VOYA INVESTMENT MANAGEMENT
7337 EAST DOUBLETREE RANCH ROAD, SUITE 100 SCOTTSDALE, AZ 85258
August 21, 2023
VIA EDGAR
Ms. Melissa McDonough, CPA
Staff Accountant
U.S. Securities and Exchange Commission
Division of Investment Management, Disclosure Review and Accounting Office
100 F Street, N.E.
Washington, DC 20549
|
RE: |
SOX Review of Certain Voya Funds and Voya Portfolios |
Dear Ms. McDonough:
This letter responds to comments provided via Microsoft Teams on July 27, 2023, by the Staff (the "Staff") of the U.S. Securities and Exchange Commission (the "SEC") with respect to a review of the 2022 N-CSR filings1 of the Voya Funds and Voya Portfolios listed on Appendix A (each, a "Fund" and collectively, the "Funds") pursuant to the Sarbanes–Oxley Act of 2002. Our summary of the comments and our responses thereto are provided below. Capitalized terms used but not defined herein have the meanings assigned to them in the respective N-CSR filings.
1.Comment: The Staff noted that Voya Mid Cap Research Enhanced Index Fund and Voya
Corporate Leaders® 100 Fund include an expense item for "Licensing fee" in each Fund's "Statement of Operations" as well as a corresponding note in the "Notes to Financial Statements". The Staff requested that the Funds consider expanding the disclosure to provide additional detail regarding the purpose of the licensing fee.
Response: The Funds confirm additional disclosure will be added regarding licensing fees in the Funds' next N-CSR filings.
2.Comment: The Staff requested that the Funds supplementally explain the following: (1) if the Funds' Board of Directors/Trustees (the "Board") has reviewed, at least annually, a written report on the adequacy and the effectiveness of the implementation of the Liquidity Risk Management Program (the "Program"); and (2) that the Program is in compliance with Rule 22e-4 under the Investment Company Act of 1940, as amended ("Rule 22e-4"). The Staff requested further that, to the extent there are deficiencies with respect to either (1) or (2), above, include a statement in the supplemental explanation that the Funds will correct the deficiencies on a go-forward basis.
Response: The Funds confirm that the Board reviews annually a written report on the adequacy and the effectiveness of the implementation of the Program. The Funds also confirm that the Program is in compliance with Rule 22e-4 and that no material deficiencies have been identified.
3.Comment: The Staff noted that the updated Item 11(b) of Form N-CSR uses "period" covered by the report, rather than "quarter" covered by the report, and asked that the Funds update relevant disclosure to reflect the new term. The Staff requested further that the Funds confirm that there have been no changes in internal controls related to Fund reporting.
1With respect to Voya Government Money Market Fund (811-08895), the Staff reviewed the 2023 N-CSR filing.
Ms. Melissa McDonough, CPA
U.S. Securities and Exchange Commission
August 21, 2023
Page | 2
Response: The Funds will update disclosure responsive to Item 11(b) of Form N-CSR to reflect the new term "period" in the Funds' next N-CSR filings, and the Funds confirm that there have been no changes in internal controls related to Fund reporting.
4.Comment: The Staff noted that Item 4(e)(2) of Form N-CSR requires disclosure regarding situations where the pre-approval requirement of Rule 2-01 of Regulation S-X was waived with respect to specific services versus which services were obtained and requested that the Funds update relevant disclosure to reflect when the pre-approval requirement was waived.
Response: The Funds confirm that there were no instances of the pre-approval requirement being waived in the period by the reports. In addition, the Funds confirm disclosure will be updated in the Funds' next N-CSR filings, pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X, to clarify that the pre-approval requirement was not waived with respect to any services, as applicable.
5.Comment: The Staff noted that Voya Global Bond Fund, Voya Global High Dividend Low Volatility Fund, and Voya Multi-Manager International Factors Fund each include a line item entitled "Payment by affiliate" with additional footnote disclosure for Voya Multi-Manager International Factors Fund stating the payments impacted total returns. The Staff noted, however, that rather than including a dollar amount, the line item instead includes a dash. The Staff requested that the Funds clarify the value of the payments.
Response: With respect to Voya Global Bond Fund and Voya Global High Dividend Low Volatility Fund, each Fund confirms that there have been no payments made by an affiliate during the five fiscal years presented in the financial highlights. With respect to Voya Multi-Manager International Factors Fund, the Fund confirms the payment by an affiliate resulted in a per share impact of less than $0.00. The Funds also note a standardized financial highlights template, which includes a column for "Payment by affiliate," is utilized across all Voya mutual funds within shareholder reports and statutory prospectuses.
6.Comment: The Staff noted that Voya Global Bond Fund, Voya Global High Dividend Low Volatility Fund, and Voya Global Perspectives® Fund include disclosure stating that the Investment Adviser has agreed to limit certain expenses and that the Investment Adviser may later recoup fees waived and/or other expenses reimbursed by the Investment Adviser. The Staff noted further that there is no disclosure of Commitments and Contingent Liabilities on the balance sheet as required by Article 6-04.15 of Regulation S-X and requested that the Funds explain supplementally why such disclosure is not included.
Response: No contingent liabilities related to the recoupment of class specific fees previously waived and/or other expenses previously reimbursed by the Investment Adviser were recorded on the balance sheets of the Funds as of the fiscal year end because the criteria to record such liability was not met as of that date. In making such assessment, the Funds relied on Financial Accounting Standards Board ("FASB"), Accounting Standards Codification ("ASC") 946-20-25-4 (Expense Limitation Agreements) and its references to FASB Concept Statement No. 6, Elements of Financial Statements, and the criteria in paragraph 450-20-25-2.
7.Comment: The Staff noted that Voya Global Bond Fund and VY® Invesco Equity and Income Portfolio have consistently reported high portfolio turnover rates in the financial highlights. The Staff requested that the Funds specify whether active and frequent trading are part of the Funds' investment strategies and state why a corresponding risk about portfolio turnover is not included in the Funds' prospectuses.
Ms. Melissa McDonough, CPA
U.S. Securities and Exchange Commission
August 21, 2023
Page | 3
Response: The Funds appreciate the Staff's comment; however, the Funds do not believe disclosure in the "Principal Investment Strategies" section of the Funds' prospectuses is necessary because frequent and active trading is not, in reference to Instruction 1 to Item 9(b)(1) of Form N-1A, a specific "policy, practice or technique used by [a] Fund to achieve its investment objectives."
In addition, the Funds believe that any risks related to portfolio turnover are sufficiently disclosed in response to Items 3 and 16(e) of Form N-1A. For example, the summary prospectus for each Fund states that 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. These costs, which are not reflected in Annual [Fund/Portfolio] Operating Expenses or in the Expense Example, affect the [Fund's/Portfolio's] performance." Accordingly, the Funds do not believe it is necessary to include additional disclosure risk disclosure in the "Principal Risks" section.
* * * * * * * * * * * *
Should you have any questions or comments regarding this letter, please contact Todd Modic at (480) 477- 2190, Dorothy Roman at (480) 477-2669, Jennifer Kasperkowiak at (480) 477-2171, or the undersigned at
(212)309-6566.
Regards,
/s/ Nicholas C.D. Ward Nicholas C.D. Ward Counsel
Voya Investment Management
cc:Huey P. Falgout, Jr., Esq. Voya Investments, LLC
Elizabeth J. Reza, Esq.
Ropes & Gray LLP
Jessica Reece, Esq.
Ropes & Gray LLP
Jeremy Smith, Esq.
Ropes & Gray LLP
APPENDIX A
|
File # |
Registrant Name |
Series ID |
Series Name |
|
811-05773 |
Voya Balanced Portfolio Inc. |
S000008663 |
Voya Balanced Portfolio |
|
811-08817 |
Voya Equity Trust |
S000066938 |
Voya Global Multi-Asset Fund |
|
811-08817 |
Voya Equity Trust |
S000066936 |
Voya Mid Cap Research Enhanced Index Fund |
|
811-08817 |
Voya Equity Trust |
S000066935 |
Voya Corporate Leaders® 100 Fund |
|
811-08817 |
Voya Equity Trust |
S000066937 |
Voya Small Company Fund |
|
811-08817 |
Voya Equity Trust |
S000075515 |
Voya Small Cap Growth Fund |
|
811-08895 |
Voya Funds Trust |
S000066947 |
Voya Government Money Market Fund |
|
811-02565 |
Voya Government Money Market Portfolio |
S000008702 |
Voya Government Money Market Portfolio |
|
811-02361 |
Voya Intermediate Bond Portfolio |
S000008760 |
Voya Intermediate Bond Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005760 |
VY® T. Rowe Price Equity Income Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005635 |
VY® T. Rowe Price International Stock Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005624 |
VY® JPMorgan Small Cap Core Equity Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005746 |
VY® Invesco Growth and Income Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005630 |
Voya Government Liquid Assets Portfolio |
|
811-05629 |
Voya Investors Trust |
S000026281 |
Voya Retirement Growth Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005629 |
Voya Limited Maturity Bond Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005623 |
VY® JPMorgan Emerging Markets Equity Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005794 |
Voya High Yield Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005745 |
VY® Morgan Stanley Global Franchise Portfolio |
|
811-05629 |
Voya Investors Trust |
S000026283 |
Voya Retirement Moderate Portfolio |
|
811-05629 |
Voya Investors Trust |
S000026280 |
Voya Retirement Conservative Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005647 |
VY® CBRE Global Real Estate Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005758 |
Voya U.S. Stock Index Portfolio |
|
811-05629 |
Voya Investors Trust |
S000040623 |
Voya Global Perspectives® Portfolio |
|
811-05629 |
Voya Investors Trust |
S000010459 |
Voya Balanced Income Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005759 |
VY® T. Rowe Price Capital Appreciation Portfolio |
|
811-05629 |
Voya Investors Trust |
S000017158 |
VY® BlackRock Inflation Protected Bond Portfolio |
|
811-05629 |
Voya Investors Trust |
S000012824 |
Voya Large Cap Value Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005747 |
VY® CBRE Real Estate Portfolio |
|
811-05629 |
Voya Investors Trust |
S000005752 |
Voya Large Cap Growth Portfolio |
|
811-05629 |
Voya Investors Trust |
S000026282 |
Voya Retirement Moderate Growth Portfolio |
|
811-07428 |
Voya Mutual Funds |
S000034101 |
Voya Multi-Manager Emerging Markets Equity Fund |
|
811-07428 |
Voya Mutual Funds |
S000031148 |
Voya Multi-Manager International Factors Fund |
|
811-07428 |
Voya Mutual Funds |
S000008523 |
Voya Russia Fund |
|
811-07428 |
Voya Mutual Funds |
S000012534 |
Voya Global Bond Fund |
|
811-07428 |
Voya Mutual Funds |
S000008527 |
Voya Global High Dividend Low Volatility Fund |
|
811-07428 |
Voya Mutual Funds |
S000040223 |
Voya Global Perspectives® Fund |
|
811-07428 |
Voya Mutual Funds |
S000008531 |
Voya Multi-Manager International Small Cap Fund |
|
811-07428 |
Voya Mutual Funds |
S000055623 |
Voya International High Dividend Low Volatility Fund |
|
811-07428 |
Voya Mutual Funds |
S000030601 |
Voya Multi-Manager International Equity Fund |
|
811-07428 |
Voya Mutual Funds |
S000066944 |
Voya Global Diversified Payment Fund |
|
811-08319 |
Voya Partners Inc. |
S000068486 |
Voya Index Solution 2065 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007612 |
VY® Baron Growth Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000028590 |
Voya Solution Conservative Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000018039 |
Voya Solution Balanced Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000021229 |
Voya Index Solution Income Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000018040 |
Voya Solution Moderately Conservative Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007605 |
Voya Solution 2035 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007598 |
Voya Global Bond Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000034117 |
Voya Index Solution 2030 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000010768 |
VY® American Century Small-Mid Cap Value Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000010008 |
VY® Columbia Small Cap Value II Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007609 |
VY® T. Rowe Price Growth Equity Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007604 |
Voya Solution 2025 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007614 |
VY® Columbia Contrarian Core Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007611 |
VY® Invesco Comstock Portfolio |
|
|
|
A-1 |
|
|
File # |
Registrant Name |
Series ID |
Series Name |
|
811-08319 |
Voya Partners Inc. |
S000007606 |
Voya Solution 2045 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000021227 |
Voya Index Solution 2035 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000021226 |
Voya Index Solution 2025 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007613 |
VY® Invesco Equity and Income Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007607 |
Voya Solution Income Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000048104 |
Voya Solution 2060 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000040577 |
Voya Solution Aggressive Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000026398 |
Voya Solution 2055 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000009828 |
Voya International High Dividend Low Volatility Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000048105 |
Voya Index Solution 2060 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007594 |
VY® JPMorgan Mid Cap Value Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007597 |
VY® Invesco Global Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000068487 |
Voya Solution 2065 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000007608 |
VY® T. Rowe Price Diversified Mid Cap Growth Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000028589 |
Voya Solution Moderately Aggressive Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000026397 |
Voya Index Solution 2055 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000021228 |
Voya Index Solution 2045 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000034118 |
Voya Index Solution 2040 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000034121 |
Voya Solution 2030 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000034119 |
Voya Index Solution 2050 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000034122 |
Voya Solution 2040 Portfolio |
|
811-08319 |
Voya Partners Inc. |
S000034123 |
Voya Solution 2050 Portfolio |
|
811-08934 |
Voya Strategic Allocation Portfolios Inc. |
S000008665 |
Voya Strategic Allocation Moderate Portfolio |
|
811-08934 |
Voya Strategic Allocation Portfolios Inc. |
S000008666 |
Voya Strategic Allocation Conservative Portfolio |
|
811-08934 |
Voya Strategic Allocation Portfolios Inc. |
S000008664 |
Voya Strategic Allocation Growth Portfolio |
|
811-02514 |
Voya Variable Funds |
S000008703 |
Voya Growth and Income Portfolio |
|
811-09477 |
Voya Variable Insurance Trust |
S000048107 |
VY® BrandywineGLOBAL – Bond Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000021221 |
Voya U.S. Bond Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000021220 |
Voya International Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000008705 |
Voya Index Plus LargeCap Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000025439 |
Voya RussellTM Large Cap Value Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000021224 |
Voya RussellTM Small Cap Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000025438 |
Voya RussellTM Large Cap Growth Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000008706 |
Voya Index Plus MidCap Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000034879 |
Voya Emerging Markets Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000025440 |
Voya RussellTM Mid Cap Growth Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000021222 |
Voya RussellTM Large Cap Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000008707 |
Voya Index Plus SmallCap Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000021223 |
Voya RussellTM Mid Cap Index Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000008709 |
Voya Small Company Portfolio |
|
811-07651 |
Voya Variable Portfolios Inc. |
S000020601 |
Voya Global High Dividend Low Volatility Portfolio |
|
811-08220 |
Voya Variable Products Trust |
S000008640 |
Voya SmallCap Opportunities Portfolio |
|
811-08220 |
Voya Variable Products Trust |
S000008638 |
Voya MidCap Opportunities Portfolio |
A-2