Interval Fund Modernization and Multi-Class Closed-End Funds: What Filers Should Know

October 16, 2026

What happened?

On September 30, 2026, the SEC proposed amendments to modernize the interval fund framework and allow registered closed-end funds and business development companies to issue multiple share classes. The proposal would also loosen the repurchase offer requirements and allow interval funds to better match the liquidity profile of their portfolio.

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Key Provisions

Multiple share classes. Regulated closed-end funds could offer multiple share classes and pay asset-based distribution and service fees under a rules-based framework, similar to what open-end funds already have. Prospectus disclosure would be updated for multiple share class and master-feeder structures. The SEC also proposes to rescind most of the existing exemptive orders that grant this relief today.

Interval funds (Rule 23c-3). The proposal would give interval funds more flexibility in the repurchase process by:

• permitting extended deferral of the first repurchase offer;
• permitting more frequent discretionary repurchases and monthly periodic intervals;
• allowing deferred sales loads to be deducted from repurchase proceeds, subject to conditions;
• simplifying how the repurchase pricing date is set and how oversubscribed offers are handled; and
• replacing the fixed liquidity requirement with a principles-based approach.

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Related Form Changes

• Form N-2: The prospectus expense example would be based on a hypothetical $10,000 investment instead of $1,000. All regulated closed-end funds, not just multiple share class funds, would add a table to shareholder reports showing the expenses of an ongoing $10,000 investment. Registered closed-end funds would include it in both annual and semi-annual reports; business development companies would include it in annual reports only.
• Form N-CEN: Item C.2 share class reporting would extend to registered closed-end funds. These funds would not need to obtain EDGAR class identifiers.
• Form N-23c-3: Outdated language, including the triplicate filing and manual signature instructions, would be removed.

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What does this mean for me?

No action is required while the proposal is open for comment. If you do wish to submit feedback, the SEC comment period is open until December 4, 2026.

SEC Resources

• Proposed Rule (SEC Issued Version)
• Fact Sheet
• Press Release
• Submit a Comment

We will continue to monitor regulatory updates and new developments. If you have questions or would like to speak with a regulatory expert, contact us. FilePoint is here to help.