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Unit Investment Trust (UIT)

A unit investment trust is one of the three statutory classes of registered investment company, separate from the management companies that mutual funds and closed-end funds belong to. It holds a fixed portfolio chosen at the outset, has no board of directors and no ongoing manager, and terminates on a date set when it is created.

Last reviewed by Steven Fox, CFP®, EA on

Quick Summary

  • The definition is statutory and short. Under section 4(2) of the Investment Company Act, a unit investment trust is an investment company organized under a trust indenture or similar instrument, without a board of directors, issuing only redeemable securities that each represent an undivided interest in a unit of specified securities.
  • The portfolio is fixed. The SEC describes a UIT as buying a relatively fixed portfolio and holding it "with little or no change for the life of the UIT", so an investor knows more or less what they are holding for the duration.
  • It has an end date. The trust terminates and dissolves on a date specified when it is created, at which point remaining securities are sold and proceeds are paid to investors.
  • Units are redeemable with the trust at approximately net asset value, and many sponsors also maintain a secondary market in them.
  • It is one of the three classes for a reason that matters elsewhere: section 4(3) makes a management company any investment company that is not a face-amount certificate company or a UIT, which is why a UIT-structured exchange-traded product cannot use the SEC's ETF rule.

Definition

A unit investment trust is a registered investment company that holds a fixed portfolio of securities and issues redeemable units representing an undivided interest in it. The Investment Company Act of 1940 defines it at section 4(2) as an investment company which "(A) is organized under a trust indenture, contract of custodianship or agency, or similar instrument, (B) does not have a board of directors, and (C) issues only redeemable securities, each of which represents an undivided interest in a unit of specified securities; but does not include a voting trust."

That single sentence does most of the work. The Act divides investment companies into three principal classes: the face-amount certificate company, the unit investment trust, and the management company. Section 4(3) then defines a management company as any investment company other than the first two, which places mutual funds and closed-end funds on one side of the line and unit investment trusts on the other. The practical description a reader wants is a portfolio picked once, held largely unchanged, and wound up on a known date, with nobody in the middle making decisions along the way.

Advanced Explanation

No board and no adviser is the structural fact everything else follows from. A mutual fund has directors who hire and supervise a manager, and the manager trades the portfolio. A unit investment trust has neither. The SEC's investor education puts it plainly: a UIT "does not have a board of directors, corporate officers, or an investment adviser to render advice during the life of the trust". So there is no one whose job is to react to news, rebalance after a run, or sell a deteriorating holding. That is a limitation and a design choice at once, and the SEC frames the upside in the same passage: because the portfolio is generally fixed, "investors know more or less what they are investing in for the duration of their investment", and the securities are listed in the prospectus.

Fixed, redeemable and finite are three separate features, and it is easy to collapse them. Fixed means the trust buys a relatively fixed portfolio and holds it with little or no change. Redeemable means the trust will buy an investor's units back at approximately net asset value, which is a mutual-fund feature rather than a closed-end one, and many sponsors additionally maintain a secondary market in units at market prices. Finite means the trust terminates and dissolves on a date specified when it is created; the SEC gives the example of a bond UIT whose termination date may be set by the maturity of its bonds, and notes that when the trust terminates the remaining portfolio securities are sold and the proceeds are paid to investors.

Because the units are redeemable, the pricing rules follow the mutual fund rather than the closed-end fund. The SEC states that mutual funds and unit investment trusts generally must calculate net asset value at least once every business day, typically after the major U.S. exchanges close. A closed-end fund, whose shares are not redeemable, is not subject to that requirement. What the number is and how it is computed belongs to the page on net asset value; the point here is that a UIT is on the daily-calculation side of the line.

The classification has one consequence that surprises people, and it concerns exchange-traded funds. Rule 6c-11, the SEC's 2019 ETF rule, defines an exchange-traded fund as "a registered open-end management company" meeting further conditions. A unit investment trust is not a management company, by the operation of section 4(3), so a UIT-structured exchange-traded product cannot rely on that rule. It does not follow that such a product is not an ETF. The SEC says the opposite in two places: its investor glossary states that ETFs "are registered with the SEC as open-end investment companies or unit investment trusts under the Investment Company Act of 1940", and the adopting release for Rule 6c-11 says the SEC was not rescinding the exemptive relief of UIT ETFs, which are "outside the scope of rule 6c-11". Products organized that way operate under their own exemptive orders rather than under the rule.

One more place the class shows up by name. Rule 12d1-4, which permits funds to invest in other funds beyond the statutory limits, has a condition written specifically for this structure: where the acquiring fund is a unit investment trust, its principal underwriter or depositor, rather than an adviser or a board, must evaluate the complexity of the arrangement and find on or before the date of initial deposit that the trust's fees and expenses do not duplicate those of the funds it holds. The rule has to name the UIT separately precisely because there is nobody else in the structure to make the finding.

How to Remember

Bought once, held as bought, wound up on a set date. No board, no manager, no trading, and a termination date written down before the first unit is sold.

Used in a Sentence

“The municipal bond portfolio was assembled as a unit investment trust, so the same twenty bonds stayed in it until the trust's termination date.”

How It Works

A sponsor assembles a portfolio, deposits it into the trust, and sells units to investors in a one-time public offering. Each unit is an undivided interest in that portfolio. The trust distributes the income the securities generate, values itself at least once every business day, and terminates on its stated date, when the remaining securities are sold and the proceeds paid out. A holder who wants out earlier can present units to the trust for redemption at approximately net asset value, or sell them in a secondary market where the sponsor maintains one.

A hypothetical to make the fixed portfolio concrete. A bond UIT is created holding 20 bonds of $50,000 face value each, a $1,000,000 portfolio, with a termination date set at creation. Over the trust's life nobody trades it: there is no board to instruct and no adviser to instruct. A bond mutual fund holding the same twenty bonds would be buying and selling throughout, because that is what its manager is paid to do. If an investor bought $25,000 of units, they own 2.5 percent of that portfolio ($25,000 divided by $1,000,000) and 2.5 percent of every bond in it, which is what "an undivided interest in a unit of specified securities" means in practice. At the termination date the remaining securities are sold and the proceeds are distributed, and the trust ends.

Pros and Cons

Pros

  • Transparency by construction. The securities are listed in the prospectus and largely do not change, so a holder knows what they own for the life of the trust.
  • No manager risk and no style drift, because there is no manager and no discretion to drift with.
  • Units are redeemable at approximately net asset value, so an exit does not depend on finding a buyer, and many sponsors maintain a secondary market as well.
  • A defined termination date suits money with a known horizon, particularly in bond portfolios where the maturities can be matched to it.

Cons

  • Nobody is minding it. A holding that deteriorates stays in the portfolio, because no one has the authority to sell it.
  • The portfolio drifts away from its starting weights as prices move, and there is no rebalancing to correct it.
  • The trust ends whether or not that is convenient, and the proceeds arrive as a taxable event and a reinvestment decision at a date chosen years earlier.
  • Costs and terms vary widely between sponsors and trusts, and because each trust is its own offering they have to be read one prospectus at a time.

People Also Asked

Answers to the most frequently asked questions.

What is a unit investment trust?
It is one of the three statutory classes of registered investment company. Section 4(2) of the Investment Company Act defines it as an investment company organized under a trust indenture or similar instrument, with no board of directors, issuing only redeemable securities that each represent an undivided interest in a unit of specified securities. In practice it is a fixed portfolio, held largely unchanged, that winds up on a set date.
How is a UIT different from a mutual fund?
A mutual fund is a management company: it has a board, an investment adviser, a portfolio that is traded, and no end date. A UIT has none of those. Both issue redeemable securities and both generally must calculate net asset value at least once every business day, so the redemption mechanics are similar; what differs is that a UIT's portfolio is specified at the outset and the trust terminates on a stated date.
Is a unit investment trust the same as an ETF?
No, but some ETFs are organized as unit investment trusts. The SEC's investor bulletin on ETFs covers products registered as either open-end investment companies or unit investment trusts. What a UIT-structured product cannot do is rely on Rule 6c-11, the SEC's 2019 ETF rule, because that rule defines an exchange-traded fund as a registered open-end management company and section 4(3) puts a UIT outside that class. Those products continue under their own exemptive orders.
What happens when a unit investment trust terminates?
The remaining portfolio securities are sold and the proceeds are paid to investors. The termination date is set when the trust is created, and for a bond trust it is often driven by the maturity of the bonds held. A holder who does not want the proceeds in cash has a reinvestment decision to make on a date that was chosen before they invested.
Can I sell UIT units before the trust ends?
Yes, by two routes. The trust will buy units back at approximately net asset value, which is what makes the units redeemable securities under the statutory definition. Many sponsors also maintain a secondary market that allows units to be bought and sold at market prices. Which routes are available for a particular trust, and on what terms, is set out in its prospectus.

Sources

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  1. U.S. Code. "15 U.S.C. § 80a-4 — Classification of investment companies" (section 4 of the Investment Company Act of 1940).
  2. U.S. Securities and Exchange Commission (Investor.gov). "Unit Investment Trusts (UITs)."
  3. U.S. Securities and Exchange Commission (Investor.gov). "Net Asset Value."
  4. U.S. Securities and Exchange Commission (Investor.gov). "Exchange-Traded Products (ETPs)."
  5. Code of Federal Regulations. "17 CFR § 270.6c-11 — Exchange-traded funds."
  6. U.S. Securities and Exchange Commission. "Exchange-Traded Funds," Release Nos. 33-10695; IC-33646 (Sept. 25, 2019).
  7. Code of Federal Regulations. "17 CFR § 270.12d1-4 — Exemptions for investments in certain investment companies."

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