MORGAN STANLEY INSTITUTIONAL FUND, INC.
Statement of Additional Information
April 30, 2024 as amended July 3, 2024
Morgan Stanley Institutional Fund, Inc. (the “Company”) is an open-end management investment company consisting of 33 funds offering a variety of investment alternatives, all of which are included in this Statement of Additional Information (“SAI”) (each a “Fund” and collectively the “Funds”). Some or all of the Funds offer the following shares: Class I, Class A, Class L, Class C, Class R6 and Class IR. Following is a list of the 33 Funds included in this SAI:
|
Share Class and Ticker Symbol | |||||
|
I |
A |
L* |
C |
R6 |
IR |
GLOBAL AND INTERNATIONAL EQUITY FUNDS: |
|
|
|
|
|
|
Asia Opportunity Portfolio |
MSAQX |
MSAUX |
— |
MSAWX |
MSAYX |
— |
Counterpoint Global Portfolio |
GLCIX |
GLCAX |
— |
GLCDX |
GLCSX |
— |
Developing Opportunity Portfolio |
MDOEX |
MDOAX |
— |
MDOBX |
MDODX |
— |
Emerging Markets ex China Portfolio |
MSDUX |
MSDQX |
— |
MSDOX |
MSDMX |
— |
Emerging Markets Leaders Portfolio |
MELIX |
MELAX |
— |
MEMLX |
MELSX |
MSIWX |
Emerging Markets Portfolio |
MGEMX |
MMKBX |
MSELX |
MSEPX |
MMMPX |
MRGEX |
Global Concentrated Portfolio |
MLNIX |
MLNAX |
— |
MLNCX |
MLNSX |
— |
Global Core Portfolio |
MLMIX |
MLMAX |
— |
MLMCX |
MLMSX |
— |
Global Endurance Portfolio |
MSJIX |
MSJAX |
— |
MSJCX |
MSJSX |
— |
Global Franchise Portfolio |
MSFAX |
MSFBX |
MSFLX |
MSGFX |
MGISX |
— |
Global Insight Portfolio |
MIGIX |
MIGPX |
MIGLX |
MSPTX |
MGZZX |
— |
Global Opportunity Portfolio |
MGGIX |
MGGPX |
MGGLX |
MSOPX |
MGTSX |
MGORX |
Global Permanence Portfolio |
MGKIX |
MGKAX |
— |
MGKCX |
MGKQX |
— |
Global Stars Portfolio |
MGQIX |
MGQAX |
MGQLX |
MSGQX |
MGQSX |
— |
International Advantage Portfolio |
MFAIX |
MFAPX |
MSALX |
MSIAX |
IDVSX |
— |
International Equity Portfolio |
MSIQX |
MIQBX |
MSQLX |
MSECX |
MIQPX |
— |
International Opportunity Portfolio |
MIOIX |
MIOPX |
MIOLX |
MSOCX |
MNOPX |
MRNPX |
Next Gen Emerging Markets Portfolio |
MFMIX |
MFMPX |
MFMLX |
MSFEX |
MSRFX |
— |
Passport Overseas Equity Portfolio |
MSACX |
MSIBX |
MSLLX |
MSAAX |
MAIJX |
MAIHX |
U.S. EQUITY FUNDS: |
|
|
|
|
|
|
Advantage Portfolio |
MPAIX |
MAPPX |
MAPLX |
MSPRX |
MADSX |
— |
Growth Portfolio |
MSEQX |
MSEGX |
MSHLX |
MSGUX |
MGRPX |
MGHRX |
Inception Portfolio |
MSSGX |
MSSMX |
MSSLX |
MSCOX |
MFLLX |
— |
Permanence Portfolio |
MSHMX |
MSHNX |
— |
MSHOX |
MSHPX |
— |
US Core Portfolio |
MUOIX |
MUOAX |
— |
MUOCX |
MUOSX |
— |
Vitality Portfolio |
MSVDX |
MSVEX |
— |
MSVMX |
MSVOX |
— |
LISTED REAL ASSET FUNDS: |
|
|
|
|
|
|
Global Focus Real Estate Portfolio |
MSBDX |
MSBEX |
— |
MSBKX |
MSBPX |
— |
Global Infrastructure Portfolio |
MTIIX |
MTIPX |
MTILX |
MSGTX |
MSGPX |
MRGOX |
Global Real Estate Portfolio |
MRLAX |
MRLBX |
MGRLX |
MSRDX |
MGREX |
MRLEX |
U.S. Focus Real Estate Portfolio |
MAAWX |
MAAYX |
— |
MABBX |
MABCX |
— |
U.S. Real Estate Portfolio |
MSUSX |
MUSDX |
MSULX |
MSURX |
MURSX |
MRETX |
ASSET ALLOCATION FUND: |
|
|
|
|
|
|
Multi-Asset Real Return Portfolio |
MRJIX |
MRJAX |
— |
MRJCX |
MRJSX |
— |
RESILIENCE FUNDS: |
|
|
|
|
|
|
American Resilience Portfolio |
MSBVX |
MSCUX |
— |
MSBWX |
MSBQX |
— |
International Resilience Portfolio |
MSDKX |
MSDFX |
— |
MSDEX |
MSCZX |
— |
* | The Company has suspended offering Class L shares of each Fund for sale to all investors. Existing Class L shareholders may invest in additional Class L shares through reinvestment of dividends and distributions. Class L shares of the American Resiliance, Asia Opportunity, Counterpoint Global, Developing Opportunity, Emerging Markets ex China, Emerging Markets Leaders, Global Concentrated, Global Core, Global Endurance, Global Focus Real Estate, Global Permanence, International Resilience, Multi-Asset Real Return, Permanence, US Core, U.S. Focus Real Estate and Vitality Portfolios are not being offered for sale at this time. You do not currently have the option of purchasing Class L shares. |
This SAI is not a prospectus, but should be read in conjunction with the Funds’ prospectuses, dated April 30, 2024 or July 3, 2024, as applicable, as may be supplemented from time to time. To obtain any of these prospectuses without charge, please call Morgan Stanley Shareholder Services toll-free at 1-800-869-6397.
Certain Funds are “non-diversified” and, as such, such Funds’ investments are not required to meet certain diversification requirements under federal securities law. Compared with “diversified” funds or portfolios, each such Fund may invest a greater percentage of its assets in the securities of an individual corporation or governmental entity. Thus, the Fund’s assets may be focused in fewer securities than other funds. A decline in the value of those investments could cause the Fund’s overall value to decline to a greater degree. The Emerging Markets Leaders, Global Concentrated, Global Core, Global Focus Real Estate, Global Franchise, Global Infrastructure, Global Stars, US Core, U.S. Focus Real Estate, U.S. Real Estate, American Resilience and International Resilience Portfolios are non-diversified portfolios.
INVESTMENT POLICIES AND STRATEGIES
This SAI provides additional information about the investment policies and operations of the Company and the Funds. “Fund” as used herein refers to each Fund listed on the cover page of this SAI (unless otherwise noted). Morgan Stanley Investment Management Inc. (the “Adviser”) acts as investment adviser to each Fund. Under the supervision of the Adviser, Morgan Stanley Investment Management Limited (“MSIM Limited”) acts as investment sub-adviser to the Global Franchise, Global Real Estate, Global Stars, American Resilience, International Resilience and International Equity; Morgan Stanley Investment Management Company (“MSIM Company”) acts as investment sub-adviser to the Asia Opportunity, Emerging Markets Leaders, Emerging Markets, Emerging Markets ex China, Global Real Estate, and International Advantage Portfolios (MSIM Limited and MSIM Company are each referred to herein individually as the “Sub-Adviser” and together as the “Sub-Advisers”). References to the Adviser, when used in connection with its activities as investment adviser, include any Sub-Adviser acting under its supervision.
GLOBAL AND INTERNATIONAL EQUITY FUNDS |
| ||||||||
|
Asia Opportunity |
Developing Opportunity |
Emerging Markets |
Emerging Markets ex China |
Emerging Markets Leaders |
Next Gen Emerging Markets |
Global Insight |
Global Concentrated |
Global |
Agencies |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Asset-Backed Securities |
|
|
|
|
|
X |
|
|
|
Bitcoin Exposure |
X |
X |
|
|
|
|
X |
|
|
Borrowing for Investment Purposes |
|
|
|
|
|
|
|
|
|
Brady Bonds |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Cash Equivalents |
X |
X |
X |
X |
X |
X |
X |
X |
X |
China Investments |
X |
X |
X |
|
X |
X |
X |
X |
X |
Chinese Fixed-Income Investments |
|
|
|
|
|
|
|
|
|
Combined Transactions |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Commodity-Linked Investments |
|
|
|
|
|
X |
|
|
|
Common Stocks |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Contracts for Difference |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Convertible Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Corporates |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Currency Forwards |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Depositary Receipts |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Emerging Market Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Eurodollar and Yankee Dollar Obligations |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Exchange-Listed Equities via Stock Connect Program |
X |
X |
X |
|
X |
|
X |
|
|
Exchange-Traded Funds |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Floaters |
|
|
|
|
|
|
|
|
|
Foreign Corporate Fixed-Income Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Foreign Currency Transactions |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Foreign Equity Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Foreign Government Fixed-Income Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Futures Contracts |
X |
X |
X |
X |
X |
X |
X |
X |
X |
High Yield Securities |
X |
|
X |
X |
X |
X |
|
|
|
Illiquid Investments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Inverse Floaters |
|
|
|
|
|
|
|
|
|
Investment Company Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Investment Funds |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Investment Grade Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
1
GLOBAL AND INTERNATIONAL EQUITY FUNDS |
| ||||||||
|
Asia Opportunity |
Developing Opportunity |
Emerging Markets |
Emerging Markets ex China |
Emerging Markets Leaders |
Next Gen Emerging Markets |
Global Insight |
Global Concentrated |
Global |
Investments in Saudi Arabia and the QFI Regime |
|
|
X |
X |
X |
X |
|
|
|
IPOs |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Loans of Portfolio Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Loan-Related Investments |
|
|
X |
X |
X |
X |
|
|
|
Limited Partnership and Limited Liability Company Interests |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Money Market Instruments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Mortgage-Related Securities |
X |
X |
|
|
|
X |
X |
X |
X |
Municipals |
|
|
|
|
|
X |
|
|
|
Non-Publicly Traded Securities, Private Placements and Restricted Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Options |
X |
X |
|
|
X |
|
X |
X |
X |
Preferred Stocks |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Real Estate Investing |
X |
X |
X |
X |
X |
X |
X |
X |
X |
—REITs |
X |
X |
X |
X |
X |
X |
X |
X |
X |
—Foreign Real Estate Companies |
X |
X |
X |
X |
X |
X |
X |
X |
X |
—Specialized Ownership Vehicles |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Repurchase Agreements |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Reverse Repurchase Agreements |
|
|
|
|
|
X |
X |
|
|
Rights |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Short Sales |
|
|
|
|
|
|
|
|
|
Special Purpose Acquisition Companies |
X |
X |
|
|
|
|
X |
|
|
Structured Investments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Swaps |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Temporary Borrowing |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Temporary Investments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
U.S. Government Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Variable Interest Entities |
X |
X |
X |
|
X |
|
|
X |
X |
Warrants |
X |
X |
X |
X |
X |
X |
X |
X |
X |
When-Issued and Delayed Delivery Securities and Forward Commitments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Zero Coupons, Pay-In-Kind Securities or Deferred Payment Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Additional Risks |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Special Risks Related to Cyber Security |
|
|
|
|
|
|
|
|
|
Regulatory and Legal Risk |
|
|
|
|
|
|
|
|
|
Market and Geopolitical Risk |
|
|
|
|
|
|
|
|
|
ESG Investment Risk |
|
|
|
|
|
|
|
|
|
2
GLOBAL AND INTERNATIONAL EQUITY FUNDS | ||||||||||
|
Passport Overseas Equity |
Counterpoint Global |
Global Endurance |
Global Franchise |
Global Opportunity |
Global Permanence |
Global Stars |
International Advantage |
International Equity |
International Opportunity |
Agencies |
X |
X |
X |
* |
X |
X |
X |
X |
* |
X |
Asset-Backed Securities |
|
|
|
|
|
|
|
|
|
|
Bitcoin Exposure |
|
X |
|
|
X |
X |
|
X |
|
X |
Borrowing for Investment Purposes |
|
|
|
|
|
|
|
|
|
|
Brady Bonds |
X |
X |
X |
|
X |
X |
|
|
X |
X |
Cash Equivalents |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
China Investments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Chinese Fixed-Income Investments |
|
|
|
|
|
|
|
|
|
|
Combined Transactions |
X |
X |
X |
|
X |
X |
X |
X |
X |
X |
Commodity-Linked Investments |
|
|
|
|
|
|
|
|
|
|
Common Stocks |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Contracts for Difference |
X |
X |
X |
|
X |
X |
X |
X |
X |
X |
Convertible Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Corporates |
X |
X |
X |
* |
X |
X |
X |
X |
* |
X |
Currency Forwards |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Depositary Receipts |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Emerging Market Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Eurodollar and Yankee Dollar Obligations |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Exchange-Listed Equities via Stock Connect Program |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Exchange-Traded Funds |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Floaters |
|
|
|
|
|
|
|
|
|
|
Foreign Corporate Fixed-Income Securities |
X |
X |
X |
|
X |
X |
|
X |
X |
X |
Foreign Currency Transactions |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Foreign Equity Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Foreign Government Fixed-Income Securities |
X |
X |
X |
|
X |
X |
|
X |
X |
X |
Futures Contracts |
X |
X |
X |
|
X |
X |
X |
X |
X |
X |
High Yield Securities |
|
X |
|
|
|
|
|
|
|
|
Illiquid Investments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Inverse Floaters |
|
|
|
|
|
|
|
|
|
|
Investment Company Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Investment Funds |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Investment Grade Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Investments in Saudi Arabia and the QFI Regime |
X |
|
|
|
|
|
|
|
|
|
IPOs |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Limited Partnership and Limited Liability Company Interests |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
3
GLOBAL AND INTERNATIONAL EQUITY FUNDS | ||||||||||
|
Passport Overseas Equity |
Counterpoint Global |
Global Endurance |
Global Franchise |
Global Opportunity |
Global Permanence |
Global Stars |
International Advantage |
International Equity |
International Opportunity |
Loan-Related Investments |
|
|
|
|
|
|
|
|
|
|
Loans of Portfolio Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Money Market Instruments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Mortgage-Related Securities |
|
X |
X |
|
X |
X |
|
X |
|
X |
Municipals |
|
|
|
|
|
|
|
|
|
|
Non-Publicly Traded Securities, Private Placements and Restricted Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Options |
X |
X |
X |
|
X |
X |
X |
X |
X |
X |
Preferred Stocks |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Real Estate Investing |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
—REITs |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
—Foreign Real Estate Companies |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
—Specialized Ownership Vehicles |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Repurchase Agreements |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Reverse Repurchase Agreements |
|
X |
X |
|
|
X |
|
|
|
|
Rights |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Short Sales |
|
|
|
|
|
|
|
|
|
|
Special Purpose Acquisition Companies |
|
X |
X |
|
X |
X |
|
X |
|
X |
Structured Investments |
|
X |
X |
|
X |
X |
|
X |
|
X |
Swaps |
X |
X |
X |
|
X |
X |
X |
X |
X |
X |
Temporary Borrowing |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Temporary Investments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
U.S. Government Securities |
X |
X |
X |
* |
X |
X |
X |
X |
* |
X |
Variable Interest Entities |
X |
X |
|
|
X |
|
|
X |
X |
X |
Warrants |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
When-Issued and Delayed Delivery Securities and Forward Commitments |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Zero Coupons, Pay-In-Kind Securities or Deferred Payment Securities |
X |
X |
X |
|
X |
X |
|
X |
X |
X |
Additional Risks |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
Special Risks Related to Cyber Security |
|
|
|
|
|
|
|
|
|
|
Regulatory and Legal Risk |
|
|
|
|
|
|
|
|
|
|
Market and Geopolitical Risk |
|
|
|
|
|
|
|
|
|
|
ESG Investment Risk |
|
|
|
|
|
|
|
|
|
|
* | This Fund may invest in certain U.S. Government Securities, Agencies and Corporates as described under Money Market Instruments and Temporary Investments. |
4
U.S. EQUITY FUNDS | ||||||
|
Advantage |
Growth |
Inception |
US Core |
Permanence |
Vitality |
Agencies |
X |
X |
X |
X |
X |
X |
Asset-Backed Securities |
|
|
|
|
|
|
Bitcoin Exposure |
X |
X |
X |
|
X |
|
Borrowing for Investment Purposes |
|
|
|
|
|
|
Brady Bonds |
X |
|
|
|
X |
|
Cash Equivalents |
X |
X |
X |
X |
X |
X |
Chinese Fixed-Income Investments |
|
|
|
|
|
|
Combined Transactions |
X |
X |
X |
X |
X |
X |
Commodity-Linked Investments |
|
|
|
|
|
|
Common Stocks |
X |
X |
X |
X |
X |
X |
Contracts for Difference |
X |
X |
X |
X |
X |
X |
Convertible Securities |
X |
X |
X |
X |
X |
X |
Corporates |
X |
X |
X |
X |
X |
X |
Currency Forwards |
X |
X |
X |
X |
X |
X |
Depositary Receipts |
X |
X |
X |
X |
X |
X |
Emerging Market Securities |
X |
X |
X |
X |
X |
X |
Eurodollar and Yankee Dollar Obligations |
X |
|
|
|
X |
|
Exchange-Listed Equities via Stock Connect Program |
X |
|
|
|
X |
|
Exchange-Traded Funds |
X |
X |
X |
X |
X |
X |
Floaters |
|
|
|
|
|
|
Foreign Corporate Fixed-Income Securities |
X |
|
|
|
X |
|
Foreign Currency Transactions |
X |
X |
X |
X |
X |
X |
Foreign Equity Securities |
X |
X |
X |
X |
X |
X |
Foreign Government Fixed-Income Securities |
X |
|
|
|
X |
|
Futures Contracts |
X |
X |
X |
X |
X |
X |
High Yield Securities |
|
|
|
|
|
|
Illiquid Investments |