricted securities may be difficult to value because market quotations may not be readily available, and the securities may have significant volatility.
Section 4(a)(2) Commercial Paper and Rule 144A Securities
The Funds may invest in Section 4(a)(2) paper, which is sold to institutional investors who agree to purchase the paper for investment and not with a view to public distribution. Any resale by the purchaser must be in a transaction exempt from the registration requirements of the Securities Act of 1933, as
amended (the “1933 Act”). Section 4(a)(2) paper normally is resold to other institutional investors like the Funds through or with the assistance of the issuer or investment dealers that make a market in Section 4(a)(2) paper. As a result, Funds purchasing such securities will be exposed to liquidity risk, the risk that the securities may be difficult to value because of the absence of an active market and the risk that it may be sold only after considerable expense and delay, if at all. Rule 144A securities generally must be sold only to other qualified institutional buyers. Section 4(a)(2) paper and Rule 144A securities will be presumed illiquid for purposes of the Fund’s limitation on illiquid investments unless the Manager (pursuant to the liquidity risk management program adopted by the Board) as the program administrator determines that the securities in question can be sold within five trading days. If any Fund determines at any time that it owns illiquid investments in excess of 15% of its net assets, it will cease to undertake new commitments to acquire illiquid investments until its holdings are no longer in excess of 15% of its net asset value, report the occurrence in compliance with Rule 22e‑4 and Rule 30b1‑10 under the 1940 Act and, depending on circumstances, may take additional steps to reduce its holdings of illiquid investments. There can be no assurance that a liquid trading market will exist at any time for any particular Section 4(a)(2) paper or Rule 144A securities.
Special Purpose Acquisition Companies
Each Fund may also invest in stock, rights, warrants, and other securities offered in IPOs of special purpose acquisition companies or similar special purpose entities (collectively “SPACs”). A SPAC is a publicly traded company that raises investment capital in the form of a blind pool via an IPO for the purpose of acquiring an existing company.
The typical SPAC IPO involves the sale of units consisting of one share of common stock combined with one or more warrants or fractions of warrants to purchase common stock at a fixed price upon or after consummation of the acquisition. Shortly after the SPAC’s IPO, such units typically are split into publicly listed common stock and warrants (and rights, if applicable) which are each listed and traded separately. The proceeds from the IPO are placed in trust until such time that the SPAC identifies and consummates the acquisition. A SPAC generally invests the proceeds of its IPO (less a portion retained to cover expenses), which are held in trust, in U.S. government securities, money market securities and cash. If the SPAC does not complete the acquisition within a specified period of time after going public, the SPAC is dissolved, at which point the invested funds are returned to the entity’s shareholders (less certain permitted expenses), possibly on a delayed timeframe and at an unfavorable price, and any rights or warrants issued by the SPAC expire worthless.
A Fund may be delayed in receiving any redemption or liquidation proceeds from a SPAC to which it is entitled, and an investment in a SPAC may be diluted by additional later offerings of interests in the SPAC or by other investors exercising existing rights to purchase shares of the SPAC. The values of investments in SPACs may be highly volatile and may depreciate significantly over time.
Because SPACs and similar entities have no operating history or ongoing business other than seeking acquisitions, the value of their securities is particularly dependent on the ability of the
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Baillie Gifford Funds – Statement of Additional Information
entity’s management to identify and complete a profitable acquisition. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices.
Warrants
The risks of a warrant are similar to the risks of a purchased call option. Warrants may lack a liquid secondary market for resale. The prices of warrants may fluctuate as a result of changes in the value of the underlying security or obligation or due to speculation in the market for the warrants or other factors. Prices of warrants do not necessarily move in tandem with the prices of their underlying securities; their prices may have significant volatility and it is possible that a Fund will lose its entire investment in a warrant. A Fund’s failure to exercise a warrant or subscription right to purchase common shares in an issuer might result in the dilution of the Fund’s interest in the issuing company.
Disclosure of Fund Investments
The Board has adopted policies and procedures with respect to the disclosure of the Funds’ portfolio holdings (the “Disclosure Policies”). The Board may modify the Disclosure Policies at any time without notice.
The Disclosure Policies permit specific details about securities or other instruments held by a Fund, non-public information about a Fund’s recent trading strategies (i.e., since the last public disclosure of the Fund’s portfolio holdings), or a Fund’s pending or anticipated transactions (such details, “Portfolio Holdings Information”) to be disclosed prior to the time that such information is publicly disclosed only to (i) the Manager and its affiliates, (ii) third party service providers who require access to the information to fulfill their duties to a Fund (including the Trust’s custodian and administrator, transfer agent, independent registered public accounting firm, legal counsel, financial printer and filing agent, broker-dealers when requesting bids for or price quotations on securities and brokers in the normal course of trading), and (iii) shareholders and prospective shareholders (or their consultants and agents) of the Funds under the circumstances described below.
Quarterly Disclosure
In accordance with the Disclosure Policies, the Manager will disclose a full list of portfolio holdings of the Funds as of the end of each calendar quarter at http://USmutualfund.bailliegifford.com with a lag time of approximately 10 calendar days, but no fewer than 8 calendar days, after the end of the quarter. The Manager may also make available at http://USmutualfund.bailliegifford.com fully completed transactions throughout the period (both purchases and sales) on a name only basis with a lag time of no fewer than 2 business days after quarter-end.
Monthly Disclosure
In addition to quarterly disclosures, the Manager will make available partial Portfolio Holdings Information in monthly reports at http://USmutualfund.bailliegifford.com with a lag time of approximately, but no fewer than, 8 calendar days after the end of each month. Each such monthly report may include top holdings, top and bottom contributors, and the weighting of holdings by region, sector, or geographical location.
Significant Events
Subject to the approval by the Trust’s Chief Executive Officer or Chief Compliance Officer (each, being an “Authorizing Person”), the Manager may also publicly disclose on the Funds’ website at http://USmutualfund.bailliegifford.com additional Portfolio Holdings Information with respect to one or more Funds in periods of significant market unrest or in other exigent circumstances. Periods of significant market unrest may include, but are not limited to, times of war, national or global financial emergency, public health crises, significant geopolitical events, natural and environmental disasters, civil unrest, and terrorism. Any such postings will be available on the website until the relevant Fund files its Form N-CSR or quarter-end Form N-PORT for the period that includes the date as of which such posting is current.
Ongoing Arrangements
The Manager has entered into ongoing arrangements to provide Portfolio Holdings Information to the following persons or entities in order to fulfill their duties with respect to the Funds:
Entity | Reason for disclosure | Frequency | Delay Before Dissemination |
Baillie Gifford Overseas Limited and its affiliates | To fulfill duties as Manager of the Funds | Daily | None |
The Bank of New York Mellon | To fulfill duties as custodian, administrator, and transfer agent of the Funds | Daily | None |
Cohen & Company, Ltd. | To fulfill duties as independent registered public accounting firm of the Funds | During annual audit and semi-annual cursory review | None |
Ropes & Gray LLP | To fulfill duties as legal counsel to the Trust | For regulatory filings, board meetings, and other relevant legal issues | None |
Toppan Merrill | To fulfill duties as financial printer and filing agent for the Funds | For regulatory filings and other printing purposes | None |
Broker-dealers | When requesting bids for or price quotations on securities and brokers in the normal course of trading | Upon request | Five days |
Conditional Disclosure
In accordance with the Disclosure Policies, the Manager may also disclose Portfolio Holdings Information to other persons if the following three conditions are met:
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Baillie Gifford Funds – Statement of Additional Information
trading on such information and the recipient’s agreement to destroy the information upon a written request from the Manager.
In determining whether disclosure is in the best interests of a Fund and its shareholders, the Authorizing Person shall consider whether any potential conflicts exist between the interests of Fund shareholders and the Manager and its affiliates.
The Manager must also report any such disclosures to the Board at their next regularly scheduled meeting. This report must then be maintained by the Chief Compliance Officer or his/her designee for 6 years from the end of the fiscal year in which any exception was granted, the first 2 years in an easily accessible place. The Trust may modify its policies and procedures regarding disclosure of Portfolio Holdings Information at any time without notice.
Disclosure Practices for Other Parties
The Manager and its affiliates advise and/or sub-advise registered investment companies and other pooled investment vehicles, which may be subject to different portfolio holdings disclosure policies than the Funds. Neither the Manager nor the Board exercises control over such policies. In addition, the separate account clients of the Manager and its affiliates have access to their portfolio holdings and are not subject to the Funds’ portfolio holdings disclosure policies. In addition, some of these funds or separately managed accounts advised by the Manager have substantially similar investment objectives and strategies as the Funds and therefore potentially similar portfolio holdings as the Funds.
Compensation for Disclosure
A Fund’s Portfolio Holdings Information may not be disclosed for compensation.
Disclosure for Parallel Vehicles
The Manager also serves as investment manager to ETFs that engage in investment strategies that are substantially similar to the investment strategies pursued by Baillie Gifford Emerging Markets Equities Fund, Baillie Gifford International Alpha Fund and Baillie Gifford U.S. Equity Growth Fund. These ETFs are required to disclose their complete portfolio holdings to the public on a daily basis in accordance with Rule 6c‑11 under the 1940 Act. While the portfolio investments of these ETFs will not be identical to their corresponding Funds, they will be substantially similar.
Investment Glossary
This section provides definitions of various terms, securities and investment techniques included in the Prospectus and this SAI. This SAI does not attempt to disclose all of the various types of securities and investment techniques that may be used by the Funds. As with any mutual fund, investors in the Funds must rely
on the professional investment judgment and skill of the Manager and the individual portfolio managers.
Asia
References in the Prospectus and this SAI to “Asia” denote the region encompassing China, Hong Kong, India, Indonesia, Japan, Korea, Malaysia, the Philippines, Singapore, Taiwan and Thailand as well as other countries located in Asia, as determined by the Manager.
Australasia
References in the Prospectus and this SAI to “Australasia” denote the region encompassing New Zealand, Australia, Papua New Guinea, and neighboring islands in the Pacific Ocean.
Common Stocks
Common stock represents an ownership interest in a company. Common stock may take the form of shares in a corporation, membership interests in a limited liability company, limited partnership interests, or other forms of ownership interests.
Convertible Securities
Convertible securities are fixed income securities that may be converted at either a stated price or a stated rate into underlying shares of common stock. Convertible securities have general characteristics similar to both fixed income and equity securities. Although to a lesser extent than with fixed income securities generally, the market value of convertible securities tends to decline as interest rates increase and, conversely, tends to increase as interest rates decline. In addition, because of the conversion feature, the market value of convertible securities tends to vary with fluctuations in the market value of the underlying common stocks and, therefore, also will react to variations in the general market for equity securities.
Like fixed income securities, convertible securities are investments which provide for a stable stream of income with generally higher yields than common stocks. Of course, like all fixed income securities, there can be no assurance of current income because the issuers of the convertible securities may default on their obligations. Convertible securities, however, generally offer lower interest or dividend yields than non-convertible securities of similar quality because of the potential for capital appreciation. A convertible security, in addition to providing fixed income, offers the potential for capital appreciation through the conversion feature, which enables the holder to benefit from increases in the market price of the underlying common stock. However, there can be no assurance of capital appreciation because securities prices fluctuate.
Convertible securities generally are subordinated to other similar but non-convertible securities of the same issuer, although convertible bonds enjoy seniority in right of payment to all equity securities, and convertible preferred stock is senior to common stock of the same issuer. Because of the subordination feature, however, convertible securities typically have lower ratings than similar non-convertible securities.
Currency Forward Contracts
In a forward foreign currency contract, a Fund agrees to buy in the future an amount in one currency in return for another
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Baillie Gifford Funds – Statement of Additional Information
currency, at an exchange rate determined at the time the contract is entered into.
Cyber-attacks
Cyber-attacks include, among other things, stealing or corrupting data maintained online or digitally, preventing legitimate users from accessing information or services on a website, releasing confidential information without authorization, and causing operational disruption.
Depositary Receipts
Depositary Receipts generally evidence an ownership interest in a corresponding security on deposit with a financial institution. Transactions in Depositary Receipts usually do not settle in the same currency as the underlying securities are denominated or traded.
American Depositary Receipts are typically publicly traded trust receipts issued by a U.S. bank or trust company that evidence an indirect interest in underlying securities issued by a foreign entity.
Global Depositary Receipts (“GDRs”), European Depositary Receipts (“EDRs”), and other types of depositary receipts are typically issued by non-U.S. banks or financial institutions to evidence an interest in underlying securities issued by either a U.S. or a non-U.S. entity. EDRs, in bearer form, are designed for use in European securities markets. GDRs may be traded in any public or private securities markets and may represent securities held by institutions located anywhere in the world.
Derivatives
Generally, derivatives are financial contracts whose value depends upon, or is derived from, the value of an underlying asset, reference rate or index, and may relate to, among other things, stocks, bonds, interest rates, currencies or currency exchange rates, commodities, and related indexes.
Eastern European Securities
References in the Prospectus and this SAI to “Eastern European Securities” denote securities issued by companies located in Bulgaria, Croatia, Cyprus, Czech Republic, Estonia, Greece, Hungary, Latvia, Lithuania, Macedonia, Poland, Romania, Russia, Serbia, Slovak Republic, Slovenia, Turkey or Ukraine, as well as other countries in Eastern Europe, as determined by the Manager.
Far Eastern Securities
References in the Prospectus and this SAI to “Far Eastern Securities” denote securities issued by companies located in China, Hong Kong, India, Indonesia, Japan, Korea, Malaysia, the Philippines, Taiwan, Thailand or Singapore, as well as other Asian countries, as determined by the Manager.
Industry
References in the Prospectus and this SAI to “Industries” has the meaning ascribed to this term by the Manager, from time to time.
Latin American Securities
References in the Prospectus and this SAI to “Latin American Securities” denote securities issued by companies located in Argentina, Brazil, Chile, Colombia, Mexico or Peru, as well as
other countries located in Latin America, as determined by the Manager.
Non-U.S. Securities
The Funds may invest in non-U.S. securities. Non-U.S. securities may include, but are not limited to, securities of companies that are organized and headquartered outside the U.S.; non-U.S. equity securities as designated by commonly-recognized market data services; U.S. dollar- or non-U.S. currency-denominated corporate debt securities of non-U.S. issuers; securities of U.S. issuers traded principally in non-U.S. markets; non-U.S. bank obligations; U.S. dollar- or non-U.S. currency-denominated obligations of non-U.S. governments or their subdivisions, agencies and instrumentalities, international agencies and supranational entities; and securities of other investment companies investing primarily in non-U.S. securities. When assessing compliance with investment policies that designate a minimum or maximum level of investment in “non-U.S. securities” for a Fund, the Manager may apply a variety of factors (either in addition to or in lieu of one or more of the categories described in the preceding sentence) in order to determine whether a particular security or instrument should be treated as U.S. or non-U.S. For more information about how the Manager may define non-U.S. securities for purposes of a Fund’s asset tests and investment restrictions, see the Fund’s principal investments and strategies under “Principal Investment Strategies” in the Prospectus. For more information about how the Manager may determine whether an issuer is located in a particular country, see “Selected Investment Techniques and Topics—Location of Issuers” in the Prospectus.
Middle Eastern Securities
References in the Prospectus and this SAI to “Middle Eastern Securities” denote securities issued by companies located in Egypt, Israel, Qatar or United Arab Emirates, as well as other Middle Eastern countries as determined by the Manager.
Preferred Stocks
Preferred stocks include convertible and non-convertible preferred and preference stocks that are senior to common stock. Preferred stocks are equity securities that are senior to common stock with respect to the right to receive dividends and a fixed share of the proceeds resulting from the issuer’s liquidation. Some preferred stocks also entitle their holders to receive additional liquidation proceeds on the same basis as holders of the issuer’s common stock, and thus represent an ownership interest in the issuer.
Repurchase Agreements
A Fund may enter into repurchase agreements, by which the Fund purchases a security and obtains a simultaneous commitment from the seller (a bank or, to the extent permitted by the 1940 Act, a recognized securities dealer) to repurchase the security at an agreed upon price and date (usually seven days or less from the date of original purchase). The resale price is in excess of the purchase price and reflects an agreed upon market rate unrelated to the coupon rate on the purchased security. Such transactions afford the Fund the opportunity to earn a return on temporarily available cash at minimal market risk. While the underlying security may be a bill, certificate of indebtedness, note or bond issued by an agency, authority or instrumentality of
16
Baillie Gifford Funds – Statement of Additional Information
the U.S. Government, the obligation of the seller is not guaranteed by the U.S. Government and there is a risk that the seller may fail to repurchase the underlying security. In such event, the Fund would attempt to exercise rights with respect to the underlying security, including possible disposition in the market. However, the Fund may be subject to various delays and risks of loss, including (a) possible declines in the value of the underlying security during the period while the Fund seeks to enforce its rights thereto and (b) inability to enforce rights and the expenses involved in attempted enforcement.
Restricted Securities
The Funds may hold securities that have not been registered for sale to the public under the U.S. federal securities laws pursuant to an exemption from registration.
Rule 144A Securities
Rule 144A securities are securities that may be offered and sold only to “qualified institutional buyers” under Rule 144A of the 1933 Act.
Section 4(a)(2) Commercial Paper
The Funds may invest in commercial paper issued in reliance on the private placement exemption from registration afforded by Section 4(a)(2) of the 1933 Act. This commercial paper is commonly called “Section 4(a)(2) paper.” Section 4(a)(2) paper is sold to institutional investors who must agree to purchase it for investment and not with a view to public distribution. Any resale by the purchaser must be in a transaction exempt from the registration requirements of the 1933 Act. Section 4(a)(2) paper normally is resold to other institutional investors like the Funds through or with the assistance of the issuer or investment dealers that make a market in Section 4(a)(2) paper.
Sector
References in the Prospectus and this SAI to “Sectors” has the meaning ascribed to this term by the Manager, from time to time.
Senior Securities
Under the 1940 Act, a “senior security” does not include any promissory note or evidence of indebtedness when such loan is for temporary purposes only and in an amount not exceeding 5% of the value of the total assets of the issuer at the time the loan is made.
South African Securities
References in the Prospectus and this SAI to “South African Securities” denote securities which are issued by companies located in South Africa.
Synthetic Convertible Securities
“Synthetic” convertible securities are selected based on the similarity of their economic characteristics to those of a traditional convertible security due to the combination of separate securities that possess the two principal characteristics of a traditional convertible security (i.e., an income producing component and a right to acquire an equity security). The income-producing component is achieved by investing in non-convertible, income-producing securities such as bonds, preferred stocks and money market instruments while the
convertible component is achieved by investing in warrants or options to buy common stock at a certain exercise price, or options on a stock index. Synthetic securities may also be created by third parties, typically investment banks or other financial institutions. Unlike a traditional convertible security, which is a single security having a unitary market value, a synthetic convertible consists of two or more separate securities, each with its own market value, and has risks associated with derivative instruments.
Warrants
The holder of a warrant or right typically has the right to acquire securities or other obligations from the issuer of the warrant or right at a specified price or under specified conditions.
Yankee Bonds
A Fund may invest in U.S. dollar-denominated bonds sold in the U.S. by non-U.S. issuers (“Yankee bonds”). As compared with bonds issued in the U.S., such bond issues normally carry a higher interest rate but are less actively traded.
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Baillie Gifford Funds – Statement of Additional Information
Purchase, Redemption, and Pricing of Shares
How to Buy & Redeem Shares
The procedures for purchasing shares of a Fund are summarized in the Prospectus under “Shares—How to Buy Shares.”
The procedures for redeeming shares of a Fund are summarized in the Prospectus under “Shares—How to Sell Shares.”
Determination of Net Asset Value
As described in the Prospectus under the heading “Shares—How Shares are Priced,” the net asset value per share of a Fund’s shares of a particular class is determined by dividing the total market value of a Fund’s portfolio investments and other assets attributable to that class, less any liabilities, by the total number of shares outstanding of that class. Each Fund’s liabilities are allocated among its classes. The total of such liabilities allocated to a class plus any other expenses specially allocated to that class are then deducted from the class’s proportionate interest in the Fund’s assets, and the resulting amount for each class is divided by the number of shares of that class outstanding to produce the class’s net asset value. The Prospectus further notes that the net asset value will be determined as of a particular time of day (the “Pricing Point”) on any day on which the New York Stock Exchange (“NYSE”) is open for unrestricted trading. The Pricing Point is normally at the scheduled close of unrestricted trading on the NYSE (generally 4:00 p.m. Eastern Time). In unusual circumstances, the Manager may determine that the Pricing Point shall be at an earlier, unscheduled close or halt of trading on the NYSE.
Rule 2a‑5 under the 1940 Act addresses valuation practices and the role of the board of directors with respect to the fair value of the investments of a registered investment company. Among other things, Rule 2a‑5 permits a fund’s board to designate the fund’s primary investment adviser to perform the fund’s fair value determinations, which is subject to board oversight and certain reporting and other requirements intended to ensure that the board receives the information it needs to oversee the investment adviser’s fair value determinations.
The Board has adopted valuation procedures for valuing portfolio securities and other assets. The Manager periodically reviews and reports to the Board on the appropriateness and accuracy of the methodologies used to fair value the Funds’ securities. BNY, as the Funds’ administrator, is responsible for the operational execution of the valuation process, and the Manager is responsible for the supervision of compliance with NAV calculation and pricing requirements. When readily available market quotations for portfolio securities and other assets are not available, fair value must be employed to calculate a Fund’s NAV. Pursuant to Rule 2a‑5, the Board has designated the Manager as the “valuation designee” to determine the fair value, in good faith, of securities and other instruments for which no readily available market quotation exists. Baillie Gifford Group’s Valuation Committee is a committee that oversees this responsibility on behalf of the Manager, and Baillie Gifford Group’s Fair Value Pricing Group is responsible for the day-to-day administration of the Manager’s duties, including the Manager’s responsibilities as “valuation designee.” The Manager’s role with respect to fair valuation may present certain conflicts of interest given the impact valuations can have on Fund performance and the Manager’s asset-based fees.
Pricing Methodologies
The following summarizes the methods typically used to determine values for the noted types of securities or instruments by the administrator. If a security price cannot be obtained from an independent, third-party pricing agent, the administrator shall seek to obtain a bid price from at least one independent broker from a list provided by the Manager.
Election under Rule 18f‑1
The Trust, on behalf of each Fund included in this SAI, has made an election pursuant to Rule 18f‑1 under the 1940 Act committing each such Fund to pay in cash any request for redemption received during any 90-day period of up to the lesser of $250,000 or 1% of the Fund’s net asset value at the beginning of the period. This election is irrevocable without prior approval by the SEC. This election does not prohibit any Fund from satisfying a redemption request with up to 100% in-kind consideration, however, in the event the redeeming shareholder specifically requests an in-kind redemption, such redemption will be subject to applicable Fund policies and procedures. Each Fund reserves the right to pay redemption proceeds in-kind except as described above. For the avoidance of doubt, in no event shall a Fund be obligated to pay redemption proceeds in-kind.
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Baillie Gifford Funds – Statement of Additional Information
Board Members and Trust Officers
Trustee Responsibilities and Powers
The Board is responsible for the overall management and supervision of the Trust’s affairs and for protecting the interests of shareholders. The Board is composed of six Trustees, also referred to as Board members. Each Board member oversees, and each officer serves, all series of the Trust that constitute the Baillie Gifford Funds complex.
The Trust’s Third Amended and Restated Agreement and Declaration of Trust dated September 20, 2023, as amended from time to time (the “Declaration of Trust”) permits the Board to:
The Board can also subdivide any Series Fund into sub-series (or “Classes”) of shares with such dividend preferences and other rights as the Board may designate. Each Series Fund is currently divided into at least two Classes. This power to subdivide Series Funds is intended to allow it to provide for an equitable allocation of the impact of any future regulatory requirements which might affect various classes of shareholders differently, or to permit shares of a Series Fund to be distributed through more than one distribution channel, with the costs of the particular means of distribution (or costs of related services) to be borne by the shareholders who purchase through that means of distribution. Each share of a Series Fund represents an equal proportionate interest in that Series Fund with each other share, subject to the different preferences of each Class of that Series Fund.
Trustee Appointments
The substantial professional accomplishments and prior experience, including, in some cases, in fields related to the operations of the Fund, were a significant factor in the determination that the current Board members should serve as a Trustee. Generally, no one factor was decisive in the nomination or appointment of an individual to the Board.
Among the factors the Board considers when concluding that an individual should serve as a Board member are the following:
Trustee Nominations by Shareholders
Any shareholder may nominate a person to become a Trustee. To nominate a person for the Nominating and Governance Committee’s consideration, a shareholder must submit their recommendation in writing to the Trust, to the attention of the Trust’s Secretary at c/o Baillie Gifford Overseas Limited, Calton Square, 1 Greenside Row, Edinburgh, United Kingdom EH1 3AN. The recommendation must include:
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Baillie Gifford Funds – Statement of Additional Information
In addition, the Nominating and Governance Committee may require the candidate to furnish such other information as it may deem necessary or appropriate to determine the eligibility of such candidate to serve as a Trustee of the Trust. The Nominating and Governance Committee considers and evaluates nominee candidates properly submitted by shareholders on the same basis as it considers and evaluates candidates
recommended by other sources. The Nominating and Governance Committee has full discretion to reject nominees recommended by shareholders, and there is no assurance that it will determine to nominate any person, even if properly recommended and considered in accordance with this paragraph.
The following table sets out information on each of the Trustees, including an overview of the considerations that led the Board to conclude that each individual currently serving as a Trustee should serve as a Trustee.
Name and Year of Birth(1) |
| Position(s) Held with Trust |
| Length of Time Served as Trustee |
| Principal Occupation and Other Directorships Held During Past 5 Years |
| Considerations relevant to appointment as Trustee (see also “Board Members and Trust Officers–Trustee Appointments” above) |
| Number of |
| Dollar range(3) of Shares held in each Fund (USD) |
| Aggregate Dollar Range(3) of Shares in All Registered Investment Companies Overseen by Trustee in Fund Complex(2) (USD) |
Independent Trustees | ||||||||||||||
Howard W. Chin |
| Trustee |
| Since 2015 |
| Retired. Formerly: Managing Director, Investments, Guardian Life Insurance (financial services). |
| Howard W. Chin has over 25 years of professional experience in the asset management industry. Most recently, as Managing Director of Fixed Income Securities at Guardian Life Insurance Company of America until 2013, Mr. Chin was responsible for managing multi-billion dollar structured products portfolios for Guardian’s mutual funds, and general account. In addition, Mr. Chin was a member of the Investment Committee that determined Guardian’s asset allocation among the various fixed income sectors. |
| 15 |
| Baillie Gifford Long Term |
| Over $100,000 |
Pamela M. J. Cox |
| Trustee, Chair of the Nominating and Governance Committee |
| Since 2017 |
| Retired. Formerly: Senior Vice President; Vice President East Asia, World Bank Group (international bank & financial services). |
| Pamela M. J. Cox has over 30 years of professional experience in the World Bank Group, providing investment project financing and economic policy advice. At the time of her retirement in 2013, she was Senior Vice President, leading strategy and business development. She previously held positions as Vice President East Asia and Vice President Latin America, overseeing business strategy, investment portfolios, operations, client relationships, policy formulation and governance. Since retiring, she has held positions on nonprofit boards. |
| 15 |
| Baillie Gifford Emerging Markets Equities Fund – $50,001-$100,000 Baillie Gifford Long Term Global Growth Fund—over $100,000 |
| Over $100,000 |
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Baillie Gifford Funds – Statement of Additional Information
Name and Year of Birth(1) |
| Position(s) Held with Trust |
| Length of Time Served as Trustee |
| Principal Occupation and Other Directorships Held During Past 5 Years |
| Considerations relevant to appointment as Trustee (see also “Board Members and Trust Officers–Trustee Appointments” above) |
| Number of |
| Dollar range(3) of Shares held in each Fund (USD) |
| Aggregate Dollar Range(3) of Shares in All Registered Investment Companies Overseen by Trustee in Fund Complex(2) (USD) |
John D. Kavanaugh |
| Trustee, Chair of the Audit Oversight Committee |
| Since 2023 |
| Retired. Formerly: Partner, Ernst and Young, LLP (public accounting). |
| John D. Kavanaugh is a CPA with over 37 years of public accounting experience with Ernst & Young (EY) providing audit, accounting and advisory services to a wide variety of clients in the financial services industry including registered investment companies and registered investment advisers. At the time of his retirement from EY in June of 2022, he was an assurance partner based in Dallas and the leader of EY’s Financial Services Organization South Region Wealth and Asset Management Assurance Group. Mr. Kavanaugh also has previous experience on non-profit boards dedicated to assisting and mentoring financially constrained students through high school and college. |
| 15 |
| Baillie Gifford Long Term Global Growth Fund – over $100,000 Baillie Gifford U.S. Equity Growth Fund – over $100,000 |
| Over $100,000 |
Maureen A. |
| Trustee(4) |
| Since 2026 |
| Retired. Formerly: Shareholder, Vedder Price P.C. (law firm). |
| Maureen A. Miller is an attorney with over 35 years of professional experience gained through working at a financial services firm and law firms. Until her retirement from Vedder Price P.C. in 2024, she worked with a variety of investment companies, investment advisers, broker-dealers and fund boards on a range of issues including SEC regulations and compliance matters. She has also served on non-profit boards. |
| 15 |
| Baillie Gifford International Concentrated Growth Equities Fund – $10,001-$50,000 Baillie Gifford Long Term Global Growth Fund – $50,001-$100,000 Baillie Gifford Emerging Markets Equities Fund – over $100,000 |
| Over $100,000 |
Donald P. Sullivan Jr. |
| Trustee |
| Since 2020 |
| Retired. Formerly: Senior Vice President, Agency Distribution, Guardian Life Insurance (financial services). |
| Donald P. Sullivan Jr. has over 38 years of professional experience in the banking, securities, and financial services industries. At the time of his retirement in 2015, he was Senior Vice President of Agency Distribution at Guardian Life Insurance Company of America responsible for the growth and development of the National Career Agency Distribution Network. He previously served as President of Park Avenue Securities, Guardian’s broker-dealer and registered investment adviser, overseeing product, compliance, operations, and strategy, as well as internal and external relationships. |
| 15 |
| Baillie Gifford International Concentrated Growth Equities Fund – over $100,000 Baillie Gifford Long Term Global Growth Fund – $10,001-$50,000 Baillie Gifford U.S. Equity Growth Fund – over $100,000 |
| Over $100,000 |
21
Baillie Gifford Funds – Statement of Additional Information
Name and Year of Birth(1) |
| Position(s) Held with Trust |
| Length of Time Served as Trustee |
| Principal Occupation and Other Directorships Held During Past 5 Years |
| Considerations relevant to appointment as Trustee (see also “Board Members and Trust Officers–Trustee Appointments” above) |
| Number of |
| Dollar range(3) of Shares held in each Fund (USD) |
| Aggregate Dollar Range(3) of Shares in All Registered Investment Companies Overseen by Trustee in Fund Complex(2) (USD) |
Interested Trustee (as defined in the 1940 Act)(5) | ||||||||||||||
Michael Stirling-Aird |
| Trustee, Chair of the Board. President(6) |
| Since 2025 |
| Partner, Baillie Gifford & Co (parent of investment adviser). |
| Michael Stirling-Aird has over 24 years of professional experience in the investment management and financial services industries. Mr. Stirling-Aird is a partner of the Manager’s parent firm, Baillie Gifford & Co, and with respect to the Manager, a Client Relationship Director with responsibility for servicing North American clients and Deputy Chair of the Manager’s North American Management Group. He has served as the President of Baillie Gifford Funds since 2023. |
| 15 |
| None |
| None |
Five of the Trustees are not “interested persons” (as that term is defined in the 1940 Act) of the Trust (“Independent Trustees”). One Trustee, who serves as Chair of the Board, is an “interested person” of the Trust by reason of his affiliation with the Manager and his role as an officer of the Trust. The Trust does not have a lead independent trustee. The Board reviews its leadership structure periodically and believes that its structure is appropriate to enable the Board to oversee the Funds, after taking into account the characteristics of the Funds and their investment strategies and policies. In forming this belief as to the reasonableness of having an interested Chair and no lead independent Trustee, the Board considered several factors, including the following: the relatively small size of the Board, and the fact that each Independent Trustee serves on every committee of the Board; that the Board currently consists of one interested Trustee and five Independent Trustees; in light of the Manager’s overseas location, the Chair’s ability to efficiently mobilize the Manager’s resources at the Board’s behest and on its behalf; that the Board has had an interested Chair since its inception and that, during this time, the interested Chair has demonstrated the ability to facilitate the flow of information between the Independent Trustees and the Manager; and that the collaborative functioning of the Board has not been hindered by this historical governance structure. For a discussion of the Board’s role in risk oversight of the Funds, please see “Manager—Oversight by the Board” below.
An Independent Trustee may serve as a member of the Board until December 31 in the earlier of (i) the year of their 15th year of service as a Board member, and (ii) the year of their 75th birthday. The Chair of the Board and the officers of the Trust, including the President of the Trust, are elected annually by the Board.
To the Trust’s knowledge, as of December 31, 2025, none of the Independent Trustees or their immediate family members owned securities in the Manager or Baillie Gifford Funds Services LLC (the “Distributor” or “BGFS”), nor did they own securities in any entity directly or indirectly controlling, controlled by or under common control with the Manager or the Distributor.
Trustee Meetings
The Board meets periodically throughout the year to oversee the Trust’s activities, review contractual arrangements with certain service providers, monitor compliance with regulatory requirements, and review performance.
22
Baillie Gifford Funds – Statement of Additional Information
Committees
The Board has two standing committees, as follows:
Committee |
| Functions |
| Membership |
| Chair |
| Meetings during last fiscal year(1) |
Audit Oversight Committee |
| Oversees the Trust’s accounting and financial reporting policies and practices, its internal controls, and the quality and objectivity of the Trust’s financial statements. Acts as liaison between the Trust’s independent registered public accounting firm and the Board. |
| Independent Trustees only |
| Mr. Kavanaugh |
| 3 |
Nominating and Governance Committee |
| Identifies, evaluates and recommends candidates to serve as Independent Trustees(2) and reviews the composition of the Board. Reviews and recommends Independent Trustee compensation. |
| Independent Trustees only |
| Ms. Cox |
| 3 |
Trustee Compensation
The following tables set forth a summary of the compensation received by each Independent Trustee for services rendered as a Trustee and, if applicable, committee chair, for the fiscal year ended December 31, 2025. The Trust pays no compensation to its officers and interested Trustee. For their services to the Trust, Baillie Gifford ETF Trust, and Baillie Gifford Institutional Trust during such period, each Independent Trustee, other than Ms. Miller, received a retainer fee of $165,000, and the chairs of the Audit Oversight Committee and the Nominating and Governance Committee received additional aggregate compensation of $15,000 and $7,000, respectively, each allocated among the trusts. As compensation for her services to the Trust, Baillie Gifford ETF Trust, and Baillie Gifford Institutional Trust from September 1, 2025 through the fiscal year ended December 31, 2025, Ms. Miller received $55,000. Baillie Gifford ETF Trust and Baillie Gifford Institutional Trust did not pay any compensation to the Independent Trustees prior to December 31, 2025.
Aggregate Compensation from each Fund | Howard W. Chin, | Pamela M. J. Cox, | John D. | Maureen A. | Donald P. | ||
Baillie Gifford China Equities Fund | $35 | $37 | $39 | $12 | $35 | ||
Baillie Gifford Emerging Markets Equities Fund | $72,727 | $75,813 | $79,339 | $26,207 | $72,727 | ||
Baillie Gifford Emerging Markets ex China Fund | $14 | $14 | $15 | $5 | $14 | ||
Baillie Gifford Global Alpha Equities Fund | $6,964 | $7,259 | $7,597 | $1,884 | $6,964 | ||
Baillie Gifford International Alpha Fund | $25,198 | $26,267 | $27,489 | $7,603 | $25,198 | ||
Baillie Gifford International Concentrated | $1,167 | $1,217 | $1,273 | $381 | $1,167 | ||
Baillie Gifford International Growth Fund | $38,945 | $40,597 | $42,485 | $12,744 | $38,945 | ||
Baillie Gifford Long Term Global Growth Fund | $11,569 | $12,059 | $12,620 | $3,950 | $11,569 | ||
Baillie Gifford U.S. Equity Growth Fund | $232 | $242 | $253 | $73 | $232 | ||
Total Compensation from all Funds of the | $165,000 | $172,000 | $180,000 | $55,000 | $165,000 |
23
Baillie Gifford Funds – Statement of Additional Information
Trust Officers
The following table sets out the officers of the Trust, their principal occupations during the last five years, and certain other information.
Name and Year of Birth(1) |
| Position(s) Held with Trust |
| Length of Time Served(2) |
| Principal Occupation During Past 5 Years(3) |
Officers (other than officers who are also Trustees(4)) | ||||||
David W. Salter |
| Vice President |
| Since 2016(5) |
| Partner, Baillie Gifford & Co (parent of investment adviser); Formerly CEO & Chairman, Baillie Gifford Funds Services LLC (broker-dealer) |
Julie Paul |
| Vice President |
| Since 2012 |
| Senior Manager, Funds Operations, Baillie Gifford & Co (parent of investment adviser) |
Lindsay Cockburn |
| Treasurer |
| Since 2015 |
| Director of Investment Operations, North American Funds Operations Department, Baillie Gifford & Co (parent of investment adviser) |
Neil Riddell |
| Chief Risk Officer |
| Since 2021 |
| Partner and Head of Group Risk, Baillie Gifford & Co (parent of investment adviser) |
Gareth Griffiths |
| Secretary, Chief Legal Officer, Chief Compliance Officer and AML Compliance Officer |
| Secretary since 2015; Chief Legal Officer since 2017; Chief Compliance Officer and AML Compliance Officer since 2025 |
| Head of Business Partners Legal for Baillie Gifford & Co (parent of investment adviser) |
Lesley-Anne Archibald |
| Vice President |
| Since 2017 |
| Head of North American Shareholders Services, North American Funds Operations Department, Baillie Gifford & Co (parent of investment adviser); Chairperson and Director of Baillie Gifford Funds Services LLC (broker-dealer) |
Kelly Cameron |
| Vice President |
| Since 2020 |
| Relationship Director, Baillie Gifford & Co. (parent of investment adviser) |
Trust Officer Compensation
The Trust currently pays no compensation to officers of the Trust.
Board Member and Trust Officer Liability
The Declaration of Trust provides that the Board members will not be liable for errors of judgment or mistakes of fact or law. However, nothing in the Declaration of Trust protects a Board member against any liability to which the Board member would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office.
The Board members and officers of the Trust are indemnified by the Trust for any and all liabilities and expenses actually and reasonably incurred in any proceeding brought or threatened against a Board member or officer by reason of any alleged act or omission as Board member or officer, unless such person did not act in good faith in the reasonable belief that such action was in the best interests of the Trust, under the Declaration of the Trust and the Bylaws of the Trust. No officer or Board member may be indemnified against any liability to the Trust or the Trust’s shareholders to which such person would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office.
Investment in the Funds by Trust, Manager and Distributor Personnel
The Trust, the Manager and the Distributor have each adopted a code of ethics pursuant to Rule 17j‑1 of the 1940 Act. This code of ethics permits personnel of the Trust, the Manager and the Distributor to invest in securities, including securities that may be purchased or held by the Funds, subject to restrictions.
24
Baillie Gifford Funds – Statement of Additional Information
Manager
The Manager is a wholly-owned subsidiary of Baillie Gifford & Co, which is generally engaged in the business of investment management. Both the Manager and Baillie Gifford & Co are authorized and regulated in the U.K. by the Financial Conduct Authority. The Manager and its affiliates are referred to herein as the “Baillie Gifford Group.”
Oversight by the Board
The Board oversees the Manager, including by overseeing the following activities of the Manager:
Management Services
The Manager serves as the investment manager of the Funds under the Second Amended and Restated Investment Advisory Agreement dated June 18, 2021, as amended from time to time (the “Advisory Agreement”).
Responsibilities
Under the Advisory Agreement, the Manager manages the investment and reinvestment of the assets of each Fund and generally administers its affairs, subject to oversight by the Board as described above. The Manager also furnishes, at its own expense, all necessary office space, facilities and equipment, services of executive and other personnel of the Funds and certain administrative services.
Investment Advisory Fee
For these services, the Advisory Agreement provides that each Fund pays the Manager an investment advisory fee. This fee is based on a percentage of the Fund’s average daily net assets and is paid quarterly.
The following table sets out the investment advisory fees paid for each of the Funds during the last three years:
Fund | Investment Advisory Fees Paid (USD) | ||
Year ending December 31, 2023 | Year ending December 31, 2024 | Year ending December 31, 2025 | |
Baillie Gifford China Equities Fund | 11,796 | 12,501 | 16,121 |
Baillie Gifford Emerging Markets Equities Fund | 24,611,623 | 26,843,292 | 31,285,262 |
Baillie Gifford Emerging Markets ex China Fund | 4,656 | 5,555 | 6,318 |
Baillie Gifford Global Alpha Equities Fund | 4,233,666 | 3,572,818 | 2,460,249 |
Baillie Gifford International Alpha Fund | 7,839,704 | 8,019,281 | 7,491,982 |
Baillie Gifford International Concentrated Growth Equities Fund | 320,145 | 316,606 | 391,544 |
Baillie Gifford International Growth Fund | 9,706,819 | 10,301,302 | 10,976,100 |
Baillie Gifford Long Term Global Growth Fund | 2,788,707 | 3,452,263 | 4,432,958 |
Baillie Gifford U.S. Equity Growth Fund | 142,356 | 98,052 | 66,336 |
The advisory fee paid by each Fund under the Advisory Agreement is calculated and accrued daily on the basis of the annual rate noted below and expressed as a percentage of that Fund’s average daily net assets:
Fund | Average Daily Net Assets of the Fund (billions) | Annual Advisory Fee Rate at Each Asset Level (percentage of the Fund’s average daily net assets) |
Baillie Gifford China Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Emerging Markets Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Emerging Markets ex China Fund | $0 - $2 >$2 - $5 Above $5 | 0.55% 0.51% 0.49% |
Baillie Gifford Global Alpha Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.40% 0.36% 0.34% |
25
Baillie Gifford Funds – Statement of Additional Information
Fund | Average Daily Net Assets of the Fund (billions) | Annual Advisory Fee Rate at Each Asset Level (percentage of the Fund’s average daily net assets) |
Baillie Gifford International Alpha Fund | $0 - $2 >$2 - $5 Above $5 | 0.35% 0.31% 0.29% |
Baillie Gifford International Concentrated Growth Equities Fund | $0 - $2 >$2 - $5 Above $5 | 0.40% 0.36% 0.34% |
Baillie Gifford International Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.35% 0.31% 0.29% |
Baillie Gifford Long Term Global Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.45% 0.41% 0.39% |
Baillie Gifford U.S. Equity Growth Fund | $0 - $2 >$2 - $5 Above $5 | 0.33% 0.29% 0.27% |
Investment Advisory Fee Waiver
In order to limit the expenses of Baillie Gifford China Equities Fund, Baillie Gifford Emerging Markets ex China Fund, Baillie Gifford International Concentrated Growth Equities Fund, Baillie Gifford Long Term Global Growth Fund, and Baillie Gifford U.S. Equity Growth Fund, the Manager has contractually agreed to waive its fees and/or bear other expenses of each Fund to the extent that the annual expenses (excluding taxes, sub-accounting expenses, and extraordinary expenses) would exceed a certain annual rate of each Fund’s average daily net assets. These waivers are described in the Prospectus under “Fund Management.”
How to Change the Investment Advisory Agreement
The Advisory Agreement may be amended in a manner consistent with the 1940 Act. Amendments to the Advisory Agreement will require shareholder approval, unless (a) the amendments do not increase the compensation of the Manager or otherwise fundamentally alter the relationship of the Trust with the Manager and (b) the amendments are approved by the requisite majority of the Trustees who are not parties to the agreement or interested persons (as defined in the 1940 Act) of any such party.
Term of Manager’s Appointment
The Advisory Agreement will continue in effect for two years from its date of execution. After this two year period, it will continue if its continuance is approved at least annually by:
The Advisory Agreement may be terminated without penalty by:
The Advisory Agreement also terminates automatically in the event of its assignment.
Manager Liability
The Advisory Agreement provides that the Manager shall not be subject to any liability in connection with the performance of its services thereunder in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties.
Other Clients
The Manager acts as investment adviser to numerous other corporate and fiduciary clients. Certain officers and the interested Trustee of the Trust also serve as officers, directors and Trustees of other investment companies and clients advised by the Manager. These other investment companies and clients sometimes invest in securities in which the Funds also invest. The Manager also acts as investment adviser to ETFs that pursue strategies that are substantially similar or nearly identical to investment strategies pursued by certain Funds. If a Fund and such other investment companies or clients desire to buy or sell the same portfolio securities at the same time, purchases and sales may be allocated, to the extent practicable, on a pro rata basis in proportion to the amounts desired to be purchased or sold for each. It is recognized that in some cases the practices described in this paragraph could have a detrimental effect on the price or amount of the securities which a Fund purchases or sells. In other cases, however, it is believed that these practices may benefit the Funds. It is the opinion of the Board that the desirability of retaining the Manager as adviser for the Funds outweighs the disadvantages, if any, which might result from these practices.
For a description of potential conflicts of interest that may arise in connection with management of the Funds and management of other clients please see “Principal Investment Risks—Conflicts of Interest Risk” in the Prospectus.
Shareholder Services
Responsibilities
Pursuant to a shareholder servicing agreement, the Manager furnishes certain services to shareholders of Class 2, Class 3, Class 4 and Class 5 of the Funds. Prior to May 1, 2017, such services were also furnished to shareholders of Class 1 of the Funds. Class 1 shares of the Funds are no longer offered under the Prospectus or this SAI.
Fee
For these services, the shareholder servicing agreement provides that each share Class receiving the services pays the Manager a shareholder servicing fee. This fee is based on a fixed percentage of the Fund’s average daily net assets and is paid quarterly.
26
Baillie Gifford Funds – Statement of Additional Information
The following table sets out the shareholder servicing fees paid for each of the Funds which have received these services during the last three years:
Fund | Shareholder Servicing Fees Paid | ||
Year ending December 31, 2023 | Year ending December 31, 2024 | Year ending December 31, 2025 | |
Baillie Gifford China Equities Fund(1) | — | — | — |
Baillie Gifford Emerging Markets Equities Fund | 716,352 | 714,716 | 840,192 |
Baillie Gifford Emerging Markets ex China Fund(1) | — | — | — |
Baillie Gifford Global Alpha Equities Fund | 709,194 | 558,609 | 301,074 |
Baillie Gifford International Alpha Fund | 1,454,713 | 1,509,502 | 1,468,644 |
Baillie Gifford International Concentrated Growth Equities Fund(1) | — | — | — |
Baillie Gifford International Growth Fund | 1,971,155 | 2,068,566 | 1,955,784 |
Baillie Gifford Long Term Global Growth Fund | 150,379 | 179,303 | 202,725 |
Baillie Gifford U.S. Equity Growth Fund(1) | — | — | — |
Administration and Supervisory Services
Responsibilities
Pursuant to an administration and supervisory agreement, the Manager is responsible for furnishing certain administration services to Institutional Class and Class K shareholders as well as coordinating, overseeing and supporting services provided to Institutional Class and Class K shareholders by third parties.
Fee
For these services, the administration and supervisory agreement provides that Class K and Institutional Class each pays the Manager an administration and supervisory fee. This fee is based on a fixed percentage of the Fund’s average daily net assets and is paid quarterly.
The following table sets out the administration and supervisory fees paid by each of the Funds during the last three years:
Fund | Administration and Supervisory Fees Paid (USD) | ||
Year ending | Year ending | Year ending | |
Baillie Gifford China Equities Fund | 3,647 | 3,864 | 4,983 |
Baillie Gifford Emerging Markets Equities Fund | 5,105,945 | 5,981,782 | 7,155,040 |
Baillie Gifford Emerging Markets ex China Fund | 1,439 | 1,716 | 1,952 |
Baillie Gifford Global Alpha Equities Fund | 685,504 | 657,299 | 667,047 |
Baillie Gifford International Alpha Fund | 1,486,519 | 1,559,869 | 1,559,735 |
Baillie Gifford International Concentrated Growth Equities Fund | 136,061 | 134,557 | 166,406 |
Baillie Gifford International Growth Fund | 522,747 | 535,120 | 629,678 |
Baillie Gifford Long Term Global Growth Fund | 865,172 | 1,124,886 | 1,458,378 |
Baillie Gifford U.S. Equity Growth Fund | 73,335 | 50,511 | 34,173 |
Investment Decisions by Portfolio Managers
Investment decisions made by the Manager for a Fund are made by teams of portfolio managers organized for that purpose.
Portfolio Manager Conflicts of Interest
In addition to managing the Funds, individual portfolio managers are commonly responsible for managing other registered investment companies, other pooled investment vehicles and/or other accounts. These other types of accounts may have similar investment strategies to the Funds.
For a description of potential conflicts of interest that may arise in connection with the portfolio managers’ management of the Funds and the portfolio managers’ management of other types of accounts please see “Principal Investment Risks—Conflicts of Interest Risk” in the Prospectus.
Other Accounts
The following table shows information regarding other accounts managed by the portfolio managers. The information is provided as of December 31, 2025, except where otherwise noted. As of
27
Baillie Gifford Funds – Statement of Additional Information
December 31, 2025, no portfolio manager to a Fund owned beneficially any equity securities of such Fund.
Where advisory fee is | ||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | ||||||||
Baillie Gifford China Equities Fund | ||||||||||||
Sophie Earnshaw | ||||||||||||
Registered | 3 | 432 | — | — | ||||||||
Other Pooled | 5 | 651 | — | — | ||||||||
Other Accounts | 11 | 2,327 | 1 | 378 | ||||||||
Linda Lin | ||||||||||||
Registered | — | — | — | — | ||||||||
Other Pooled | 4 | 651 | — | — | ||||||||
Other Accounts | — | — | — | — | ||||||||
Baillie Gifford Emerging Markets Equities Fund | ||||||||||||
Ben Durrant | ||||||||||||
Registered | 2 | 384 | 1 | 383 | ||||||||
Other Pooled | 8 | 6,561 | — | — | ||||||||
Other Accounts | 13 | 8.476 | — | — | ||||||||
Mike Gush | ||||||||||||
Registered | 2 | 384 | 1 | 383 | ||||||||
Other Pooled | 5 | 1,653 | — | — | ||||||||
Other Accounts | 12 | 6,398 | — | — | ||||||||
Andrew Stobart | ||||||||||||
Registered | 2 | 384 | 1 | 383 | ||||||||
Other Pooled | 6 | 1,993 | — | — | ||||||||
Other Accounts | 15 | 8,477 | — | — | ||||||||
Where advisory fee is | |||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | |||||||||
Baillie Gifford Emerging Markets ex China Fund | |||||||||||||
Ben Durrant | |||||||||||||
Registered | 2 | 7,564 | 1 | 383 | |||||||||
Other Pooled | 8 | 6,561 | — | — | |||||||||
Other Accounts | 13 | 8,476 | — | — | |||||||||
Mike Gush | |||||||||||||
Registered | 2 | 7,564 | 1 | 383 | |||||||||
Other Pooled | 5 | 1,653 | — | — | |||||||||
Other Accounts | 12 | 6,398 | — | — | |||||||||
Andrew Stobart | |||||||||||||
Registered | 2 | 7,564 | 1 | 383 | |||||||||
Other Pooled | 6 | 1,993 | — | — | |||||||||
Other Accounts | 15 | 8,477 | — | — | |||||||||
Baillie Gifford Global Alpha Equities Fund | |||||||||||||
Malcolm MacColl | |||||||||||||
Registered | 1 | 3,537 | 1 | 3,537 | |||||||||
Other Pooled | 14 | 13,085 | 3 | 1,213 | |||||||||
Other Accounts | 31 | 20,980 | 2 | 298 | |||||||||
Michael Taylor | |||||||||||||
Registered | 1 | 3,537 | 1 | 3,537 | |||||||||
Other Pooled | 13 | 9,383 | 3 | 1,213 | |||||||||
Other Accounts | 33 | 24,126 | 2 | 298 | |||||||||
28
Baillie Gifford Funds – Statement of Additional Information
Where advisory fee is | |||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | |||||||||
Helen Xiong | |||||||||||||
Registered | 1 | 3,537 | 1 | 3,537 | |||||||||
Other Pooled | 14 | 13,085 | 3 | 1,213 | |||||||||
Other Accounts | 31 | 20,980 | 2 | 298 | |||||||||
Baillie Gifford International Alpha Fund | |||||||||||||
Chris Davies | |||||||||||||
Registered | 3 | 2,345 | — | — | |||||||||
Other Pooled | 4 | 1,446 | — | — | |||||||||
Other Accounts | 31 | 12,300 | 2 | 2,478 | |||||||||
Jenny Davis | |||||||||||||
Registered | 3 | 2,345 | — | — | |||||||||
Other Pooled | 2 | 655 | — | — | |||||||||
Other Accounts | 30 | 12,242 | 2 | 2,478 | |||||||||
Donald Farquharson | |||||||||||||
Registered | 3 | 2,345 | — | — | |||||||||
Other Pooled | 3 | 701 | — | — | |||||||||
Other Accounts | 33 | 13,195 | 3 | 2,695 | |||||||||
Roderick Snell | |||||||||||||
Registered | 3 | 2,345 | — | — | |||||||||
Other Pooled | 8 | 6,993 | — | — | |||||||||
Other Accounts | 44 | 23,447 | 3 | 5,352 | |||||||||
| |||||||||||||
Where advisory fee is | |||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | |||||||||
Steve Vaughan | |||||||||||||
Registered | 3 | 2,345 | — | — | |||||||||
Other Pooled | 2 | 655 | — | — | |||||||||
Other Accounts | 30 | 12,242 | 2 | 2,478 | |||||||||
Tom Walsh | |||||||||||||
Registered | 3 | 2,345 | — | — | |||||||||
Other Pooled | 2 | 655 | — | — | |||||||||
Other Accounts | 30 | 12,242 | 2 | 2,478 | |||||||||
Baillie Gifford International Concentrated Growth Equities Fund | |||||||||||||
Lawrence Burns | |||||||||||||
Registered | 5 | 34,950 | 3 | 31,461 | |||||||||
Other Pooled | 6 | 21,282 | 1 | 121 | |||||||||
Other Accounts | 35 | 11,941 | 2 | 153 | |||||||||
Kirsty Gibson | |||||||||||||
Registered | 2 | 9,161 | 1 | 9,143 | |||||||||
Other Pooled | 4 | 5,376 | — | — | |||||||||
Other Accounts | 10 | 3,103 | — | — | |||||||||
Paulina McPadden | |||||||||||||
Registered | 2 | 1,320 | 1 | 1,203 | |||||||||
Other Pooled | 1 | 70 | — | — | |||||||||
Other Accounts | 5 | 280 | — | — | |||||||||
| |||||||||||||
29
Baillie Gifford Funds – Statement of Additional Information
Where advisory fee is | |||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | |||||||||
Baillie Gifford International Growth Fund | |||||||||||||
Julia Angeles | |||||||||||||
Registered | 2 | 30,258 | 2 | 30,258 | |||||||||
Other Pooled | 4 | 438 | 1 | 121 | |||||||||
Other Accounts | 27 | 11,342 | 1 | 53 | |||||||||
Lawrence Burns | |||||||||||||
Registered | 5 | 31,677 | 3 | 31,461 | |||||||||
Other Pooled | 6 | 21,282 | 1 | 121 | |||||||||
Other Accounts | 35 | 11,941 | 2 | 153 | |||||||||
Thomas Coutts | |||||||||||||
Registered | 2 | 30,258 | 2 | 30,258 | |||||||||
Other Pooled | 4 | 438 | 1 | 121 | |||||||||
Other Accounts | 27 | 11,342 | 1 | 53 | |||||||||
Brian Lum | |||||||||||||
Registered | 2 | 30,258 | 2 | 30,258 | |||||||||
Other Pooled | 6 | 1,160 | 1 | 121 | |||||||||
Other Accounts | 27 | 11,342 | 1 | 53 | |||||||||
Robert Wilson | |||||||||||||
Registered | 2 | 30,258 | 2 | 30,258 | |||||||||
Other Pooled | 4 | 438 | 1 | 121 | |||||||||
Other Accounts | 27 | 11,342 | 1 | 53 | |||||||||
| |||||||||||||
Where advisory fee is | ||||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | ||||||||||
Baillie Gifford Long Term Global Growth Fund | ||||||||||||||
John MacDougall | ||||||||||||||
Registered | — | — | — | — | ||||||||||
Other Pooled | 8 | 9,917 | — | — | ||||||||||
Other Accounts | 75 | 44,799 | 3 | 1,530 | ||||||||||
Gemma Barkhuizen | ||||||||||||||
Registered | — | — | — | — | ||||||||||
Other Pooled | 5 | 9,149 | — | — | ||||||||||
Other Accounts | 75 | 44,766 | 4 | 1,630 | ||||||||||
Mark Urquhart | ||||||||||||||
Registered | — | — | — | — | ||||||||||
Other Pooled | 5 | 9,149 | — | — | ||||||||||
Other Accounts | 72 | 44,447 | 3 | 1,530 | ||||||||||
Baillie Gifford U.S. Equity Growth Fund | ||||||||||||||
Dave Bujnowski | ||||||||||||||
Registered | 1 | 9,143 | 1 | 9,143 | ||||||||||
Other Pooled | 2 | 3,834 | — | — | ||||||||||
Other Accounts | 7 | 1,212 | — | — | ||||||||||
Kirsty Gibson | ||||||||||||||
Registered | 1 | 9,143 | 1 | 9,143 | ||||||||||
Other Pooled | 4 | 5,376 | — | — | ||||||||||
Other Accounts | 10 | 3,103 | — | — | ||||||||||
| ||||||||||||||
30
Baillie Gifford Funds – Statement of Additional Information
Where advisory fee is | |||||||||||||
Account Type | Total | Total Assets | Accounts | Assets in | |||||||||
Lillian Li, as of January 31, 2026* | |||||||||||||
Registered | 1 | 8,731 | 1 | 8,731 | |||||||||
Other Pooled | 2 | 3,437 | — | — | |||||||||
Other Accounts | 7 | 1,171 | — | — | |||||||||
Gary Robinson | |||||
Registered | 1 | 9,143 | 1 | 9,143 | |
Other Pooled | 3 | 5,037 | — | — | |
Other Accounts | 7 | 1,212 | — | — | |
Tom Slater | |||||
Registered | 1 | 9,143 | 1 | 9,143 | |
Other Pooled | 9 | 26,111 | — | — | |
Other Accounts | 7 | 1,212 | — | — | |
Proxy Voting
The Trust has delegated to the Manager responsibility for the voting of proxies with respect to voting securities held by the Funds. The Manager does not use an automated proxy voting advisory service.
Voting Guidelines
The Manager has adopted certain guidelines, called “Our Stewardship Principles and Guidelines” (the “Guidelines”) to, among other things, govern the Manager’s proxy voting processes.
The Guidelines are developed and administered by the Voting Team of the Baillie Gifford Group. The Voting Team sits alongside the investment teams and oversees voting analysis and execution in conjunction with the Funds’ portfolio managers. The Voting Team forms part of the Manager’s ESG function and reports to the Head of ESG, and ultimately to Baillie Gifford & Co’s ESG Oversight Group.
The Guidelines articulate the Manager’s approach to governance and sustainability matters including the following areas:
The Manager recognizes that given the range of markets in which the Funds invest, one set of standards is unlikely to be appropriate. The Guidelines consequently take an issues based approach covering standards from a global perspective.
Pragmatic & Flexible Approach
The Manager recognizes that companies within particular markets operate under significantly differing conditions. The Guidelines are intended to provide an insight into how the Manager approaches voting and engagement on behalf of clients with it being important to note that the Manager assesses every company individually. With respect to voting, the Manager will evaluate proposals on a case-by-case basis, based on what it believes to be in the best long-term interests of clients, rather than rigidly applying a policy.
In evaluating each proxy, the Voting Team follows the Guidelines, while also considering third party analysis, the Manager’s and its affiliates own research and discussions with company management.
The Voting Team oversees voting analysis and execution in conjunction with the investment teams.
The Manager may elect not to vote on certain proxies. While the Manager endeavors to vote a Fund’s shares in all markets, on occasion this may not be possible due to a practice known as share blocking, whereby voting shares would result in prevention from trading for a certain period of time. When voting in these markets, the Manager assesses the benefits of voting clients’ shares against the relevant restrictions. The Manager may also not vote where it has sold out of a stock following the record date.
Conflicts of Interest
The Manager recognizes the importance of managing potential conflicts of interest that may exist when voting a proxy solicited by a company with whom the Baillie Gifford Group has a material business or personal relationship. The Voting Team of the Baillie Gifford Group is responsible for monitoring possible material conflicts of interest with respect to proxy voting.
In most instances, applying the Guidelines to vote proxies will adequately address any possible conflicts of interest.
For proxy votes that involve a potential conflict of interest or that are inconsistent with (or not covered by) the Guidelines, the Manager has an internal process to review the proposed voting rationale. The review considers whether business relationships between the Baillie Gifford Group and the company have influenced the proposed vote and decides the course of action to be taken in the best interests of our clients.
31
Baillie Gifford Funds – Statement of Additional Information
Further Information
Information regarding how a Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge upon request by:
Investment Process
Best Execution
In placing orders for the purchase and sale of portfolio securities for the Funds, the Manager seeks to obtain the best price and execution.
, to execute trades for each Fund. Under normal circumstances, this arrangement will be utilized for executing trades in relation to Asia-Pacific securities. However, the Manager may also utilize this arrangement for non-Asia-Pacific securities.Use of Brokers or Dealers for Unlisted Investments
The use of brokers or dealers for unlisted investments is based on the most favorable price which can be obtained for the Funds.
Transactions in unlisted securities are carried out directly with company management when they are issuing primary equity. On occasion investment banks can be engaged as advisers in the trade but the monies are generally paid direct to the company. If, in the judgment of the Manager, a more favorable price can be obtained by carrying out such transactions through other brokers or dealers, the trading desk will direct the trade through broker-dealers who make the primary market for such securities.
Selection of Brokers or Dealers
Broker selection for trading is determined entirely by the requirement to achieve best execution for the Funds.
The Manager selects only brokers or dealers which it believes are financially responsible, will provide efficient and effective services in executing, clearing and settling an order and will charge commission rates which, when combined with the quality of the foregoing services, will produce best execution for the transaction. This does not necessarily mean that the lowest available brokerage commission will be paid. However, the commissions are believed to be competitive with generally prevailing rates. The Manager will use its best efforts to obtain information as to the general level of commission rates being charged by the brokerage community from time to time and will evaluate the overall reasonableness of brokerage commissions paid on transactions by reference to such data. In making such evaluation, all factors affecting liquidity and execution of the order, as well as the amount of the capital commitment by the broker in connection with the order, are taken into account.
Execution only approach
The Manager pays execution-only commission rates and does not pay “bundled” fees for brokerage and research. The Manager assumes full responsibility for payment for non-execution services from brokers, such as reports on economic and political developments, industries, companies, securities, portfolio strategy, account performance, daily prices of securities, stock and bond market conditions and projections, asset allocation and portfolio structure, but also meetings with analysts and specialists. The receipt of such services does not factor in the selection of brokers.
Foreign Currency Transactions – Custodians
Although the Manager executes certain foreign currency transactions internally through its foreign currency trading desk, the Manager may determine that:
Also, income received into the portfolios will automatically be swept into U.S. dollars by means of standing instruction foreign exchange carried out by the custodian.
Given the nature of such transactions and the general size of the markets, the Manager has limited ability to analyze or review the specific details and efficiency of trading in these amounts.
Directed Brokerage Transactions
During the fiscal year ended December 31, 2025, no Fund directed brokerage transactions.
Brokerage Commissions
As mentioned above, the Manager pays execution-only commission rates for trading. The Manager believes this helps to mitigate any potential conflicts of interest that might arise from the purchase of two sets of services paid out of the Funds’ dealing commission.
Research services permitted to be paid from client dealing commissions under Section 28(e) (the “safe harbor”) of the Exchange Act are now paid for directly by the Manager under separate agreements with brokers.
32
Baillie Gifford Funds – Statement of Additional Information
The following table sets out the brokerage commission fees paid for each of the Funds during the last three years:
Fund | Brokerage Commission Fees Paid (USD) | ||
Year ending December 31, 2023 | Year ending December 31, 2024 | Year ending December 31, 2025 | |
Baillie Gifford China Equities Fund | 303 | 663 | 363 |
Baillie Gifford Emerging Markets Equities Fund | 1,147,129 | 1,424,078 | 2,468,762 |
Baillie Gifford Emerging Markets ex China Fund | 149 | 173 | 294 |
Baillie Gifford Global Alpha Equities Fund | 180,240 | 238,587 | 182,871 |
Baillie Gifford International Alpha Fund | 338,672 | 466,520 | 491,921 |
Baillie Gifford International Concentrated Growth Equities Fund | 12,381 | 17,588 | 8,125 |
Baillie Gifford International Growth Fund | 298,440 | 735,903 | 711,935 |
Baillie Gifford Long Term Global Growth Fund | 62,094 | 205,586 | 123,531 |
Baillie Gifford U.S. Equity Growth Fund | 5,424 | 7,747 | 2,670 |
Any material changes in brokerage commissions shown in the table above are the result of changes in portfolio turnover for the relevant Fund.
Affiliated Broker-Dealers
No Fund paid brokerage commissions to affiliated broker/dealers for the fiscal years ended December 31, 2023, 2024, and 2025.
Regular Broker or Dealer
During the fiscal year ended December 31, 2025, none of the Funds held securities issued by a regular broker or dealer or a parent company of a regular broker or dealer.
Portfolio Turnover
The buying and selling of the securities held by a Fund is known as “portfolio turnover.” Higher portfolio turnover involves correspondingly greater expenses to a Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestments in other securities. The higher the rate of portfolio turnover of a Fund, the higher these transaction costs borne by the Fund generally will be. Such sales
may result in realization of taxable capital gains (including short-term capital gains which are generally taxed to individual shareholders at ordinary income tax rates when distributed net of short-term capital losses and net long-term capital losses) and may adversely impact a Fund’s after-tax returns. See the “Tax” section below.
Portfolio turnover rates for each Fund for which financial highlights are available are provided under “Financial Highlights” in the Prospectus. For the fiscal year ended December 31, 2025, Baillie Gifford China Equities Fund experienced a decrease in portfolio turnover compared to the previous period. This difference is due to changes in the timing of portfolio transactions driven by shareholder purchase and redemption activity.
Payments to Financial Intermediaries
It is expected that Institutional Class shares of the Funds will make payments, or reimburse the Manager or its affiliates for payments it makes, to financial intermediaries (“Financial Intermediaries”) that provide certain administrative, recordkeeping, and account maintenance services to beneficial owners of Fund shares. The amount of such payments and/or reimbursement is currently capped by resolution of the Board. The amount of such payments and/or reimbursement and the manner in which it is calculated are reviewed by the Trustees periodically. The Funds may enter into certain agreements with Financial Intermediaries that require payments for sub-transfer agency services in excess of the Board approved cap on payments and/or reimbursements to Financial Intermediaries. In such instances the Manager will pay, out of its own profits, the difference between the amount due under the agreement with the Financial Intermediary and the cap on such payments and/or reimbursements approved by the Board.
Financial Intermediaries are firms that sell shares of mutual funds, including the Funds, for compensation and/or provide certain administrative and account maintenance services to mutual fund investors. Financial Intermediaries may include, among others, brokers, financial planners or advisers, banks, and insurance companies.
In some cases, a Financial Intermediary may hold its clients’ Fund shares in nominee name. Shareholder services provided by a Financial Intermediary may (though they will not necessarily) include, among other things: processing and mailing trade confirmations, periodic statements, prospectuses, annual reports, semi-annual reports, shareholder notices, and other SEC-required communications; capturing and processing tax data; issuing and mailing dividend checks to shareholders who have selected cash distributions; preparing record date shareholder lists for proxy solicitations; collecting and posting distributions to shareholder accounts; and establishing and maintaining systematic withdrawals and automated investment plans and shareholder account registrations.
The compensation paid by a Fund or the Manager or its affiliates to a Financial Intermediary is typically paid continually over time, during the period when the Financial Intermediary’s clients hold investments in the Funds. The amount of continuing compensation paid by the Funds or the Manager or its affiliates to different Financial Intermediaries for shareholder services varies. The compensation is typically a percentage of the value of the
33
Baillie Gifford Funds – Statement of Additional Information
Financial Intermediary’s clients’ investments in the Funds or a per account fee. The variation in compensation may, but will not necessarily, reflect enhanced or additional services provided by the Financial Intermediary.
If payments to Financial Intermediaries by a mutual fund, distributor or adviser for a particular mutual fund complex exceed payments by other mutual fund complexes, your financial adviser and the Financial Intermediary employing him or her may have an incentive to recommend that fund complex over others. Please speak with your financial adviser to learn more about the total amounts paid to your financial adviser and his or her firm by the Distributor and its affiliates and by sponsors of other mutual funds he or she may recommend to you. You should also consult disclosures made by your Financial Intermediary at the time of purchase.
If you are purchasing, selling, exchanging or holding Fund shares through a program of services offered by a Financial Intermediary, you may be required by the Financial Intermediary to pay additional fees. You should contact the Financial Intermediary for information concerning what additional fees, if any, may be charged.
The Distributor, the Manager and/or their affiliates intend to make payments to Financial Intermediaries for distribution, shareholder servicing, marketing and promotional activities and related expenses out of their profits and other available sources, including profits from their relationships with the Funds. These payments are not reflected as additional expenses in the fee table contained in the Prospectus. The total amount of these payments may be substantial, may be substantial to any given recipient, and may exceed the costs and expenses incurred by the recipient for any Fund-related marketing or shareholder servicing activities. The payments described in this paragraph are often referred to as “revenue sharing payments.” Revenue sharing arrangements are separately negotiated between the Distributor, the Manager and/or their affiliates, and the recipients of these payments.
Revenue sharing payments create an incentive for a Financial Intermediary or its employees or associated persons to recommend or sell shares of a Fund to you. Contact your Financial Intermediary for details about revenue sharing payments it receives or may receive. Revenue sharing payments, as well as payments by the fund under the shareholder services and distribution plan or for recordkeeping and/or shareholder services, also benefit the Manager, the Distributor and their affiliates to the extent the payments result in more assets being invested in the Fund on which fees are being charged.
Other Services
In relation to Classes 2‑5, the Trust, on behalf of the Funds, has entered into a Shareholder Servicing Agreement (the “Shareholder Servicing Agreement”) with the Manager, under which the Manager has agreed to act as shareholder servicer for the Funds. In relation to Class K and Institutional Class shares, the Trust, on behalf of the Funds, has entered into an Administration and Supervisory Agreement (the “Administration and Supervisory Agreement”) with the Manager, under which the Manager has agreed to provide certain administration and supervisory services for the Funds.
The Trust has adopted a plan pursuant to Rule 12b‑1 under the 1940 Act (the “Shareholder Service Plan”) to compensate the Manager for services provided to Classes 2‑5. The Shareholder Service Fees collected by the Manager (as described in the Prospectus under “Shares—Restrictions on Buying Shares”) are for services that are not primarily intended to result in the sale of Fund shares. The Trust has also adopted a plan pursuant to Rule 12b‑1 under the 1940 Act (the “Administration, Supervisory and Sub-Accounting Services Plan” and together with the Shareholder Service Plan, the “Plans”) to compensate the Manager for administration and supervisory services and to reimburse the Manager or its affiliates for payments they make to third parties for sub-accounting services provided to Class K and Institutional Class Shares of the Funds. Like the Shareholder Service Fees, the Administration and Supervisory Fees collected by the Manager (as described in the Prospectus under “Shares—Restrictions on Buying Shares”) are for services that are not primarily intended to result in the sale of Fund shares.
The Board has adopted the Plans to allow the Funds, the Manager and its affiliates, including BGFS, to incur certain expenses that might be considered indirect payments by the Funds for distribution of Fund shares. Under the Plans, if the payment of fees to the Manager, or other payments made by Institutional Class shares of the Funds to Financial Intermediaries for recordkeeping, sub-accounting, sub-transfer agency or other services, should be deemed to constitute indirect financing by the Trust of the distribution of Fund shares, such payments are authorized by the applicable Plan. However, no distribution payments under Rule 12b‑1 have been authorized by the Board as of the date of this SAI, and no distribution fees under Rule 12b‑1 are currently payable under the Plans. If the Board authorizes distribution payments under Rule 12b‑1 in the future for any class of shares, the Manager or another service provider might collect distribution fees under Rule 12b‑1. This would also require the Prospectus to be updated to reflect such additional fees.
The Manager and BGFS, directly or through an affiliate, may use its fee revenue, past profits, or other resources, without limitation, to pay promotional and administrative expenses in connection with the offer and sale of shares of the Funds. In addition, the Manager and BGFS may use their respective resources, including fee revenues, to make payments to third parties that provide assistance in selling the Fund’s shares or to Financial Intermediaries that render recordkeeping, sub-accounting sub-transfer agency and other services, as described in greater detail above under “Payments to Financial Intermediaries.”
The Plans have been approved by the Board in accordance with Rule 12b‑1. As required by Rule 12b‑1, the Board carefully considered all pertinent factors relating to the implementation of each Plan prior to its approval and determined that there is a reasonable likelihood that each Plan will benefit the Funds and its shareholders.
In accordance with the requirements of Rule 12b‑1, the Manager provides quarterly reporting to the Board regarding all payments made by the Funds directly to Financial Intermediaries and to the Manager under the Shareholder Servicing Agreement and the Administration and Supervisory Agreement, including reporting
34
Baillie Gifford Funds – Statement of Additional Information
of the purposes for which such payments were made. To the extent that a Plan gives the Manager or its affiliates greater flexibility in connection with the distribution of shares of the Fund, additional sales of the Funds’ shares may result.
Compensation
The portfolio managers’ compensation arrangements within the Manager vary depending upon whether the individual is an employee or partner of Baillie Gifford & Co.
Employees of Baillie Gifford & Co
A portfolio manager’s compensation generally consists of:
A portfolio manager’s base salary is determined by the manager’s experience and performance in the role, taking into account the ongoing compensation benchmark analyses, and is generally a fixed amount that may change as a result of an annual review, upon assumption of new duties, or when a market adjustment of the position occurs.
A portfolio manager’s performance related bonus is determined by team and individual performance. Team performance will generally be measured on investment performance over a three, four or five year basis and is based on performance targets that are set and reviewed annually by the Chief of Investment Staff. Individual performance will be determined by the individual’s line manager at the annual appraisal at which staff are assessed against key competencies and pre-agreed objectives. The bonus is paid on an annual basis.
A proportion of the performance related bonus is mandatorily deferred. Currently recipients defer between 20% and 40% of their performance related bonus. Awards will be deferred over a period of three years and will be invested in a range of funds managed by the Baillie Gifford Group.
Partners of Baillie Gifford & Co
Julia Angeles, Gemma Barkhuizen, Dave Bujnowski, Lawrence Burns, Thomas Coutts, Jenny Davis, Donald Farquharson, Kristy Gibson, Mike Gush, Linda Lin, Malcolm MacColl, John MacDougall, Roderick Snell, Gary Robinson, Tom Slater, Michael Taylor, Mark Urquhart, Tom Walsh and Helen Xiong are partners of Baillie Gifford & Co.
The remuneration of Baillie Gifford & Co partners comprises Baillie Gifford & Co partnership profits, which are distributed as:
The profit share is calculated as a percentage of total partnership profits based on seniority and role within Baillie Gifford & Co. The
basis for the profit share is detailed in the Baillie Gifford & Co Partnership Agreement.
The main staff benefits such as pension schemes are not available to partners and therefore partners provide for benefits from their own personal funds.
Partners in their first few years additionally receive a bonus. The bonuses are calculated in the same way as those for staff but exclude the deferred element. A proportion of the bonus paid will be retained to be used to buy capital shares in the partnership.
35
Baillie Gifford Funds – Statement of Additional Information
Other Key Service Providers
Administrator – BNY
BNY of 240 Greenwich Street, New York, NY, 10286, serves as the Funds’ administrator pursuant to a Fund Administration and Accounting Agreement between the Trust, on behalf of the Fund, and BNY.
The fees for the last three fiscal years are as follows:
Fund | Administration Fees Paid (USD) | ||
Year ending December 31, 2023 | Year ending December 31, 2024 | Year ending December 31, 2025 | |
Baillie Gifford China Equities Fund | 101,665 | 102,789 | 103,364 |
Baillie Gifford Emerging Markets Equities Fund | 802,711 | 849,269 | 920,890 |
Baillie Gifford Emerging Markets ex China Fund | 102,393 | 106,910 | 105,300 |
Baillie Gifford Global Alpha Equities Fund | 201,464 | 174,330 | 129,529 |
Baillie Gifford International Alpha Fund | 400,920 | 414,902 | 385,073 |
Baillie Gifford International Concentrated Growth Equities Fund | 94,748 | 96,562 | 97,421 |
Baillie Gifford International Growth Fund | 502,749 | 523,645 | 545,530 |
Baillie Gifford Long Term Global Growth Fund | 126,241 | 140,245 | 182,491 |
Baillie Gifford U.S. Equity Growth Fund | 82,594 | 85,627 | 84,141 |
The fees noted above were accrued for the fiscal period indicated, but may have been paid after the end of such fiscal period.
Custodian – BNY
BNY is also the Trust’s custodian. As such, BNY or sub-custodians acting at its direction hold in safekeeping certificated securities and cash belonging to the Funds and, in such capacity, are the registered owners of securities held in book entry form belonging to the Funds.
Upon instruction, BNY or such sub-custodians receive and deliver cash and securities of the Funds in connection with Fund transactions and collect all dividends and other distributions made with respect to Fund portfolio securities.
Transfer Agent – BNY Mellon Investment Servicing (US) Inc.
BNY Mellon Investment Servicing (US) Inc. of 118 Flanders Road, Westborough, MA 01581, serves as the Trust’s transfer agent, registrar and dividend disbursing agent.
Independent Registered Public Accounting Firm – Cohen & Company, Ltd.
Cohen & Company, Ltd. serves as independent registered public accounting firm to the Trust and conducts an annual audit of the financial statements of each operational Fund and provides other audit related services. Cohen & Co Advisory, LLC, an affiliate of Cohen & Company, Ltd., provides tax services as requested. The principal business address of Cohen & Company, Ltd. is 342 North Water Street, Suite 830, Milwaukee, Wisconsin 53202.
Underwriter – BGFS
Baillie Gifford Funds Services LLC, of 1 Greenside Row, Calton Square, Edinburgh EH1 3AN, United Kingdom, a wholly-owned subsidiary of the Manager, serves as the sole distributor and principal underwriter of the shares of the Funds.
The Trust has entered into a distribution agreement with BGFS. BGFS offers and sells shares to investors as agent of each Fund either directly or through brokers, dealers and other financial institutions which enter into selling agreements with BGFS, and/or the Trust. The distribution agreement provides that BGFS will use all reasonable best efforts in connection with the distribution of shares of the Funds. The Funds’ shares will be offered on a continuous basis.
The Funds did not pay BGFS any underwriting commissions or other compensation during the Funds’ last three fiscal years.
Trust Legal Counsel – Ropes & Gray LLP
Ropes & Gray LLP, of Prudential Tower, 800 Boylston Street, Boston, MA 02199, is legal counsel to the Trust.
Independent Trustee Legal Counsel – Vedder Price P.C.
Vedder Price P.C., of 222 North LaSalle Street, Chicago, IL, 60601, is legal counsel to the independent trustees.
36
Baillie Gifford Funds – Statement of Additional Information
Shareholders
Principal Holders of Securities
A shareholder will be considered a “principal holder” of shares if that shareholder owns of record or is known by the Trust to own beneficially 5% or more of any class of a Fund’s outstanding shares. The principal holders as of March 31, 2026 are listed in the table below. Each principal holder owns of record and beneficially, except as otherwise indicated.
The Trust believes that no other person or group owns of record or beneficially 5% or more of the shares of any class of a Fund.
Investor |
| Investor Address |
| Percentage |
Baillie Gifford China Equities Fund | ||||
Baillie Gifford International LLC – Class K |
| 780 Third Ave, 43rd Floor, New York, NY 10017‑2024 |
| 100.00% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 86.91% |
Baillie Gifford International LLC – Institutional Class |
| 780 Third Ave, 43rd Floor, New York, NY 10017‑2024 |
| 13.09% |
Baillie Gifford Emerging Markets Equities Fund | ||||
City of Austin Employees Retirement System – Class 3 |
| 4700 Mueller Blvd Suite 100 Austin, TX 78723 |
| 100.00% |
Sacramento County Employees Retirement System – Class 4 |
| 980 9th Street, Suite 1900, Sacramento, CA 95814‑2739 |
| 100.00% |
Board of Trustees for the Maryland State Retirement and Pension System – Class 5 |
| 120 E Baltimore Street, 16th Floor, Baltimore, MD 21202‑6703 |
| 56.53% |
Baylor College of Medicine – Class 2 |
| One Baylor Plaza MS209 HOUSTON TX 77030 |
| 50.68% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 34.70% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 24.54% |
City of Hope – Class 2 |
| 1500 E Duarte Road, Duarte, CA 91010‑3000 |
| 24.34% |
Beckman Research Institute of The City of Hope – Class 2 |
| 1450 E Duarte Road, Duarte, CA 91010‑3008 |
| 22.42% |
FedEx Corporation Employee Pension Trust – Class 5 |
| 942 S Shady Grove Road Memphis, TN 38120 |
| 20.30% |
SEI Private Trust Company – Class K* |
| 1 Freedom Valley Drive Oaks, PA 19456 |
| 19.60% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Class K* |
| 211 Main Street San Francisco, CA 94105 |
| 15.02% |
Pershing LLC – Institutional Class* |
| PO Box 2052 Jersey City, NJ 07303 |
| 12.83% |
Investor |
| Investor Address |
| Percentage |
LPL Financial FBO Customer Accounts – Institutional Class* |
| PO Box 509046 San Diego, CA 92150‑9046 |
| 11.59% |
Raymond James Omnibus for Mutual Funds House Account – Institutional Class* |
| 880 Carillon Parkway St Petersburg, FL 33716 |
| 10.97% |
Northern Trust C/O Custodian – Class K* |
| 50 S Lasalle Street, Chicago, IL 60675 |
| 9.76% |
State Street Bank and Trust Company, As Trustee for PwC Defined Contribution Investment Trust – Class K |
| 1776 Heritage Drive North Quincy, MA 02171 |
| 8.28% |
Empower Trust FBO Wells Fargo & Co – Class K |
| 8515 E Orchard Rd, Greenwood Village, CO 80111 |
| 7.63% |
Fire and Police Pension Association of Colorado – Class 5 |
| 7979 East Tufts Avenue Ste 900 Denver CO 80237‑2985 |
| 7.45% |
AT&T Services Inc. SBC Master Pension Trust – Class 5 |
| 208 S Akard St, 27th Fl, Dallas, TX 75202 |
| 7.19% |
Fresno County Employees Retirement Association – Class K |
| 7772 N Palm Avenue, Fresno, CA 93711‑5734 |
| 6.28% |
Mac & Co – Class K* |
| 500 Grant Street Room 151‑1010 Pittsburgh, PA 15258 |
| 5.68% |
The Salvation Army A Georgia Corporation – Class 5 |
| 1424 Northeast Expwy Atlanta, GA 30329 |
| 5.58% |
Baillie Gifford Emerging Markets ex China Fund | ||||
Baillie Gifford International LLC – Class K |
| 780 Third Ave, 43rd Floor, New York, NY 10017‑2024 |
| 100.00% |
Baillie Gifford International LLC – Institutional Class |
| 780 Third Ave, 43rd Floor, New York, NY 10017‑2024 |
| 100.00% |
Baillie Gifford Global Alpha Equities Fund | ||||
SSM Health Care Portfolio Management Company – Class 2 |
| 12312 Olive Blvd, 4th Fl, Saint Louis, MO 63141 |
| 100.00% |
Meristem Global Equity Fund – Class 3 |
| 701 Carlson Parkway, Suite 1400, Minnetonka, MN 55305‑5229 |
| 100.00% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 92.50% |
The Ministers and Missionaries Benefit Board of American Baptist Churches – Class K |
| 475 Riverside Dr, STE 1700, New York, NY 10115‑0049 |
| 39.19% |
First Premier Bank – Class K |
| 6010 S Minnesota Ave, Ste 208, Sioux Falls, SD 57108 |
| 33.17% |
Mac & Co – Class K* |
| 500 Grant Street Room 151‑1010 Pittsburgh, PA 15258 |
| 21.04% |
37
Baillie Gifford Funds – Statement of Additional Information
Investor |
| Investor Address |
| Percentage |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 7.46% |
Northern Trust C/O Custodian – Class K* |
| 50 S Lasalle Street, Chicago, IL 60675 |
| 6.27% |
Baillie Gifford International Alpha Fund | ||||
Ameren Master Retirement Trust – Class 4 |
| 1901 Chouteau Avenue St Louis, Missouri 63166 |
| 70.00% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 49.38% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 40.83% |
City of Phoenix Public Employees Retirement Plan – Class 3 |
| 200 W Washington 10th Fl Phoenix, AZ 85003 |
| 38.01% |
Factory Mutual Insurance Company – Class K |
| 270 Central Avenue Johnston, RI 02919‑4949 |
| 37.62% |
Ameren Health and Welfare Trust – Class 4 |
| 1901 Chouteau Avenue St Louis, Missouri 63166 |
| 30.00% |
American Family Mutual Insurance Company Investment Division – Class 3 |
| 6000 American Parkway Madison, WI 53783 |
| 17.81% |
Commander Navy Installation Command Millington Detachment – Class 2 |
| 7800 Third Ave Bldg 457 Millington, TN 38055 |
| 15.17% |
Trust Fund for Pinnacle West Corp – Class 2 |
| 400 N Fifth St Phoenix, AZ 85004 |
| 14.41% |
The Employees Retirement Plan of The National Education Association – Class 2 |
| 1201 16th St NW, Ste 210, Washington, DC 20036 |
| 14.06% |
Charles Stewart Mott Foundation – Class 2 |
| 201 W Big Beaver Rd Suite 900 Troy, MI 48084 |
| 13.68% |
Aware Integrated Inc – Class 3 |
| 3535 Blue Cross Rd Eagan, MN 55122 |
| 13.47% |
Methodist Le Bonheur Healthcare Operating – Class 2 |
| 1211 Union Ave Suite 600, Memphis, TN 38104 |
| 9.65% |
Battelle Memorial Institute – Class 3 |
| 505 King Ave Columbus, OH 43201 |
| 9.40% |
North Slope Borough – Class 2 |
| PO Box 69 Barrow, AK 99723‑0069 |
| 7.95% |
University of South Florida Foundation Inc – Class 2 |
| 4202 E Fowler Ave, ALC 100, Tampa, FL 33620 |
| 7.81% |
Blue Cross Blue Shield of MN (Tobacco) – Class 3 |
| 3535 Blue Cross Rd Eagan, MN 55122 |
| 7.38% |
Northern Trust C/O Custodian – Class K* |
| 50 S Lasalle Street, Chicago, IL 60675 |
| 7.07% |
Investor |
| Investor Address |
| Percentage |
Gerlach & Co, LLC / Citibank – Class K |
| 3800 Citigroup Center, Building B3‑14, Tampa, FL 33610 |
| 6.92% |
CAPINCO C/O US Bank NA – Class K* |
| 1555 N. River Center Dr. Ste 302, Milwaukee, WI 53212 |
| 6.72% |
The St. George Corporation – Class 2 |
| 11S270 S Jackson Street, Suite 106, Burr Ridge, IL 60527‑6860 |
| 6.57% |
Blue Cross Blue Shield of MN – Class 3 |
| 3535 Blue Cross Rd Eagan, MN 55122 |
| 5.57% |
Voya Retirement Plan – Class 2 |
| 5780 Powers Ferry Rd Atlanta, GA 30327 |
| 5.51% |
HMO Minnesota DBA Blue Plus – Class 3 |
| 3535 Blue Cross Rd Eagan MN 55122‑1154 |
| 5.19% |
Baillie Gifford International Concentrated Growth Equities Fund | ||||
Pershing LLC – Class K* |
| PO Box 2052 Jersey City, NJ 07303 |
| 92.19% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 65.15% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 20.35% |
Morgan Stanley Smith Barney LLC – Institutional Class* |
| 1 New York Plaza, 12th Floor, New York, NY 10004 |
| 12.44% |
SEI Private Trust Company – Class K* |
| 1 Freedom Valley Drive Oaks, PA 19456 |
| 5.31% |
Baillie Gifford International Growth Fund | ||||
Teachers Retirement System of The State of Kentucky – Class 5 |
| 479 Versailles Rd Frankfort, KY 40601 |
| 100.00% |
Independence Blue Cross LLC – Class K |
| 1901 Market Street Philadelphia, PA 19103 |
| 49.78% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 48.46% |
The Carle Foundation Trust – Class 3 |
| 611 W Park St Urbana, IL 61801‑2595 |
| 41.00% |
Aerospace Employees Retirement Plan – Variable – Class 3 |
| 2310 E El Segundo Blvd El Segundo, CA 90245 |
| 34.55% |
Iowa Peace Officers Retirement Accident and Disability System – Class 4 |
| State Capitol Building, Room 114, Des Moines, IA 50319 |
| 32.64% |
Jacksonville Police and Fire Pension Fund – Class 4 |
| 1 W Adams St Ste 100 Jacksonville, FL 32202 |
| 29.42% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 28.63% |
Mitra & Co C/O Reliance Trust Company – Class K* |
| 4900 West Brown Deer Road, Milwaukee, WI 53223 |
| 27.05% |
38
Baillie Gifford Funds – Statement of Additional Information
Investor |
| Investor Address |
| Percentage |
City of Jacksonville Retirement System – Class 4 |
| 117 West Duval St, Ste 300, Jacksonville, Fl 32202 |
| 24.78% |
Presbyterian Healthcare Services Wells Fargo Bank – Class 3 |
| 9521 San Mateo Blvd Ne Albuquerque, NM 87113‑2237 |
| 24.45% |
The McKnight Foundation Trust – Class 2 |
| 710 S Second St, STE 400, Minneapolis, MN 55401 |
| 22.06% |
City of Gainesville Employees Pension Plan Fund – Class 2 |
| 200 East University Ave Gainesville, FL 32601 |
| 18.46% |
Pershing LLC – Class K* |
| PO Box 2052 Jersey City, NJ 07303 |
| 17.09% |
Truist Bank as Custodian for Piedmont Hospital Quasi Endowment – Class 2 |
| 303 Peachtree St, STE 1400, Atlanta, GA 30303 |
| 16.39% |
Iowa Judicial Retirement System – Class 4 |
| State Capitol Building, Room 114, Des Moines, IA 50319 |
| 13.17% |
Northwell Health Inc. — Class 2 |
| 972 Brush Hollow Rd Westbury, NY 11590 |
| 13.03% |
SEI Private Trust Company– Institutional Class* |
| 1 Freedom Valley Drive Oaks, PA 19456 |
| 12.04% |
The Lynde And Harry Bradley Foundation Inc – Class 2 |
| 1400 N Water Street Ste 300 Milwaukee, WI 53202 |
| 10.29% |
Austin Firefighters Relief and Retirement Fund Trust – Class 2 |
| 4101 Parkstone Heights Dr, STE 270, Austin, TX 78746 |
| 7.19% |
Pershing LLC – Institutional Class* |
| PO Box 2052 Jersey City, NJ 07303 |
| 5.90% |
Baillie Gifford Long Term Global Growth Fund | ||||
HRK Investments LLP – Class 2 |
| 2550 University Ave W STE 413N St Paul, MN 55114‑1904 |
| 99.69% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 59.45% |
Northern Trust C/O Custodian – Class K* |
| 50 S Lasalle Street, Chicago, IL 60675 |
| 34.99% |
National Financial Services LLC – Class K* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 32.53% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 31.54% |
Saxon & Co – Class K* |
| PO Box 94597 Cleveland, OH 44101‑4697 |
| 9.44% |
KeyBank NA FBO Cuyahoga Community College Foundation – Class K |
| P.O. Box 94871 Cleveland, OH 44101‑4871 |
| 7.43% |
Investor |
| Investor Address |
| Percentage |
CAPINCO C/O US Bank NA – Class K* |
| 1555 N. River Center Dr. Ste 302, Milwaukee, WI 53212 |
| 6.56% |
Saxon & Co. C/O Custodian – Institutional Class* |
| P.O. Box 94597 Cleveland, OH 44101 |
| 5.53% |
Baillie Gifford U.S. Equity Growth Fund | ||||
Daytona Beach Police & Fire Retirement System – Class K |
| 2503 Del Prado Blvd S, Suite 502, Cape Coral, FL 33904‑5709 |
| 95.13% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers – Institutional Class* |
| 211 Main Street San Francisco, CA 94105 |
| 67.67% |
National Financial Services LLC – Institutional Class* |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 22.16% |
Control Persons
A controlling person’s vote could have a more significant effect on matters presented to shareholders of a Fund for approval than the vote of other shareholders of such Fund.
As of March 31, 2026, the name, address and percentage of ownership of each person who may be deemed to be a “control person” (as that term is defined in the 1940 Act) of a Fund because it owns greater than 25% of the outstanding shares, either beneficially or by virtue of its fiduciary or trust roles or otherwise, is shown below. The Trust does not have knowledge in every case as to whether all or any portion of shares owned of record are also owned beneficially.
Investor |
| Investor Address |
| Percentage Ownership of the Fund |
Baillie Gifford China Equities Fund | ||||
Charles Schwab & Co Inc Special Custody A/C FBO Customers |
| 211 Main Street San Francisco, CA 94105 |
| 76.82% |
Baillie Gifford Emerging Markets Equities Fund | ||||
None |
|
|
|
|
Baillie Gifford Emerging Markets ex China Fund | ||||
Baillie Gifford International LLC |
| 780 Third Ave, 43rd Floor, New York, NY 10017‑2024 |
| 100.00% |
Baillie Gifford Global Alpha Equities Fund | ||||
The Ministers and Missionaries Benefit Board of American Baptist Churches |
| 475 Riverside Dr Ste 1700 New York NY 10115‑0049 |
| 25.35% |
Baillie Gifford International Alpha Fund | ||||
None |
|
|
|
|
Baillie Gifford International Concentrated Growth Equities Fund | ||||
Charles Schwab & Co Inc Special Custody A/C FBO Customers |
| 211 Main Street San Francisco, CA 94105 |
| 39.08% |
39
Baillie Gifford Funds – Statement of Additional Information
Investor |
| Investor Address |
| Percentage Ownership of the Fund |
Pershing LLC |
| PO Box 2052 Jersey City, NJ 07303 |
| 37.16% |
Baillie Gifford International Growth Fund | ||||
Teachers Retirement System of The State of Kentucky |
| 479 Versailles Rd Frankfort, KY 40601 |
| 42.10% |
Baillie Gifford Long Term Global Growth Fund | ||||
National Financial Services LLC |
| 499 Washington Blvd, 4th Floor, Jersey City, NJ 07310 |
| 42.94% |
Baillie Gifford U.S. Equity Growth Fund | ||||
Daytona Beach Police & Fire Retirement System |
| 2503 Del Prado Blvd S, Suite 502, Cape Coral, FL 33904‑5709 |
| 45.37% |
Charles Schwab & Co Inc Special Custody A/C FBO Customers |
| 211 Main Street San Francisco, CA 94105 |
| 35.40% |
Management Ownership
As of March 31, 2026, the Trustees and officers of the Trust, as a group, owned less than 1% of the outstanding equity securities of each class of each Fund.
Shareholder Rights
Rights to Dividends
Shareholders are entitled to dividends as declared by the Board, and, in liquidation of the relevant Series’ portfolio, are entitled to receive the net assets of the portfolio.
Voting Rights
Shareholders are entitled to vote at any meetings of shareholders. The Trust does not generally hold annual meetings of shareholders and will do so only when required by law. Special meetings of shareholders may be called for purposes such as electing or removing trustees, changing a fundamental investment policy or approving an investment advisory agreement. In addition, a special meeting of shareholders of the Series will be held if, at any time, less than a majority of the Trustees then in office have been elected by shareholders of the Series.
Shareholders are entitled to one vote for each full share held, and fractional votes for each fractional share held. Voting rights are not cumulative.
Shareholders may vote in the election of Trustees and the termination of the Trust and on other matters submitted to the vote of shareholders, to the extent provided in the Declaration of Trust.
On any matter affecting all shareholders, all shares shall be voted together. Shareholders of all series vote together, irrespective of series, on:
For the purpose of electing Trustees, there will normally be no meetings of shareholders except where, in accordance with the 1940 Act, (i) the Trust will hold a shareholders’ meeting for the election of Trustees at such time as less than a majority of the Trustees holding office have been elected by shareholders, and (ii) if, as a result of a vacancy on the Board, less than two-thirds of the Trustees holding office have been elected by the shareholders, that vacancy may be filled only by a vote of the shareholders.
In addition, Trustees may be removed from office by a written consent signed by the holders of two-thirds of the outstanding shares and filed with the Trust’s custodian or by a vote of the holders of two-thirds of the outstanding shares at a meeting duly called for that purpose, which meeting shall be held upon the written request of the holders of not less than 10% of the outstanding shares.
Shareholders may wish to communicate with other shareholders for the purpose of obtaining the signatures necessary to demand a meeting to consider removal of a Trustee. The Trust has undertaken to provide a list of shareholders or to disseminate appropriate materials at the expense of the requesting shareholders, upon receiving a written request by shareholders having a net asset value constituting 1% of the outstanding shares of the Trust stating that such shareholders wish to communicate with the other shareholders.
The Declaration of Trust provides for the perpetual existence of the Trust. The Trust, may, however, be terminated at any time by vote of at least two-thirds of the outstanding shares of the Trust.
Matters Affecting a Particular Series or Share Class
On matters only affecting a particular series or share class, only shareholders of that series or class will be entitled to vote. Rule 18f‑2 under the 1940 Act provides in effect that a class shall be deemed to be affected by a matter unless it is clear that the interests of each class in the matter are substantially identical or that the matter does not affect any interest of such class. Consistent with the current position of the SEC, shareholders of each series vote separately on matters requiring shareholder approval, such as certain changes in fundamental investment policies of that series or the approval of the investment advisory agreement relating to that series.
Also, a separate vote shall be held whenever required by the 1940 Act or any rule thereunder.
40
Baillie Gifford Funds – Statement of Additional Information
Preemptive Rights
The shares of the Funds do not have any preemptive rights.
Trustee Nominations
Any shareholder may nominate a person to become a Trustee. See “Trustees and Trust Officers—Trustee Nominations by Shareholders” above.
Rights on Termination
Upon termination of a Fund, whether pursuant to liquidation of the Trust or otherwise, shareholders of such Fund are entitled to share pro rata in the net assets of the Fund available for distribution to shareholders.
Tax Reporting
As required by U.S. federal law, U.S. federal tax information will be furnished to applicable shareholders for each calendar year early in the succeeding year.
Liability
Under Massachusetts law shareholders could, under certain circumstances, be held personally liable for the obligations of a Fund of which they are shareholders. However, the Declaration of Trust disclaims shareholder liability for acts or obligations of a Fund and requires that notice of such disclaimer be given in each agreement, obligation or instrument entered into or executed by the Trust or the Trustees. The risk of a shareholder incurring financial loss on account of that liability is considered remote since it may arise only in very limited circumstances.
The Declaration of Trust provides for indemnification out of Fund property for all loss and expense of any shareholder held personally liable for the obligations of the Fund. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is considered remote since it is limited to circumstances in which the disclaimer is inoperative and a Fund itself would be unable to meet its obligations.
Complaints
The Funds have adopted a policy with respect to handling of shareholder complaints. The Funds’ policy works with existing policies of the Manager to receive and address complaints with respect to its pooled vehicles. Shareholders who have a direct client relationship with Baillie Gifford should contact their client contact with respect to any complaint. For those shareholders who do not have a direct Baillie Gifford contact, the Funds’ website contains additional information identifying contacts to receive and administer complaints.
Contractual Arrangements
The Trust enters into contractual arrangements with various parties, including, among others, the Funds’ investment adviser, custodian, transfer agent, accountants, and their affiliates, who provide services to the Funds. Shareholders are not parties to any such contractual arrangements, and those contractual arrangements are not intended to and will not create in any shareholder any right to enforce them directly against the service providers or to seek any remedy under them directly against the service providers.
This SAI provides information concerning the Trust and the Funds that you should consider in determining whether to purchase shares of any Fund. Neither this SAI, nor the related Prospectus, is intended, or should be read, to be or to give rise to an agreement or contract between the Trust or any Fund and any investor, or to give rise to any rights in any shareholder or other person other than any rights under federal or state law that may not be waived.
Distributions
It is generally the policy of each Fund to declare and pay out, at least annually, dividends to its shareholders as follows:
A Fund may make such distributions more frequently as determined by the Trustees of the Trust to the extent permitted by applicable regulations.
Notwithstanding the foregoing, each of the Funds may determine to retain investment company taxable income, so computed, subject to the distribution requirements applicable to regulated investment companies under the Code, and/or net capital gain, and pay a Fund-level tax on any such retained amounts.
Distributions Are Payable in Shares
Except as provided below, distributions of income and capital gain are generally payable in full and fractional shares of the particular Fund, based upon the net asset value determined as of the close of unrestricted trading on the NYSE on the record date for each dividend or distribution.
Shareholders, however, may elect to receive their distributions in cash. The election may be made at any time by submitting a written request directly to the Trust. In order for a change to be in effect for any dividend or distribution, it must be received by the Trust ten days prior to such dividend or distribution.
Tax
The following discussion addresses certain U.S. federal income tax considerations that may be relevant to investors that (a) are citizens or residents of the U.S., or corporations, partnerships, or other entities created or organized under the laws of the U.S. or any political subdivision thereof, or estates that are subject to U.S. federal income taxation regardless of the source of their income or trusts if (i) a court within the United States is able to exercise primary supervision over the administration of the trust and one or more U.S. persons have the authority to control all substantial decisions of the trust or (ii) the trust has a valid election in effect under applicable Treasury regulations to be
41
Baillie Gifford Funds – Statement of Additional Information
treated as a U.S. person and (b) hold, directly or indirectly, shares of a Fund as a capital asset (“U.S. shareholders”).
The following discussion provides only limited information about the U.S. federal income tax treatment of shareholders that are not U.S. shareholders, and it does not address the U.S. federal income tax treatment of shareholders that are subject to special tax regimes such as certain financial institutions, insurance companies, dealers in securities or foreign currencies, U.S. shareholders whose functional currency (as defined in Section 985 of the Code) is not the U.S. dollar, persons investing through defined contribution plans and other tax-qualified plans, and persons that hold shares in a Fund as part of a “straddle,” “conversion transaction,” “hedge,” or other integrated investment strategy. All such prospective and actual shareholders are urged to consult their own tax advisors with respect to the U.S. tax treatment of an investment in shares of a Fund.
No Fund has sought an opinion of legal counsel as to any specific U.S. tax matters. The discussion below as it relates to U.S. federal income tax consequences is based upon the Code and regulations, rulings, and judicial decisions thereunder as of the date hereof. Such authorities may be repealed, revoked, or modified (possibly on a retroactive basis) so as to result in U.S. federal income tax consequences different from those discussed below.
This discussion is for general information purposes only. Prospective and actual shareholders should consult their own tax advisors with respect to their particular circumstances and the effect of state, local, or foreign tax laws to which they may be subject.
Each Fund – Separate Tax Entity
Each Fund is treated as a separate entity for U.S. federal income tax purposes. Each Fund has elected or, in the case of a new Fund, intends to elect to be treated as a regulated investment company eligible for taxation under the provisions of Subchapter M of the Code and intends to qualify each year as such.
Test for Special Tax Treatment
In order to qualify for the special tax treatment accorded regulated investment companies and their shareholders, a Fund must, among other things:
of the value of the Fund’s total assets and to not more than 10% of the outstanding voting securities of such issuer, and (ii) not more than 25% of the value of its assets is invested, including through corporations in which the Fund owns a 20% or more voting stock interest, (x) in the securities (other than those of the U.S. government or other regulated investment companies) of any one issuer or of two or more issuers which the Fund controls and which are engaged in the same, similar, or related trades or businesses, or (y) in the securities of one or more qualified publicly traded partnerships (as defined below); and
In general, for purposes of the 90% gross income requirement described in paragraph (1) above, income derived from a partnership will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership which would be qualifying income if realized directly by the regulated investment company.
However, 100% of the net income derived from an interest in a “qualified publicly traded partnership” (a partnership (i) the interests in which are traded on an established securities market or readily tradable on a secondary market or the substantial equivalent thereof and (ii) that derives less than 90% of its income from the qualifying income described in paragraph (1)(i) above) will be treated as qualifying income.
In general, such entities will be treated as partnerships for federal income tax purposes because they meet the passive income requirement under Section 7704(c)(2) of the Code.
In addition, although in general the passive loss rules of the Code do not apply to regulated investment companies, such rules do apply to a regulated investment company with respect to items attributable to an interest in a qualified publicly traded partnership.
For purposes of the diversification test in (2) above, identification of the issuer (or, in some cases, issuers) of a particular Fund investment can depend on the terms and conditions of that investment.
In some cases, identification of the issuer (or issuers) is uncertain under current law, and an adverse determination or future guidance by the IRS with respect to issuer identification for a particular type of investment may adversely affect the Fund’s ability to meet the diversification test in (2) above.
Also, for purposes of the diversification test in (2) above, the term “outstanding voting securities of such issuer” will include the equity securities of a qualified publicly traded partnership.
If a Fund qualifies as a regulated investment company that is accorded special tax treatment, it will not be subject to U.S. federal income tax on income or gains paid to its shareholders in a timely manner in the form of dividends (including Capital Gain Dividends, as defined below).
42
Baillie Gifford Funds – Statement of Additional Information
Failure to Meet Test for Special Tax Treatment
If a Fund were to fail to meet the income, diversification or distribution test described above, the Fund could in some cases cure such failure, including by paying a Fund-level tax, paying interest, making additional distributions, or disposing of certain assets.
If a Fund were ineligible to or otherwise did not cure such failure for any year, or if a Fund were otherwise to fail to qualify as a regulated investment company accorded special tax treatment in any taxable year, it would be subject to tax on its taxable income at corporate rates, and all distributions from earnings and profits, including any distributions of net tax-exempt income and net capital gain, would be taxable to U.S. shareholders as dividend income.
Some portions of such distributions may be eligible for the dividends-received deduction in the case of corporate shareholders and may be eligible to be treated as “qualified dividend income” in the case of shareholders taxed as individuals, provided, in both cases, the shareholder meets certain holding period and other requirements in respect of the Fund’s shares (as described below).
In addition, the Fund could be required to recognize unrealized gains, pay substantial taxes and interest and make substantial distributions before requalifying as a regulated investment company that is accorded special tax treatment.
Retaining Net Capital Gains
As noted above, each of the Funds intends to distribute at least annually to its shareholders all or substantially all of its investment company taxable income (computed without regard to the dividends-paid deduction) and its net capital gains.
Notwithstanding the foregoing, each Fund may determine to retain investment company taxable income and/or net capital gains, and pay a Fund-level tax on any such retained amounts, subject to the distribution requirements applicable to regulated investment companies under the Code.
If a Fund retains any net capital gains, it will be subject to tax at the regular corporate rate on the amount retained, but may designate the retained amount as undistributed capital gains in a timely notice to its shareholders who (i) will be required to include in income for federal income tax purposes, as long-term capital gain, their shares of such undistributed amount, and (ii) will be entitled to credit their proportionate shares of the tax paid by the Fund on such undistributed amount against their federal income tax liabilities, if any, and to claim refunds on a properly filed U.S. tax return to the extent the credit exceeds such liabilities.
If a Fund timely makes the designation discussed in the prior sentence, for U.S. federal income tax purposes, the tax basis of shares owned by a shareholder of the Fund will be increased by an amount equal to the difference between the amount of undistributed capital gains included in the shareholder’s gross income under clause (i) of the preceding sentence and the tax deemed paid by the shareholder under clause (ii) of the preceding sentence.
A Fund is not required to, and there can be no assurance that a Fund will, make this designation if it retains all or a portion of its net capital gain in a taxable year.
In determining its net capital gains, including in connection with determining the amount available to support a Capital Gain Dividend (as defined below), its taxable income, and its earnings and profits, a regulated investment company generally may elect to treat part or all of any post-October capital loss (defined as any net capital loss attributable to the portion of the taxable year after October 31 or, if there is no such loss, the net long-term capital loss or net short-term capital loss attributable to such portion of the taxable year) or late-year ordinary loss (generally, its net ordinary loss from the sale, exchange or other taxable disposition of property, attributable to the portion of the taxable year after October 31) as if incurred in the succeeding taxable year.
Excise Tax
If a Fund fails to distribute in a calendar year an amount at least equal to the sum of 98% of its ordinary income for such year and 98.2% of its capital gain net income for the one-year period ending October 31 of such year (or for the one-year period ending December 31 of such year if the Fund so elects), plus any retained amount from the prior year, the Fund will be subject to a nondeductible 4% excise tax on the undistributed amounts.
For these purposes, a Fund’s ordinary gains and losses from the sale, exchange or other taxable disposition of property that would otherwise be taken into account after October 31 of a calendar year generally are treated as arising on January 1 of the following calendar year, unless the Fund has made an election to use December 31, instead of October 31, for purposes of the excise tax; if the Fund makes the election to use December 31, no such gains or losses will be so treated.
Also, for these purposes, a Fund will be treated as having distributed any amount on which it is subject to corporate income tax for the taxable year ending within the calendar year.
Each of the Funds intends generally to make distributions sufficient to avoid imposition of the 4% excise tax, although there can be no assurance that each Fund will be able to do so.
Personal Holding Companies
In addition, if a Fund is a “personal holding company” (as defined in Section 542 of the Code) for U.S. federal income tax purposes, the Fund will potentially need to adjust the timing of its distributions to its shareholders in order to avoid a Fund-level tax on its “undistributed personal holding company income” (as defined in Section 545 of the Code). Generally, a Fund will be a personal holding company if, at any time during the last half of its taxable year, more than 50% of its shares are owned, directly or indirectly, by five or fewer individuals and/or certain pension trusts, private foundations, charitable trusts or trusts providing for the payment of supplemental unemployment benefits. In the event that a Fund is a personal holding company, the Fund will seek to make distributions sufficient to avoid a Fund-level tax under the personal holding company rules, although there can be no assurance it will be able to do so.
Tax on Fund Distributions
Distributions are generally taxable to shareholders even if they are paid from income or gains earned by a Fund before a shareholder’s investment (and thus were included in the price the shareholder paid for its shares).
43
Baillie Gifford Funds – Statement of Additional Information
Distributions are taxable whether shareholders receive them in cash or in additional shares.
A dividend paid to shareholders by a Fund in January of a year generally is deemed to have been paid by the Fund on December 31 of the preceding year, if the dividend was declared and payable to shareholders of record on a date in October, November or December of that preceding year.
Investment Income
For U.S. federal income tax purposes, distributions of investment income are generally taxable to shareholders as ordinary income.
Distributions of investment income reported by a Fund as derived from “qualified dividend income” are taxed in the hands of individuals at the rates applicable to long-term capital gain, provided holding period and other requirements are met at both the shareholder and Fund level as described more fully below.
In order for some portion of the dividends received by a Fund shareholder to be “qualified dividend income” that is eligible for taxation at long-term capital gain rates, the Fund must meet holding period and other requirements with respect to some portion of the dividend-paying stocks in its portfolio and the shareholder must meet holding period and other requirements with respect to the Fund’s shares.
In general, a dividend will not be treated as qualified dividend income (at either the Fund or shareholder level):
If the aggregate qualified dividends received by a Fund during any taxable year are 95% or more of its gross income (excluding the excess of net long-term capital gain over net short-term capital loss), then 100% of the Fund’s dividends (other than dividends properly reported Capital Gain Dividends) will be eligible to be treated as qualified dividend income. For this purpose, the only gain included in the term “gross income” is the excess of net short-term capital gain over net long-term capital loss.
In general, dividends of net investment income received by corporate shareholders of a Fund will qualify for the dividends-received deduction generally available to corporations to the extent they are properly reported by the Fund as being attributable to the amount of eligible dividends received by the Fund from domestic corporations for the taxable year.
In general, a dividend received by a Fund will not be treated as a dividend eligible for the dividends-received deduction (1) if it has been received with respect to any share of stock that the Fund has held for less than 46 days (91 days in the case of certain preferred stock) during the 91-day period beginning on the date which is 45 days before the date on which such share becomes ex-dividend with respect to such dividend (during the 181-day period beginning 90 days before such date in the case of certain preferred stock) or (2) to the extent that the Fund is under an obligation (pursuant to a short sale or otherwise) to make related payments with respect to positions in substantially similar or related property.
Moreover, the dividends-received deduction may be disallowed or reduced (1) if the corporate shareholder fails to satisfy the foregoing requirements with respect to its shares of the Fund or (2) by application of various provisions of the Code (for instance, the dividends-received deduction is reduced in the case of a dividend received on debt-financed portfolio stock—generally, stock acquired with borrowed funds).
There can be no assurances that a significant portion of a Fund’s distributions will be eligible for the corporate dividends-received deduction. The percentage of ordinary income distributions eligible for the corporate dividends-received deduction for each Fund for the prior fiscal year is disclosed in the Trust’s Form N-CSR filing, which is available on the SEC’s website.
Any distribution of income that is attributable to dividend income received by a Fund on securities it temporarily purchased from a counterparty pursuant to a repurchase agreement that is treated for U.S. federal income tax purposes as a loan by the Fund will not constitute qualified dividend income to individual shareholders and will not be eligible for the dividends-received deduction for corporate shareholders.
Capital Gains
Taxes on distributions of capital gains are determined by how long a Fund owned (or is deemed to have owned) the investments that generated them, rather than how long a shareholder has owned his or her shares.
Tax rules can alter a Fund’s holding period on investments and thereby affect the tax treatment of gain or loss on such investments. Distributions of net capital gain from the sale of investments that the Fund owned (or is deemed to have owned) for more than one year and that are properly reported by the Fund as capital gain dividends (“Capital Gain Dividends”) are generally taxable to shareholders as long-term capital gains, taxed to individuals at reduced rates relative to ordinary income. Distributions of gains from the sale of investments that a Fund owned (or is deemed to have owned) for one year or less are generally taxable to shareholders as ordinary income.
Distributions from capital gains are generally made after applying any available capital loss carryforwards.
44
Baillie Gifford Funds – Statement of Additional Information
The IRS and the Department of the Treasury have issued regulations that impose special rules in respect of Capital Gain Dividends received through partnership interests constituting “applicable partnership interests” under Section 1061 of the Code.
Medicare Contribution Tax
The Code generally imposes a 3.8% Medicare contribution tax on the net investment income of certain individuals, trusts and estates to the extent their income exceeds certain threshold amounts. For these purposes, “net investment income” generally includes, among other things, (i) distributions paid by the Fund of net investment income and capital gain, including Capital Gain Dividends, as described above, and (ii) any net gain from the sale, exchange, redemption, or other taxable disposition of Fund shares. Shareholders are advised to consult their tax advisors regarding the possible implications of this additional tax on their investment in a Fund.
Sale, Exchange or Redemption of Shares
A sale, exchange or redemption of shares in a Fund will generally give rise to a capital gain or loss.
In general, any capital gain or loss realized upon a taxable disposition of shares will be treated as long-term capital gain or loss if the shares have been held by a shareholder for more than 12 months. Otherwise, the gain or loss on the taxable disposition of Fund shares will be treated as short-term capital gain or loss. However, any loss realized upon a taxable disposition of shares held by a shareholder for six months or less will be treated as long-term, rather than short-term, to the extent of any Capital Gain Dividends received (or deemed received) by the shareholder with respect to the shares.
Furthermore, all or a portion of any loss realized upon a taxable disposition of Fund shares will be disallowed if other shares of the Fund (or substantially identical shares) are purchased (including as a result of dividend reinvestment) within 30 days before or after the disposition. In such a case, the basis of the newly purchased shares will be adjusted to reflect the disallowed loss.
Return of Capital Distributions
If a Fund makes a distribution to a shareholder in excess of its current and accumulated earnings and profits in any taxable year, the excess distribution will be treated as a return of capital to the extent of the shareholder’s tax basis in its shares, and thereafter as capital gain.
A return of capital is not taxable, but it reduces the shareholder’s tax basis in its shares, thus reducing any loss or increasing any gain on a subsequent taxable disposition by the shareholder of its shares.
Capital Loss Carryforwards
Capital losses in excess of capital gains (“net capital losses”) are not permitted to be deducted against a Fund’s net investment income. Instead, potentially subject to certain limitations, a Fund is able to carry net capital losses from any taxable year forward to subsequent taxable years to offset capital gains, if any, realized during such subsequent taxable years.
Distributions from capital gains are generally made after applying any available capital loss carryforwards.
Capital loss carryforwards are reduced to the extent they offset current-year net realized capital gains, whether a Fund retains or distributes such gains.
A Fund may carry net capital losses forward to one or more subsequent taxable years without expiration. A Fund must apply such carryforwards first against gains of the same character.
The amounts of any capital loss carryforwards available to a Fund are shown in the notes to the financial statements incorporated by reference into this SAI.
Hedging and Similar Transactions
Transactions in Derivative Instruments
A Fund’s transactions in derivative instruments (e.g., futures or options transactions, forward contracts and swap agreements), or any other hedging, short sale, securities loan or similar transactions, may be subject to one or more special tax rules (e.g., notional principal contract, constructive sale, mark-to-market, straddle, wash sale, and short sale rules).
These rules may affect whether gains and losses recognized by a Fund are treated as ordinary or capital, accelerate income to such Fund, defer losses to such Fund, or cause adjustments in the holding periods of such Fund’s securities, thereby affecting, among other things, whether capital gains and losses are treated as short-term or long-term. These rules could therefore affect the amount, timing and/or character of distributions to shareholders.
Each of the Funds will determine whether to make any available elections pertaining to such transactions. Because these and other tax rules applicable to these types of transactions are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether a Fund has made sufficient distributions, and otherwise satisfied the relevant requirements, to maintain its qualification as a regulated investment company and avoid a Fund-level tax.
Book Income and Taxable Income
Certain of a Fund’s investments in derivative instruments and foreign currency-denominated instruments, and any of a Fund’s transactions in foreign currencies and hedging activities, are likely to produce a difference between its book income and its taxable income.
If a Fund’s book income exceeds its taxable income, the distribution (if any) of such excess generally will be treated as (i) a dividend to the extent of the Fund’s remaining earnings and profits, (ii) thereafter, as a return of capital to the extent of the recipient’s basis in the shares, and (iii) thereafter, as gain from the sale or exchange of a capital asset.
If a Fund’s book income is less than its taxable income, the Fund could be required to make distributions exceeding book income to qualify as a regulated investment company that is accorded special tax treatment and to avoid a Fund-level tax.
45
Baillie Gifford Funds – Statement of Additional Information
Foreign Currency Transactions and Related Hedging Transactions
A Fund’s transactions in foreign currencies, foreign currency-denominated debt securities and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. Such ordinary income treatment may accelerate Fund distributions to shareholders and increase the distributions taxed to shareholders as ordinary income. Any net ordinary losses so created cannot be carried forward by the Fund to offset income or gains earned in subsequent taxable years.
Foreign currency gains are generally treated as qualifying income for purposes of the 90% gross income requirement described above. There is a remote possibility that the Secretary of the Treasury will issue contrary tax regulations with respect to foreign currency gains that are not directly related to a regulated investment company’s principal business of investing in stocks or securities (or options or futures with respect to stocks or securities), and such regulations could apply retroactively.
Investments in Other Regulated Investment Companies
A Fund’s investments in shares of other mutual funds, ETFs or other companies that are treated as regulated investment companies (each, an “underlying RIC”), can cause the Fund to be required to distribute greater amounts of net investment income or net capital gain than the Fund would have distributed had it invested directly in the securities held by the underlying RIC, rather than in shares of the underlying RIC. Further, the amount or timing of distributions from a Fund qualifying for treatment as a particular character (e.g., long-term capital gain, eligibility for dividends-received deduction, etc.) will not necessarily be the same as it would have been had such Fund invested directly in the securities held by the underlying RIC.
If a Fund receives dividends from an underlying RIC, and the underlying RIC reports such dividends as qualified dividend income, then the Fund is permitted in turn to report a portion of its distributions as qualified dividend income, provided it meets holding period and other requirements with respect to shares of the underlying RIC.
If a Fund receives dividends from an underlying RIC and the underlying RIC reports such dividends as eligible for the dividends-received deduction, then the Fund is permitted in turn to report its distributions derived from those dividends as eligible for the dividends-received deduction as well, provided it meets holding period and other requirements with respect to shares of the underlying RIC.
Investment in Securities of Certain Foreign Corporations
Income, proceeds and gains received by a Fund from sources within foreign countries may be subject to withholding and other taxes imposed by such countries.
Tax treaties between certain countries and the U.S. may reduce or eliminate such taxes.
If more than 50% of a Fund’s assets at taxable year end consists of the securities of foreign corporations, the Fund may elect to permit shareholders who are U.S. citizens or residents or U.S.
corporations to claim a credit or deduction (but not both) on their income tax returns for their pro rata portion of qualified taxes paid by the Fund to foreign countries in respect of foreign securities the Fund held for at least the minimum period specified in the Code. In such a case, shareholders will include in gross income from foreign sources their pro rata shares of such taxes.
A shareholder’s ability to claim a foreign tax credit or deduction in respect of foreign taxes paid by a Fund may be subject to certain limitations imposed by the Code, as a result of which a shareholder may not get a full credit or deduction (if any) for the amount of such taxes. In particular, shareholders must hold their Fund shares (without protection from risk of loss) on the ex-dividend date and for at least 15 additional days during the 31-day period surrounding the ex-dividend date to be eligible to claim a foreign tax credit with respect to a given dividend.
Shareholders that do not itemize on their federal income tax returns may claim a credit (but not a deduction) for such foreign taxes.
Shareholders that are not subject to U.S. federal income tax, and those who invest in a Fund through tax-advantaged accounts (including those who invest through tax-advantaged retirement plans), generally will receive no benefit from any tax credit or deduction passed through by the Fund.
A Fund’s investments that are treated as equity investments for U.S. federal income tax purposes in certain PFICs could potentially subject the Fund to a U.S. federal income tax (including interest charges) on distributions received from the company or on gains from the sale of its investment in such PFIC. This tax cannot be eliminated by making distributions to shareholders of the Fund. However, if certain conditions are met, a Fund may elect to avoid the imposition of that tax. For example, a Fund may elect, pursuant to Sections 1293 and 1295 of the Code, to treat a PFIC as a “qualified electing fund” (a “QEF election”), in which case the Fund will be required to include its share of the company’s income and net capital gain annually, regardless of whether it receives any distribution from the company. A Fund also may make an election, pursuant to Section 1296 of the Code, to mark the gains (and to a limited extent losses) in such holdings “to the market” as though it had sold and repurchased its holdings in those PFICs on the last day of the Fund’s taxable year (a “mark-to-market election”).
Such gains and losses are treated as ordinary income and loss.
The QEF and mark-to-market elections may accelerate the recognition of income (without the receipt of cash) and increase the amount required to be distributed by a Fund to avoid taxation. Making either of these elections therefore may require a Fund to liquidate other investments (including when it is not advantageous to do so) to meet its distribution requirements, which also may accelerate the recognition of gain and affect the Fund’s total return.
Dividends paid by PFICs will not be eligible to be treated as “qualified dividend income.”
A foreign corporation is a PFIC if: (i) 75% or more of its gross income for the taxable year is passive income, or (ii) the average percentage of the assets (generally by value, but by adjusted tax basis in certain cases) held by such corporation during the
46
Baillie Gifford Funds – Statement of Additional Information
taxable year which produce or are held for the production of passive income is at least 50%.
Generally, passive income for this purpose means dividends, interest (including income equivalent to interest), royalties, rents, annuities, the excess of gain over losses from certain property transactions and commodities transactions, and foreign currency gains.
Passive income for this purpose does not include rents and royalties received by the foreign corporation from active business activities and certain income received from related persons. Because it is not always possible to identify a foreign corporation as a PFIC, in some instances, a Fund may incur the tax and interest charges described above.
A foreign corporation in which a Fund invests will not be treated as a PFIC with respect to the Fund if such corporation is a controlled foreign corporation (“CFC”) for U.S. federal income tax purposes and the Fund holds (directly, indirectly, or constructively) 10% or more of the voting interests in or total value of such corporation. In such a case, the Fund generally would be required to include in gross income each year, as ordinary income, its share of certain amounts of the CFC’s income, whether or not the CFC distributes such amounts to the Fund.
Investments in Certain Debt Obligations
Some debt obligations with a fixed maturity date of more than one year from the date of issuance (and zero-coupon debt obligations with a fixed maturity date of more than one year from the date of issuance) will be treated as debt obligations that are issued originally at a discount.
Generally, the original issue discount (“OID”) is treated as interest income and is included in a Fund’s income and required to be distributed by the Fund over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security. In addition, payment-in-kind securities will give rise to income which is required to be distributed and is taxable even though a Fund holding the security receives no cash payment on the security during the year.
Some debt obligations with a fixed maturity date of more than one year from the date of issuance that are acquired by the Fund in the secondary market may be treated as having market discount. Very generally, market discount is the excess of the stated redemption price of a debt obligation (or in the case of an obligation issued with OID, its “revised issue price”) over the purchase price of such obligation. Generally, any gain recognized on the disposition of, and any partial payment of principal on, a debt security having market discount is treated as ordinary income to the extent the gain, or principal payment, does not exceed the “accrued market discount” on such debt security. Alternatively, the Fund may elect to accrue market discount currently, in which case the Fund will be required to include the accrued market discount in the Fund’s income (as ordinary income) and thus distribute it over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security. The rate at which the market discount accrues, and thus
is included in the Fund’s income, will depend upon which of the permitted accrual methods the Fund elects.
Some debt obligations with a fixed maturity date of one year or less from the date of issuance that are acquired by a Fund may be treated as having OID or, in certain cases, “acquisition discount” (very generally, the excess of the stated redemption price over the purchase price). A Fund will be required to include the OID or acquisition discount in income (as ordinary income) and thus distribute it over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security.
The rate at which OID or acquisition discount accrues, and thus is included in the Fund’s income, will depend upon which of the permitted accrual methods the Fund elects. If a Fund holds the foregoing kinds of obligations, or other obligations subject to special rules under the Code, it may be required to pay out as an income distribution each year an amount which is greater than the total amount of cash interest the Fund actually received.
Such distributions may be made from the cash assets of the Fund or, if necessary, by disposition of portfolio securities including at a time when it may not be advantageous to do so. These dispositions may cause the Fund to realize higher amounts of short-term capital gains (generally taxed to shareholders at ordinary income tax rates) and, in the event the Fund realizes net capital gains from such transactions, its shareholders may receive a larger Capital Gain Dividend than if the Fund had not held such obligations.
Very generally, where a Fund purchases a bond at a price that exceeds the redemption price at maturity—that is, at a premium—the premium is amortizable over the remaining term of the bond. In the case of a taxable bond, if the Fund makes an election applicable to all such bonds it purchases, which election is irrevocable without consent of the IRS, the Fund reduces the current taxable income from the bond by the amortized premium and reduces its tax basis in the bond by the amount of such offset; upon the disposition or maturity of such bonds, the Fund is permitted to deduct any remaining premium allocable to a prior period.
A portion of the OID accrued on certain high yield discount obligations may not be deductible to the issuer and will instead be treated as a dividend paid by the issuer for purposes of the dividends-received deduction. In such cases, if the issuer of the high yield discount obligations is a domestic corporation, dividend payments by the Fund may be eligible for the dividends-received deduction to the extent attributable to the deemed dividend portion of such OID.
Investments in debt obligations that are at risk of or in default present special tax issues for a Fund. Tax rules are not entirely clear about issues such as when a Fund may cease to accrue interest, OID or market discount; whether or to what extent a Fund should recognize market discount on a debt obligation; when and to what extent a Fund may take deductions for bad debts or worthless securities; and how a Fund should allocate payments received on obligations in default between principal and income. These and other related issues will be addressed by a Fund when, as and if it invests in such securities, in order to seek to ensure that it distributes sufficient income to preserve its
47
Baillie Gifford Funds – Statement of Additional Information
status as a regulated investment company and does not become subject to U.S. federal income or excise tax.
Tax Shelter Reporting Regulations
Under Treasury regulations, if a shareholder recognizes a loss of at least $2 million in any single taxable year or $4 million in any combination of taxable years for an individual shareholder or $10 million in any single taxable year or $20 million in any combination of taxable years for a corporate shareholder, the shareholder must file with the IRS a disclosure statement on Form 8886.
Direct shareholders of portfolio securities are in many cases excepted from this reporting requirement, but under current guidance, shareholders of a regulated investment company are not excepted. Future guidance may extend the current exception from this reporting requirement to shareholders of most or all regulated investment companies. The fact that a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper.
Shareholders should consult their tax advisors to determine the applicability of these regulations in light of their individual circumstances.
Shares Purchased Through Tax-Advantaged Accounts
Special tax rules apply to investments though defined contribution plans and other tax-qualified plans or tax-advantaged accounts.
Shareholders should consult their tax advisors to determine the suitability of shares of a Fund as an investment through such plans and arrangements and the precise effect of such an investment in their particular tax situations.
Tax-Exempt Shareholders
Under current law, each of the Funds serves to “block” (that is, prevent the attribution to shareholders of) unrelated business taxable income (“UBTI”) from being realized by tax-exempt shareholders.
Notwithstanding this “blocking” effect, a tax-exempt shareholder could realize UBTI by virtue of its investment in a Fund if shares in the Fund constitute debt-financed property in the hands of the tax-exempt shareholder within the meaning of Section 514(b) of the Code.
Backup Withholding
A Fund generally is required to withhold and remit to the U.S. Department of the Treasury a percentage of the taxable distributions and redemption proceeds paid to any individual shareholder who fails to properly furnish such Fund with a correct taxpayer identification number, who has under-reported dividend or interest income, or who fails to certify to such Fund that he or she is not subject to such withholding. Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholder’s U.S. federal income tax liability, provided the appropriate information is furnished to the IRS.
For a foreign person (as defined below) to qualify for exemption from the backup withholding tax and for reduced withholding tax rates under income tax treaties, the foreign investor must comply with special certification and filing requirements. Foreign
investors in a Fund should consult their tax advisors in this regard.
Foreign Shareholders
Distributions by a Fund to shareholders that are not “U.S. persons” within the meaning of the Code (“foreign persons”) properly reported by the Fund as (1) Capital Gain Dividends, (2) short-term capital gain dividends and (3) interest-related dividends, each as defined and subject to certain conditions described below, generally are not subject to withholding of U.S. federal income tax.
In general, the Code defines (1) “short-term capital gain dividends” as distributions of net short-term capital gains in excess of net long-term capital losses and (2) “interest-related dividends” as distributions from U.S. source interest income of types similar to those not subject to U.S. federal income tax if earned directly by an individual foreign person, in each case to the extent such distributions are properly reported as such by the Fund in a written notice to shareholders.
The exceptions to withholding for Capital Gain Dividends and short-term capital gain dividends do not apply to (a) distributions to an individual foreign person who was present in the U.S. for a period or periods aggregating 183 days or more during the year of the distribution and (b) distributions attributable to gain that is treated as effectively connected with the conduct by the foreign person of a trade or business within the United States under special rules regarding the disposition of U.S. real property interests.
The exception to withholding for interest-related dividends does not apply to distributions to a foreign shareholder (w) that has not provided a satisfactory statement that the beneficial owner is not a U.S. person, (x) to the extent that the dividend is attributable to certain interest on an obligation if the foreign person is the issuer or a 10% shareholder of the issuer, (y) that is within certain foreign countries that have inadequate information exchange with the U.S., or (z) to the extent the dividend is attributable to interest paid by a person that is a related person of the foreign person and the foreign person is a CFC. If a Fund invests in an underlying RIC that pays Capital Gain Dividends, short-term capital gain dividends or interest-related dividends to the Fund, such distributions retain their character as not subject to withholding if properly reported when paid by the Fund to foreign shareholders. A Fund is permitted to report such part of its dividends as short-term capital gain and/or interest-related dividends as are eligible, but is not required to do so.
In the case of Fund shares held through an intermediary, the intermediary may withhold even if a Fund reports all or a portion of such payments as short-term capital gain or interest-related dividends to shareholders.
Foreign persons should contact their intermediaries regarding the application of these rules to their accounts.
Distributions by a Fund to beneficial holders of shares who are foreign persons other than Capital Gain Dividends, short-term capital gain dividends and interest-related dividends (e.g., dividends attributable to dividend and foreign-source interest income or to short-term capital gains or U.S. source interest income to which the exception from withholding
48
Baillie Gifford Funds – Statement of Additional Information
described above does not apply) are generally subject to withholding of U.S. federal income tax at a rate of 30% (or lower applicable treaty rate).
A beneficial holder of Fund shares who is a foreign person is not, in general, subject to U.S. federal income tax on gains (and is not allowed a deduction for losses) realized on a sale, exchange or redemption of such shares of a Fund unless (i) such gain is “effectively connected” with the conduct of a trade or business carried on by such holder within the U.S. or (ii) in the case of an individual holder, the holder is present in the U.S. for a period or periods aggregating 183 days or more during the year of the sale and certain other conditions are met.
If a foreign person is eligible for the benefits of a tax treaty, any effectively connected income or gain will generally be subject to U.S. federal income tax on a net basis only if it is also attributable to a permanent establishment maintained by the shareholder in the U.S. More generally, foreign persons who are residents in a country with an income tax treaty with the U.S. may obtain different tax results than those described herein, and are urged to consult their tax advisors.
A beneficial holder of Fund shares who is a foreign person may be subject to state, local or foreign taxes, and to the U.S. federal estate tax in addition to the U.S. federal income tax rules described above.
Certain Additional Withholding and Reporting Requirements
Shareholders that are U.S. persons and own, directly or indirectly, more than 50% of a Fund could be required to report annually their “financial interest” in a Fund’s “foreign financial accounts,” if any, on FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).
Shareholders should consult a tax advisor regarding the applicability to them of this reporting requirement.
Sections 1471‑1474 of the Code and the U.S. Treasury and IRS guidance issued thereunder (collectively, “FATCA”) generally require a Fund to obtain information sufficient to identify the status of each of its shareholders under FATCA or under an applicable intergovernmental agreement (an “IGA”) between the United States and a foreign government.
If a shareholder fails to provide the requested information or otherwise fails to comply with FATCA or an IGA, a Fund may be required to withhold under FATCA at a rate of 30% with respect to that shareholder on ordinary dividends it pays. The IRS and the Department of Treasury have issued proposed regulations providing that these withholding rules will not apply to the gross proceeds of share redemptions or Capital Gain Dividends the Fund pays.
If a payment by a Fund is subject to FATCA withholding, the Fund is required to withhold even if such payment would otherwise be exempt from withholding under the rules applicable to foreign persons described above (e.g., short-term capital gain dividends and interest-related dividends).
Each prospective investor is urged to consult its tax advisor regarding the applicability of FATCA and any other reporting requirements with respect to the prospective investor’s own situation, including investments through an intermediary.
Financial Statements
Financial statements of Baillie Gifford China Equities Fund, Baillie Gifford Emerging Markets Equities Fund, Baillie Gifford Emerging Markets ex China Fund, Baillie Gifford Global Alpha Equities Fund, Baillie Gifford International Alpha Fund, Baillie Gifford International Concentrated Growth Equities Fund, Baillie Gifford International Growth Fund, Baillie Gifford Long Term Global Growth Fund and Baillie Gifford U.S. Equity Growth Fund for the fiscal year ended December 31, 2025 are incorporated by reference to the Trust’s filing on Form N-CSR, filed with the SEC on March 4, 2026 (SEC Accession No. 0001104659‑26‑023344).
These financial statements have been incorporated by reference herein in reliance on the report of Cohen & Company, Ltd., the Trust’s independent registered public accounting firm, also incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing.
49
PART C. OTHER INFORMATION
Item 28. Exhibits.
The following Exhibits are filed herewith or incorporated by reference:
| 3. | Amendment No. 2, dated October 2, 2025, to the Third Amended and Restated Agreement and Declaration of Trust, filed herewith. |
| 4. | Amendment No. 3, dated March 26, 2026, to the Third Amended and Restated Agreement and Declaration of Trust, filed herewith. |
| (b) | Copy of Amended and Restated By-Laws of Registrant as amended October 2, 2025, filed herewith. |
| (c) | Portions of Third Amended and Restated Agreement and Declaration of Trust and By-Laws Relating to Shareholders’ Rights. (See (a) and (b) above). |
| (i) | Amended and Restated Schedule A to the Second Amended and Restated Investment Advisory Agreement for the Baillie Gifford Funds, effective as of October 7, 2025, filed herewith. |
| (i) | Amended and Restated Appendix A to the Distribution Agreement between the Registrant and Baillie Gifford Funds Services LLC, effective as of October 2, 2025, filed herewith. |
| (f) | Not applicable. |
| (vi) | Amendment No. 5, dated April 14, 2026, to the Amended and Restated Credit Agreement between the Registrant and The Bank of New York Mellon, filed herewith. |
| 6. | Form of Indemnification Agreement between the Registrant and each Trustee, filed herewith. |
| (j) | Consent of Independent Registered Public Accounting Firm, filed herewith. |
| (k) | Not applicable. |
| (l) | Not applicable. |
| (i) | Amended and Restated Schedule A to the Class K and Institutional Class Administration and Supervisory Agreement for the Baillie Gifford Funds, effective as of October 7, 2025, filed herewith. |
| (i) | Amended and Restated Schedule A to the Institutional Class Sub-Accounting Services Agreement for the Baillie Gifford Funds, effective as of October 7, 2025, filed herewith. |
| 5. | Eleventh Amended and Restated Administration, Supervisory and Sub-Accounting Services Plan for Class K and Institutional Class Shares, effective as of October 2, 2025, filed herewith. |
| (o) | Reserved. |
| (p) | 1. | Code of Ethics of the Registrant, filed herewith. |
| 5. | Power of Attorney for Maureen A. Miller, dated April 29, 2026, filed herewith. |
Item 29. Persons Controlled By or Under Common Control With the Registrant.
Not applicable.
Item 30. Indemnification.
Article VIII of the Registrant’s Third Amended and Restated Agreement and Declaration of Trust (as further amended from time to time, the “Declaration of Trust”) (See Exhibit (a) hereto) provides for indemnification of trustees and officers. The effect of this provision is to provide indemnification for each of the Registrant’s trustees and officers against liabilities and counsel fees reasonably incurred in connection with the defense of any legal proceeding in which such trustee or officer may be involved by reason of being or having been a trustee or officer, except with respect to any matter as to which such trustee or officer shall have been adjudicated to be liable to the Trust or its Shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such person’s office. As to any matter disposed of without an adjudication by a court or other body, indemnification will be provided to the Registrant’s trustees and officers if (a) such indemnification is approved by a majority of the disinterested trustees, or (b) an opinion of independent legal counsel is obtained that such indemnification would not protect the trustee or officer against any liability to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of duties.
The Registrant has also contractually agreed to indemnify each Trustee. The contractual agreement between the Trust and each Trustee delineates certain procedural aspects relating to indemnification and advancement of expenses and provides for indemnification and advancement to the fullest extent permitted by the Declaration of Trust and By-Laws of the Trust, as amended, and the laws of The Commonwealth of Massachusetts, the Securities Act of 1933, as amended, and the 1940 Act, as amended.
Insofar as indemnification for liability arising under the Securities Act of 1933, as amended, may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act of 1933, as amended, and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act of 1933, as amended, and will be governed by the final adjudication of such issue.
Item 31. Business and Other Connections of the Investment Adviser.
The Registrant’s investment adviser, Baillie Gifford Overseas Limited (“BGO”), is registered under the Investment Advisers Act of 1940 and regulated by the Financial Conduct Authority of the United Kingdom, and as such is engaged in the provision of investment advisory and management services to a variety of public and private investment pools and private accounts. Except as set forth below, the directors and officers of BGO, have been engaged during the last two fiscal years in no business, profession, vocation or employment of a substantial nature other than as directors or officers of BGO or certain of BGO’s corporate affiliates. The business and other connections of the officers and directors of BGO are listed in Schedules A and D of its Form ADV as currently on file with the SEC, the text of which Schedules are hereby incorporated herein by reference. The file number of BGO’s Form ADV is 801-21051. The address of BGO and its corporate affiliates is Calton Square, 1 Greenside Row, Edinburgh, UK.
| Name and Title | Non-Baillie Gifford business, profession, vocation or employment |
| N/A |
Item 32. Principal Underwriters.
(a) Baillie Gifford Funds Services LLC, the principal underwriter of the Registrant, also serves as principal underwriter for Baillie Gifford ETF Trust and Baillie Gifford Institutional Trust.
(b) Directors, Officers or Partners of the Distributor:
| (1) Name and Principal Business Address | (2) Positions and Offices with Underwriter |
(3) Positions and Offices with Fund |
| Lesley-Anne Archibald 780 Third Avenue, 43rd Floor, New York, NY 10017 |
Chairperson and Director | Vice President |
|
Nick Wood Calton Square 1 Greenside Row Edinburgh, United Kingdom EH1 3AN |
Chief Executive Officer and Director | N/A |
|
Garry Porteous Calton Square 1 Greenside Row Edinburgh, United Kingdom EH1 3AN |
Chief Compliance Officer and Director | N/A |
|
Janice Parise Calton Square 1 Greenside Row Edinburgh, United Kingdom EH1 3AN |
Financial and Operations Principal | N/A |
|
Kathrin Hamilton Calton Square 1 Greenside Row Edinburgh, United Kingdom EH1 3AN |
Director | N/A |
|
Claire Mazur 780 Third Avenue, 43rd Floor, New York, NY 10017 |
Director | N/A |
|
Kirsten Ross 780 Third Avenue, 43rd Floor, New York, NY 10017 |
Director | N/A |
| Sally Mayer Calton Square 1 Greenside Row Edinburgh, United Kingdom EH1 3AN |
Secretary | N/A |
|
Jane Hogg Calton Square 1 Greenside Row Edinburgh, United Kingdom EH1 3AN |
Finance Officer | N/A |
(c) Not applicable.
Item 33. Location of Accounts and Records.
The records required by Section 31(a) and Rule 31a-1 through 3 under the 1940 Act will be maintained by Registrant at its offices, Calton Square, 1 Greenside Row, Edinburgh, Scotland, UK EH1 3AN, except that: (i) Transfer Agent (located at 118 Flanders Road, Westborough, MA 01581) and Custodian (located at 240 Greenwich Street, New York, NY 10286) for Registrant, will maintain the records required by subparagraphs (a)(1), (b)(1)-(5) and (6)-(8) of Rule 31a-1 and by Rule 31a-2; and (ii) BGO, located at Calton Square, 1 Greenside Row, Edinburgh, Scotland, UK EH1 3AN will maintain the records required by Rule 31a-1(f) and Rule 31a-2(e).
Item 34. Management Services.
Not applicable.
Item 35. Undertakings.
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the 1933 Act and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Edinburgh, Scotland, on the 29th day of April, 2026.
| BAILLIE GIFFORD FUNDS | ||
| By: | /s/ Michael Stirling-Aird | |
| Name: | Michael Stirling-Aird | |
| Title: | President (Principal Executive Officer) | |
Pursuant to the requirements of the 1933 Act, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:
| Signature | Title | Date | ||
| /s/ Howard W. Chin* | Trustee | April 29, 2026 | ||
| Howard W. Chin | ||||
| /s/ Pamela M. J. Cox* | Trustee | April 29, 2026 | ||
| Pamela M. J. Cox | ||||
| /s/ John D. Kavanaugh* | Trustee | April 29, 2026 | ||
| John D. Kavanaugh | ||||
| /s/ Maureen A. Miller* | Trustee | April 29, 2026 | ||
| Maureen A. Miller | ||||
| /s/ Donald P. Sullivan Jr.* | Trustee | April 29, 2026 | ||
| Donald P. Sullivan Jr. | ||||
| /s/ Michael Stirling-Aird | Trustee & President (Principal Executive Officer) | April 29, 2026 | ||
| Michael Stirling-Aird | ||||
| /s/ Lindsay Cockburn | Treasurer (Principal Financial and Accounting Officer) | April 29, 2026 | ||
| Lindsay Cockburn |
| *By: | /s/ Michael Stirling-Aird | |
| Michael Stirling-Aird** | ||
Date: April 29, 2026
EXHIBIT INDEX
| 101.INS | XBRL Instance Document – the instance document does not appear on the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |
| 101.SCH | XBRL Taxonomy Extension Schema Document. | |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. |