Form N-8F Filings

What Is SEC Form N-8F?

SEC Form N-8F is an application for deregistration of certain registered investment companies. It may be used by a fund that is currently registered under the Investment Company Act of 1940 and is seeking deregistration because of a merger, liquidation, abandonment of registration, or election of business development company status.

This form is typically filed when a registered fund has sold or distributed all of its assets substantially, merged into another registered fund, qualified for an exclusion from the definition of investment company, or become a business development company. It is an event-driven filing rather than one with a recurring annual deadline, and related filings can be reviewed alongside recent fund filings.

Form N-8F helps provide transparency by placing the fund’s deregistration request and supporting information on the SEC record. The filing is submitted electronically, no filing fee is required, and the SEC may issue an order granting the application unless a hearing is ordered.

Key elements typically found in SEC Form N-8F include:

• Name of the fund and SEC file number
• Whether the filing is an initial application or an amendment
• Principal executive office and contact information
• Fund classification, including whether it is a management company, unit investment trust, or face-amount certificate company
• The reason for deregistration, such as merger, liquidation, abandonment of registration, or election of business development company status
• Information about advisers, underwriters, recordkeeping, distributions, liabilities, expenses, and supporting exhibits, as applicable

SEC Form N-8F Filing Deadlines

SEC Form N-8F does not have a fixed periodic filing deadline. It is filed when a registered investment company is seeking deregistration under Rule 8f-1, and amendments are filed as needed; the SEC’s order process then follows the application and notice procedure.

Key Things to Know About Form N-8F Filing Rules

• Limited Eligibility Applies: A fund may use Form N-8F only if it falls within one of the Rule 8f-1 categories, including merger, liquidation, abandonment of registration, or election of business development company status.
• Electronic Filing Is Required: Form N-8F and all exhibits, including amendments, must be submitted electronically in accordance with Regulation S-T and the EDGAR Filer Manual.
• No Filing Fee Is Required: The SEC’s instructions state that no fee is required to submit Form N-8F or any amendment to it.
• Supporting Information Varies By Situation: The form requires different information depending on whether the deregistration relates to a merger, liquidation, abandonment of registration, or business development company election.
• SEC Review Continues After Filing: After an application is filed, the SEC may publish notice and issue an order unless a hearing is requested or ordered.

Our SEC filing search tools track Form N‑8A, Form N‑8F, and Form N‑8F/A for initial registration, UIT registration, periodic payment plan registration, face‑amount certificate amendments, and termination filings under the Investment Company Act of 1940