Annual Report

December 31, 2016

Series B

Voya Corporate Leaders® Trust Fund

    

    

    

    

This report is submitted for general information to shareholders of the Voya mutual funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the fund’s investment objectives, risks, charges, expenses and other information. This information should be read carefully.
   
   
INVESTMENT MANAGEMENT
voyainvestments.com  


TABLE OF CONTENTS


President’s Letter
                 1    
Market Perspective
                 2    
Managers’ Report
                 4    
Report of Independent Registered Public Accounting Firm
                 5    
Statement of Assets and Liabilities
                 6    
Statement of Operations
                 7    
Statements of Changes in Net Assets
                 8    
Financial Highlights
                 9    
Notes to Financial Statements
                 10    
Portfolio of Investments
                 13    
Director/Trustee and Officer Information
                 14    
 


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PRESIDENT’S LETTER



New administration, new possibilities

Dear Shareholder,

During the presidential campaign, President Donald Trump promised to cut taxes and regulations; since the election, anticipation of these policies has driven a rally in the stock markets. As the Trump administration transitions into power, it’s appropriate to consider how its policies might impact long-term investors.

The incoming president inherits a much better economy than the outgoing one did: job growth is accelerating, inflation is rising at an acceptable pace and corporate earnings have turned positive again. These trends were established enough in December that the U.S. Federal Reserve Board (“Fed”) could justify increasing interest rates. In a recent update to its World Economic Outlook, the International Monetary Fund (“IMF”) raised its near-term estimates of U.S. growth. Optimism about the pro-growth impacts of Trump policies is evident in surveys of small-business and consumer sentiment. We believe expectations of tax cuts, deregulation and increased fiscal policy stimulus will accelerate economic growth in the near term, leading to expectations of improved corporate revenue and earnings, which, if realized, could help sustain a stock market rally.

Greater fiscal stimulus also could help our trading partners, provided the new administration does not impose protectionist trade policies. Globally, near-term economic progress and easier fiscal policies should reduce the need to rely so heavily upon monetary policy. The IMF notes that the outlook for advanced economies has improved, though tighter financial conditions challenge the prospects for emerging and developing economies.

The potential benefits of Trump policies could be mitigated by longer-term trends in the economy: an aging population, consumers’ reluctance to borrow and subdued productivity growth. Fiscal stimulus would increase demand, but if coupled with aggressive tax cuts could increase the federal budget deficit, raising inflation. Should inflation accelerate above the Fed’s comfort threshold, we could see a faster than expected pace of interest rate increases, dampening growth potential.

Political uncertainty persists in this post-election world; the shift from monetary toward fiscal stimulus, while potentially beneficial, may also increase volatility. Investors should remain vigilant. True to our philosophy, we believe a globally diversified portfolio represents the best way to navigate the changing landscape of 2017. Before taking any action that could impact your long-term potential for investment success, thoroughly discuss with your investment advisor your circumstances and possible responses.

We seek to remain a reliable partner committed to reliable investing, helping you and your investment advisor achieve your goals. We appreciate your continued confidence in us, and we look forward to serving your investment needs in the future.

Sincerely,
 
Shaun Mathews
President and Chief Executive Officer
Voya Family of Funds
January 19, 2017


The views expressed in the President’s Letter reflect those of the President as of the date of the letter. Any such views are subject to change at any time based upon market or other conditions and the Voya mutual funds disclaim any responsibility to update such views. These views may not be relied on as investment advice and because investment decisions for a Voya mutual fund are based on numerous factors, may not be relied on as an indication of investment intent on behalf of any Voya mutual fund. Reference to specific company securities should not be construed as recommendations or investment advice.

International investing poses special risks including currency fluctuation, economic and political risks not found in investments that are solely domestic.

1



MARKET PERSPECTIVE:  YEAR ENDED DECEMBER 31, 2016


In our semi-annual report we described how markets in global equities, in the form of the MSCI World IndexSM (the “Index”) measured in local currencies, including net reinvested dividends, recovered sharply after intensifying global concerns had driven them down into February. With much turmoil along the way, the Index managed to turn a 0.70% loss in the first half into a 9.00% gain for the whole fiscal year. (The Index returned 7.51% for the year ended December 31, 2016, measured in U.S. dollars.)

The U.S. Federal Open Market Committee (“FOMC”) had started raising interest rates in December with the prospect of more to come in 2016 despite sluggish economic progress. It was worse in the rest of the developed world where negative bond yields were increasingly common.

China was an ongoing concern with declining growth, policy missteps and ballooning debt. Energy and commodities prices were falling, adding to deflationary pressures.

Many indices of risky assets seemed to reach their nadir on February 11. The Index, with no specific catalyst evident, rebounded by nearly 14% to the end of May.

As asset prices recovered, there were still many who doubted that the gains would be sustained. Yet by the end of May, the domestic economy was delivering some more encouraging data. FOMC officials started talking about two to three rate increases in 2016, as the faint growth in U.S. gross domestic product (“GDP”) in late 2015 and early 2016 would soon improve and employment was nearly full.

A surprisingly weak U.S. employment report on June 3 put paid to an interest rate increase that month. But worse was to come. On June 23, the British electorate unexpectedly voted to leave the European Union (“EU”). The strident voices of anti-globalization in other EU countries were sure to demand their own referendum. The potential disintegration of the world’s largest trading bloc had alarming implications for global demand and investment. Yet an initial 6% drop in the Index was mostly reversed by month end.

Indeed, the prices of risk assets resumed their recovery; the Index rose 4.56% in the two months through August. Two strong employment reports took the unemployment rate below 4.9%. Core inflation was holding above 2%. Slim second quarter annualized GDP growth of just 1.1% concealed real final sales growth of 2.4%. By the end of August, Federal Reserve officials were again warning of two interest rate increases before year end. In the event the FOMC did not act in September after a less strong employment report and listless purchasing managers’ indices, but broadly hinted that they would do so in December.

By the end of October, one notable trend was the increase in government bond yields. There were various reasons. In the U.S., an interest rate hike in December was an increasingly likely prospect, not dimmed by GDP growth for the third quarter of 2016 reported at 2.9% and later revised even higher. In the euro zone, it was feared that the European Central Bank was about to “taper” its bond buying. In the U.K., the weakening pound made government bonds less attractive.

But this and other market trends were thrown into disarray when on November 8 a new U.S. President was unexpectedly elected on a platform of massive infrastructure spending, tax reductions, lighter financial regulation, trade protectionism and the repeal of the Affordable Care Act.

Having stumbled for two months, the Index danced 2.63% higher in November and 2.78% in December. But the music had changed. The platform was seen as reflationary and inflationary in the U.S. The yield curve rose and steepened faster than ever. This and the prospect of lighter regulation benefited banks. The promised infrastructure spending boosted sectors like industrials, energy and materials. However, sectors that had been “bond surrogates” like utilities and consumer staples suffered. The technology sector, on which the net effect was unclear, was little changed.

In U.S. fixed income markets, the Bloomberg Barclays U.S. Aggregate Bond Index (“Barclays Aggregate”) gained 2.65% in the fiscal year, while the Bloomberg Barclays U.S. Treasury Bond sub-index added 1.04%. Indices of riskier classes generally outperformed Treasuries. The Bloomberg Barclays U.S. Corporate Investment Grade Bond sub-index advanced 6.11%; the Bloomberg Barclays High Yield Bond — 2% Issuer Constrained Composite Index (not a part of the Barclays Aggregate) soared 17.13%.

U.S. equities, represented by the S&P 500® index including dividends, rose 11.96% over the twelve months. The strongest sectors were energy and telecommunications, returning 27.36% and 23.49% respectively. Weakest were health care and consumer staples, which returned -2.69% and 5.38%, respectively. S&P 500® companies’ earnings per share recorded a 3.13% year-over-year increase in the third quarter of 2016 after five straight year-over-year declines.

In currencies, the dollar was boosted by developments in November and on a trade-weighted basis reached a 14-year high. The dollar gained 3.21% against the euro and 19.38% on the pound in 2016, although in the latter case it was primarily due to Britain’s vote to leave the EU. The dollar actually lost 2.71% against the yen, but this included a gain after November 8 of more than 11%.

In international markets, the MSCI Japan® Index, in a pattern that inversely reflected the yen, a driver of the value of non-yen export earnings, slipped 0.74% for the year, but rose nearly 15% in the last quarter. The MSCI Europe ex UK® Index added 2.31%, the balance of larger effects: industrials gained over 15% and made the largest contribution, while health care lost 10% and made the largest negative contribution. The MSCI UK® Index surged 19.16%, its big multinational members like HSBC, Shell and Glencore benefiting from the weaker pound, the currency in which their substantial overseas earnings would be reported.

All indices are unmanaged and investors cannot invest directly in an index. Past performance does not guarantee future results. The performance quoted represents past performance. Investment return and principal value of an investment will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. The Portfolio’s performance is subject to change since the period’s end and may be lower or higher than the performance data shown. Please call (800) 992-0180 or log on to www.voyainvestments.com to obtain performance data current to the most recent month end.

Market Perspective reflects the views of Voya Investment Management’s Chief Investment Risk Officer only through the end of the period, and is subject to change based on market and other conditions.


 

2



BENCHMARK DESCRIPTIONS


Index       Description
Bloomberg Barclays High Yield Bond — 2% Issuer Constrained Composite Index
       
An index that includes all fixed-income securities having a maximum quality rating of Ba1, a minimum amount outstanding of $150 million, and at least one year to maturity.
Bloomberg Barclays U.S. Aggregate Bond Index
       
An index of publicly issued investment grade U.S. Government, mortgage-backed, asset-backed and corporate debt securities.
Bloomberg Barclays U.S. Corporate Investment Grade Bond Index
       
An index consisting of publicly issued, fixed rate, nonconvertible, investment grade debt securities.
Bloomberg Barclays U.S. Treasury Bond Index
       
A market capitalization-weighted index that measures the performance of
public obligations of the U.S. Treasury that have a remaining maturity of one year or more.
MSCI Europe ex UK® Index
       
A free float-adjusted market capitalization index that is designed to measure developed market equity performance in Europe, excluding the UK.
MSCI Japan® Index
       
A free float-adjusted market capitalization index that is designed to measure developed market equity performance in Japan.
MSCI UK® Index
       
A free float-adjusted market capitalization index that is designed to measure developed market equity performance in the UK.
MSCI World IndexSM
       
An index that measures the performance of over 1,400 securities listed on exchanges in the U.S., Europe, Canada, Australia, New Zealand and the Far East.
S&P 500® Index
   
An index that measures the performance of securities of approximately 500 large-capitalization companies whose securities are traded on major U.S. stock markets.
 

3



VOYA CORPORATE LEADERS® TRUST FUND MANAGERS’ REPORT


Sector Diversification
as of December 31, 2016

(as a percentage of net assets)
 
Industrials
                 27.9 %  
Energy
                 23.9 %  
Materials
                 12.9 %  
Financials
                 11.5 %  
Consumer Discretionary
                 8.6 %  
Utilities
                 6.7 %  
Consumer Staples
                 4.8 %  
Telecommunication Services
                 1.1 %  
Assets in Excess of Other Liabilities
                     2.6 %  
Net Assets
                 100.0 %  

Portfolio Management Team: The portfolio is not actively managed.

Goal: Voya Corporate Leaders® Trust Fund (the “Trust”) seeks long term capital growth and income through investment generally in an equal number of shares of the common stock of a fixed list of American blue-chip corporations.

Performance: For the year ended December 31, 2016, the Trust provided a total return of 19.39% compared to the S&P 500® Index, which returned 11.96% for the same period.

Portfolio Specifics: Outperformance for the reporting period was driven by the securities within the Trust. On the sector level, the industrials and consumer discretionary sectors contributed favorably to relative performance. Additionally, the Trust’s lack of exposure to the health care sector positively impacted relative returns. By contrast, the Trust’s lack of exposure to the information technology sector negatively impacted results. The Trust’s allocation to cash, although within typical range, was also a drag on performance. On an individual stock level basis, overweight positions in Union Pacific Corporation, Chevron Corporation and Berkshire Hathaway Inc. Class B were among the top contributors for the period. The top detractors for the period included overweight positions in Marathon Petroleum Corporation, Fortune Brands Home & Security, Inc. and Viacom Inc., Class B.

As of the end of the reporting period, the strategy’s largest sector overweights included the energy, industrials and materials sectors; the Trust does not currently hold positions within the information technology, health care or real estate sectors. Sector exposures are purely a function of the strategy’s quantitative investment discipline, however, and are not actively managed.

Top Ten Holdings
as of December 31, 2016

(as a percentage of net assets)
Union Pacific Corp.
                 18.0 %  
Berkshire Hathaway, Inc. — Class B
                 11.5 %  
Exxon Mobil Corp.
                 11.0 %  
Praxair, Inc.
                 6.8 %  
Chevron Corp.
                 6.7 %  
Marathon Petroleum Corp.
                 5.1 %  
Procter & Gamble Co.
                 4.8 %  
Honeywell International, Inc.
                 4.7 %  
Dow Chemical Co.
                 3.1 %  
Consolidated Edison, Inc.
                 3.0 %  
             

Outlook and Current Strategy: The Trust was created in 1935 with the objective of seeking long-term capital growth and income through investment generally in an equal number of shares of common stock of a fixed list of American blue chip corporations. The Trust’s portfolio investments are not actively managed. Stocks have only been added when corporate actions, such as mergers or spin-offs replace one of the original 30 companies. It currently holds investments in 21 American blue chip corporations favoring the industrials, energy and materials sectors.


The outlook for this Trust may differ from that presented for other Voya mutual funds. The Trust’s performance returns shown reflect applicable fee waivers and/or expense limits in effect during this period. Absent such fee waivers/expense limitations, if any, performance would have been lower. Performance for the different classes of shares will vary based on differences in fees associated with each class.


 

4



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


The Participation Holders and Trustee
Voya Corporate Leaders® Trust Fund

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Voya Corporate Leaders® Trust Fund — Series “B”, a series of Voya Corporate Leaders® Trust Fund, as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Voya Corporate Leaders® Trust Fund — Series “B” as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.


 

Boston, Massachusetts
February 14, 2017

5



STATEMENTS OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2016


ASSETS:
                      
Investments in securities at fair value (cost $779,785,961)
            $ 990,984,754   
Cash
                 29,017,947   
Restricted cash (Note 2)
                 3,422,242   
Receivables:
                       
Participations sold
                 2,183,697   
Dividends
                 714,207   
Prepaid expenses
                 22,102   
Total assets
                 1,026,344,949   
 
                      
LIABILITIES:
                      
Payable for participations redeemed
                 4,268,160   
Distribution payable
                 3,422,242   
Accrued Sponsor’s maintenance fees payable
                 349,384   
Payable for professional fees
                 51,842   
Other accrued expenses and liabilities
                 456,311   
Total liabilities
                 8,547,939   
 
                      
NET ASSETS:
                      
Balance applicable to participations at December 31, 2016, equivalent to $32.99 per participation on 30,851,584 participations outstanding
            $ 1,017,797,010   
 

See Accompanying Notes to Financial Statements

6



STATEMENTS OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2016


INVESTMENT INCOME:
                      
Dividends
            $ 25,912,450   
Interest
                 41,034   
Total investment income
                 25,953,484   
 
EXPENSES:
                      
Sponsor maintenance fee (Note 4)
                 4,112,284   
Transfer agent fees
                 1,066,907   
Shareholder reporting expense
                 90,872   
Registration and filing fees
                 58,624   
Professional fees
                 70,486   
Custody and accounting fees (Note 4)
                 72,790   
Miscellaneous expense
                 7,876   
Total expenses
                 5,479,839   
Net investment income
                 20,473,645   
 
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
                      
Net realized gain on investments
                 78,326,114   
Net change in unrealized appreciation or depreciation on investments
                 80,860,882   
Net realized and unrealized gain on investments
                 159,186,996   
Increase in net assets resulting from operations
            $ 179,660,641   
 

See Accompanying Notes to Financial Statements

7



STATEMENTS OF CHANGES IN NET ASSETS


        Year Ended
December 31,
2016
    Year Ended
December 31,
2015
FROM OPERATIONS:
                                      
Net investment income
            $ 20,473,645        $ 27,568,761   
Net realized gain on investments
                 78,326,114             190,941,452   
Net change in unrealized appreciation or depreciation on investments
                 80,860,882             (396,093,837 )  
Increase (decrease) in net assets resulting from operations
                 179,660,641             (177,583,624 )  
 
FROM DISTRIBUTIONS TO PARTICIPATIONS:
                                      
Net investment income
                 (20,763,083 )            (28,851,520 )  
Net realized gains
                 (5,793,667 )               
Return of capital
                 (13,303,971 )               
Total distributions
                 (39,860,721 )            (28,851,520 )  
 
FROM PARTICIPATION TRANSACTIONS:
                                      
Net proceeds from sale of participations
                 62,527,887             211,006,739   
Reinvestment of distributions
                 35,095,842             24,990,888   
 
                 97,623,729             235,997,627   
Cost of participations redeemed
                 (331,481,699 )            (661,708,516 )  
Net decrease in net assets resulting from participation transactions
                 (233,857,970 )            (425,710,889 )  
Net decrease in net assets
                 (94,058,050 )            (632,146,033 )  
NET ASSETS:
                                      
Beginning of year (period)
                 1,111,855,060             1,744,001,093   
End of year (period)
            $ 1,017,797,010        $ 1,111,855,060   
 

See Accompanying Notes to Financial Statements

8



FINANCIAL HIGHLIGHTS


Selected data for each participation of the Trust outstanding throughout each year or period.

 

      Income (loss)
from investment
operations
  
    Less distributions
  
            Ratios to average
net assets
                                                 
  Net asset value, beginning
of year or period
  
Net investment income (loss)
  
Net realized and unrealized
gain (loss)
  
Total from investment
operations
  
From net investment income
  
From net realized gains
  
From tax return of capital
  
Total distributions/
allocations
  
Net asset value,
end of year or period
  
Total Return(1)
  
Net assets, end of year or
period
  
Expenses(2)
  
Net investment income
(loss)(2)
Year or period ended

($)
  
($)
  
($)
  
($)
  
($)
  
($)
  
($)
  
($)
  
($)
  
(%)
  
($000’s)
  
(%)
  
(%)
12-31-16
         28.74             0.61             4.94             5.55             0.66             0.19             0.45             1.30             32.99             19.39             1,017,797             0.53             1.99   
12-31-15
         33.18             0.60             (4.36 )            (3.76 )            0.68                                       0.68             28.74             (11.38 )            1,111,855             0.53             1.92   
12-31-14
         31.71             0.55             2.79             3.34             0.53             0.44             0.90             1.87             33.18             10.77             1,744,001             0.51             1.68   
12-31-13
         24.87             0.51             6.81             7.32             0.48                                       0.48             31.71             29.57             1,489,997             0.50             1.78   
12-31-12
         22.39             0.47             2.47             2.94             0.46                                       0.46             24.87             13.21             903,062             0.52             1.95   
 


(1)    
  Total return is calculated assuming reinvestment of all dividend, capital gain and return of capital distributions/allocations at net asset value.
(2)    
  Annualized for periods less than one year.
    
  Calculated using average number of participations outstanding throughout the period.

See Accompanying Notes to Financial Statements

9



NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2016


NOTE 1 — NATURE OF BUSINESS AND BASIS OF PRESENTATION

Voya Corporate Leaders® Trust Fund (the “Trust”), is an unincorporated Unit Investment Trust registered as such with the Securities and Exchange Commission (“SEC”). Series B commenced operations in 1941 as a series of the Trust, which was created under a Trust Indenture dated November 18, 1935, as amended.

The Trust seeks long-term capital growth and income through investment generally in an equal number of shares of the common stock of a fixed list of American blue chip corporations.

The Trust is comprised of a Trust Fund (“Trust Fund”) and a Distributive Fund (“Distributive Fund”). The Trust Fund is composed of stock units, each unit consisting of one share of common stock of each of the twenty-one corporations (except with respect to shares received from spin-offs or mergers of existing portfolio securities — see discussion below) and such cash as may be available for the purchase of stock units. Cash received on sales of participations (excluding the portion thereof, if any, attributable to the value of, and therefore deposited in, the Distributive Fund), including distributions by the Trust which are reinvested in additional participations under the Distribution Reinvestment Program described herein, is held in the Trust Fund without interest until receipt of sufficient cash to purchase at least one hundred stock units. To the extent monies remain uninvested in the Trust, The Bank of New York Mellon (“the Trustee”) serving as Trustee for the Trust, will derive a benefit therefrom.

All dividends and any other cash distributions received by the Trust with respect to the common stock held in the Trust Fund are deposited in the Distributive Fund. Any non-cash distributions received by the Trust with respect to the common stock held in the Trust Fund (excluding additional shares of common stock received upon a stock split which shall remain assets of the Trust Fund) are sold by the Trustee and the proceeds of sale are deposited in the Distributive Fund. The Trustee should invest the funds deposited in the Distributive Fund in debt obligations issued or guaranteed by the U.S. government, its agencies or instrumentalities, or in repurchase agreements collateralized by such U.S. government obligations, which mature prior, and as close as practicable, to the next Distribution Date. The interest earned on such investments is also deposited in the Distributive Fund. Fees and expenses of the Trust are paid from the Distributive Fund. The Trustee may from time to time set aside out of the Distributive Fund a reserve for payments of taxes or other governmental charges.

On each Distribution Date, the Trustee uses the money in the Distributive Fund to purchase additional participations for participants under the Distribution Reinvestment Program unless the participant has elected to receive the distribution in cash.

In the event of the merger, consolidation, re-capitalization or readjustment of the issuer of any portfolio security with any other corporation, the sponsor may instruct the Trustee, in writing, to accept or reject such offer or take such other action as the sponsor may deem proper. Any securities received in exchange shall be held by the Trust and shall be subject to the terms and conditions of the Indenture to the same extent as the securities originally held in the Trust. Securities received pursuant to an exchange may result in the Trust holding fewer shares than originally held in the portfolio security. Each stock unit issued after the effective date of such an exchange will include one share of the corporation received on exchange.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements. The Trust is considered an investment company under U.S. generally accepted accounting principles (“GAAP”) and follows the accounting and reporting guidance applicable to investment companies.

A.  Valuation of Securities. The Trust is open for business every day the New York Stock Exchange (“NYSE”) opens for regular trading (each such day, a “Business Day”). The net asset value (“NAV”) per share of the Trust is determined each Business Day as of the close of the regular trading session (“Market Close”), as determined by the Consolidated Tape Association (“CTA”), the central distributor of transaction prices for exchange-traded securities (normally 4:00 p.m. Eastern time unless otherwise designated by the CTA). The data reflected on the consolidated tape provided by the CTA is generated by various market centers, including all securities exchanges, electronic communications networks, and third-market broker-dealers. The NAV per share of the Trust is calculated by taking the value of the Trust’s assets, subtracting the Trust’s liabilities and dividing by the number of participations of the Trust that are outstanding. On days when the Trust is closed for business, Trust participations will not be priced and the Trust does not transact purchase and redemption orders. To the extent the Trust’s assets are traded in other markets on days when the Trust does not price its participations, the value of the Trust’s assets will likely change and you will not be able to purchase or redeem participations of the Trust.

10



NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2016 (CONTINUED)


NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

A security listed or traded on an exchange is valued at its last sales price or official closing price as of the close of the regular trading session on the exchange where the security is principally traded or, if such price is not available, at the last sale price as of the Market Close for such security provided by the CTA. Investments for which no sale is reported, or which are traded over-the-counter, are valued at the mean between bid and ask prices. Securities for which market quotations are not readily available and other assets are valued at fair value as determined in good faith by the Trustee.

Fair value is defined as the price that the Trust would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. Each investment asset or liability of the Trust is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than quoted prices for an asset or liability that are observable are classified as “Level 2” and significant unobservable inputs, including Voya Investments, LLC’s or pricing committee’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. A table summarizing the Trust’s investments under these levels of classification is included following the Portfolio of Investments.

For the year ended December 31, 2016, there have been no significant changes to the fair valuation methodologies.

B.  Income Taxes. No provision for federal income taxes is made since the Trust, under applicable provisions of the Internal Revenue Code, is treated as a Grantor Trust and all its income is taxable to the holders of participations. Management has considered the sustainability of the Trust’s tax positions taken on federal income tax returns for all open tax years in making this determination.

At December 31, 2016, the cost of the Trust’s portfolio of investments for tax purposes was $779,785,961.

As of December 31, 2016, the tax basis net unrealized appreciation of portfolio securities was $211,198,793, comprised of unrealized appreciation of $234,633,920 and unrealized depreciation of $(23,435,127).

As of December 31, 2016, no provision for income tax would be required in the Trust’s financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Trust’s federal and state income tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue.

C.  Distributions to Participation Holders. Semi-annual distributions will be reinvested at NAV in additional participations of the Trust unless the Participant notifies the Trustee to pay such distributions in cash.

D.  Security Transactions & Revenue Recognition. Cost of the investment securities, as well as realized security gains and losses are based on the identified average cost basis. Investment transactions are recorded on the trade date basis. Dividend income is recorded on the ex-dividend date. Interest income is accrued as earned.

E.  Accounting Estimates. The preparation of financial statements in accordance with U.S. GAAP for investment companies requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

F.  Restricted Cash. All cash held in the Distributive Fund throughout the period is intended solely for distributions.

G.  Indemnifications. In the normal course of business, the Trust may enter into contracts that provide certain indemnifications. The Trust’s maximum exposure under these arrangements is dependent on future claims that may be made against the Trust and, therefore, cannot be estimated; however, based on experience, management considers the risk of loss from such claims remote.

NOTE 3 — DISTRIBUTIONS/ALLOCATIONS

For the year ended December 31, 2016, distributions from net investment income were $20,763,083, equivalent to $0.66 per participation. For the year ended December 31, 2015, distributions from net investment income were $28,851,520, equivalent to $0.68 per participation.

For the year ended December 31, 2016, distributions from net realized gains were $5,793,667, equivalent to $0.19 per participation. For the year ended December 31, 2015, there were no distributions from net realized gains.

For the year ended December 31, 2016, distributions from tax return of capital were $13,303,971, equivalent to $0.45 per participation. For the year ended December 31, 2015, there were no distributions from tax return of capital.

The distributions/allocations presented above do not reflect the reinvestment, if any, of that portion of the proceeds from the sale of securities (other than stock units) representing the cost of the securities sold which is

11



NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2016 (CONTINUED)


NOTE 3 — DISTRIBUTIONS/ALLOCATIONS (continued)

distributed and then reinvested in additional participations. In addition, any gain on the sale of stock units to provide funds for the redemption of participations is non-distributable and remains a part of the Trust Fund.

Effective June 1, 1998, the Trust amended its Trust indenture requiring that additional shares of common stocks received as a result of a stock split shall remain assets of the Trust.

NOTE 4 — TRUSTEE, SPONSOR AND OTHER RELATED PARTY FEES

The Trustee receives an annual Trustee fee, as well as fees for acting as custodian and for providing portfolio accounting and record keeping services, which aggregated to $72,790 for the year ended December 31, 2016.

Voya Investments, LLC (the “Sponsor”) serves as sponsor to the Trust. The Trust pays a maintenance fee to the Sponsor on an annual basis, equal to 0.40% of the average daily net assets of the Trust.

NOTE 5 — INVESTMENT TRANSACTIONS

For the year ended December 31, 2016, the cost of purchases and the proceeds of sales of investment securities were $5,078,486 and $273,109,730, respectively.

NOTE 6 — SOURCE OF NET ASSETS

As of December 31, 2016, the Trust’s net assets were comprised of the following amounts:

Capital contributions and non-distributable realized gains retained in Trust Fund
            $ 806,719,445   
Net unrealized appreciation in value of securities
                 211,198,793   
Trust Fund
                 1,017,918,238   
Distributive Fund
                 (121,228 )  
Total net assets
            $ 1,017,797,010   
 

NOTE 7 — PARTICIPATIONS ISSUED AND REDEEMED

        Number of Participations
   
        Year Ended
December 31,
2016
    Year Ended
December 31,
2015
Issued on payments from holders
                 2,035,399             6,674,640   
Issued on reinvestment of dividends and distributions/ allocations
                 1,079,561             838,234   
Redeemed
                 (10,955,870 )            (21,379,827 )  
Net decrease
                 (7,840,910 )            (13,866,953 )  
 

NOTE 8 — SUBSEQUENT EVENTS

The Trust has evaluated events occurring after the Statement of Assets and Liabilities date (“subsequent events”) to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. No such subsequent events were identified.

12



VOYA CORPORATE LEADERS®
TRUST FUND - SERIES B
PORTFOLIO OF INVESTMENTS
AS OF DECEMBER 31, 2016


Shares


  

  

  
Value
  
Percentage
of Net
Assets
 
COMMON STOCK: 97.4%
 
Consumer Discretionary: 8.6%
309,681            
 
   
CBS Corp. — Class B
      $ 19,701,906             1.9   
395,364            
 
   
Comcast Corp. — Class A
         27,299,884             2.7   
415,481            
 
   
Foot Locker, Inc.
         29,453,448             2.9   
309,681            
 
   
Viacom, Inc. — Class B
         10,869,803             1.1   
             
 
   
 
         87,325,041             8.6   
 
 
Consumer Staples: 4.8%
579,681            
 
   
Procter & Gamble Co.
         48,739,578             4.8   
 
 
Energy: 23.9%
581,081            
 
   
Chevron Corp.
         68,393,234             6.7   
1,240,381            
 
   
Exxon Mobil Corp.
         111,956,789             11.0   
609,781            
 
   
Marathon Oil Corp.
         10,555,309             1.1   
1,036,472            
 
   
Marathon Petroleum Corp.
         52,186,365             5.1   
             
 
   
 
         243,091,697             23.9   
 
 
Financials: 11.5%
718,973            
@
   
Berkshire Hathaway, Inc. — Class B
         117,178,220             11.5   
 
 
Industrials: 27.9%
415,481            
 
   
Fortune Brands Home & Security, Inc.
         22,211,614             2.2   
951,281            
 
   
General Electric Co.
         30,060,480             3.0   
415,481            
 
   
Honeywell International, Inc.
         48,133,474             4.7   
1,767,424            
 
   
Union Pacific Corp.
         183,246,520             18.0   
             
 
   
 
         283,652,088             27.9   
 
 
COMMON STOCK: (continued)
 
Materials: 12.9%
561,448            
 
   
Dow Chemical Co.
    $ 32,126,055             3.1   
415,481            
 
   
Du Pont E I de Nemours & Co.
         30,496,305             3.0   
588,981            
 
   
Praxair, Inc.
         69,022,683             6.8   
             
 
   
 
         131,645,043             12.9   
 
 
Telecommunication Services: 1.1%
273,878            
 
   
AT&T, Inc.
         11,648,031             1.1   
 
 
Utilities: 6.7%
415,481            
 
   
Ameren Corp.
         21,796,133             2.2   
415,481            
 
   
Consolidated Edison, Inc.
         30,612,640             3.0   
690,889            
 
   
NiSource, Inc.
         15,296,283             1.5   
             
 
   
 
         67,705,056             6.7   
             
 
   
Total Common Stock
(Cost $779,785,961)
         990,984,754             97.4   
             
 
   
Assets in Excess of Other Liabilities
         26,812,256             2.6   
             
 
   
Net Assets
    $ 1,017,797,010             100.0   
 
@
Non-income producing security.

Cost for federal income tax purposes is $779,785,961.

Net unrealized appreciation consists of:
               
Gross Unrealized Appreciation
    $ 234,633,920   
Gross Unrealized Depreciation
         (23,435,127 )  
Net Unrealized Appreciation
    $ 211,198,793   
 

Fair Value Measurementsˆ

The following is a summary of the fair valuations according to the inputs used as of December 31, 2016 in valuing the assets and liabilities:

        Quoted Prices
in Active Markets
for Identical
Investments
(Level 1)
    Significant
Other
Observable
Inputs
(Level 2)
    Significant
Unobservable
Inputs
(Level 3)
    Fair Value
at
December 31, 2016
Asset Table
                                                                       
Investments, at fair value
                                                                       
Common Stock*
              $990,984,754          $—           $—            $990,984,754   
Total Investments, at fair value
              $990,984,754          $—           $—           $990,984,754   
 


ˆ
  See Note 2, “Significant Accounting Policies” in the Notes to Financial Statements for additional information.
*
  For further breakdown of Common Stock by sector, please refer to the Portfolio of Investments.

See Accompanying Notes to Financial Statements

13



DIRECTOR/TRUSTEE AND OFFICER INFORMATION (UNAUDITED)


The Bank of New York Mellon serves as Trustee for the Trust. The Trust does not have a Board of Directors/Trustees nor does it have any Officers.

14



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Sponsor
Voya Investments, LLC
7337 E. Doubletree Ranch Road, Suite 100
Scottsdale, AZ 85258

Distributor
Voya Investments Distributor, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258

Transfer Agent
BNY Mellon Investment Servicing (U.S.) Inc.
301 Bellevue Parkway
Wilmington, Delaware 19809

Trustee/Custodian
The Bank of New York Mellon
225 Liberty Street
New York, New York 10286

Independent Registered Public Accounting Firm
KPMG LLP
Two Financial Center
60 South Street
Boston, Massachusetts 02111

Legal Counsel
Dechert LLP 1900 K Street, N.W.
Washington, D.C. 20006

For more complete information, or to obtain a prospectus on any Voya mutual fund, please call your investment advisor or Voya Investments Distributor, LLC at (800) 992-0180 or log on to www.voyainvestments.com. The prospectus should be read carefully before investing. Consider the Trust’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the Trust. Check with your investment professional to determine which funds are available for sale within their firm. Not all funds are available for sale at all firms.

 

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