Boulder Total Return Fund

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Objective

The Boulder Total Return Fund, Inc. (the "Fund") is a registered closed-end, diversified management investment company. The Fund’s investment objective is total return. The Fund seeks to produce both income and long-term capital appreciation by investing in a portfolio of equity and debt securities. The Fund invests primarily in common stocks, including dividend paying common stocks such as those issued by utilities, real estate investment trusts (“REITs’’) and regulated investment companies under the Internal Revenue Code (“RICs’’). The Fund also invests in fixed income securities such as U.S. government securities, preferred stocks and bonds. The Fund invests primarily in securities of U.S.-based companies and to a lesser extent in foreign equity securities and sovereign debt, in each case denominated in foreign currency. The Fund has no restrictions on its ability to invest in foreign securities. No assurance can be given that the Fund will achieve its investment objective.

The Fund is a “diversified’’ investment company, as defined in the Investment Company Act of 1940, as amended (the "1940 Act"), which means that at least 75% of the value of the Fund’s total assets must, at the time of investment, consist of cash and cash items (including receivables), U.S. Government securities, securities of other investment companies, and other securities limited in respect of any one issuer to an amount not greater in value than 5% of the value of the Fund’s total assets and to not more than 10% of the voting securities of a single issuer. This limit does not apply, however, to 25% of the Fund’s assets, which may be invested in a single issuer (or combination of issuers in excess of the above-mentioned 5% limitation so long as the aggregate of such greater-than-5% positions does not exceed 25% of the Fund's assets).  Notwithstanding its diversified status, the Fund intends to concentrate its common stock investments in a few issuers and to take large positions in those issuers, consistent with being a “diversified” fund.  As a result, the Fund is subject to a greater risk of loss than an investment company that diversifies its investments more broadly. Taking larger positions is also likely to increase the volatility of the Fund’s net asset value reflecting fluctuation in the value of its large holdings.

The Internal Revenue Code requires that no single investment can exceed 25% of the Fund’s total assets at the time of purchase. This percentage limitation is calculated at the time of investment, and the Fund is not required to dispose of assets if holdings increase above these levels due to appreciation. The Fund has no restrictions on its ability to invest in foreign securities. Under normal market conditions, the Fund intends to invest at least 80% of its net assets in common stocks, primarily domestic common stocks and secondarily in foreign common stocks denominated in foreign currencies. The Fund’s investments in common stocks may include, but are not limited to, RICs whose objective is income, REITs, and other dividend-paying common stocks. The portion of the Fund’s assets that are not invested in common stocks may be invested in fixed income securities, cash equivalents and other income-producing securities. The term “fixed income securities’’ includes but is not limited to corporate bonds, U.S. government securities, notes, bills, debentures, preferred stocks, convertible securities, bank debt obligations, repurchase agreements and short-term money market obligations.

Under normal circumstances, the Fund will not have more than 20% of its assets in cash or cash equivalents. The Fund may, for temporary defensive purposes, allocate a higher portion of its assets to cash and cash equivalents. For this purpose, cash equivalents consist of, but are not limited to, short-term (less than twelve months to maturity) U.S. government securities, certificates of deposit and other bank obligations, investment grade corporate bonds, other debt instruments and repurchase agreements. Except for the Fund’s investment objective, industry concentration and fundamental investment restrictions as described herein and in its Prospectus and Statement of Additional Information, other percentage limitations and investment policies can be changed by the Fund’s Board of Directors without stockholder approval.


Fund Administrative Services, LLC, the administrator for the Boulder Funds, also serves as the Administrator to another closed-end fund, First Opportunity Fund, Inc. To go directly to the website for this fund, CLICK HERE: www.firstopportunityfund.com