As filed with the United States Securities and Exchange Commission on September 22, 2010
1933 Act Registration No. 033-19338
1940 Act Registration No. 811-05426
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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Pre-Effective Amendment No.
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Post-Effective Amendment No. 99
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þ
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and/or
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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o
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Amendment No. 100
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(Check appropriate box or boxes.)
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
(Exact Name of Registrant as Specified in Charter)
11 Greenway Plaza, Suite 2500, Houston, TX 77046-1173
(Address of Principal Executive Offices) (Zip Code)
Registrants Telephone Number, including Area Code: (
713) 626-1919
John M. Zerr, Esquire
11 Greenway Plaza, Suite 2500, Houston, Texas 77046
(Name and Address of Agent of Service)
Copy to:
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Stephen R. Rimes, Esquire
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E. Carolan Berkley, Esquire
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Invesco Advisers, Inc.
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Stradley Ronon Stevens & Young, LLP
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11 Greenway Plaza, Suite 2500
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2600 One Commerce Square
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Houston, Texas 77046
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Philadelphia, Pennsylvania 19103
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Approximate Date of Proposed Public Offering:
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As soon as practicable after the effective
date of this Amendment.
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It is proposed that this filing will become effective (check appropriate box)
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immediately upon filing pursuant to paragraph (b)
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þ
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on September 24, 2010, pursuant to paragraph (b)
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60 days after filing pursuant to paragraph (a)(1)
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on [date] pursuant to paragraph (a)(1)
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75 days after filing pursuant to paragraph (a)(2)
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on [date], pursuant to paragraph (a)(2) of rule 485.
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If appropriate, check the following box:
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This post-effective amendment designates a new effective date for a previously filed
post-effective amendment.
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Prospectus
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September 24, 2010
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Class: A (GADAX), B (GADBX), C (GADCX),
Y (GADDX)
Invesco
Global Advantage Fund
Invesco Global Advantage Funds investment objective is
long-term capital growth.
As with all other mutual fund securities, the Securities and
Exchange Commission (SEC) has not approved or disapproved these
securities or determined whether the information in this
prospectus is adequate or accurate. Anyone who tells you
otherwise is committing a crime.
An investment in the Fund:
n
is
not FDIC insured;
n
may
lose value; and
n
is
not guaranteed by a bank.
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1
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2
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4
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The Advisers
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4
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Adviser Compensation
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4
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Portfolio Managers
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4
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4
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Sales Charges
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4
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Distributions
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5
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Dividends
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5
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Capital Gains Distributions
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5
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5
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6
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Shareholder Account Information
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A-1
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Choosing a Share Class
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A-1
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Share Class Eligibility
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A-2
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Distribution and Service (12b-1) Fees
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A-2
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Initial Sales Charges (Class A Shares Only)
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A-3
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Contingent Deferred Sales Charges (CDSCs)
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A-4
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Redemption Fees
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A-5
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Purchasing Shares
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A-6
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Redeeming Shares
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A-7
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Exchanging Shares
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A-9
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Rights Reserved by the Funds
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A-10
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
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A-10
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Pricing of Shares
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A-11
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Taxes
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A-13
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Payments to Financial Intermediaries
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A-14
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Important Notice Regarding Delivery of Security Holder Documents
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A-15
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Obtaining Additional Information
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Back Cover
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Invesco
Global Advantage Fund
Investment
Objective
The Funds investment objective is long-term capital growth.
Fees
and Expenses of the Fund
This table describes the fees and expenses that you may pay if
you buy and hold shares of the Fund. You may qualify for sales
charge discounts if you and your family invest, or agree to
invest in the future, at least $50,000 in the Invesco Funds.
More information about these and other discounts is available
from your financial professional and in the section
Shareholder Account InformationInitial Sales Charges
(Class A Shares Only) on
page A-3
of the prospectus and the section Purchase, Redemption and
Pricing of SharesPurchase and Redemption of Shares
on
page L-1
of the statement of additional information (SAI).
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Shareholder Fees
(fees paid directly from your
investment)
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Class:
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A
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B
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C
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Y
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Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
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5.50
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%
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None
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None
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None
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Maximum Deferred Sales Charge (Load) (as a percentage of
original purchase price or redemption proceeds, whichever is
less)
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None
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5.00
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%
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1.00
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%
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None
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Annual Fund Operating Expenses
(expenses that you pay
each year as a percentage of the value of your investment)
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Class:
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A
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B
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C
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Y
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Management Fees
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0.57
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%
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0.57
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%
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0.57
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%
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0.57
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%
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Distribution
and/or
Service (12b-1) Fees
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0.25
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1.00
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1.00
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None
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Other
Expenses
1
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0.50
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0.50
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0.50
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0.50
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Total Annual Fund Operating
Expenses
1
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1.32
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2.07
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2.07
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1.07
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1
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Other Expenses and Total Annual
Fund Operating Expenses are based on estimated
amounts for the current fiscal year.
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Example.
This Example is intended to help you
compare the cost of investing in the Fund with the cost of
investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your
investment has a 5% return each year and that the Funds
operating expenses remain the same. Although your actual costs
may be higher or lower, based on these assumptions your costs
would be:
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1 Year
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3 Years
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5 Years
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10 Years
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Class A
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$
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677
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$
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945
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$
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1,234
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$
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2,053
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Class B
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710
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949
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1,314
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2,208
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Class C
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310
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649
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1,114
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2,400
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Class Y
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109
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340
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590
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1,306
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You would pay the following expenses if you did not redeem your
shares:
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1 Year
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3 Years
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5 Years
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10 Years
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Class A
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$
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677
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$
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945
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$
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1,234
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$
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2,053
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Class B
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210
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649
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1,114
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2,208
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Class C
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210
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649
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1,114
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2,400
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Class Y
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109
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340
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590
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1,306
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Portfolio Turnover.
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 and may
result in higher taxes when Fund shares are held in a taxable
account. These costs, which are not reflected in annual fund
operating expenses or in the example, affect the Funds
performance. The portfolio turnover rate of the Morgan Stanley
Global Advantage Fund (the predecessor fund) for its most recent
fiscal year was 18% of the average value of its portfolio.
Principal
Investment Strategies of the Fund
The Fund will normally invest at least 65% of its assets in
equity securities of companies located throughout the world,
including the United States. The Fund may also invest in
companies located in emerging market or developing countries.
Equity securities in which the Fund invests are common stock,
preferred stock, depositary receipts and convertible securities.
The portfolio managers of the Fund employ a disciplined
investment strategy that emphasizes fundamental research,
supported by quantitative analysis, portfolio construction and
risk management techniques. The strategy primarily focuses on
identifying issuers that have experienced, or exhibit the
potential for, accelerating or above average earnings growth but
whose prices do not fully reflect these attributes. Investments
for the portfolio are selected
bottom-up
on
a
security-by-security
basis. The focus is on the strengths of individual issuers,
rather than sector or country trends.
The Funds portfolio managers may consider selling a
security for several reasons, including when (1) its
fundamentals deteriorate or it posts disappointing earnings,
(2) its security price appears to be overvalued, or
(3) a more attractive investment opportunity is identified.
The Fund may also use foreign forward currency exchange
contracts, which are derivative instruments, in connection with
its investments in foreign securities. Forward foreign currency
exchange contracts involve the purchase or sale of a specific
amount of foreign currency at the current price with delivery at
a specified future date.
Principal
Risks of Investing in the Fund
As with any mutual fund investment, loss of money is a risk of
investing. An investment in the Fund is not a deposit in a bank
and is not insured or guaranteed by the Federal Deposit
Insurance Corporation (FDIC) or any other government agency. The
risks associated with an investment in the Fund can increase
during times of significant market volatility. The principal
risks of investing in the Fund are:
Common Stock and Other Equity Securities.
In general,
stock and other equity security values fluctuate, and sometimes
widely fluctuate, in response to activities specific to the
company as well as general market, economic and political
conditions.
Investments in convertible securities subject the Fund to the
risks associated with both fixed-income securities, including
credit risk and interest rate risk, and common stocks. A portion
of the Funds convertible investments may be rated below
investment grade.
Foreign and Emerging Market Securities.
Investments in
foreign markets entail special risks such as currency,
political, economic and market risks. There also may be greater
market volatility, less reliable financial information, higher
transaction and custody costs, decreased market liquidity and
less government and exchange regulation associated with
investments in foreign markets. The risks of investing in
emerging market countries are greater than risks associated with
investments in foreign developed countries. Hedging the
Funds currency risks through forward foreign currency
exchange contracts involves the risk of mismatching the
Funds objectives under a forward foreign currency exchange
contract with the value of securities denominated in a
particular currency. There is additional risk that such
transactions reduce or preclude the opportunity for gain and
that currency contracts create exposure to currencies in which
the Funds securities are not denominated.
1 Invesco
Global Advantage Fund
Performance
Information
The bar chart and performance table provide an indication of the
risks of investing in the Fund. The bar chart shows changes in
the performance of the Fund from year to year as of
December 31. The performance table compares the Funds
performance to that of a broad-based securities market benchmark
and a peer group benchmark with investment objectives and
strategies similar to the Fund. The Funds (and the
predecessor funds) past performance (before and after
taxes) is not necessarily an indication of its future
performance.
The returns shown are those of the Class A, Class B,
Class C and Class I shares of the predecessor fund.
The predecessor fund was advised by Morgan Stanley Investment
Advisors Inc. Class A, Class B, Class C and
Class I shares of the predecessor fund were reorganized
into Class A, Class B, Class C and Class Y,
respectively, of the Fund on June 1, 2010. Class A,
Class B, Class C and Class Y shares returns
of the Fund will be different from the predecessor fund as they
have different expenses. Performance for Class A and
Class B shares has been restated to reflect the Funds
applicable sales charge. Performance for Class B shares
assumes conversion to Class A shares eight years after the
start of the performance period. Year-to-date returns include
returns of the Fund for periods ending on and after June 1,
2010.
Updated performance information is available on the Funds
Web site at www.invesco.com/us.
Annual Total
Returns
Class A Shares
year-to-date
(ended June 30, 2010): (6.12)%
Best Quarter (ended June 30, 2009): 21.80%
Worst Quarter (ended September 30, 2002): (21.05)%
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Average Annual Total Returns
(for the periods ended
December 31, 2009)
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1
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5
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10
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Year
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Years
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Years
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Class A: Inception (02/25/1998)
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Return Before Taxes
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29.57
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%
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1.83
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%
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(2.34
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)%
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Return After Taxes on Distributions
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29.60
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1.83
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(2.62
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Return After Taxes on Distributions and Sale of Fund Shares
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19.35
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1.60
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(2.04
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)
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Class B: Inception (02/25/1998)
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31.13
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1.87
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(2.38
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)
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Class C: Inception (02/25/1998)
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35.02
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2.20
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(2.54
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)
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Class Y: Inception (02/25/1998)
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37.52
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3.24
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(1.55
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MSCI World
Index
sm
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29.99
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2.01
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(0.24
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Lipper Global Multi-Cap Growth Funds Index
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40.23
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4.87
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1.57
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After-tax returns are calculated using the historical highest
individual federal marginal income tax rates and do not reflect
the impact of state and local taxes. Actual after-tax returns
depend on an investors tax situation and may differ from
those shown, and after-tax returns shown are not relevant to
investors who hold their Fund shares through tax-deferred
arrangements, such as 401(k) plans or individual retirement
accounts. After-tax returns are shown for Class A shares
only and after-tax returns for other classes will vary.
Management
of the Fund
Investment Adviser: Invesco Advisers, Inc. (the Adviser).
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Portfolio Managers
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Title
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Length of Service on the Fund
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Robert Lloyd
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Portfolio Manager (lead)
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2010
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Barrett Sides
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Portfolio Manager (lead)
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2010
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Matthew Dennis
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Portfolio Manager (lead)
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2010
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Clas Olsson
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Portfolio Manager
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2010
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Purchase
and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any
business day open for business through your financial adviser,
through our Web site at www.invesco.com/us, by mail to Invesco
Investment Services, Inc., P.O. Box 4739, Houston, Texas
77210-4739,
or by telephone at
800-959-4246.
The minimum investments for Class A, B, C and Y shares for
Fund accounts are as follows:
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Initial Investment
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Additional Investments
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Type of Account
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Per Fund
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Per Fund
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Asset or fee-based accounts managed by your financial adviser
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None
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None
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Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
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None
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None
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IRAs, Roth IRAs and Coverdell ESA accounts if the new investor
is purchasing shares through a systematic purchase plan
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$25
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$25
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All other types of accounts if the investor is purchasing shares
through a systematic purchase plan
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50
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50
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IRAs, Roth IRAs and Coverdell ESAs
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250
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25
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All other accounts
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1,000
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50
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Tax
Information
The Funds distributions are generally taxable to you as
ordinary income, capital gains or some combination of both,
unless you are investing through a tax-deferred arrangement,
such as a 401(k) plan or an individual retirement account.
Payments
to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other
financial intermediary (such as a bank), the Fund and its
related companies may pay the intermediary for the sale of Fund
shares and related services. These payments may create a
conflict of interest by influencing the broker-dealer or other
intermediary and your salesperson to recommend the Fund over
another investment. Ask your salesperson or visit your financial
intermediarys Web site for more information.
Investment
Objective, Strategies, Risks and Portfolio Holdings
Investment
Objective
The Funds investment objective is long-term capital
growth. The Funds investment objective may be changed by
the Board of Trustees (the Board) without shareholder approval.
Principal
Investment Strategies
The Fund will normally invest at least 65% of its assets in
equity securities of companies located throughout the world
(including the United States). Equity securities in which the
Fund invests are common stock, preferred stock, depositary
receipts
and/or
convertible securities. The
2 Invesco
Global Advantage Fund
Fund may also invest in foreign securities issued by companies
located in emerging market or developing countries.
The portfolio managers of the Fund employ a disciplined
investment strategy that emphasizes fundamental research,
supported by quantitative analysis, portfolio construction and
risk management techniques. The strategy primarily focuses on
identifying issuers that have experienced, or exhibit the
potential for, accelerating or above average earnings growth but
whose prices do not fully reflect these attributes. Investments
for the portfolio are selected
bottom-up
on
a
security-by-security
basis. The focus is on the strengths of individual issuers,
rather than sector or country trends.
The Funds portfolio managers may consider selling a
security for several reasons, including when (1) its
fundamentals deteriorate or it posts disappointing earnings,
(2) its security price appears to be overvalued, or
(3) a more attractive investment opportunity is identified.
Common stock is a share ownership or equity interest in a
corporation. It may or may not pay dividends, as some companies
reinvest all of their profits back into their businesses, while
others pay out some of their profits to shareholders as
dividends. A depositary receipt is generally issued by a bank or
financial institution and represents an ownership interest in
the common stock or other equity securities of a foreign
company. A convertible security is a bond, debenture, note,
preferred stock, right, warrant or other security that may be
converted into or exchanged for a prescribed amount of common
stock or other security of the same or a different issuer or
into cash within a particular period of time at a specified
price or formula. A convertible security generally entitles the
holder to receive interest paid or accrued on debt securities or
the dividend paid on preferred stock until the convertible
security matures or is redeemed, converted or exchanged.
In addition, the Fund may utilize forward foreign currency
exchange contracts, which are derivative instruments, in
connection with its investments in foreign securities.
Derivatives are financial instruments whose value and
performance are based on the value and performance of another
security or financial instrument. Forward foreign currency
exchange contracts involve the purchase or sale of a specific
amount of foreign currency at the current price with delivery at
a specified future date. The Fund may use these contracts to
hedge against adverse movements in the foreign currencies in
which portfolio securities are denominated. In addition, the
Fund may use these instruments to gain or modify its exposure to
various currency markets. In connection with its investments in
foreign securities, the Fund also may enter into contracts with
banks, brokers or dealers to purchase or sell foreign currencies
at a future date (forward foreign currency exchange contracts).
A foreign currency forward contract is a negotiated agreement
between the contracting parties to exchange a specified amount
of currency at a specified future time at a specified rate. The
rate can be higher or lower than the spot rate between the
currencies that are the subject of the contract. Forward foreign
currency exchange contracts may be used to protect against
uncertainty in the level of future foreign currency exchange
rates or to gain or modify exposure to a particular currency. In
addition, the Fund may use cross currency hedging or proxy
hedging with respect to currencies in which the Fund has or
expects to have portfolio or currency exposure. Cross currency
hedges involve the sale of one currency against the positive
exposure to a different currency and may be used for hedging
purposes or to establish an active exposure to the exchange rate
between any two currencies.
In pursuing the Funds investment objective, the Adviser
has considerable leeway in deciding which investments it buys,
holds or sells on a
day-to-day
basis and which investment strategies it uses. For example, the
Adviser in its discretion may determine to use some permitted
investment strategies while not using others.
The Fund may, from time to time, take temporary defensive
positions that are inconsistent with the Funds principal
investment strategies in anticipation of or in response to
adverse market, economic, political or other conditions. As a
result, the Fund may not achieve its investment objective.
The Funds investments in the types of securities described
in this prospectus vary from time to time, and at any time, the
Fund may not be invested in all types of securities described in
this prospectus. The Fund may also invest in securities and
other investments not described in this prospectus. Any
percentage limitations with respect to assets of the Fund are
applied at the time of purchase.
Principal
Risks
Common Stock and Other Equity Securities.
A principal
risk of investing in the Fund is associated with its common
stock and other equity investments. In general, stock and other
equity security values fluctuate and sometimes widely fluctuate
in response to activities specific to the company as well as
general market, economic and political conditions.
The Funds investments in convertible securities subject
the Fund to the risks associated with both common stock and
fixed-income securities. Fixed-income securities are subject to
two types of risk: credit risk and interest rate risk. Credit
risk refers to the possibility that the issuer of a security
will be unable to make interest payments
and/or
repay
the principal on its debt. Interest rate risk refers to
fluctuations in the value of a fixed-income security resulting
from changes in the general level of interest rates. To the
extent that a convertible securitys investment value is
greater than its conversion value, its price will be likely to
increase when interest rates fall and decrease when interest
rates rise, as with a fixed-income security. If the conversion
value exceeds the investment value, the price of the convertible
security will tend to fluctuate directly with the price of the
underlying equity security. A portion of the Funds
convertible investments may be rated below investment grade.
Securities rated below investment grade are commonly known as
junk bonds and have speculative credit risk characteristics.
Foreign and Emerging Market Securities.
The Fund may
invest a substantial portion of its assets in foreign
securities, including those issued by companies located in
emerging market or developing countries. Foreign securities
involve risks that are in addition to the risks associated with
domestic securities. One additional risk is currency risk. While
the price of Fund shares is quoted and redemption proceeds are
paid in U.S. dollars, the Fund may convert U.S. dollars to a
foreign markets local currency to purchase a security in
that market. If the value of that local currency falls relative
to the U.S. dollar, the U.S. dollar value of the foreign
security will decrease. This is true even if the foreign
securitys local price remains unchanged.
Foreign securities also have risks related to economic and
political developments abroad, including expropriations,
confiscatory taxation, exchange control regulation, limitations
on the use or transfer of Fund assets and any effects of foreign
social, economic or political instability. In particular,
adverse political or economic developments in a geographic
region or a particular country in which the Fund invests could
cause a substantial decline in the value of the Fund. Foreign
companies, in general, are not subject to the regulatory
requirements of U.S. companies and, as such, there may be less
publicly available information about these companies. Moreover,
foreign accounting, auditing and financial reporting standards
generally are different from those applicable to U.S. companies.
Finally, in the event of a default of any foreign debt
obligations, it may be more difficult for the Fund to obtain or
enforce a judgment against the issuers of the securities.
Securities of foreign issuers may be less liquid than comparable
securities of U.S. issuers and, as such, their price changes may
be more volatile. Furthermore, foreign exchanges and
broker-dealers are generally subject to less government and
exchange scrutiny and regulation than their U.S. counterparts.
In addition, differences in clearance and settlement procedures
in foreign markets may cause delays in settlement of the
Funds trades effected in those markets and could result in
losses in the Fund due to subsequent declines in the value of
the securities subject to the trades.
3 Invesco
Global Advantage Fund
The foreign securities in which the Fund may invest may be
issued by issuers located in emerging market or developing
countries. Compared to the United States and other developed
countries, emerging market or developing countries may have
relatively unstable governments, economies based on only a few
industries and securities markets that trade a small number of
securities. Securities issued by companies located in these
countries tend to be especially volatile and may be less liquid
than securities traded in developed countries. In the past,
securities in these countries have been characterized by greater
potential loss than securities of companies located in developed
countries.
Depositary receipts involve many of the same risks as those
associated with direct investment in foreign securities. In
addition, the underlying issuers of certain depositary receipts,
particularly unsponsored or unregistered depositary receipts,
are under no obligation to distribute shareholder communications
to the holders of such receipts, or to pass through to them any
voting rights with respect to the deposited securities.
Hedging the Funds currency risks involves the risk of
mismatching the Funds objectives under a forward or
futures contract with the value of securities denominated in a
particular currency. Furthermore, such transactions reduce or
preclude the opportunity for gain if the value of the currency
should move in the direction opposite to the position taken.
There is an additional risk to the effect that currency
contracts create exposure to currencies in which the Funds
securities are not denominated. Unanticipated changes in
currency prices may result in poorer overall performance for the
Fund than if it had not entered into such contracts.
Other Risks.
The performance of the Fund also will depend
on whether or not the Adviser is successful in applying the
Funds investment strategies.
Portfolio
Holdings
A description of the Funds policies and procedures with
respect to the disclosure of the Funds portfolio holdings
is available in the Funds SAI, which is available at
www.invesco.com/us.
The
Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the
Funds investment adviser. The Adviser manages the
investment operations of the Fund as well as other investment
portfolios that encompass a broad range of investment
objectives, and has agreed to perform or arrange for the
performance of the Funds
day-to-day
management. The Adviser is located at 1555 Peachtree Street,
N.E., Atlanta, Georgia 30309. The Adviser, as successor in
interest to multiple investment advisers, has been an investment
adviser since 1976.
Adviser
Compensation
Advisory Agreement.
The Fund retains the Adviser to
manage the investment of its assets and to place orders for the
purchase and sale of its portfolio securities. Under an
investment advisory agreement between the Adviser and the Fund,
the Fund pays the Adviser a monthly fee computed based upon an
annual rate applied to the average daily net assets of the Fund
as follows:
|
|
|
|
|
Average Daily Net Assets
|
|
% Per Annum
|
|
First $1.5 billion
|
|
|
0.570
|
%
|
|
Over $1.5 billion
|
|
|
0.545
|
|
|
The Adviser has contractually agreed, through at least
June 30, 2012, to waive advisory fees
and/or
reimburse expenses of all shares to the extent necessary to
limit Total Annual Fund Operating Expenses After Fee Waiver
and/or
Expense Reimbursement (excluding certain items discussed below)
of Class A shares to 1.41%, Class B shares to 2.16%,
Class C shares to 2.16% and Class Y shares to 1.16% of
average daily net assets, respectively. In determining the
Advisers obligation to waive advisory fees
and/or
reimburse expenses, the following expenses are not taken into
account, and could cause the Total Annual Fund Operating
Expenses After Fee Waiver
and/or
Expense Reimbursement to exceed the limit reflected above:
(i) interest; (ii) taxes; (iii) dividend expense
on short sales; (iv) extraordinary or non-routine items;
and (v) expenses that the Fund has incurred but did not
actually pay because of an expense offset arrangement. Unless
the Board of Trustees and Invesco Advisers, Inc. mutually agree
to amend or continue the fee waiver agreement, it will terminate
on June 30, 2012.
When issued, a discussion regarding the basis for the
Boards approval of the investment advisory and investment
sub-advisory
agreements of the Fund will be available in the Funds
first annual or semiannual report to shareholders.
Portfolio
Managers
The following individuals are jointly and primarily responsible
for the
day-to-day
management of the Funds portfolio:
|
|
n
|
Robert Lloyd, (lead manager with respect to the domestic portion
of the Funds portfolio), Portfolio Manager, who has been
responsible for the Fund since 2010 and has been associated with
Invesco
and/or
its
affiliates since 2000.
|
|
|
n
|
Barrett Sides, (lead manager with respect to the Funds
investments in Asia Pacific and Latin America), Portfolio
Manager, who has been responsible for the Fund since 2010 and
has been associated with Invesco
and/or
its
affiliates since 1990.
|
|
|
n
|
Matthew Dennis, (lead manager with respect to the Funds
investments in Europe and Canada), Portfolio Manager, who has
been responsible for the Fund since 2010 and has been associated
with Invesco
and/or
its
affiliates since 2000.
|
|
|
n
|
Clas Olsson, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco
and/or
its
affiliates since 1994.
|
A lead manager generally has final authority over all aspects of
a portion of the Funds investment portfolio, including but
not limited to, purchases and sales of individual securities,
portfolio construction techniques, portfolio risk assessment,
and the management of daily cash flows in accordance with
portfolio holdings. The degree to which a lead manager may
perform these functions, and the nature of these functions, may
change from time to time.
More information on the portfolio managers may be found at
www.invesco.com/us. The Web site is not part of the prospectus.
The Funds SAI provides additional information about the
portfolio managers investments in the Fund, a description
of the compensation structure and information regarding other
accounts managed.
Sales
Charges
Purchases of Class A shares of the Fund are subject to the
maximum 5.50% initial sales charge as listed under the heading
Category I Initial Sales Charges in the
Shareholder Account InformationInitial Sales Charges
(Class A Shares Only) section of the prospectus.
Class B shares purchased prior to June 1, 2010 will be
subject to payment of CDSC Category II CDSCs during the
applicable CDSC periods (including exchanges into Class B
Shares of another Invesco Fund during the applicable CDSC
periods) listed under the heading CDSCs on Class B
Shares in the Shareholder Account
InformationContingent Deferred Sales Charges section
of the prospectus. Class B shares purchased on or after
June 1, 2010 will be subject to payment of CDSC
Category I CDSCs during the applicable CDSC periods
(including exchanges into Class B Shares of another Invesco
Fund during the applicable CDSC
4 Invesco
Global Advantage Fund
periods) listed under the heading CDSCs on Class B
Shares in the Shareholder Account
InformationContingent Deferred Sales Charges section
of the prospectus. Purchases of Class C shares are subject
to a contingent deferred sales charge. For more information on
contingent deferred sales charges, see General
InformationContingent Deferred Sales Charges (CDSCs)
section of this prospectus
Distributions
The Fund expects, based on its investment objective and
strategies, that its distributions, if any, will consist of
ordinary income, capital gains or some combination of both.
Dividends
The Fund generally declares and pays dividends from net
investment income, if any, annually.
Capital
Gains Distributions
The Fund generally distributes long-term and short-term capital
gains (net of any capital loss carryovers), if any, at least
annually. Capital gains distributions may vary considerably from
year to year as a result of the Funds normal investment
activities and cash flows. During a time of economic downturn, a
Fund may experience capital losses and unrealized depreciation
in value of investments, the effect of which may be to reduce or
eliminate capital gains distributions for a period of time. Even
though a Fund may experience a current year loss, it may
nonetheless distribute prior year capital gains.
Lipper Global Multi-Cap Growth Funds Index is an unmanaged index
considered representative of global multi-cap growth funds
tracked by Lipper.
MSCI World
Index
sm
is an unmanaged index considered representative of stocks of
developed countries.
5 Invesco
Global Advantage Fund
The financial highlights show the predecessor funds
financial history for the past five fiscal years or, if shorter,
the period of operations of the predecessor fund or any of its
share classes. The financial highlights table is intended to
help you understand the predecessor funds financial
performance. The Fund has the same investment objective and
similar investment policies as the predecessor fund. Certain
information reflects financial results for a single predecessor
fund share.
The total returns in the table represent the rate that an
investor would have earned (or lost) on an investment in the
predecessor fund (assuming reinvestment of all dividends and
distributions).
The current year information has been audited by
PricewaterhouseCoopers LLP, an independent registered public
accounting firm, whose report, along with the predecessor
funds financial statements, are included in the
predecessor funds annual report, which is available upon
request. The information for prior periods has been audited by
the auditor of the predecessor fund.
Selected ratios and per share data for a share of beneficial
interest outstanding throughout each period:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of net
|
|
|
|
|
|
|
|
|
Net asset
|
|
Net
|
|
(losses) on
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
Ratio of
|
|
investment
|
|
Rebate
|
|
|
|
|
|
|
value,
|
|
investment
|
|
securities (both
|
|
Total from
|
|
from net
|
|
Net asset
|
|
|
|
Net assets,
|
|
expenses
|
|
income (loss)
|
|
from
|
|
|
|
|
|
|
beginning
|
|
income
|
|
realized and
|
|
investment
|
|
investment
|
|
value, end
|
|
Total
|
|
end of period
|
|
to average
|
|
to average
|
|
Morgan Stanley
|
|
Portfolio
|
|
|
|
|
of period
|
|
(loss)
(a)
|
|
unrealized)
|
|
operations
|
|
income
|
|
of period
|
|
Return
(b)
|
|
(000s omitted)
|
|
net assets
|
|
net assets
|
|
affiliate
|
|
turnover
(c)
|
|
|
|
|
Class A
|
Year ended
05/31/10
|
|
$
|
8.01
|
|
|
$
|
0.01
|
|
|
$
|
1.41
|
|
|
$
|
1.42
|
|
|
$
|
(0.02
|
)
|
|
$
|
9.41
|
|
|
|
17.73
|
%
|
|
$
|
104,745
|
|
|
|
1.38
|
%
(d)(e)
|
|
|
0.10
|
%
(d)(e)
|
|
|
0.00
|
%
(f)
|
|
|
18
|
%
|
|
|
|
|
Year ended
05/31/09
|
|
|
11.59
|
|
|
|
0.03
|
|
|
|
(3.53
|
)
|
|
|
(3.50
|
)
|
|
|
(0.08
|
)
|
|
|
8.01
|
|
|
|
(30.09
|
)
|
|
|
104,570
|
|
|
|
1.41
|
(e)
|
|
|
0.30
|
(e)
|
|
|
0.00
|
(f)
|
|
|
34
|
|
|
|
|
|
Year ended
05/31/08
|
|
|
12.17
|
|
|
|
0.06
|
|
|
|
(0.63
|
)
|
|
|
(0.57
|
)
|
|
|
(0.01
|
)
|
|
|
11.59
|
|
|
|
(4.71
|
)
|
|
|
180,366
|
|
|
|
1.23
|
(e)
|
|
|
0.53
|
(e)
|
|
|
0.00
|
(f)
|
|
|
28
|
|
|
|
|
|
Year ended
05/31/07
|
|
|
9.54
|
|
|
|
0.02
|
|
|
|
2.61
|
|
|
|
2.63
|
|
|
|
|
|
|
|
12.17
|
|
|
|
27.57
|
|
|
|
208,521
|
|
|
|
1.29
|
|
|
|
0.19
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
Year ended
05/31/06
|
|
|
8.34
|
|
|
|
0.05
|
|
|
|
1.15
|
|
|
|
1.20
|
|
|
|
|
|
|
|
9.54
|
|
|
|
14.39
|
|
|
|
179,327
|
|
|
|
1.29
|
|
|
|
0.53
|
|
|
|
|
|
|
|
137
|
|
|
|
|
|
|
Class B
|
Year ended
05/31/10
|
|
|
7.44
|
|
|
|
(0.05
|
)
|
|
|
1.31
|
|
|
|
1.26
|
|
|
|
|
|
|
|
8.70
|
|
|
|
16.94
|
|
|
|
4,472
|
|
|
|
2.13
|
(d)(e)
|
|
|
(0.65
|
)
(d)(e)
|
|
|
0.00
|
(f)
|
|
|
18
|
|
|
|
|
|
Year ended
05/31/09
|
|
|
10.72
|
|
|
|
(0.04
|
)
|
|
|
(3.24
|
)
|
|
|
(3.28
|
)
|
|
|
|
|
|
|
7.44
|
|
|
|
(30.60
|
)
|
|
|
6,237
|
|
|
|
2.16
|
(e)
|
|
|
(0.45
|
)
(e)
|
|
|
0.00
|
(f)
|
|
|
34
|
|
|
|
|
|
Year ended
05/31/08
|
|
|
11.33
|
|
|
|
(0.03
|
)
|
|
|
(0.58
|
)
|
|
|
(0.61
|
)
|
|
|
|
|
|
|
10.72
|
|
|
|
(5.38
|
)
|
|
|
18,290
|
|
|
|
1.98
|
(e)
|
|
|
(0.22
|
)
(e)
|
|
|
0.00
|
(f)
|
|
|
28
|
|
|
|
|
|
Year ended
05/31/07
|
|
|
8.95
|
|
|
|
(0.06
|
)
|
|
|
2.44
|
|
|
|
2.38
|
|
|
|
|
|
|
|
11.33
|
|
|
|
26.59
|
|
|
|
35,825
|
|
|
|
2.06
|
|
|
|
(0.58
|
)
|
|
|
|
|
|
|
15
|
|
|
|
|
|
Year ended
05/31/06
|
|
|
7.88
|
|
|
|
(0.02
|
)
|
|
|
1.09
|
|
|
|
1.07
|
|
|
|
|
|
|
|
8.95
|
|
|
|
13.58
|
|
|
|
69,619
|
|
|
|
2.04
|
|
|
|
(0.22
|
)
|
|
|
|
|
|
|
137
|
|
|
|
|
|
|
Class C
|
Year ended
05/31/10
|
|
|
7.46
|
|
|
|
(0.06
|
)
|
|
|
1.32
|
|
|
|
1.26
|
|
|
|
|
|
|
|
8.72
|
|
|
|
16.89
|
|
|
|
12,427
|
|
|
|
2.13
|
(d)(e)
|
|
|
(0.65
|
)
(d)(e)
|
|
|
0.00
|
(f)
|
|
|
18
|
|
|
|
|
|
Year ended
05/31/09
|
|
|
10.75
|
|
|
|
(0.03
|
)
|
|
|
(3.26
|
)
|
|
|
(3.29
|
)
|
|
|
|
|
|
|
7.46
|
|
|
|
(30.60
|
)
|
|
|
12,132
|
|
|
|
2.16
|
(e)
|
|
|
(0.45
|
)
(e)
|
|
|
0.00
|
(f)
|
|
|
34
|
|
|
|
|
|
Year ended
05/31/08
|
|
|
11.36
|
|
|
|
(0.02
|
)
|
|
|
(0.59
|
)
|
|
|
(0.61
|
)
|
|
|
|
|
|
|
10.75
|
|
|
|
(5.37
|
)
|
|
|
20,935
|
|
|
|
1.98
|
(e)
|
|
|
(0.22
|
)
(e)
|
|
|
0.00
|
(f)
|
|
|
28
|
|
|
|
|
|
Year ended
05/31/07
|
|
|
8.98
|
|
|
|
(0.06
|
)
|
|
|
2.44
|
|
|
|
2.38
|
|
|
|
|
|
|
|
11.36
|
|
|
|
26.50
|
|
|
|
24,700
|
|
|
|
2.06
|
|
|
|
(0.58
|
)
|
|
|
|
|
|
|
15
|
|
|
|
|
|
Year ended
05/31/06
|
|
|
7.91
|
|
|
|
(0.02
|
)
|
|
|
1.09
|
|
|
|
1.07
|
|
|
|
|
|
|
|
8.98
|
|
|
|
13.53
|
|
|
|
23,740
|
|
|
|
2.04
|
|
|
|
(0.22
|
)
|
|
|
|
|
|
|
137
|
|
|
|
|
|
|
Class I
|
Year ended
05/31/10
|
|
|
8.17
|
|
|
|
0.04
|
|
|
|
1.44
|
|
|
|
1.48
|
|
|
|
(0.05
|
)
|
|
|
9.60
|
|
|
|
18.04
|
|
|
|
199
|
|
|
|
1.13
|
(d)(e)
|
|
|
0.35
|
(d)(e)
|
|
|
0.00
|
(f)
|
|
|
18
|
|
|
|
|
|
Year ended
05/31/09
|
|
|
11.84
|
|
|
|
0.04
|
|
|
|
(3.60
|
)
|
|
|
(3.56
|
)
|
|
|
(0.11
|
)
|
|
|
8.17
|
|
|
|
(29.92
|
)
|
|
|
154
|
|
|
|
1.16
|
(e)
|
|
|
0.55
|
(e)
|
|
|
0.00
|
(f)
|
|
|
34
|
|
|
|
|
|
Year ended
05/31/08
|
|
|
12.43
|
|
|
|
0.10
|
|
|
|
(0.66
|
)
|
|
|
(0.56
|
)
|
|
|
(0.03
|
)
|
|
|
11.84
|
|
|
|
(4.41
|
)
|
|
|
843
|
|
|
|
0.98
|
(e)
|
|
|
0.78
|
(e)
|
|
|
0.00
|
(f)
|
|
|
28
|
|
|
|
|
|
Year ended
05/31/07
|
|
|
9.72
|
|
|
|
0.03
|
|
|
|
2.68
|
|
|
|
2.71
|
|
|
|
|
|
|
|
12.43
|
|
|
|
27.88
|
|
|
|
1,059
|
|
|
|
1.06
|
|
|
|
0.42
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
Year ended
05/31/06
|
|
|
8.48
|
|
|
|
0.07
|
|
|
|
1.17
|
|
|
|
1.24
|
|
|
|
|
|
|
|
9.72
|
|
|
|
14.62
|
|
|
|
3,757
|
|
|
|
1.04
|
|
|
|
0.78
|
|
|
|
|
|
|
|
137
|
|
|
|
|
|
|
|
|
|
(a)
|
|
Calculated using average shares outstanding.
|
(b)
|
|
Includes adjustments in accordance with accounting principles
generally accepted in the United States of America and as such,
the net asset value for financial reporting purposes and the
returns based upon those net asset values may differ from the
net asset value and returns for shareholder transactions. Does
not include sales charges and is not annualized for periods less
than one year, if applicable.
|
(c)
|
|
Portfolio turnover is calculated at the fund level and is not
annualized for periods less than one year, if applicable.
|
(d)
|
|
Ratios are based on average daily net assets (000s
omitted) of $112,799, $5,845, $13,142 and $187 for Class A,
Class B, Class C and Class I shares, respectively.
|
(e)
|
|
The ratios reflect the rebate of certain Fund expenses in
connection with investments in a Morgan Stanley affiliate during
the period. The effect of the rebate on the ratios is disclosed
in the above table as Rebate from Morgan Stanley
affiliate.
|
(f)
|
|
Amount is less than 0.005%.
|
6 Invesco
Global Advantage Fund
Shareholder
Account Information
In addition to the Fund, Invesco serves as investment adviser to
many other Invesco and Invesco Van Kampen mutual funds that are
offered to retail investors (Invesco Funds or Funds). The
following information is about all of the Invesco Funds that
offer retail share classes.
If shares of the Funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and
not in the name of an individual investor), the intermediary or
conduit investment vehicle may impose rules which differ from,
and/or
charge a transaction or other fee in addition to, those
described in this prospectus.
Additional information is available on the Internet at
www.invesco.com/us
.
Click on the link for Accounts & Services, then Service
Center, or consult the Funds SAI, which is available on
that same Web site or upon request free of charge. The Web site
is not part of this prospectus.
Choosing
a Share Class
Each Fund may offer multiple classes of shares and not all Funds
offer all share classes discussed herein. Each class represents
an interest in the same portfolio of investments. Certain
classes have higher expenses than other classes which may lower
the return on your investment when compared to a less expensive
class. In deciding which class of shares to purchase, you should
consider the following attributes of the various share classes,
among other things: (i) the eligibility requirements that
apply to purchases of a particular class, (ii) the initial
sales charges and contingent deferred sales charges (CDSCs), if
any, applicable to the class, (iii) the
12b-1
fee,
if any, paid by the class, and (iv) any services you may
receive from a financial intermediary. Please contact your
financial adviser to assist you in making your decision. Please
refer to the prospectus fee table for more information on the
fees and expenses of a particular Funds share classes.
|
|
|
|
|
|
|
|
|
|
|
|
Share Classes
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Investor Class
|
|
n
Initial sales charge which may be waived or reduced
|
|
n
No initial sales charge
|
|
n
No initial sales charge
|
|
n
No initial sales charge
|
|
n
No initial sales charge
|
|
n
No initial sales charge
|
n
Contingent deferred sales charge on certain redemptions
|
|
n
Contingent deferred sales charge on redemptions within six or fewer years
|
|
n
Contingent deferred sales charge on redemptions within one year
4
|
|
n
No contingent deferred sales charge
|
|
n
No contingent deferred sales charge
|
|
n
No contingent deferred sales charge
|
n
12b-1
fee of up to 0.25%
1
|
|
n
12b-1
fee of up to 1.00%
|
|
n
12b-1
fee of up to 1.00%
5
|
|
n
12b-1
fee of up to 0.50%
|
|
n
No
12b-1
fee
|
|
n
12b-1
fee of up to 0.25%
1
|
|
|
n
Generally converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions
2,3
|
|
n
Does not convert to Class A shares
|
|
n
Does not convert to Class A shares
|
|
n
Does not convert to Class A shares
|
|
n
Does not convert to Class A shares
|
n
Generally more appropriate for long-term investors
|
|
n
Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
|
|
n
Generally more appropriate for
short-term
investors
n
Purchase orders limited to amounts less than $1,000,000
|
|
n
Generally, available only to employee benefit plans
|
|
n
Generally, available only to investors who purchase through
fee-based
advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
|
|
n
Generally closed to new investors
|
|
|
|
1
|
|
Class A2 shares of Invesco Tax-Free Intermediate Fund and
Investor Class shares of Invesco Money Market Fund, Invesco
Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio do
not have a
12b-1
fee.
|
2
|
|
Class B shares of Invesco Money Market Fund convert to Invesco
Cash Reserve Shares. Class B5 shares of Invesco Money
Market Fund convert to Class A5 shares.
|
3
|
|
Class B shares and Class B5 shares will not convert to
Class A shares or Class A5 shares, respectively, that
have a higher 12b-1 fee rate than the respective Class B
shares or Class B5 shares at the time of conversion.
|
4
|
|
CDSC does not apply to redemption of Class C shares of Invesco
LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you
received Class C shares of Invesco LIBOR Alpha Fund or Invesco
Short Term Bond Fund through an exchange from Class C shares
from another Invesco Fund that is still subject to a CDSC.
|
5
|
|
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
|
In addition to the share classes shown in the chart above, the
following Funds offer the following additional share classes on
a limited basis:
n
Class
A2 shares: Invesco Limited Maturity Treasury Fund and Invesco
Tax-Free Intermediate Fund;
n
Class A5
shares: Invesco Balanced-Risk Retirement Funds and Invesco Money
Market Fund;
n
Class B5
shares: Invesco Money Market Fund;
n
Class C5
shares: Invesco Balanced-Risk Retirement Funds and Invesco Money
Market Fund;
n
Class R5
shares: Invesco Balanced-Risk Retirement Funds;
n
Class
P shares: Invesco Summit Fund;
n
Class
S shares: Invesco Charter Fund, Invesco Conservative Allocation
Fund, Invesco Growth Allocation Fund, Invesco Moderate
Allocation Fund and Invesco Summit Fund; and
n
Invesco
Cash Reserve Shares: Invesco Money Market Fund.
A-1 The
Invesco Funds
MCF09/10
Share
Class Eligibility
Class A, B,
C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available
to all retail investors, including individuals, trusts,
corporations and other business and charitable organizations and
eligible employee benefit plans. The share classes offer
different fee structures which are intended to compensate
financial intermediaries for services provided in connection
with the sale of shares and continued maintenance of the
customer relationship. You should consider the services provided
by your financial adviser and any other financial intermediaries
who will be involved in the servicing of your account when
choosing a share class.
Class B shares are not available as an investment for
retirement plans maintained pursuant to Section 401 of the
Internal Revenue Code (the Code). These plans include 401(k)
plans (including Invesco Solo 401(k) plans), money purchase
pension plans and profit sharing plans. However, plans that have
existing accounts invested in Class B shares will continue
to be allowed to make additional purchases.
Class A2 Shares
Class A2 shares, which are offered only on Invesco
Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate
Fund, are closed to new investors. All references in this
prospectus to Class A shares, shall include Class A2 shares,
unless otherwise noted.
Class A5,
B5, C5 and R5 Shares
Class A5, B5, C5 and R5 shares are closed to new investors.
Only investors who have continuously maintained an account in
Class A5, B5, C5 or R5 of a specific Fund may make
additional purchases into Class A5, B5, C5 and R5,
respectively, of such specific Fund. All references in this
Prospectus to Class A, B, C or R shares of the Invesco
Funds, shall include Class A5 (excluding Invesco Money
Market Fund), B5, C5, or R5 shares, respectively, of the Invesco
Funds, unless otherwise noted. All references in this Prospectus
to Invesco Cash Reserve Shares of Invesco Money Market Fund,
shall include Class A5 shares of Invesco Money Market Fund,
unless otherwise noted.
Class P
Shares
In addition to the other share classes discussed herein, the
Invesco Summit Fund offers Class P shares, which were
historically sold only through the AIM Summit Investors Plans I
and II (each a Plan and, collectively, the Summit Plans).
Class P shares are sold with no initial sales charge and
have a
12b-1
fee of 0.10%. However, Class P shares are not sold to
members of the general public. Only shareholders who had
accounts in the Summit Plans at the close of business on
December 8, 2006 may purchase Class P shares and only
until the total of their combined investments in the Summit
Plans and in Class P shares directly equals the face amount
of their former Plan under the 30 year extended investment
option. The face amount of a Plan is the combined total of all
scheduled monthly investments under the Plan. For a Plan with a
scheduled monthly investment of $100.00, the face amount would
have been $36,000.00 under the 30 year extended investment
option.
Class R
Shares
Class R shares are generally available only to eligible
employee benefit plans. These may include, for example,
retirement and deferred compensation plans maintained pursuant
to Sections 401, 403, and 457 of the Code; nonqualified
deferred compensation plans; health savings accounts maintained
pursuant to Section 223 of the Code; and voluntary
employees beneficiary arrangements maintained pursuant to
Section 501(c)(9) of the Code. Retirement plans maintained
pursuant to Section 401 generally include 401(k) plans,
profit sharing plans, money purchase pension plans, and defined
benefit plans. Class R shares are generally not available
for individual retirement accounts (IRAs) such as traditional,
Roth, SEP, SAR-SEP and SIMPLE IRAs.
Class S
Shares
Class S shares are limited to investors who purchase shares
with the proceeds received from a systematic contractual
investment plan redemption within the
12-months
prior to purchasing Class S shares, and who purchase
through an approved financial intermediary that has an agreement
with the distributor to sell Class S shares. Class S
shares are not otherwise sold to members of the general public.
An investor purchasing Class S shares will not pay an
initial sales charge. The investor will no longer be eligible to
purchase additional Class S shares at that point where the
value of the contributions to the prior systematic contractual
investment plan combined with the subsequent Class S share
contributions equals the face amount of what would have been the
investors systematic contractual investment plan under the
30-year
investment option. The face amount of a systematic contractual
investment plan is the combined total of all scheduled monthly
investments under that plan. For a plan with a scheduled monthly
investment of $100.00, the face amount would have been
$36,000.00 under the
30-year
extended investment option.
Class Y
Shares
Class Y shares are generally available to investors who
purchase through a fee-based advisory account with an approved
financial intermediary or to any current, former or retired
trustee, director, officer or employee (or immediate family
members of a current, former or retired trustee, director,
officer or employee) of any Invesco Fund or of Invesco Ltd. or
any of its subsidiaries. In fee-based advisory programs, a
financial intermediary typically charges each investor a fee
based on the value of the investors account in exchange
for servicing that account.
Subject to any conditions or limitations imposed on the
servicing of Class Y shares by your financial adviser, if
you received Class Y shares as a result of a merger or
reorganization of a predecessor fund into any of the Funds, you
will be permitted to make additional Class Y share
purchases.
Investor
Class Shares
Some of the Funds offer Investor Class
shares.
Investor Class shares are sold with no initial
sales charge and have a maximum
12b-1
fee of
0.25%. Investor Class shares are not sold to members of the
general public. Only the following persons may purchase Investor
Class shares:
|
|
n
|
Investors who established accounts prior to April 1, 2002,
in Investor Class shares who have continuously maintained an
account in Investor Class shares (this includes anyone listed in
the registration of an account, such as a joint owner, trustee
or custodian, and immediate family members of such persons).
These investors are referred to as Investor Class
grandfathered investors.
|
n
|
Customers of certain financial intermediaries which have had
relationships with the Funds distributor or any Funds that
offered Investor Class shares prior to April 1, 2002, who
have continuously maintained such relationships. These
intermediaries are referred to as Investor Class
grandfathered intermediaries.
|
n
|
Eligible employee benefit plans. Investor Class shares are
generally not available for IRAs unless the IRA depositor is
considered an Investor Class grandfathered investor or the
account is opened through an Investor Class grandfathered
intermediary.
|
n
|
Any current, former or retired trustee, director, officer or
employee (or immediate family member of a current, former or
retired trustee, director, officer or employee) of any Invesco
Fund or of Invesco Ltd. or any of its subsidiaries.
|
Distribution
and Service
(12b-1)
Fees
Except as noted below, each Fund has adopted a distribution plan
or distribution plan and service plan pursuant to SEC
Rule 12b-1.
A
12b-1
plan
allows a Fund to pay distribution and service fees to Invesco
Distributors, Inc. (Invesco Distributors) to compensate or
reimburse, as applicable, Invesco Distributors for its efforts
in connection with the sale
A-2 The
Invesco Funds
and distribution of the Funds shares and for services
provided to shareholders, all or a substantial portion of which
are paid to the dealer of record. Because the Funds pay these
fees out of their assets on an ongoing basis, over time these
fees will increase the cost of your investment and may cause you
to pay more than the maximum permitted initial sales charges
described in this prospectus.
The following Funds and share classes do not have
12b-1
plans:
|
|
n
|
Invesco Tax-Free Intermediate Fund, Class A2 shares.
|
n
|
Invesco Money Market Fund, Investor Class shares.
|
n
|
Invesco Tax-Exempt Cash Fund, Investor Class shares.
|
n
|
Premier Portfolio, Investor Class shares.
|
n
|
Premier U.S. Government Money Portfolio, Investor Class
shares.
|
n
|
Premier Tax-Exempt Portfolio, Investor Class shares.
|
n
|
All Funds, Class Y shares
|
Under the applicable distribution plan or distribution plan and
service plan, the Funds may pay distribution and service fees up
to the following amounts with respect to each Funds
average daily net assets with respect to such class:
|
|
n
|
Class A shares: 0.25%
|
n
|
Class B shares: 1.00%
|
n
|
Class C shares: 1.00%
|
n
|
Class P shares: 0.10%
|
n
|
Class R shares: 0.50%
|
n
|
Class S shares: 0.15%
|
n
|
Invesco Cash Reserve Shares: 0.15%
|
n
|
Investor Class shares: 0.25%
|
Please refer to the prospectus fee table for more information on
a particular Funds
12b-1
fees.
Initial
Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining
initial sales charges. The Other Information section
of each Funds prospectus will tell you the sales charge
category in which the Fund is classified. As used below, the
term offering price with respect to all categories
of Class A shares includes the initial sales charge.
|
|
|
|
|
|
|
|
|
|
|
|
|
Category I Initial Sales Charges
|
|
|
|
|
Investors Sales Charge
|
Amount invested
|
|
As a % of
|
|
As a % of
|
in a single transaction
|
|
Offering Price
|
|
Investment
|
|
Less than
|
|
$
|
50,000
|
|
|
|
5.50
|
%
|
|
|
5.82
|
%
|
|
$50,000 but less than
|
|
$
|
100,000
|
|
|
|
4.50
|
|
|
|
4.71
|
|
|
$100,000 but less than
|
|
$
|
250,000
|
|
|
|
3.50
|
|
|
|
3.63
|
|
|
$250,000 but less than
|
|
$
|
500,000
|
|
|
|
2.75
|
|
|
|
2.83
|
|
|
$500,000 but less than
|
|
$
|
1,000,000
|
|
|
|
2.00
|
|
|
|
2.04
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category II Initial Sales Charges
|
|
|
|
|
Investors Sales Charge
|
Amount invested
|
|
As a % of
|
|
As a % of
|
in a single transaction
|
|
Offering Price
|
|
Investment
|
|
Less than
|
|
$
|
50,000
|
|
|
|
4.75
|
%
|
|
|
4.99
|
%
|
|
$50,000 but less than
|
|
$
|
100,000
|
|
|
|
4.25
|
|
|
|
4.44
|
|
|
$100,000 but less than
|
|
$
|
250,000
|
|
|
|
3.50
|
|
|
|
3.63
|
|
|
$250,000 but less than
|
|
$
|
500,000
|
|
|
|
2.50
|
|
|
|
2.56
|
|
|
$500,000 but less than
|
|
$
|
1,000,000
|
|
|
|
2.00
|
|
|
|
2.04
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category III Initial Sales Charges
|
|
|
|
|
Investors Sales Charge
|
Amount invested
|
|
As a % of
|
|
As a % of
|
in a single transaction
|
|
Offering Price
|
|
Investment
|
|
Less than
|
|
$
|
100,000
|
|
|
|
1.00
|
%
|
|
|
1.01
|
%
|
|
$100,000 but less than
|
|
$
|
250,000
|
|
|
|
0.75
|
|
|
|
0.76
|
|
|
$250,000 but less than
|
|
$
|
1,000,000
|
|
|
|
0.50
|
|
|
|
0.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category IV Initial Sales Charges
|
|
|
|
|
Investors Sales Charge
|
Amount invested
|
|
As a % of
|
|
As a % of
|
in a single transaction
|
|
Offering Price
|
|
Investment
|
|
Less than
|
|
$
|
100,000
|
|
|
|
2.50
|
%
|
|
|
2.56
|
%
|
|
$100,000 but less than
|
|
$
|
250,000
|
|
|
|
1.75
|
|
|
|
1.78
|
|
|
$250,000 but less than
|
|
$
|
500,000
|
|
|
|
1.25
|
|
|
|
1.27
|
|
|
$500,000 but less than
|
|
$
|
1,000,000
|
|
|
|
1.00
|
|
|
|
1.01
|
|
|
Class A
Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and
certain intermediaries are permitted to sell Class A shares
of the Funds without an initial sales charge because their
transactions involve little or no expense. The investors who may
purchase Class A shares without paying an initial sales
charge include the following:
|
|
n
|
Investors who purchase shares through a fee-based advisory
account with an approved financial intermediary or any current
or retired trustee, director, officer or employee of any Invesco
Fund or of Invesco Ltd. or any of its subsidiaries. In a fee
based advisory program, a financial intermediary typically
charges each investor a fee based on the value of the
investors account in exchange for servicing that account.
|
n
|
Any investor who purchases their shares with the proceeds of a
rollover, transfer or distribution from a retirement plan or
individual retirement account for which Invesco Distributors
acts as the prototype sponsor to another eligible retirement
plan or individual retirement account for which Invesco
Distributors acts as the prototype sponsor, to the extent that
such proceeds are attributable to the redemption of shares of a
Fund held through the plan or account.
|
n
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Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
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|
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|
n
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a. have assets of at least $1 million; or
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|
n
|
b. have at least 100 employees eligible to participate in the
Plan; or
|
|
n
|
c. execute multiple-plan transactions through a single omnibus
account per Fund.
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|
n
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Any investor who maintains an account in Investor Class shares
of a Fund (this includes anyone listed in the registration of an
account, such as a joint owner, trustee or custodian, and
immediate family members of such persons).
|
n
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Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
|
n
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Insurance company separate accounts.
|
No investor will pay an initial sales charge in the following
circumstances:
|
|
n
|
When buying Class A shares of Invesco Tax-Exempt Cash Fund
and Class A2 shares of Invesco Limited Maturity
Treasury Fund or Invesco Tax-Free Intermediate Fund.
|
n
|
When reinvesting dividends and distributions.
|
n
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When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
|
n
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As a result of a Funds merger, consolidation, or
acquisition of the assets of another Fund.
|
n
|
Unit investments trusts sponsored by Invesco Distributors or its
affiliates.
|
n
|
Unitholders of Invesco Van Kampen unit investment trusts that
enrolled in the reinvestment program prior to December 3,
2007 to reinvest
|
A-3 The
Invesco Funds
|
|
|
distributions from such trusts in Class A shares of the
Funds. The Funds reserve the right to modify or terminate this
program at any time.
|
Reduced Sales
Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge
exceptions. Qualifying types of accounts for you and your
Immediate Family as described in a Funds SAI
include individual, joint, certain trusts, 529 college savings
plan and Coverdell Education Savings, certain retirement plans
established for the benefit of an individual, and Uniform
Gifts/Transfers to Minor Acts accounts. To qualify for these
reductions or exceptions, you or your financial adviser must
notify the transfer agent and provide the necessary
documentation at the time of purchase that your purchase
qualifies for such treatment. Certain individuals and
employer-sponsored retirement plans may link accounts for the
purpose of qualifying for lower initial sales charges.
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund
or Invesco Cash Reserve Shares of Invesco Money Market Fund or
Investor Class shares of any fund will not be taken into account
in determining whether a purchase qualifies for a reduction in
initial sales charges pursuant to
Rights of Accumulation
or
Letters of Intent.
Rights of
Accumulation
You may combine your new purchases of Class A shares of a
Fund with other Fund shares currently owned (Class A, B, C,
P, R, S or Y) for the purpose of qualifying for the lower
initial sales charge rates that apply to larger purchases. The
applicable initial sales charge for the new purchase is based on
the total of your current purchase and the value of other shares
owned based on their current public offering price. The transfer
agent may automatically link certain accounts registered in the
same name with the same taxpayer identification number for the
purpose of qualifying you for lower initial sales charge rates.
Letters of
Intent
Under a Letter of Intent (LOI), you commit to purchase a
specified dollar amount of Class A shares of one or more
Funds during a
13-month
period. The amount you agree to purchase determines the initial
sales charge you pay. If the full amount committed to in the LOI
is not invested by the end of the
13-month
period, your account will be assessed the higher initial sales
charge that would normally be applicable to the total amount
actually invested.
Reinstatement
Following Redemption
If you redeem any class of shares of a Fund, you may reinvest
all or a portion of the proceeds from the redemption in the same
share class of any Fund in the same Category within
180 days of the redemption without paying an initial sales
charge. Class B, P and S redemptions may be reinvested only
into Class A shares with no initial sales charge.
Class Y redemptions may be reinvested into either
Class Y shares or Class A shares with no initial sales
charge.
This reinstatement privilege does not apply to a purchase made
through a regularly scheduled automatic investment plan, such as
a purchase by a regularly scheduled payroll deduction or
transfer from a bank account.
In order to take advantage of this reinstatement privilege, you
must inform your financial adviser or the transfer agent that
you wish to do so at the time of your investment.
Contingent
Deferred Sales Charges (CDSCs)
CDSCs on
Class A Shares and Invesco Cash Reserve Shares of Invesco
Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of
Class A shares of Category I, II and IV Funds without
paying an initial sales charge. However, if you redeem these
shares prior to 18 months after the date of purchase, they
will be subject to a CDSC of 1%.
If you currently own Class A shares of a Category I, II or
IV Fund, and make additional purchases without paying an initial
sales charge that result in account balances of $1,000,000 or
more, the additional shares purchased will be subject to an
18-month,
1%
CDSC.
If Invesco Distributors pays a concession to the dealer of
record in connection with a Large Purchase of Class A
shares by an employee benefit plan, the Class A shares may
be subject to a 1% CDSC if all of the plans shares are
redeemed within one year from the date of the plans
initial purchase.
If you acquire Invesco Cash Reserve Shares of Invesco Money
Market Fund or Class A shares of Invesco Tax-Exempt Cash
Fund through an exchange involving Class A shares that were
subject to a CDSC, the shares acquired as a result of the
exchange will continue to be subject to that same CDSC.
CDSCs on
Class B Shares
Class B shares are sold without an initial sales charge.
However, they are subject to a CDSC. If you redeem your shares
during the CDSC period, you will be assessed a CDSC as follows,
unless you qualify for one of the CDSC exceptions outlined
below. The Funds are grouped into seven categories for
determining CDSCs. The Other Information section of
each Funds prospectus will tell you the CDSC category in
which the Fund is classified.
|
|
|
|
|
CDSC Category I
|
|
Year since purchase made
|
|
Class B CDSC
|
|
|
|
First
|
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|
5.00
|
%
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|
Second
|
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|
4.00
|
|
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Third
|
|
|
3.00
|
|
|
Fourth
|
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|
3.00
|
|
|
Fifth
|
|
|
2.00
|
|
|
Sixth
|
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|
1.00
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|
Seventh and following
|
|
|
None
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|
CDSC Category II
|
|
Year since purchase made
|
|
Class B CDSC
|
|
|
|
First
|
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5.00
|
%
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Second
|
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|
4.00
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|
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Third
|
|
|
3.00
|
|
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Fourth
|
|
|
2.00
|
|
|
Fifth
|
|
|
2.00
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|
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Sixth
|
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|
1.00
|
|
|
Seventh and following
|
|
|
None
|
|
|
|
|
|
|
|
CDSC Category III
|
|
Year since purchase made
|
|
Class B CDSC
|
|
|
|
First
|
|
|
5.00
|
%
|
|
Second
|
|
|
4.00
|
|
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Third
|
|
|
3.00
|
|
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Fourth
|
|
|
2.50
|
|
|
Fifth
|
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1.50
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Sixth
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|
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None
|
|
|
A-4 The
Invesco Funds
|
|
|
|
|
CDSC Category IV
|
|
Year since purchase made
|
|
Class B CDSC
|
|
|
|
First
|
|
|
4.00
|
%
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Second
|
|
|
3.75
|
|
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Third
|
|
|
3.50
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|
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Fourth
|
|
|
2.50
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|
|
Fifth
|
|
|
1.50
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|
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Sixth
|
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1.00
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|
Seventh and following
|
|
|
None
|
|
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|
CDSC Category V
|
|
Year since purchase made
|
|
Class B CDSC
|
|
|
|
First
|
|
|
2.00
|
%
|
|
Second
|
|
|
1.50
|
|
|
Third
|
|
|
1.00
|
|
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Fourth
|
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|
0.50
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Fifth and following
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|
None
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|
CDSC Category VI
|
|
|
|
Class B CDSC
|
|
|
Class B CDSC
|
|
|
|
purchased before
|
|
|
purchased on or after
|
|
Year since purchase made
|
|
June 1, 2005
|
|
|
June 1, 2005
|
|
|
|
First
|
|
|
3.00
|
%
|
|
|
4.00
|
%
|
|
Second
|
|
|
2.50
|
|
|
|
4.00
|
|
|
Third
|
|
|
2.00
|
|
|
|
3.00
|
|
|
Fourth
|
|
|
1.00
|
|
|
|
2.50
|
|
|
Fifth
|
|
|
None
|
|
|
|
1.50
|
|
|
Sixth and following
|
|
|
None
|
|
|
|
None
|
|
|
|
|
|
|
|
CDSC Category VII
|
|
Year since purchase made
|
|
Class B CDSC
|
|
|
|
First
|
|
|
4.00
|
%
|
|
Second
|
|
|
4.00
|
|
|
Third
|
|
|
3.00
|
|
|
Fourth
|
|
|
2.50
|
|
|
Fifth
|
|
|
1.50
|
|
|
Sixth and following
|
|
|
None
|
|
|
CDSCs on
Class C Shares
Class C shares are sold without an initial sales charge.
However, they are subject to a CDSC. If you redeem your shares
during the first year since purchase has been made you will be
assessed a 1% CDSC, unless you qualify for one of the CDSC
exceptions outlined below.
CDSCs on
Class C SharesEmployee Benefit Plan
Invesco Distributors pays a concession to the dealer of record
in connection with a purchase of Class C shares by an
employee benefit plan; the Class C shares are subject to a
1.00% CDSC at the time of redemption if all of the plans
shares are redeemed within one year from the date of the
plans initial purchase.
CDSCs on
Class C Shares of Invesco LIBOR Alpha Fund and Invesco
Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco
Short Term Bond Fund are not normally subject to a CDSC.
However, if you acquired shares of those Funds through an
exchange, and the shares originally purchased were subject to a
CDSC, the shares acquired as a result of the exchange will
continue to be subject to that same CDSC. Conversely, if you
acquire Class C shares of any other Fund as a result of an
exchange involving Class C shares of Invesco LIBOR Alpha
Fund or Invesco Short Term Bond Fund that were not subject to a
CDSC, then the shares acquired as a result of the exchange will
not be subject to a CDSC.
Computing a
CDSC
The CDSC on redemptions of shares is computed based on the lower
of their original purchase price or current net asset value, net
of reinvested dividends and capital gains distributions. In
determining whether to charge a CDSC, shares are accounted for
on a
first-in,
first-out basis, which means that you will redeem shares on
which there is no CDSC first and, then, shares in the order of
their purchase.
CDSC
Exceptions
Investors who own shares that are otherwise subject to a CDSC
will not pay a CDSC in the following circumstances:
|
|
n
|
If you participate in the Systematic Redemption Plan and
withdraw up to 12% of the value of your shares that are subject
to a CDSC in any twelve-month period.
|
n
|
If you redeem shares to pay account fees.
|
n
|
If you are the executor, administrator or beneficiary of an
estate or are otherwise entitled to assets remaining in an
account following the death or post-purchase disability of a
shareholder or beneficial owner and you choose to redeem those
shares.
|
There are other circumstances under which you may be able to
redeem shares without paying CDSCs.
Shares acquired through the reinvestment of dividends and
distributions are not subject to CDSCs.
The following share classes are sold with no CDSC:
|
|
n
|
Class A shares of Invesco Tax-Exempt Cash Fund.
|
n
|
Class A shares of Invesco Limited Maturity Treasury
Fund and Invesco Tax-Free Intermediate Fund purchased on or
after October 21, 2002, and prior to February 1, 2010.
|
n
|
Class A2 shares of Invesco Limited Maturity Treasury
Fund and Invesco Tax-Free Intermediate Fund
|
n
|
Invesco Cash Reserve Shares of Invesco Money Market Fund.
|
n
|
Investor Class shares of any Fund.
|
n
|
Class P shares of Invesco Summit Fund.
|
n
|
Class S shares of Invesco Charter Fund, Invesco
Conservative Allocation Fund, Invesco Growth Allocation Fund,
Invesco Moderate Allocation Fund and Invesco Summit Fund.
|
n
|
Class Y shares of any Fund.
|
CDSCs Upon
Converting to Class Y Shares
If shares that are subject to a CDSC are converted to
Class Y shares, the applicable CDSC will be assessed prior
to conversion.
Redemption
Fees
Certain Funds impose a 2% redemption fee (on redemption
proceeds) if you redeem or exchange shares within 31 days
of purchase. Please refer to the applicable Funds
prospectus to determine whether that Fund
A-5 The
Invesco Funds
imposes a redemption fee. As of the date of this prospectus, the
following Funds impose redemption fees:
|
|
|
|
|
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco Emerging Market Local Currency Debt Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Fund
Invesco Global Growth Fund
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
|
|
Invesco High Yield Fund
Invesco High Yield Securities Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Growth Equity Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
Invesco Pacific Growth Fund
Invesco Special Value Fund
|
|
Invesco U.S. Small Cap Value Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen High Yield Fund
Invesco Van Kampen High Yield Municipal Fund
Invesco Van Kampen International Advantage Fund
Invesco Van Kampen International Growth Fund
Invesco Van Kampen Small Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
|
The redemption fee will be retained by the Fund from which you
are redeeming or exchanging shares, and is intended to offset
the trading costs, market impact and other costs associated with
short-term money movements in and out of the Fund. The
redemption fee is imposed on a
first-in,
first-out basis, which means that you will redeem shares in the
order of their purchase.
Redemption fees generally will not be charged in the following
circumstances:
|
|
n
|
Redemptions and exchanges of shares held in accounts maintained
by intermediaries that do not have the systematic capability to
assess the redemption fees.
|
n
|
Redemptions and exchanges of shares held by funds of funds,
qualified tuition plans maintained pursuant to Section 529
of the Code, variable insurance contracts or separately managed
qualified default investment alternative vehicles maintained
pursuant to Section 404(c)(5) of the Employee Retirement Income
Security Act of 1974, as amended (ERISA), which use the Funds as
underlying investments.
|
n
|
Redemptions and exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs or
systematic withdrawal plans.
|
n
|
Redemptions requested within 31 days following the death or
post-purchase disability of an account owner.
|
n
|
Redemptions or exchanges initiated by a Fund.
|
The following shares are not subject to redemption fees,
irrespective of whether they are redeemed in accordance with any
of the exceptions set forth above:
|
|
n
|
Shares acquired through the reinvestment of dividends and
distributions.
|
n
|
Shares acquired through systematic purchase plans.
|
n
|
Shares acquired in connection with a rollover or transfer of
assets from the trustee or custodian of an employee benefit plan
to the trustee or custodian of another employee benefit plan.
|
Shares held by employee benefit plans will only be subject to
redemption fees if the shares were acquired by exchange and are
redeemed by exchange within 31 days of purchase.
Some investments in the Funds are made through accounts that are
maintained by intermediaries (rather than the Funds
transfer agent) and some investments are made indirectly through
products that use the Funds as underlying investments, such as
employee benefit plans, Funds of Funds, qualified tuition plans,
and variable insurance contracts (these products are generally
referred to as conduit investment vehicles). If shares of the
Funds are held in an account maintained by an intermediary or in
the name of a conduit investment vehicle (and not in the names
of individual investors), the intermediary account or conduit
investment vehicle may be considered an individual shareholder
of the Funds for purposes of assessing redemption fees. In these
cases, the Funds are likely to be limited in their ability to
assess redemption fees on transactions initiated by individual
investors, and the applicability of redemption fees will be
determined based on the aggregate holdings and redemptions of
the intermediary account or the conduit investment vehicle.
If shares of the Funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and
not in the names of individual investors), the intermediary or
conduit investment vehicle may impose rules intended to limit
short-term money movements in and out of the Funds which differ
from those described in this prospectus. In such cases, there
may be redemption fees imposed by the intermediary or conduit
investment vehicle on different terms (and subject to different
exceptions) than those set forth above. Please consult your
financial adviser or other financial intermediary for details.
The Funds have the discretion to waive the 2% redemption fee if
a Fund is in jeopardy of losing its registered investment
company qualification for tax purposes.
Your financial adviser or other financial intermediary may
charge service fees for handling redemption transactions. Your
shares also may be subject to a CDSC in addition to the
redemption fee.
Purchasing
Shares
If you hold your shares through a financial intermediary, your
eligibility to purchase shares and the terms by which you may
purchase, redeem and exchange shares may differ depending on
that institutions policies.
Minimum
Investments
There are no minimum investments for Class P, R or S shares
for fund accounts. The minimum investments for Class A, B,
C, Y and Investor Class shares for fund accounts are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
|
|
|
Initial Investment
|
|
Investments
|
Type of Account
|
|
Per Fund
|
|
Per Fund
|
|
Asset or fee-based accounts managed by your financial adviser
|
|
|
None
|
|
|
|
None
|
|
|
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
|
|
|
None
|
|
|
|
None
|
|
|
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor
is purchasing shares through a systematic purchase plan
|
|
$
|
25
|
|
|
$
|
25
|
|
|
All other accounts if the investor is purchasing shares through
a systematic purchase plan
|
|
|
50
|
|
|
|
50
|
|
|
IRAs, Roth IRAs and Coverdell ESAs
|
|
|
250
|
|
|
|
25
|
|
|
All other accounts
|
|
|
1,000
|
|
|
|
50
|
|
|
Invesco Distributors has the discretion to accept orders for
lesser amounts
|
|
|
|
|
|
|
|
|
|
How to Purchase
Shares
|
|
|
|
|
|
|
Opening An Account
|
|
Adding To An Account
|
|
Through a Financial Adviser
|
|
Contact your financial adviser.
|
|
Contact your financial adviser.
|
By Mail
|
|
Mail completed account application and check to the transfer
agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following
types of payments: Credit Card Checks, Third Party Checks, and
Cash*.
|
|
Mail your check and the remittance slip from your confirmation
statement to the transfer agent. Invesco Investment Services,
Inc. does NOT accept the following types of payments: Credit
Card Checks, Third Party Checks, and Cash*.
|
A-6 The
Invesco Funds
|
|
|
|
|
|
|
Opening An Account
|
|
Adding To An Account
|
|
By Wire
|
|
Mail completed account application to the transfer agent. Call
the transfer agent at (800)
959-4246
to
receive a reference number. Then, use the wire instructions
provided below.
|
|
Call the transfer agent to receive a reference number. Then, use
the wire instructions provided below.
|
Wire Instructions
|
|
Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
|
By Telephone
|
|
Open your account using one of the methods described above.
|
|
Select the Bank Account Information option on your completed
account application or complete a Systematic Options and Bank
Information Form. Mail the application or form to the transfer
agent. Once the transfer agent has received the form, call the
transfer agent at the number below to place your purchase order.
|
Automated Investor Line
|
|
Open your account using one of the methods described above.
|
|
Call the Invesco Investment Services, Inc.
24-hour
Automated Investor Line at
1-800-246-5463.
You may place your order after you have provided the bank
instructions that will be requested.
|
By Internet
|
|
Open your account using one of the methods described above.
|
|
Access your account at www.invesco.com/us. The proper bank
instructions must have been provided on your account. You may
not purchase shares in retirement accounts on the internet.
|
|
|
|
|
*
|
|
In addition, Invesco Investment Services, Inc. does not accept
cash equivalents for employer sponsored plan accounts. Cash
equivalents include cashiers checks, official checks, bank
drafts, travelers checks, treasurers checks, postal
money orders or money orders. We also reserve the right to
reject at our sole discretion payment by Temporary / Starter
Checks.
|
Purchase orders will not be processed unless the account
application and purchase payment are received in good order. In
accordance with the USA PATRIOT Act, if you fail to provide all
the required information requested in the current account
application, your purchase order will not be processed.
Additionally, federal law requires that the Fund verify and
record your identifying information.
Systematic
Purchase Plan
You can arrange for periodic investments in any of the Funds by
authorizing the transfer agent to withdraw the amount of your
investment from your bank account on a day or dates you specify
and in an amount of at least $25 per Fund for IRAs, Roth IRAs
and Coverdell ESAs, and at least $50 per Fund for all other
types of accounts. You may stop the Systematic Purchase Plan at
any time by giving the transfer agent notice ten days prior to
your next scheduled withdrawal. Certain financial advisers and
other financial intermediaries may also offer systematic
purchase plans.
Dollar Cost
Averaging
Dollar Cost Averaging allows you to make automatic periodic
exchanges, if permitted, from one Fund to another Fund or
multiple other Funds. The account from which exchanges are to be
made must have a minimum balance of $5,000 before you can use
this option. Exchanges will occur on (or about) the day of the
month you specify, in the amount you specify. Dollar Cost
Averaging cannot be set up for the 29th through the 31st of the
month. The minimum amount you can exchange to another Fund is
$50. Certain financial advisers and other financial
intermediaries may also offer dollar cost averaging programs. If
you participate in one of these programs and it is the same or
similar to Invescos Dollar Cost Averaging program,
exchanges made under the program generally will not be counted
toward the limitation of four exchanges out of a Fund per
calendar year, discussed below.
Automatic
Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or
reinvested in the same Fund or another Fund without paying an
initial sales charge. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in
the same Fund. If you elect to receive your distributions by
check, and the distribution amount is $10 or less, then the
amount will be automatically reinvested in the same Fund and no
check will be issued. If you have elected to receive
distributions by check, and the postal service is unable to
deliver checks to your address of record, then your distribution
election may be converted to having all subsequent distributions
reinvested in the same Fund and no checks will be issued. With
respect to certain account types, if your check remains uncashed
for six months, the Fund generally reserves the right to
reinvest your distribution check in your account at NAV and to
reinvest all subsequent distributions in shares of the Fund.
Such checks will be reinvested into the same share class of the
Fund unless you own shares in both Class A and Class B of the
same Fund, in which case the check may be reinvested into the
Class A shares. You should contact the transfer agent to
change your distribution option, and your request to do so must
be received by the transfer agent before the record date for a
distribution in order to be effective for that distribution. No
interest will accrue on amounts represented by uncashed
distribution checks.
You must comply with the following requirements to be eligible
to invest your dividends and distributions in shares of another
Fund:
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Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
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Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
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Portfolio
Rebalancing Program
If you have at least $5,000 in your account, you may participate
in the Portfolio Rebalancing Program. Under this Program, you
can designate how the total value of your Fund holdings should
be rebalanced, on a percentage basis, between two and ten of
your Funds on a quarterly, semiannual or annual basis. Your
portfolio will be rebalanced through the exchange of shares in
one or more of your Funds for shares of the same class of one or
more other Funds in your portfolio. Rebalancing will not occur
if your portfolio is within 2% of your stated allocation. If you
wish to participate in the Program, make changes or cancel the
Program, the transfer agent must receive your request to
participate, changes, or cancellation in good order at least
five business days prior to the next rebalancing date, which is
normally the 28th day of the last month of the period you
choose. We may modify, suspend or terminate the Program at any
time on 60 days prior written notice to participating
investors. Certain financial advisers and other financial
intermediaries may also offer portfolio rebalancing programs. If
you participate in one of these programs and it is the same as
or similar to Invescos program, exchanges made under the
program generally will not be counted toward the limitation of
four exchanges out of a Fund per calendar year, discussed below.
Redeeming
Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio, the
transfer agent or authorized intermediary, if applicable, must
receive your call during the hours of the
A-7 The
Invesco Funds
customary trading session of the New York Stock Exchange (NYSE)
in order to effect the redemption at that days net asset
value. For Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio, the transfer agent
or authorized intermediary, if applicable, must receive your
call before the Funds net asset value determination in
order to effect the redemption that day.
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How to Redeem Shares
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Through a Financial Adviser or Financial Intermediary
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Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
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By Mail
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Send a written request to the transfer agent which includes:
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Original signatures of all registered owners/trustees;
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The dollar value or number of shares that you wish to redeem;
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The name of the Fund(s) and your account number; and
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Signature guarantees, if necessary (see below).
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The transfer agent may require that you provide additional
documentation, or information, such as corporate resolutions or
powers of attorney, if applicable. If you are redeeming from an
IRA or other type of retirement account, you must complete the
appropriate distribution form, as well as employer authorization.
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By Telephone
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Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
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You do not hold physical share certificates;
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You can provide proper identification information;
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Your redemption proceeds do not exceed $250,000 per Fund; and
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You have not previously declined the telephone redemption privilege.
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You may, in limited circumstances, initiate a redemption from an
Invesco IRA account by telephone. Redemptions from other types
of retirement plan accounts may be initiated only in writing and
require the completion of the appropriate distribution form, as
well as employer authorization.
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Automated Investor Line
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Call the Invesco Investment Services, Inc. 24-hour Automated
Investor Line at
1-800-246-5463.
You may place your redemption order after you have provided the
bank instructions that will be requested.
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By Internet
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Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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You do not hold physical share certificates;
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You can provide proper identification information;
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Your redemption proceeds do not exceed $250,000 per Fund; and
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You have already provided proper bank information.
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Redemptions from most retirement plan accounts may be initiated
only in writing and require the completion of the appropriate
distribution form, as well as employer authorization.
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Timing and Method
of Payment
We normally will send out payments within one business day, and
in any event no more than seven days, after your redemption
request is received in good order (meaning that all necessary
information and documentation related to the redemption request
have been provided to the transfer agent or authorized
intermediary, if applicable). If you redeem shares recently
purchased by check or ACH, you may be required to wait up to ten
business days before we send your redemption proceeds. This
delay is necessary to ensure that the purchase has cleared.
Payment may be postponed under unusual circumstances, as allowed
by the SEC, such as when the NYSE restricts or suspends trading.
Redemption checks are mailed to your address of record, via
first class U.S. mail, unless you make other
arrangements with the transfer agent.
We use reasonable procedures to confirm that instructions
communicated via telephone and the Internet are genuine, and we
are not liable for losses arising from actions taken in
accordance with instructions that are reasonably believed to be
genuine.
Expedited
Redemptions (Invesco Cash Reserve Shares of Invesco Money Market
Fund only)
If you place your redemption order by telephone, before
11:30 a.m. Eastern Time and request an expedited
redemption, we will transmit payment of redemption proceeds on
that same day via federal wire to a bank of record on your
account. If we receive your redemption order after
11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we will transmit payment
on the next business day.
Systematic
Withdrawals
You may arrange for regular periodic withdrawals from your
account in amounts equal to or greater than $50 per Fund. We
will redeem the appropriate number of shares from your account
to provide redemption proceeds in the amount requested. You must
have a total account balance of at least $5,000 in order to
establish a Systematic Redemption Plan, unless you are
establishing a Required Minimum Distribution for a retirement
plan. You can stop this plan at any time by giving ten days
prior notice to the transfer agent.
Check
Writing
The transfer agent provides check writing privileges for
accounts in the following Funds and share classes:
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Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
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Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
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Premier Portfolio, Investor Class shares
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Premier Tax-Exempt Portfolio, Investor Class shares
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Premier U.S. Government Money Portfolio, Investor Class
shares
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You may redeem shares of these Funds by writing checks in
amounts of $250 or more if you have subscribed to the service by
completing a Check Writing authorization form.
Redemption by check is not available for retirement accounts.
Checks are not eligible to be converted to ACH by the payee. You
may not give authorization to a payee by phone to debit your
account by ACH for a debt owed to the payee.
Signature
Guarantees
We require a signature guarantee in the following circumstances:
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When your redemption proceeds will equal or exceed $250,000 per
Fund.
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When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
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When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
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When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
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The transfer agent will accept a guarantee of your signature by
a number of different types of financial institutions. Call the
transfer agent for additional information. Some institutions
have transaction amount maximums for these guarantees. Please
check with the guarantor institution to determine whether the
signature guarantee offered will be sufficient to cover the
value of your transaction request.
Redemptions in
Kind
Although the Funds generally intend to pay redemption proceeds
solely in cash, the Funds reserve the right to determine, in
their sole discretion, whether to satisfy redemption requests by
making payment in securities or other property (known as a
redemption in kind).
A-8 The
Invesco Funds
Redemptions
Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class
shares only) has been open at least one year, you have not made
an additional purchase in the account during the past six
calendar months, and the value of your account falls below $500
for three consecutive months, the Funds have the right to redeem
the account after giving you 60 days prior written
notice. You may avoid having your account redeemed during the
notice period by bringing the account value up to $500 or by
initiating a Systematic Purchase Plan.
If the Fund determines that you have not provided a correct
Social Security or other tax identification number on your
account application, or the Fund is not able to verify your
identity as required by law, the Fund may, at its discretion,
redeem the account and distribute the proceeds to you.
Minimum Account
Balance
A low balance fee of $12 per year will be deducted in the fourth
quarter of each year from all Class A share, Class B
share, Class C share and Investor Class share accounts held
in the Fund (each a Fund Account) with a value less than
the low balance amount (the Low Balance Amount) as determined
from time to time by the Fund and the Adviser. The Fund and the
Adviser generally expect the Low Balance Amount to be $750, but
such amount may be adjusted for any year depending on various
factors, including market conditions. The Low Balance Amount and
the date on which it will be deducted from any Fund Account
will be posted on our web site, www.invesco.com/us, on or about
November 15 of each year. This fee will be payable to the
transfer agent by redeeming from a Fund Account sufficient
shares owned by a shareholder and will be used by the transfer
agent to offset amounts that would otherwise be payable by the
Fund to the transfer agent under the transfer agency agreement.
The low balance fee is
not applicable
to
Fund Accounts comprised of: (i) fund of funds
accounts, (ii) escheated accounts, (iii) accounts
participating in a Systematic Purchase Plan established directly
with the Fund, (iv) accounts with Dollar Cost Averaging,
(v) accounts in which Class B Shares are immediately
involved in the automatic conversion to Class A Shares, and
those corresponding Class A Shares immediately involved in
such conversion, (vi) accounts in which all shares are
evidenced by share certificates, (vii) certain retirement
plan accounts, (viii) forfeiture accounts in connection
with certain retirement plans, (ix) investments in
Class P, Class R, Class S or Class Y Shares,
(x) certain money market funds (Investor Class of Premier
U.S. Government Money, Premier Tax-Exempt and Premier
Portfolios; all classes of Invesco Money Market Fund; and all
classes of Invesco Tax-Exempt Cash Fund), or (xi) accounts
in Class A shares established pursuant to an advisory fee
program.
Some investments in the Funds are made through accounts that are
maintained by intermediaries (rather than the Funds
transfer agent) and some investments are made indirectly through
products that use the Funds as underlying investments, such as
employee benefit plans, funds of funds, qualified tuition plans,
and variable insurance contracts (these products are generally
referred to as conduit investment vehicles). If shares of the
Funds are held in an account maintained by an intermediary or in
the name of a conduit investment vehicle (and not in the names
of individual investors), the intermediary or conduit investment
vehicle may impose rules which differ from those described in
this prospectus. In such cases, there may be low balance fees
imposed by the intermediary or conduit investment vehicle on
different terms (and subject to different exceptions) than those
set forth above. Please consult your financial adviser or other
financial intermediary for details.
Exchanging
Shares
You may, under certain circumstances, exchange shares in one
Fund for those of another Fund. An exchange is the purchase of
shares in one Fund which is paid for with the proceeds from a
redemption of shares of another Fund effectuated on the same
day. Any gain on the transaction may be subject to federal
income tax. Accordingly, the procedures and processes applicable
to redemptions of Fund shares, as discussed under the heading
Redeeming Shares above, will apply. Before
requesting an exchange, review the prospectus of the Fund you
wish to acquire.
All exchanges are subject to the limitations set forth in the
prospectuses of the Funds. If you wish to exchange shares of one
Fund for those of another Fund, you must consult the prospectus
of the Fund whose shares you wish to acquire to determine
whether the Fund is offering shares to new investors and whether
you are eligible to acquire shares of that Fund.
Permitted
Exchanges
Except as otherwise provided herein or in the SAI, you generally
may exchange your shares for shares of the same class of another
Fund. The following below shows permitted exchanges:
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Exchange From
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Exchange To
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Invesco Cash Reserve Shares
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Class A, B, C, R, Y*, Investor Class
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Class A
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Class A, Y*, Investor Class, Invesco Cash Reserve Shares
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Class A2
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Class A, Y*, Investor Class, Invesco Cash Reserve Shares
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Class A5
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Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
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Investor Class
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Class A, Y*, Investor Class
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Class P
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Class A, Invesco Cash Reserve Shares
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Class S
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Class A, S, Invesco Cash Reserve Shares
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Class B
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Class B
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Class B5
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Class B
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Class C
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Class C, Y*
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Class C5
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Class C, C5, Y*
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Class R
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Class R
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Class R5
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Class R, R5
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Class Y
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Class Y
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*
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You may exchange your Invesco Cash Reserve Shares, Class A
shares, Class C shares, Class C5 shares or Investor Class
shares for Class Y shares of the same Fund if you otherwise
qualify to buy that Funds Class Y shares. Please consult
your financial adviser to discuss the tax implications, if any,
of all exchanges into Class Y shares of the same Fund.
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Exchanges into
Invesco Van Kampen Senior Loan Fund
Invesco Van Kampen Senior Loan Fund is a closed-end fund that
continuously offers its shares pursuant to the terms and
conditions of its prospectus. The Adviser is the investment
adviser for the Invesco Van Kampen Senior Loan Fund. As with the
Invesco Funds, you generally may exchange your shares of
Class A (Invesco Cash Reserve Shares of Invesco Money
Market Fund), Class B or Class C of any Invesco Fund
for shares of Class A, Class B or Class C,
respectively, of Invesco Van Kampen Senior Loan Fund. Please
refer to the prospectus for the Invesco Van Kampen Senior Loan
Fund for more information, including limitations on exchanges
out of Invesco Van Kampen Senior Loan Fund.
Exchanges Not
Permitted
The following exchanges are not permitted:
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Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
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Exchanges into Class A2 shares of Invesco Limited Maturity
Treasury Fund and Invesco Tax-Free Intermediate Fund (also known
as the Category III Funds) are not permitted.
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Class A2 shares of Invesco Limited Maturity Treasury Fund
and Invesco Tax-Free Intermediate Fund cannot be exchanged for
Class A shares of those Funds.
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A-9 The
Invesco Funds
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Invesco Cash Reserve Shares cannot be exchanged for
Class B, C or R shares if the shares being exchanged were
acquired by exchange from Class A shares of any Fund.
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Invesco Cash Reserve shares, Class A shares,
Class A2 shares, Class C shares or Investor Class
shares of one Fund can not be exchanged for Class Y shares
of a different Fund.
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All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
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Exchange
Conditions
The following conditions apply to all exchanges:
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Shares must have been held for at least one day prior to the
exchange with the exception of dividends and distributions that
are reinvested; and
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If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
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Under unusual market conditions, a Fund may delay the exchange
of shares for up to five business days if it determines that it
would be materially disadvantaged by the immediate transfer of
exchange proceeds. The exchange privilege is not an option or
right to purchase shares. Any of the participating Funds or the
distributor may modify or terminate this privilege at any time.
Limit on the
Number of Exchanges
You will generally be limited to four exchanges out of a Fund
per calendar year (other than the money market funds and Invesco
Limited Maturity Treasury Fund); provided, however, that the
following transactions will not count toward the exchange
limitation:
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Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
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Exchanges of shares held by Funds of Funds, qualified tuition
plans maintained pursuant to Section 529 of the Code, and
insurance company separate accounts which use the Funds as
underlying investments.
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Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
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Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
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Exchanges initiated by a Fund or by the trustee, administrator
or other fiduciary of an employee benefit plan (not in response
to distribution or exchange instructions received from a plan
participant).
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Each Fund reserves the discretion to accept exchanges in excess
of these guidelines on a
case-by-case
basis if the Fund, or its designated agent, believes that
granting such exceptions would be consistent with the best
interests of shareholders.
There is no limit on the number of exchanges out of Invesco
Limited Maturity Treasury Fund, Invesco Money Market Fund,
Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier
Tax-Exempt Portfolio and Premier U.S. Government Money
Portfolio.
If you exchange shares of one Fund for shares of multiple other
Funds as part of a single transaction, that transaction is
counted as one exchange out of a Fund.
Initial Sales
Charges, CDSCs and 12b-1 Fees on Applicable to
Exchanges
You may be required to pay an initial sales charge when
exchanging from a Fund with a lower initial sales charge than
the one into which you are exchanging. If you exchange into
shares that are subject to a CDSC, we will begin the holding
period for purposes of calculating the CDSC on the date you made
your initial purchase.
In addition, as a result of differences in the forms of
distribution plans and distribution plans and service plans
among the Funds, certain exchanges of Class A shares,
Class B shares, Class C shares, and Class R
shares of a Fund for the same class of shares of another fund
may result in investors paying a higher or a lower 12b-1 fee on
the Fund being exchanged into. Please refer to the prospectus
fee table and financial highlights table and the statement of
additional information for more information on the fees and
expenses, including applicable 12b-1 fees, of the Fund you wish
to acquire.
Rights
Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
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Reject or cancel all or any part of any purchase or exchange
order.
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Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
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Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
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Suspend, change or withdraw all or any part of the offering made
by this prospectus.
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Excessive
Short-Term Trading Activity (Market Timing)
Disclosures
While the Funds provide their shareholders with daily liquidity,
their investment programs are designed to serve long-term
investors and are not designed to accommodate excessive
short-term trading activity in violation of our policies
described below. Excessive short-term trading activity in the
Funds shares (i.e., a purchase of Fund shares followed
shortly thereafter by a redemption of such shares, or vice
versa) may hurt the long-term performance of certain Funds by
requiring them to maintain an excessive amount of cash or to
liquidate portfolio holdings at a disadvantageous time, thus
interfering with the efficient management of such Funds by
causing them to incur increased brokerage and administrative
costs. Where excessive short-term trading activity seeks to take
advantage of arbitrage opportunities from stale prices for
portfolio securities, the value of Fund shares held by long-term
investors may be diluted. The Board has adopted policies and
procedures designed to discourage excessive or short-term
trading of Fund shares for all Funds except the money market
funds. However, there is the risk that these Funds
policies and procedures will prove ineffective in whole or in
part to detect or prevent excessive or short-term trading. These
Funds may alter their policies at any time without prior notice
to shareholders if the adviser believes the change would be in
the best interests of long-term shareholders.
The Invesco Affiliates and certain of its corporate affiliates
(Invesco and such affiliates, collectively, the Invesco
Affiliates) currently use the following tools designed to
discourage excessive short-term trading in the retail Funds:
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Trade activity monitoring.
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Trading guidelines.
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Redemption fees on trades in certain Funds.
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The use of fair value pricing consistent with procedures
approved by the Board.
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Each of these tools is described in more detail below. Although
these tools are designed to discourage excessive short-term
trading, you should understand that none of these tools alone
nor all of them taken together eliminate the possibility that
excessive short-term trading activity in the Funds will occur.
Moreover, each of these tools involves judgments that are
inherently subjective. Invesco Affiliates seek to make these
judgments to the best of their abilities in a manner that they
believe is consistent with long-term shareholder interests.
Money Market Funds.
The Board of Invesco Money
Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government
Money Portfolio (the money market funds) have not adopted any
policies and procedures that would limit frequent purchases and
redemptions of such Funds shares. The Board considered the
risks of not having a specific policy that limits frequent
purchases and redemptions, and determined that those risks were
minimal. Nonetheless, to the extent that a money market fund
must maintain additional cash
and/or
securities with short-term durations in greater amounts than may
otherwise be required or borrow to honor
A-10 The
Invesco Funds
redemption requests, the money market funds yield could be
negatively impacted.
The Board does not believe that it is appropriate to adopt any
such policies and procedures for the money market funds for the
following reasons:
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The money market funds are offered to investors as cash
management vehicles; investors must perceive an investment in
such Funds as an alternative to cash, and must be able to
purchase and redeem shares regularly and frequently.
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One of the advantages of a money market fund as compared to
other investment options is liquidity. Any policy that
diminishes the liquidity of the money market funds will be
detrimental to the continuing operations of such Funds.
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The money market funds portfolio securities are valued on
the basis of amortized cost, and such Funds seek to maintain a
constant net asset value. As a result, there are no price
arbitrage opportunities.
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Because the money market funds seek to maintain a constant net
asset value, investors expect to receive upon redemption the
amount they originally invested in such Funds. Imposition of
redemption fees would run contrary to investor expectations.
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Invesco Limited Maturity Treasury Fund.
The Board of
Invesco Limited Maturity Treasury Fund has not adopted any
policies and procedures that would limit frequent purchases and
redemptions of such Funds shares. The Board considered the
risks of not having a specific policy that limits frequent
purchases and redemptions and determined that those risks were
minimal. Nonetheless, to the extent that Invesco Limited
Maturity Treasury Fund must maintain additional cash
and/or
securities with short-term durations in greater amounts than may
otherwise be required or borrow to honor redemption requests,
Invesco Limited Maturity Treasury Funds yield could be
negatively impacted.
The Board does not believe that it is appropriate to adopt any
such policies and procedures for the Fund for the following
reasons:
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Many investors use Invesco Limited Maturity Treasury Fund as a
short-term investment alternative and should be able to purchase
and redeem shares regularly and frequently.
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One of the advantages of Invesco Limited Maturity Treasury Fund
as compared to other investment options is liquidity. Any policy
that diminishes the liquidity of Invesco Limited Maturity
Treasury Fund will be detrimental to the continuing operations
of such Fund.
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Trade Activity
Monitoring
Invesco Affiliates monitor selected trades on a daily basis in
an effort to detect excessive short-term trading activities. If,
as a result of this monitoring, Invesco Affiliates believe that
a shareholder has engaged in excessive short-term trading, they
will seek to act in a manner that they believe is consistent
with the best interests of long-term investors, which may
include taking steps such as (i) asking the shareholder to
take action to stop such activities or (ii) refusing to
process future purchases or exchanges related to such activities
in the shareholders accounts other than exchanges into a
money market Fund. Invesco Affiliates will use reasonable
efforts to apply the Funds policies uniformly given the
practical limitations described above.
The ability of Invesco Affiliates to monitor trades that are
made through accounts that are maintained by intermediaries
(rather than the Funds transfer agent) and through conduit
investment vehicles may be limited.
Trading
Guidelines
You will be limited to four exchanges out of a Fund per calendar
year (other than the money market funds and Invesco Limited
Maturity Treasury Fund). If you meet the four exchange limit
within a Fund in a calendar year, or a Fund or an Invesco
Affiliate determines, in its sole discretion, that your
short-term trading activity is excessive (regardless of whether
or not you exceed such guidelines), it may, in its sole
discretion, reject any additional purchase and exchange orders.
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including
redeeming by exchange, shares of certain Funds within
31 days of purchase. The ability of a Fund to assess a
redemption fee on redemptions effectuated through accounts that
are maintained by intermediaries (rather than the Funds
transfer agent) and through conduit investment vehicles may be
limited.
Fair Value
Pricing
Securities owned by a Fund are to be valued at current market
value if market quotations are readily available. All other
securities and assets of a Fund for which market quotations are
not readily available are to be valued at fair value determined
in good faith using procedures approved by the Board. Fair value
pricing may reduce the ability of frequent traders to take
advantage of arbitrage opportunities resulting from potentially
stale prices of portfolio holdings. However, it
cannot eliminate the possibility of frequent trading.
Pricing
of Shares
Determination of
Net Asset Value
The price of each Funds shares is the Funds net
asset value per share. The Funds value portfolio securities for
which market quotations are readily available at market value.
The Funds value all other securities and assets for which market
quotations are unavailable or unreliable at their fair value in
good faith using procedures approved by the Boards of Trustees
of the Funds (collectively, the Board). The Board has delegated
the daily determination of good faith fair value methodologies
to Invescos Valuation Committee, which acts in accordance
with Board approved policies. On a quarterly basis, Invesco
provides the Board various reports indicating the quality and
effectiveness of its fair value decisions on portfolio holdings.
Securities and other assets quoted in foreign currencies are
valued in U.S. dollars based on the prevailing exchange
rates on that day.
Even when market quotations are available, they may be stale or
unreliable because the security is not traded frequently,
trading on the security ceased before the close of the trading
market or issuer specific events occurred after the security
ceased trading or because of the passage of time between the
close of the market on which the security trades and the close
of the NYSE and when the Fund calculates its net asset value.
Issuer specific events may cause the last market quotation to be
unreliable. Such events may include a merger or insolvency,
events which affect a geographical area or an industry segment,
such as political events or natural disasters, or market events,
such as a significant movement in the U.S. market. Where
market quotations are not readily available, including where
Invesco determines that the closing price of the security is
unreliable, Invesco will value the security at fair value in
good faith using procedures approved by the Board. Fair value
pricing may reduce the ability of frequent traders to take
advantage of arbitrage opportunities resulting from potentially
stale prices of portfolio holdings. However, it
cannot eliminate the possibility of frequent trading.
Fair value is that amount that the owner might reasonably expect
to receive for the security upon its current sale. Fair value
requires consideration of all appropriate factors, including
indications of fair value available from pricing services. A
fair value price is an estimated price and may vary from the
prices used by other mutual funds to calculate their net asset
values.
Invesco may use indications of fair value from pricing services
approved by the Board. In other circumstances, the Invesco
Valuation Committee may fair value securities in good faith
using procedures approved by the Board. As a means of evaluating
its fair value process, Invesco routinely compares closing
market prices, the next days opening prices for the
security in its primary market if available, and indications of
fair value from other sources. Fair value pricing methods and
pricing services can change from time to time as approved by the
Board.
A-11 The
Invesco Funds
Specific types of securities are valued as follows:
Senior Secured Floating Rate Loans and Senior Secured
Floating Rate Debt Securities.
Senior secured floating rate
loans and senior secured floating rate debt securities are fair
valued using evaluated quotes provided by an independent pricing
service. Evaluated quotes provided by the pricing service may
reflect appropriate factors such as market quotes, ratings,
tranche type, industry, company performance, spread, individual
trading characteristics, institution-size trading in similar
groups of securities and other market data.
Domestic Exchange Traded Equity Securities.
Market
quotations are generally available and reliable for domestic
exchange traded equity securities. If market quotations are not
available or are unreliable, Invesco will value the security at
fair value in good faith using procedures approved by the Board.
Foreign Securities.
If market quotations are
available and reliable for foreign exchange traded equity
securities, the securities will be valued at the market
quotations. Because trading hours for certain foreign securities
end before the close of the NYSE, closing market quotations may
become unreliable. If between the time trading ends on a
particular security and the close of the customary trading
session on the NYSE events occur that are significant and may
make the closing price unreliable, the Fund may fair value the
security. If an issuer specific event has occurred that Invesco
determines, in its judgment, is likely to have affected the
closing price of a foreign security, it will price the security
at fair value. Invesco also relies on a screening process from a
pricing vendor to indicate the degree of certainty, based on
historical data, that the closing price in the principal market
where a foreign security trades is not the current market value
as of the close of the NYSE. For foreign securities where
Invesco believes, at the approved degree of certainty, that the
price is not reflective of current market value, Invesco will
use the indication of fair value from the pricing service to
determine the fair value of the security. The pricing vendor,
pricing methodology or degree of certainty may change from time
to time.
Fund securities primarily traded on foreign markets may trade on
days that are not business days of the Fund. Because the net
asset value of Fund shares is determined only on business days
of the Fund, the value of the portfolio securities of a Fund
that invests in foreign securities may change on days when you
will not be able to purchase or redeem shares of the Fund.
Fixed Income Securities.
Government, corporate,
asset-backed and municipal bonds, convertible securities,
including high yield or junk bonds, and loans, normally are
valued on the basis of prices provided by independent pricing
services. Prices provided by the pricing services may be
determined without exclusive reliance on quoted prices, and may
reflect appropriate factors such as institution-size trading in
similar groups of securities, developments related to special
securities, dividend rate, maturity and other market data.
Prices received from pricing services are fair value prices. In
addition, if the price provided by the pricing service and
independent quoted prices are unreliable, the Invesco valuation
committee will fair value the security using procedures approved
by the Board.
Short-term Securities.
The Funds short-term
investments are valued at amortized cost when the security has
60 days or less to maturity. Invesco Money Market Fund,
Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier
Tax-Exempt Portfolio and Premier U.S. Government Money
Portfolio value all their securities at amortized cost. Invesco
High Income Municipal Fund, Invesco Municipal Bond Fund and
Invesco Tax-Free Intermediate Fund value variable rate
securities that have an unconditional demand or put feature
exercisable within seven days or less at par, which reflects the
market value of such securities.
Futures and Options.
Futures contracts are valued at
the final settlement price set by the exchange on which they are
principally traded. Options are valued on the basis of market
quotations, if available.
Swap Agreements.
Swap Agreements are fair valued
using an evaluated quote provided by an independent pricing
service. Evaluated quotes provided by the pricing service are
based on a model that may include end of day net present values,
spreads, ratings, industry and company performance.
Open-end Funds.
To the extent a Fund invests in
other open-end Funds, other than open-end Funds that are
exchange traded, the investing Fund will calculate its net asset
value using the net asset value of the underlying Fund in which
it invests, and the prospectuses for such open-end Funds explain
the circumstances under which they will use fair value pricing
and the effects of using fair value pricing.
Each Fund, except for Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio,
determines the net asset value of its shares on each day the
NYSE is open for business (a business day), as of the close of
the customary trading session, or earlier NYSE closing time that
day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier
U.S. Government Money Portfolio open for business at
8:00 a.m. Eastern Time. Premier Portfolio and Premier
U.S. Government Money Portfolio will generally determine
the net asset value of their shares at 5:30 p.m. Eastern
Time. Premier Tax-Exempt Portfolio will generally determine the
net asset value of its shares at 4:30 p.m. Eastern Time.
Premier Portfolio, Premier Tax-Exempt Portfolio and Premier
U.S. Government Money Portfolio are authorized not to open
for trading on a day that is otherwise a business day if the
Federal Reserve Bank of New York and The Bank of New York
Mellon, the Funds custodian, are not open for business or
the Securities Industry and Financial Markets Association
(SIFMA) recommends that government securities dealers not open
for trading and any such day will not be considered a business
day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier
U.S. Government Money Portfolio also may close early on a
business day if SIFMA recommends that government securities
dealers close early. If Premier Portfolio, Premier Tax-Exempt
Portfolio or Premier U.S. Government Money Portfolio uses
its discretion to close early on a business day, the Fund will
calculate its net asset value as of the time of such closing.
From time to time and in circumstances deemed appropriate by
Invesco in its sole discretion, each of Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government
Money Portfolio may remain open for business, during customary
business day hours, on a day that the NYSE is closed for
business. In such event, on such day you will be permitted to
purchase or redeem shares of such Funds and net asset values
will be calculated for such Funds.
The Invesco Balanced-Risk Allocation Fund and Invesco
Commodities Strategy Fund may each invest up to 25% of their
total assets in shares of their respective Subsidiaries. The
Subsidiaries offer to redeem all or a portion of their shares at
the current net asset value per share every regular business
day. The value of shares of the Subsidiaries will fluctuate with
the value of the respective Subsidiarys portfolio
investments. The Subsidiaries price their portfolio investments
pursuant to the same pricing and valuation methodologies and
procedures used by the Funds, which require, among other things,
that each of the Subsidiarys portfolio investments be
marked-to-market
(that is, the value on each of the Subsidiarys books
changes) each business day to reflect changes in the market
value of the investment.
Timing of
Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio, you
can purchase or redeem shares on each business day prior to the
close of the customary trading session or any earlier NYSE
closing time that day. For Funds other than Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government
Money Portfolio, purchase orders that are received and accepted
before the close of the customary trading session or any earlier
NYSE closing time on a business day generally are processed that
day and settled on the next business day.
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier
U.S. Government Money Portfolio, you can purchase or redeem
shares on each business day, prior to the Funds net asset
value determination on
A-12 The
Invesco Funds
such business day; however, if your order is received and
accepted after the close of the customary trading session or any
earlier NYSE closing time that day, your order generally will be
processed on the next business day and settled on the second
business day following the receipt and acceptance of your order.
For all Funds, you can exchange shares on each business day,
prior to the close of the customary trading session or any
earlier NYSE closing time that day. Shareholders of Premier
Portfolio, Premier Tax-Exempt Portfolio and Premier
U.S. Government Money Portfolio therefore cannot exchange
their shares after the close of the customary trading session or
any earlier NYSE closing time on a particular day, even though
these Funds remain open after such closing time.
The Funds price purchase, exchange and redemption orders at the
net asset value calculated after the transfer agent receives an
order in good order. Any applicable sales charges are applied at
the time an order is processed. A Fund may postpone the right of
redemption only under unusual circumstances, as allowed by the
Securities and Exchange Commission, such as when the NYSE
restricts or suspends trading.
Taxes
A Fund intends to qualify each year as a regulated investment
company and, as such, is not subject to entity-level tax on the
income and gain it distributes to shareholders. If you are a
taxable investor, dividends and distributions you receive from a
Fund generally are taxable to you whether you reinvest
distributions in additional Fund shares or take them in cash.
Every year, you will be sent information showing the amount of
dividends and distributions you received from a Fund during the
prior calendar year. In addition, investors in taxable accounts
should be aware of the following basic tax points as
supplemented below where relevant:
Fund Tax
Basics
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A Fund earns income generally in the form of dividends or
interest on its investments. This income, less expenses incurred
in the operation of a Fund, constitutes the Funds net
investment income from which dividends may be paid to you. If
you are a taxable investor, distributions of net investment
income are generally taxable to you as ordinary income.
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Distributions of net short-term capital gains are taxable to you
as ordinary income. A Fund with a high portfolio turnover rate
(a measure of how frequently assets within a Fund are bought and
sold) is more likely to generate short-term capital gains than a
Fund with a low portfolio turnover rate.
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Distributions of net long-term capital gains are taxable to you
as long-term capital gains no matter how long you have owned
your Fund shares.
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If you are an individual and meet certain holding period
requirements, a portion of income dividends paid to you by a
Fund may be designated as qualified dividend income eligible for
taxation at long-term capital gain rates. These reduced rates
generally are available (through 2010) for dividends
derived from a Funds investment in stocks of domestic
corporations and qualified foreign corporations. In the case of
a Fund that invests primarily in debt securities, either none or
only a nominal portion of the dividends paid by the Fund will be
eligible for taxation at these reduced rates.
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Distributions declared to shareholders with a record date in
Decemberif paid to you by the end of Januaryare
taxable for federal income tax purposes as if received in
December.
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Any long-term or short-term capital gains realized from
redemptions of Fund shares will be subject to federal income
tax. For tax purposes, an exchange of your shares for shares of
another Fund is the same as a sale.
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At the time you purchase your Fund shares, the Funds net
asset value may reflect undistributed income, undistributed
capital gains, or net unrealized appreciation in value of
portfolio securities held by the Fund. A subsequent distribution
to you of such amounts, although constituting a return of your
investment, would be taxable. This is sometimes referred to as
buying a dividend.
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By law, if you do not provide a Fund with your proper taxpayer
identification number and certain required certifications, you
may be subject to backup withholding on any distributions of
income, capital gains, or proceeds from the sale of your shares.
A Fund also must withhold if the IRS instructs it to do so. When
withholding is required, the amount will be 28% of any
distributions or proceeds paid.
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You will not be required to include the portion of dividends
paid by the Fund derived from interest on U.S. government
obligations in your gross income for purposes of personal and,
in some cases, corporate income taxes in many state and local
tax jurisdictions. The percentage of dividends that constitutes
dividends derived from interest on federal obligations will be
determined annually. This percentage may differ from the actual
percentage of interest received by the Fund on federal
obligations for the particular days on which you hold shares.
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Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
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If a Fund qualifies to pass through to you the tax benefits from
foreign taxes it pays on its investments, and elects to do so,
then any foreign taxes it pays on these investments may be
passed through to you as a foreign tax credit. You will then be
required to include your pro-rata share of these taxes in gross
income, even though not actually received by you, and will be
entitled either to deduct your share of these taxes in computing
your taxable income, or to claim a foreign tax credit for these
taxes against your U.S. federal income tax.
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Foreign investors should be aware that U.S. withholding,
special certification requirements to avoid U.S. backup
withholding and claim any treaty benefits and estate taxes may
apply to an investment in a Fund.
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The above discussion concerning the taxability of Fund dividends
and distributions and of redemptions and exchanges of Fund
shares is inapplicable to investors that are generally exempt
from federal income tax, such as retirement plans that are
qualified under Section 401, 403, 408, 408A and 457 of the
Code, individual retirement accounts (IRAs) and Roth IRAs.
Tax-Exempt and
Municipal Funds
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You will not be required to include the
exempt-interest portion of dividends paid by the
Fund in your gross income for federal income tax purposes. You
will be required to report the receipt of exempt-interest
dividends and other tax-exempt interest on your federal income
tax returns. The percentage of dividends that constitutes
exempt-interest dividends will be determined annually. This
percentage may differ from the actual percentage of exempt
interest received by the Fund for the particular days in which
you hold shares.
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A Fund may invest in municipal securities the interest on which
constitutes an item of tax preference and could give rise to a
federal alternative minimum tax liability for you. However,
under recently enacted provisions of the American Recovery and
Reinvestment Act of 2009, tax exempt interest on such municipal
securities issued in 2009 and 2010 is not an item of tax
preference for purposes of the alternative minimum tax.
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Exempt-interest dividends from interest earned on municipal
securities of a state, or its political subdivisions, generally
are exempt from that states personal income tax. Most
states, however, do not grant tax-free treatment to interest
from municipal securities of other states.
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A Fund may invest a portion of its assets in securities that pay
income that is not tax-exempt. To the extent that dividends paid
by a Fund are derived from taxable investments or realized
capital gains, they will be taxable as ordinary income or
long-term capital gains.
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A Fund may distribute to you any market discount and net
short-term capital gains from the sale of its portfolio
securities. If you are a taxable investor, Fund distributions
from this income are taxable to you as ordinary income, and
generally will neither qualify for the dividends
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A-13 The
Invesco Funds
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received deduction in the case of corporate shareholders nor as
qualified dividend income subject to reduced rates of taxation
in the case of noncorporate shareholders.
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Exempt-interest dividends from a Fund are taken into account
when determining the taxable portion of your social security or
railroad retirement benefits, may be subject to state and local
income taxes, may affect the deductibility of interest on
certain indebtedness, and may have other collateral federal
income tax consequences for you.
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There are risks that: (a) a security issued as tax-exempt
may be reclassified by the Internal Revenue Service or a state
tax authority as taxable
and/or
(b) future legislative, administrative or court actions
could adversely impact the qualification of income from a
tax-exempt security as tax-free. Such reclassifications or
actions could cause interest from a security to become taxable,
possibly retroactively, subjecting you to increased tax
liability. In addition, such reclassifications or actions could
cause the value of a security, and therefore, the value of the
Funds shares, to decline.
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Money Market
Funds
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A Fund does not anticipate realizing any long-term capital gains.
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Because a Fund expects to maintain a stable net asset value of
$1.00 per share, investors should not have any gain or loss on
sale or exchange of Fund shares.
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Real Estate
Funds
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Because of noncash expenses such as property
depreciation, the cash flow of a REIT that owns properties will
exceed its taxable income. The REIT, and in turn a Fund, may
distribute this excess cash to shareholders. Such a distribution
is classified as a return of capital. Return-of capital
distributions generally are not taxable to you. Your cost basis
in your Fund shares will be decreased by the amount of any
return of capital. Any return of capital distributions in excess
of your cost basis will be treated as capital gains.
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Dividends paid to shareholders from the Funds investments
in U.S. REITs will not generally qualify for taxation at
long-term capital gain rates applicable to qualified dividend
income.
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The Fund may derive excess inclusion income from
certain equity interests in mortgage pooling vehicles either
directly or through an investment in a
U.S.-qualified
REIT. If, contrary to expectations, the Fund were to receive
excess inclusion income in excess of certain threshold amounts,
such income would be allocated to Fund shareholders with special
tax consequences.
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The sale of a U.S. real property interest by a REIT in which a
Fund invests may trigger special tax consequences to the
Funds foreign shareholders.
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Invesco
Balanced-Risk Allocation Fund and Invesco Commodities Strategy
Fund
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The Funds strategies of investing in derivatives and
financially-linked instruments whose performance is expected to
correspond to the fixed income, equity and commodity markets may
cause the Funds to recognize more ordinary income and short-term
capital gains taxable as ordinary income than would be the case
if the Funds invested directly in debt instruments, stocks and
commodities.
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The Funds must meet certain requirements under the Internal
Revenue Code (the Code) for favorable tax treatment as a
regulated investment company, including asset diversification
and income requirements. The Funds intend to treat the income
each derives from commodity-linked notes and their respective
Subsidiaries as qualifying income. If, contrary to a number of
private letter rulings (PLRs) issued by the IRS to
third-parties, the IRS were to determine such income is non
qualifying, a Fund might fail to satisfy the income requirement.
The Funds intend to limit their investments in their respective
Subsidiaries to no more than 25% of the value of each
Funds total assets in order to satisfy the asset
diversification requirement. Additionally, the Invesco
Balanced-Risk Allocation Fund has received a private letter
ruling (PLR) from the IRS holding that the Invesco Balanced-Risk
Allocation Funds income derived from its Subsidiarys
investments in commodity-linked derivatives is qualifying income.
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Invesco FX Alpha
Strategy Fund, Invesco FX Alpha Plus Strategy Fund and Invesco
Emerging Market Local Currency Debt Fund
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The Funds may realize gains from the sale or other disposition
of foreign currencies (including but not limited to gains from
options, futures or forward contracts) derived from investing in
securities or foreign currencies. The U.S. Treasury Department
is authorized to issue regulations that might cause the Funds,
as a result of their realization of such foreign currency gains,
to fail to qualify as a regulated investment company. As of the
date of this prospectus, no regulations have been issued
pursuant to this authorization. It is possible, however, that
such regulations may be issued in the future. Additionally, the
IRS has not issued any guidance on how to apply the asset
diversification test to such foreign currency positions. Thus,
the IRS determination as to how to treat such foreign
currency positions for purposes of satisfying the asset
diversification test might differ from that of the Funds, which
may result in either of the Funds failure to qualify as
regulated investment companies.
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Invesco Van
Kampen Equity Premium Income Fund
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If as a result of adverse market conditions, the Fund realizes a
loss in connection with its option writing strategy, some or all
of the Funds previously distributed income may be
classified as a return of capital. Return of capital
distributions generally are not taxable to you. Your cost basis
in your Fund shares will be decreased by the amount of any
return of capital. Any return of capital distributions in excess
of your cost basis will be treated as capital gains.
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This discussion of Taxes is for general
information only and not tax advice. All investors should
consult their own tax advisers as to the federal, state, local
and foreign tax provisions applicable to them.
Payments
to Financial Intermediaries
The financial adviser or intermediary through which you purchase
your shares may receive all or a portion of the sales charges
and distribution fees discussed above. In addition to those
payments, Invesco Distributors and other Invesco Affiliates, may
make additional cash payments to financial intermediaries in
connection with the promotion and sale of shares of the Funds.
These additional cash payments may include cash payments and
other payments for certain marketing and support services.
Invesco Affiliates make these payments from their own resources,
from Invesco Distributors retention of initial sales
charges and from payments to Invesco Distributors made by the
Funds under their
12b-1
plans.
In the context of this prospectus, financial
intermediaries include any broker, dealer, bank (including
bank trust departments), registered investment adviser,
financial planner, retirement plan administrator, insurance
company and any other financial intermediary having a selling,
administration or similar agreement with Invesco Affiliates.
Invesco Affiliates make payments as incentives to certain
financial intermediaries to promote and sell shares of the
Funds. The benefits Invesco Affiliates receive when they make
these payments include, among other things, placing the Funds on
the financial intermediarys funds sales system, and access
(in some cases on a preferential basis over other competitors)
to individual members of the financial intermediarys sales
force or to the financial intermediarys management. These
payments are sometimes referred to as shelf space
payments because the payments compensate the financial
intermediary for including the Funds in its fund sales system
(on its sales shelf). Invesco Affiliates compensate
financial intermediaries differently depending typically on the
level
and/or
type of considerations provided by the financial intermediary.
The payments
A-14 The
Invesco Funds
Invesco Affiliates make may be calculated based on sales of
shares of the Funds (Sales-Based Payments), in which case the
total amount of such payments shall not exceed 0.25% of the
public offering price of all shares sold by the financial
intermediary during the particular period. Payments may also be
calculated based on the average daily net assets of the
applicable Funds attributable to that particular financial
intermediary (Asset-Based Payments), in which case the total
amount of such cash payments shall not exceed 0.25% per annum of
those assets during a defined period. Sales-Based Payments
primarily create incentives to make new sales of shares of the
Funds and Asset-Based Payments primarily create incentives to
retain previously sold shares of the Funds in investor accounts.
Invesco Affiliates may pay a financial intermediary either or
both Sales-Based Payments and Asset-Based Payments.
Invesco Affiliates are motivated to make these payments as they
promote the sale of Fund shares and the retention of those
investments by clients of financial intermediary. To the extent
financial intermediaries sell more shares of the Funds or retain
shares of the Funds in their clients accounts, Invesco
Affiliates benefit from the incremental management and other
fees paid to Invesco Affiliates by the Funds with respect to
those assets.
Invesco Affiliates also may make payments to certain financial
intermediaries for certain administrative services, including
record keeping and
sub-accounting
of shareholder accounts pursuant to a
sub-transfer
agency, omnibus account service or
sub-accounting
agreement. All fees payable by Invesco Affiliates under this
category of services are charged back to the Funds, subject to
certain limitations approved by the Board.
You can find further details in the Funds SAI about these
payments and the services provided by financial intermediaries.
In certain cases these payments could be significant to the
financial intermediary. Your financial adviser may charge you
additional fees or commissions other than those disclosed in
this prospectus. You can ask your financial adviser about any
payments it receives from Invesco Affiliates or the Funds, as
well as about fees
and/or
commissions it charges.
Important
Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder
documents may be mailed to shareholders with multiple accounts
at the same address (Householding). Mailing of your shareholder
documents may be householded indefinitely unless you instruct us
otherwise. If you do not want the mailing of these documents to
be combined with those for other members of your household,
please contact Invesco Investment Services, Inc. at
800-959-4246
or contact your financial institution. We will begin sending you
individual copies for each account within thirty days after
receiving your request.
A-15 The
Invesco Funds
Obtaining
Additional Information
More information may be obtained free of charge upon request.
The SAI, a current version of which is on file with the SEC,
contains more details about the Fund and is incorporated by
reference into the prospectus (is legally a part of the
prospectus). When issued, annual and semiannual reports to
shareholders will contain additional information about the
Funds investments. The Funds annual report will
discuss the market conditions and investment strategies that
significantly affected the Funds performance during its
last fiscal year. The Fund will also file its complete schedule
of portfolio holdings with the SEC for the 1st and 3rd quarters
of each fiscal year on
Form N-Q.
If you have questions about an Invesco Fund or your account, or
you wish to obtain a free copy of a current SAI, annual or
semiannual reports or
Form N-Q,
please contact us.
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By Mail:
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Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX
77210-4739
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By Telephone:
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(800) 959-4246
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On the Internet:
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You can send us a request by
e-mail
or
download prospectuses, SAI, annual or semiannual reports via our
Web site:
www.invesco.com/us
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You can also review and obtain copies of SAIs, annual or
semiannual reports,
Forms N-Q
and other information at the SECs Public Reference Room in
Washington, DC; on the EDGAR database on the SECs Web site
(http://www.sec.gov);
or, after paying a duplicating fee, by sending a letter to the
SECs Public Reference Section, Washington, DC
20549-1520
or by sending an electronic mail request to publicinfo@sec.gov.
Please call the SEC at 1-202-551-8090 for information about the
Public Reference Room.
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Invesco Global Advantage Fund
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SEC 1940 Act file number: 811-05426
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invesco.com/us
MS-GADV-PRO-1
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Statement of Additional Information
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September 24, 2010
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AIM Investment Funds (Invesco Investment Funds)
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This Statement of Additional Information relates to each portfolio (each a
Fund, collectively the Funds) of AIM Investment Funds (Invesco Investment Funds)
listed below. Each Fund offers separate classes of shares as follows:
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Fund
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Class A
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Class B
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Class C
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Class R
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Class Y
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Institutional
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Invesco Alternative Opportunities Fund
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MAOAX
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N/A
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MAOCX
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MAORX
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MAOIX
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MAOJX
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Invesco Commodities Strategy Fund
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COAAX
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COAHX
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COACX
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COARX
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COAIX
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COAJX
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Invesco FX Alpha Plus Strategy Fund
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FXPAX
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N/A
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FXPCX
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FXPRX
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FXPDX
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FXPIX
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Invesco FX Alpha Strategy Fund
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FXAAX
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N/A
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FXACX
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FXARX
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FXADX
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FXAIX
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Invesco Global Advantage Fund
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GADAX
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GADBX
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GADCX
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N/A
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GADDX
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N/A
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Invesco Global Dividend Growth Securities Fund
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GLBAX
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GLBBX
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GLBCX
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N/A
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GLBDX
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N/A
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Invesco Health Sciences Fund
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HCRAX
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HCRBX
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HCRCX
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N/A
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HCRDX
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N/A
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Invesco International Growth Equity Fund
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MNWBX
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MNBBX
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MNWQX
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N/A
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MNWAX
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N/A
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Invesco Pacific Growth Fund
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TGRAX
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TGRBX
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TGRCX
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TGRRX
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TGRDX
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N/A
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Invesco Van Kampen Emerging Markets Fund
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MSRAX
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MSRBX
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MSRCX
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N/A
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MSRIX
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MSRJX
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Invesco Van Kampen Global Bond Fund
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VGBAX
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VGBBX
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VGBCX
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VGBRX
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VGBIX
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N/A
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Invesco Van Kampen Global Equity Allocation Fund
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MSGAX
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MSGBX
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MSGCX
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N/A
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MSGDX
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N/A
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Invesco Van Kampen Global Franchise Fund
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VGFAX
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VGFBX
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VGFCX
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N/A
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VGFIX
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N/A
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Invesco Van Kampen Global Tactical Asset
Allocation Fund
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VGTAX
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VGTBX
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VGTCX
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VGTRX
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VGTIX
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VGTJX
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Invesco Van Kampen International Advantage Fund
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VKIAX
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VKIBX
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VKICX
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N/A
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VKIIX
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N/A
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Invesco Van Kampen International Growth Fund
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VIFAX
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VIFBX
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VIFCX
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VIFRX
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VIFIX
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VIFJX
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Statement of Additional Information
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September 24, 2010
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AIM Investment Funds (Invesco Investment Funds)
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This Statement of Additional Information is not a Prospectus, and it should be read in conjunction
with the Prospectuses for the Funds listed below. Portions of each Funds financial statements are
incorporated into this Statement of Additional Information by reference to such Funds most recent
Annual Report to shareholders. You may obtain, without charge, a copy of any Prospectus and/or
Annual Report for any Fund listed below from an authorized dealer or by writing to:
Invesco Investment Services, Inc.
P.O. Box 4739
Houston, Texas 77210-4739
or by calling (800) 959-4246
or on the Internet: www.invesco.com/us
This Statement of Additional Information, dated
September 24, 2010
, relates to retail classes and
institutional class shares of the following Prospectuses:
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Fund
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Retail Classes
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Institutional Classes
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Invesco Alternative Opportunities Fund
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June 1, 2010
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June 1, 2010
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Invesco Commodities Strategy Fund
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June 1, 2010
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June 1, 2010
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Invesco FX Alpha Plus Strategy Fund
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June 1, 2010
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June 1, 2010
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Invesco FX Alpha Strategy Fund
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June 1, 2010
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June 1, 2010
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Invesco Global Advantage Fund
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September 24, 2010
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N/A
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Invesco Global Dividend Growth Securities Fund
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July 28, 2010
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N/A
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Invesco Health Sciences Fund
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June 1, 2010
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N/A
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Invesco International Growth Equity Fund
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June 1, 2010
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N/A
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Invesco Pacific Growth Fund
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June 1, 2010
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N/A
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Invesco Van Kampen Emerging Markets Fund
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June 1, 2010
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June 1, 2010
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Invesco Van Kampen Global Bond Fund
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June 1, 2010
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N/A
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Invesco Van Kampen Global Equity Allocation Fund
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June 1, 2010
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N/A
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Invesco Van Kampen Global Franchise Fund
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June 1, 2010
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N/A
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Invesco Van Kampen Global Tactical Asset Allocation Fund
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June 1, 2010
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June 1, 2010
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Invesco Van Kampen International Advantage Fund
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June 1, 2010
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N/A
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Invesco Van Kampen International Growth Fund
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June 1, 2010
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June 1, 2010
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STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
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1
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1
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2
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3
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3
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3
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4
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6
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9
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9
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10
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19
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23
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28
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36
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38
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39
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42
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42
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52
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60
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60
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60
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60
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61
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61
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65
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65
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65
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65
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66
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66
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66
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66
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79
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79
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80
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86
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87
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APPENDICES:
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A-1
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B-1
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C-1
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D-1
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E-1
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F-1
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G-1
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H-1
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I-1
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J-1
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K-1
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L-1
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M-1
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N-1
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O-1
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P-1
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ii
GENERAL INFORMATION ABOUT THE TRUST
Fund History
AIM Investment Funds (Invesco Investment Funds) (the Trust) is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end
series management investment company. The Trust was originally organized as a Maryland corporation
on October 29, 1987, and re-organized as a Delaware statutory trust on May 7, 1998. Under the
Trusts Agreement and Declaration of Trust, as amended, (the Trust Agreement), the Board of
Trustees of the Trust (the Board) is authorized to create new series of shares without the
necessity of a vote of shareholders of the Trust. Prior to April 30, 2010, the Trust was known as
AIM Investment Funds.
On June 1, 2010, each Fund assumed the assets and liabilities of its predecessor fund (each a
predecessor fund, collectively, the predecessor funds) as shown below.
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Fund
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Predecessor Fund
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Invesco Alternative Opportunities Fund
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Morgan Stanley Alternative Opportunities Fund
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Invesco Commodities Strategy Fund
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Morgan Stanley Commodities Alpha Fund
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Invesco FX Alpha Plus Strategy Fund
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The FX Alpha Plus Strategy Portfolio
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Invesco FX Alpha Strategy Fund
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The FX Alpha Strategy Portfolio
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Invesco Global Advantage Fund
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Morgan Stanley Global Advantage Fund
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Invesco Global Dividend Growth Securities Fund
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Morgan Stanley Global Dividend Growth
Securities
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Invesco Health Sciences Fund
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Morgan Stanley Health Sciences Trust
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Invesco International Growth Equity Fund
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Morgan Stanley Institutional Fund, Inc.
International Growth Equity Portfolio
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Invesco Pacific Growth Fund
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Morgan Stanley Pacific Growth Fund Inc.
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Invesco Van Kampen Emerging Markets Fund
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Van Kampen Emerging Markets Fund
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Invesco Van Kampen Global Bond Fund
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Van Kampen Global Bond Fund
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Invesco Van Kampen Global Equity Allocation
Fund
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Van Kampen Global Equity Allocation Fund
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Invesco Van Kampen Global Franchise Fund
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Van Kampen Global Franchise Fund
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Invesco Van Kampen Global Tactical Asset
Allocation Fund
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Van Kampen Global Tactical Asset Allocation
Fund
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Invesco Van Kampen International Advantage
Fund
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Van Kampen International Advantage Fund
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Invesco Van Kampen International Growth Fund
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Van Kampen International Growth Fund
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All historical financial information and other information contained in this Statement of
Additional Information (SAI) for periods prior to June 1, 2010 relating to each Fund (or any
classes thereof) is that of its predecessor fund (or the corresponding classes thereof).
1
Shares of Beneficial Interest
Shares of beneficial interest of the Trust are redeemable at their net asset value at the
option of the shareholder or at the option of the Trust in certain circumstances, subject in
certain circumstances to a contingent deferred sales charge or redemption fee.
The Trust allocates moneys and other property it receives from the issue or sale of shares of
each of its series of shares, and all income, earnings and profits from such issuance and sales,
subject only to the rights of creditors, to the appropriate Fund. These assets constitute the
underlying assets of each Fund, are segregated on the Trusts books of account, and are charged
with the expenses of such Fund and its respective classes. The Trust allocates any general
expenses of the Trust not readily identifiable as belonging to a particular Fund subject to
oversight by the Board, primarily on the basis of relative net assets, or other relevant factors.
Each share of each Fund represents an equal proportionate interest in that Fund with each
other share and is entitled to such dividends and distributions out of the income belonging to such
Fund as are declared by the Board.
Each class of shares represents an interest in the same portfolio of investments. Differing
sales charges and expenses will result in differing net asset values and dividends and
distributions. Upon any liquidation of the Trust, shareholders of each class are entitled to share
pro rata in the net assets belonging to the applicable Fund allocable to such class available for
distribution after satisfaction of outstanding liabilities of the Fund allocable to such class.
The Trust is not required to hold annual or regular meetings of shareholders. Meetings of
shareholders of a Fund or class will be held from time to time to consider matters requiring a vote
of such shareholders in accordance with the requirements of the 1940 Act, state law or the
provisions of the Trust Agreement. It is not expected that shareholder meetings will be held
annually.
Each share of a Fund generally has the same voting, dividend, liquidation and other rights;
however, each class of shares of a Fund is subject to different sales loads, conversion features,
exchange privileges and class-specific expenses. Only shareholders of a specific class may vote on
matters relating to that classs distribution plan.
The Funds Agreement and Declaration of Trust/distribution plan adopted pursuant to Rule 12b-1
under the 1940 Act requires that Class B shareholders must also approve any material increase in
distribution fees submitted to Class A shareholders of that Fund.
Except as specifically noted above, shareholders of each Fund are entitled to one vote per
share (with proportionate voting for fractional shares), irrespective of the relative net asset
value of the shares of a Fund. However, on matters affecting an individual Fund or class of
shares, a separate vote of shareholders of that Fund or class is required. Shareholders of a Fund
or class are not entitled to vote on any matter which does not affect that Fund or class but that
requires a separate vote of another Fund or class. An example of a matter that would be voted on
separately by shareholders of each Fund is the approval of the advisory agreement with Invesco
Advisers, Inc. (the Adviser or Invesco). When issued, shares of each Fund are fully paid and
nonassessable, have no preemptive or subscription rights, and are freely transferable. Other than
the conversion of Class B shares to Class A shares, there are no conversion rights. Shares do not
have cumulative voting rights, which means that when shareholders elect trustees, holders of more
than 50% of the shares voting for the election of trustees can elect all of the trustees of the
Trust, and the holders of fewer than 50% of the shares voting for the election of trustees will not
be able to elect any trustees.
Under Delaware law, shareholders of a Delaware statutory trust shall be entitled to the same
limitation of personal liability extended to shareholders of private for-profit corporations
organized under Delaware law. There is a remote possibility, however, that shareholders could,
under certain circumstances, be held liable for the obligations of the Trust to the extent the
courts of another state, which does not recognize such limited liability, were to apply the laws of
such state to a controversy involving such obligations. The Trust Agreement disclaims shareholder
liability for acts or obligations of the Trust and requires that notice of such disclaimer be given
in each agreement, obligation or instrument entered into or executed by the Trust or the trustees
to all parties, and each party thereto must expressly waive all rights of
2
action directly against shareholders of the Trust. The Trust Agreement
provides for indemnification out of the property of a Fund for all losses and expenses of any
shareholder of such Fund held liable on account of being or having been a shareholder. Thus, the
risk of a shareholder incurring financial loss due to shareholder liability is limited to
circumstances in which a Fund is unable to meet its obligations and the complaining party is not
held to be bound by the disclaimer.
The trustees and officers of the Trust will not be liable for any act, omission or obligation
of the Trust or any trustee or officer; however, a trustee or officer is not protected against any
liability to the Trust or to the shareholders to which a trustee or officer would otherwise be
subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the
duties involved in the conduct of his or her office with the Trust (Disabling Conduct). The
Trusts Bylaws generally provide for indemnification by the Trust of the trustees, officers and
employees or agents of the Trust, provided that such persons have not engaged in Disabling Conduct.
Indemnification does not extend to judgments or amounts paid in settlement in any actions by or in
the right of the Trust. The Trust Agreement also authorizes the purchase of liability insurance on
behalf of trustees and officers. The Trusts Bylaws provide for the advancement of payments of
expenses to current and former trustees, officers and employees or agents of the Trust, or anyone
serving at their request, in connection with the preparation and presentation of a defense to any
claim, action, suit or proceeding, for which such person would be entitled to indemnification;
provided that any advancement of expenses would be reimbursed unless it is ultimately determined
that such person is entitled to indemnification for such expenses.
Share Certificates
.
Shareholders of the Funds do not have the right to demand or require the
Trust to issue share certificates and share certificates are not issued.
DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS
Classification
The Trust is an open-end management investment company. Each of the Funds except Invesco
Alternative Opportunities Fund, Invesco Commodities Strategy Fund, Invesco FX Alpha Plus Strategy
Fund, Invesco FX Alpha Strategy Fund and Invesco Van Kampen Global Franchise Fund is diversified
for purposes of the 1940 Act. Invesco Alternative Opportunities Fund, Invesco Commodities Strategy
Fund, Invesco FX Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund and Invesco Van Kampen
Global Franchise Fund are non-diversified for purposes of the 1940 Act, which means these Funds
can invest a greater percentage of their assets in any one issuer than a diversified fund can.
Invesco Alternative Opportunities Fund
The Invesco Alternative Opportunities Fund is a fund of funds which invests in other
underlying funds and does not directly invest in the securities or use the investment techniques
discussed below under Investment Strategies and Risks.
A list of the underlying funds in which the Invesco Alternative Opportunities Fund invests
(Underlying Funds) and their current related percentage allocations can be found in the Invesco
Alternative Opportunities Funds prospectus. The Underlying Funds in which the Invesco Alternative
Opportunities Fund invests are mutual funds advised by Invesco. The Underlying Funds and their
percentage allocations have been selected for use over long periods of time, but may change in the
future without shareholder approval. The actual percentage allocations will vary from the target
weightings in the Underlying Funds due to factors such as market movements and capital flows.
Investment Strategies and Risks
Set forth below are detailed descriptions of the various types of securities and investment
techniques that Invesco and/or the Sub-Advisers (as defined herein) may use in managing the Funds,
as well as the risks associated with those types of securities and investment techniques. The
descriptions of the types of securities and investment techniques below supplement the discussion
of principal investment strategies and risks contained in each Funds prospectus. Where a
particular type of security or investment technique is not discussed in a Funds prospectus, that
security or investment technique is not a principal investment strategy.
3
Unless otherwise indicated, a Fund may invest in all of the following types of investments.
Not all of the Funds invest in all of the types of securities or use all of the investment
techniques described below, and a Fund might not invest in all of these types of securities or use
all of these techniques at any one time. Invesco and/or the Sub-Advisers may invest in other types
of securities and may use other investment techniques in managing the Funds, including those
described below for Funds not specifically mentioned as investing in the security or using the
investment technique, as well as securities and techniques not described. A Funds transactions in
a particular type of security or use of a particular technique is subject to limitations imposed by
a Funds investment objective(s), policies and restrictions described in that Funds prospectus
and/or this SAI, as well as the federal securities laws.
The Funds investment objectives, policies, strategies and practices described below are
non-fundamental and may be changed without approval of the holders of the Funds voting securities
unless otherwise indicated.
Equity Investments
Common Stock.
Common stock is issued by a company principally to raise cash for business
purposes and represents an equity or ownership interest in the issuing company. Common
stockholders are typically entitled to vote on important matters of the issuing company, including
the selection of directors, and may receive dividends on their holdings. A Fund participates in
the success or failure of any company in which it holds common stock. In the event a company is
liquidated or declares bankruptcy, the claims of bondholders, other debt holders, owners of
preferred stock and general creditors take precedence over the claims of those who own common
stock.
The prices of common stocks change in response to many factors including the historical and
prospective earnings of the issuing company, the value of its assets, general economic conditions,
interest rates, investor perceptions and market liquidity.
Preferred Stock.
Preferred stock, unlike common stock, often offers a specified dividend
rate payable from a companys earnings. Preferred stock also generally has a preference over
common stock on the distribution of a companys assets in the event the company is liquidated or
declares bankruptcy; however, the rights of preferred stockholders on the distribution of a
companys assets in the event of a liquidation or bankruptcy are generally subordinate to the
rights of the companys debt holders and general creditors. If interest rates rise, the fixed
dividend on preferred stocks may be less attractive, causing the price of preferred stocks to
decline.
Some fixed rate preferred stock may have mandatory sinking fund provisions which provide for
the stock to be retired or redeemed on a predetermined schedule, as well as call/redemption
provisions prior to maturity, which can limit the benefit of any decline in interest rates that
might positively affect the price of preferred stocks. Preferred stock dividends may be
cumulative, requiring all or a portion of prior unpaid dividends to be paid before dividends are
paid on the issuers common stock. Preferred stock may be participating, which means that it may
be entitled to a dividend exceeding the stated dividend in certain cases. In some cases an issuer
may offer auction rate preferred stock, which means that the interest to be paid is set by auction
and will often be reset at stated intervals.
Convertible Securities.
Convertible securities are generally bonds, debentures,
notes, preferred stocks or other securities or investments that may be converted or exchanged (by
the holder or by the issuer) into shares of the underlying common stock (or cash or securities of
equivalent value) at a stated exchange ratio or predetermined price (the conversion price). A
convertible security is designed to provide current income and also the potential for capital
appreciation through the conversion feature, which enables the holder to benefit from increases in
the market price of the underlying common stock. A convertible security may be called for
redemption or conversion by the issuer after a particular date and under certain circumstances
(including a specified price) established upon issue. If a convertible security held by a Fund is
called for redemption or conversion, the Fund could be required to tender it for redemption,
convert it into the underlying common stock, or sell it to a third party, which may have an adverse
effect on the Funds ability to achieve its investment objectives. Convertible securities have
general characteristics similar to both debt and equity securities.
A convertible security generally entitles the holder to receive interest paid or accrued until
the convertible security matures or is redeemed, converted or exchanged. Before conversion,
convertible
4
securities have characteristics similar to non-convertible debt obligations and are designed
to provide for a stable stream of income with generally higher yields than common stocks. However,
there can be no assurance of current income because the issuers of the convertible securities may
default on their obligations. Convertible securities rank senior to common stock in a corporations
capital structure and, therefore, generally entail less risk than the corporations common stock.
Convertible securities are subordinate in rank to any senior debt obligations of the issuer, and,
therefore, an issuers convertible securities entail more risk than its debt obligations. Moreover,
convertible securities are often rated below investment grade or not rated because they fall below
debt obligations and just above common stock in order of preference or priority on an issuers
balance sheet. To the extent that a Fund invests in convertible securities with credit ratings
below investment grade, such securities may have a higher likelihood of default, although this may
be somewhat offset by the convertibility feature.
Convertible securities generally offer lower interest or dividend yields than non-convertible
debt securities of similar credit quality because of the potential for capital appreciation. The
common stock underlying convertible securities may be issued by a different entity than the issuer
of the convertible securities.
The value of convertible securities is influenced by both the yield of non-convertible
securities of comparable issuers and by the value of the underlying common stock. The value of a
convertible security viewed without regard to its conversion feature (i.e., strictly on the basis
of its yield) is sometimes referred to as its investment value. The investment value of the
convertible security typically will fluctuate based on the credit quality of the issuer and will
fluctuate inversely with changes in prevailing interest rates. However, at the same time, the
convertible security will be influenced by its conversion value, which is the market value of the
underlying common stock that would be obtained if the convertible security were converted.
Conversion value fluctuates directly with the price of the underlying common stock, and will
therefore be subject to risks relating to the activities of the issuer and general market and
economic conditions. Depending upon the relationship of the conversion price to the market value of
the underlying security, a convertible security may trade more like an equity security than a debt
instrument.
If, because of a low price of the common stock, the conversion value is substantially below
the investment value of the convertible security, the price of the convertible security is governed
principally by its investment value. Generally, if the conversion value of a convertible security
increases to a point that approximates or exceeds its investment value, the value of the security
will be principally influenced by its conversion value. A convertible security will sell at a
premium over its conversion value to the extent investors place value on the right to acquire the
underlying common stock while holding an income-producing security.
While a Fund uses the same criteria to rate a convertible debt security that it uses to rate a
more conventional debt security, a convertible preferred stock is treated like a preferred stock
for the Funds financial reporting, credit rating and investment limitation purposes.
Enhanced Convertible Securities.
Enhanced convertible securities are equity-linked hybrid
securities that automatically convert to equity securities on a specified date. Enhanced
convertibles have been designed with a variety of payoff structures, and are known by a variety of
different names. Three features common to enhanced convertible securities are (i) conversion to
equity securities at the maturity of the convertible (as opposed to conversion at the option of the
security holder in the case of ordinary convertibles); (ii) capped or limited appreciation
potential relative to the underlying common stock; and (iii) dividend yields that are typically
higher than that on the underlying common stock. Thus, enhanced convertible securities offer
holders the opportunity to obtain higher current income than would be available from a traditional
equity security issued by the same company in return for reduced participation in the appreciation
potential of the underlying common stock. Other forms of enhanced convertible securities may
involve arrangements with no interest or dividend payments made until maturity of the security or
an enhanced principal amount received at maturity based on the yield and value of the underlying
equity security during the securitys term or at maturity.
Synthetic Convertible Securities
. A synthetic convertible security is a derivative position
composed of two or more distinct securities whose investment characteristics, taken together,
resemble those of traditional convertible securities, i.e., fixed income and the right to acquire
the underlying equity security.
5
For example, a Fund may purchase a non-convertible debt security and a warrant or
option, which enables a Fund to have a convertible-like position with respect to a security or
index.
Synthetic convertibles are typically offered by financial institutions in private placement
transactions and are typically sold back to the offering institution. Upon conversion, the holder
generally receives from the offering institution an amount in cash equal to the difference between
the conversion price and the then-current value of the underlying security. Synthetic convertible
securities differ from true convertible securities in several respects. The value of a synthetic
convertible is the sum of the values of its fixed-income component and its convertibility
component. Thus, the values of a synthetic convertible and a true convertible security will respond
differently to market fluctuations. Purchasing a synthetic convertible security may provide greater
flexibility than purchasing a traditional convertible security, including the ability to combine
components representing distinct issuers, or to combine a fixed income security with a call option
on a stock index, when the Adviser determines that such a combination would better further a Funds
or an Underlying Funds investment goals. In addition, the component parts of a synthetic
convertible security may be purchased simultaneously or separately.
The holder of a synthetic convertible faces the risk that the price of the stock, or the level
of the market index underlying the convertibility component will decline. In addition, in
purchasing a synthetic convertible security, a Fund may have counterparty risk with respect to the
financial institution or investment bank that offers the instrument.
Alternative Entity Securities
. Alternative entity securities are the securities of entities
that are formed as limited partnerships, limited liability companies, business trusts or other
non-corporate entities that are similar to common or preferred stock of corporations.
Foreign Investments
Foreign Securities.
Foreign securities are equity or debt securities issued by issuers
outside the United States, and include securities in the form of American Depositary Receipts
(ADRs), European Depositary Receipts (EDRs), or other securities representing underlying
securities of foreign issuers (foreign securities). ADRs are receipts, issued by U.S. banks, for
the shares of foreign corporations, held by the bank issuing the receipt. ADRs are typically issued
in registered form, denominated in U.S. dollars and designed for use in the U.S. securities
markets. EDRs are similar to ADRs, except they are typically issued by European banks or trust
companies, denominated in foreign currencies and designed for use outside the U.S. securities
markets. ADRs and EDRs entitle the holder to all dividends and capital gains on the underlying
foreign securities, less any fees paid to the bank. Purchasing ADRs or EDRs gives a Fund the
ability to purchase the functional equivalent of foreign securities without going to the foreign
securities markets to do so. ADRs or EDRs that are sponsored means that the foreign corporation
whose shares are represented by the ADR or EDR is actively involved in the issuance of the ADR or
EDR, and generally provides material information about the corporation to the U.S. market. An
unsponsored ADR or EDR program means that the foreign corporation whose shares are held by the
bank is not obligated to disclose material information in the United States, and, therefore, the
market value of the ADR or EDR may not reflect important facts known only to the foreign company.
Foreign debt securities include corporate debt securities of foreign issuers, certain foreign
bank obligations (see Bank Instruments) and U.S. dollar or foreign currency denominated
obligations of foreign governments or their subdivisions, agencies and instrumentalities (see
Foreign Government Obligations), international agencies and supranational entities.
The Funds consider various factors when determining whether a company is in a particular
country, including whether (1) it is organized under the laws of a country; (2) it has a principal
office in a country; (3) it derives 50% or more of its total revenues from businesses in a country;
and/or (4) its securities are traded principally on a stock exchange, or in an over-the-counter
market, in a particular country.
Investments by a Fund in foreign securities, including ADRs and EDRs, whether denominated in
U.S. dollars or foreign currencies, may entail all of the risks set forth below in addition to
those accompanying an investment in issuers in the United States.
6
Currency Risk.
The value in U.S. dollars of the Funds non-dollar-denominated foreign
investments will be affected by changes in currency exchange rates. The U.S. dollar value of a
foreign security decreases when the value of the U.S. dollar rises against the foreign currency in
which the security is denominated and increases when the value of the U.S. dollar falls against
such currency.
Political and Economic Risk.
The economies of many of the countries in which the Funds may
invest may not be as developed as the United States economy and may be subject to significantly
different forces. Political, economic or social instability and development, expropriation or
confiscatory taxation, and limitations on the removal of funds or other assets could also adversely
affect the value of the Funds investments.
Regulatory Risk
. Foreign companies are generally not subject to the regulatory controls
imposed on U.S. issuers and, as a consequence, there is generally less publicly available
information about foreign securities than is available about domestic securities. Foreign
companies may not be subject to uniform accounting, auditing and financial reporting standards,
corporate governance practices and requirements comparable to those applicable to domestic
companies. Therefore, financial information about foreign companies may be incomplete, or may not
be comparable to the information available on U.S. companies. Income from foreign securities owned
by the Funds may be reduced by a withholding tax at the source, which tax would reduce dividend
income payable to the Funds shareholders.
There is generally less government supervision and regulation of securities exchanges,
brokers, dealers, and listed companies in foreign countries than in the United States, thus
increasing the risk of delayed settlements of portfolio transactions or loss of certificates for
portfolio securities. Foreign markets may also have different clearance and settlement procedures.
If a Fund experiences settlement problems it may result in temporary periods when a portion of the
Funds assets are uninvested and could cause the Fund to miss attractive investment opportunities
or a potential liability to the Fund arising out of the Funds inability to fulfill a contract to
sell such securities.
Market Risk.
Investing in foreign markets generally involves certain risks not typically
associated with investing in the United States. The securities markets in many foreign countries
will have substantially less trading volume than the U.S. markets. As a result, the securities of
some foreign companies may be less liquid and experience more price volatility than comparable
domestic securities. Obtaining and/or enforcing judgments in foreign countries may be more
difficult, which may make it more difficult to enforce contractual obligations. Increased
custodian costs as well as administrative costs (such as the need to use foreign custodians) may
also be associated with the maintenance of assets in foreign jurisdictions. In addition,
transaction costs in foreign securities markets are likely to be higher, since brokerage commission
rates in foreign countries are likely to be higher than in the United States.
Risks of Developing Countries
. A Fund may invest in securities of companies located in
developing countries. Unless a Funds prospectus includes a different definition, the Funds
consider developing countries to be those countries that are not included in the MSCI World Index.
Investments in developing countries present risks in addition to, or greater than, those presented
by investments in foreign issuers generally, and may include the following risks:
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i.
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Restriction, to varying degrees, on foreign investment in stocks;
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ii.
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Repatriation of investment income, capital, and the proceeds of sales in foreign
countries may require foreign governmental registration and/or approval;
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iii.
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Greater risk of fluctuation in value of foreign investments due to changes in
currency exchange rates, currency control regulations or currency devaluation;
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iv.
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Inflation and rapid fluctuations in inflation rates may have negative effects on
the economies and securities markets of certain developing countries;
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v.
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Many of the developing countries securities markets are relatively small or less
diverse, have low trading volumes, suffer periods of relative illiquidity, and are
characterized by significant price volatility; and
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vi.
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There is a risk in developing countries that a future economic or political
crisis could lead to price controls, forced mergers of companies, expropriation or
confiscatory taxation, seizure, nationalization, or creation of government monopolies.
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7
Foreign Government Obligations
. Debt securities issued by foreign governments are often, but
not always, supported by the full faith and credit of the foreign governments, or their
subdivisions, agencies or instrumentalities, that issue them. These securities involve the risks
discussed above under Foreign Securities. Additionally, the issuer of the debt or the governmental
authorities that control repayment of the debt may be unwilling or unable to pay interest or repay
principal when due. Political or economic changes or the balance of trade may affect a countrys
willingness or ability to service its debt obligations. Periods of economic uncertainty may result
in the volatility of market prices of sovereign debt obligations, especially debt obligations
issued by the governments of developing countries. Foreign government obligations of developing
countries, and some structures of emerging market debt securities, both of which are generally
below investment grade, are sometimes referred to as Brady Bonds.
Foreign Exchange Transactions
. Each Fund that may invest in foreign currency-denominated
securities has the authority to purchase and sell foreign currency options, foreign currency
futures contracts and related options, and may engage in foreign currency transactions either on a
spot (i.e., for prompt delivery and settlement) basis at the rate prevailing in the currency
exchange market at the time or through forward currency contracts (referred to also as forward
contracts; see also Forward Currency Contracts). Because forward contracts are privately
negotiated transactions, there can be no assurance that a counterparty will honor its obligations.
The Funds will incur costs in converting assets from one currency to another. Foreign
exchange dealers may charge a fee for conversion. In addition, dealers may realize a profit based
on the difference between the prices at which they buy and sell various currencies in the spot and
forward markets.
A Fund will generally engage in these transactions in order to complete a purchase or sale of
foreign currency denominated securities. The Funds may also use foreign currency options and
forward contracts to increase or reduce exposure to a foreign currency or to shift exposure from
one foreign currency to another in a cross currency hedge. Forward contracts are intended to
minimize the risk of loss due to a decline in the value of the hedged currencies; however, at the
same time, they tend to limit any potential gain which might result should the value of such
currencies increase. Certain Funds may also engage in foreign exchange transactions, such as
forward contracts, for non-hedging purposes to enhance returns. Open positions in forward
contracts used for non-hedging purposes will be covered by the segregation of a sufficient amount
of liquid assets.
A Fund may purchase and sell currency futures and purchase and write currency options to
increase or decrease its exposure to different foreign currencies. A Fund also may purchase and
write currency options in connection with currency futures or forward contracts. Currency futures
contracts are similar to forward currency exchange contracts, except that they are traded on
exchanges and have standard contract sizes and delivery dates. Most currency futures contracts call
for payment or delivery in U.S. dollars. The uses and risks of currency futures are similar to
those of futures relating to securities or indices (see also Futures and Options). Currency
futures values can be expected to correlate with exchange rates but may not reflect other factors
that affect the value of the Funds investments.
Whether or not any hedging strategy will be successful is highly uncertain, and use of hedging
strategies may leave a Fund in a less advantageous position than if a hedge had not been
established. Moreover, it is impossible to forecast with precision the market value of portfolio
securities at the expiration of a foreign currency forward contract. Accordingly, a Fund may be
required to buy or sell additional currency on the spot market (and bear the expense of such
transaction) if Invescos or the Sub-Advisers predictions regarding the movement of foreign
currency or securities markets prove inaccurate.
Certain Funds may hold a portion of their assets in bank deposits denominated in foreign
currencies, so as to facilitate investment in foreign securities as well as protect against
currency fluctuations and the need to convert such assets into U.S. dollars (thereby also reducing
transaction costs). To the extent these monies are converted back into U.S. dollars, the value of
the assets so maintained will be affected favorably or unfavorably by changes in foreign currency
exchange rates and exchange control regulations. Foreign exchange transactions may involve some of
the risks of investments in foreign securities. See Dividends, Distributions and Tax Matters
Tax Matters Tax Treatment of Portfolio Transactions.
Floating Rate Corporate Loans and Corporate Debt Securities of Non-U.S. Borrowers
. Floating
rate loans are made to and floating rate debt securities are issued by non-U.S. borrowers. Such
8
loans and securities will be U.S. dollar-denominated or otherwise provide for payment in U.S.
dollars, and the borrower will meet the credit quality standards established by Invesco and the
Sub-Advisers for U.S. borrowers. The Funds similarly may invest in floating rate loans and floating
rate debt securities made to U.S. borrowers with significant non-U.S. dollar-denominated revenues,
provided that the loans are U.S. dollar-denominated or otherwise provide for payment to the Funds
in U.S. dollars. In all cases where the floating rate loans or floating rate debt securities are
not denominated in U.S. dollars, provisions will be made for payments to the lenders, including the
Funds, in U.S. dollars pursuant to foreign currency swaps.
Foreign Bank Obligations
. Foreign bank obligations include certificates of deposit, bankers
acceptances and fixed time deposits and other obligations (a) denominated in U.S. dollars and
issued by a foreign branch of a domestic bank (Eurodollar Obligations), (b) denominated in U.S.
dollars and issued by a domestic branch of a foreign bank (Yankee dollar Obligations), and (c)
issued by foreign branches of foreign banks. Foreign banks are not generally subject to
examination by any U.S. Government agency or instrumentality.
Exchange-Traded Funds
Exchange-Traded Funds
. Most exchange-traded funds (ETFs) are registered under the 1940 Act
as investment companies. Therefore, a Funds purchase of shares of an ETF may be subject to the
restrictions on investments in other investment companies discussed under Other Investment
Companies. ETFs have management fees, which increase their cost. Each Fund may invest in
exchange-traded funds advised by unaffiliated advisers as well as exchange-traded funds advised by
Invesco PowerShares Capital Management LLC (PowerShares). Invesco, the Sub-Advisers and
PowerShares are affiliates of each other as they are all indirect wholly-owned subsidiaries of
Invesco Ltd.
ETFs hold portfolios of securities, commodities and/or currencies that are designed to
replicate, as closely as possible before expenses, the price and/or yield of (i) a specified market
or other index, (ii) a basket of securities, commodities or currencies, or (iii) a particular
commodity or currency. The performance results of ETFs will not replicate exactly the performance
of the pertinent index, basket, commodity or currency due to transaction and other expenses,
including fees to service providers, borne by ETFs. Furthermore, there can be no assurance that
the portfolio of securities, commodities and/or currencies purchased by an ETF will replicate a
particular index or basket or price of a commodity or currency. ETF shares are sold and redeemed
at net asset value only in large blocks called creation units and redemption units, respectively.
ETF shares also may be purchased and sold in secondary market trading on national securities
exchanges, which allows investors to purchase and sell ETF shares at their market price throughout
the day.
Investments in ETFs generally present the same primary risks as an investment in a
conventional mutual fund that has the same investment objective, strategy and policies.
Investments in ETFs further involve the same risks associated with a direct investment in the
commodity or currency, or in the types of securities, commodities and/or currencies included in the
indices or baskets the ETFs are designed to replicate. In addition, shares of an ETF may trade at
a market price that is higher or lower than their net asset value and an active trading market in
such shares may not develop or continue. Moreover, trading of an ETFs shares may be halted if the
listing exchanges officials deem such action to be appropriate, the shares are de-listed from the
exchange, or the activation of market-wide circuit breakers (which are tied to large decreases in
stock prices) halts stock trading generally.
Exchange-Traded Notes
Exchange-Traded Notes
. Exchange-traded notes (ETNs) are senior, unsecured, unsubordinated
debt securities whose returns are linked to the performance of a particular market benchmark or
strategy, minus applicable fees. ETNs are traded on an exchange (i.e., the New York Stock Exchange)
during normal trading hours; however, investors can also hold the ETN until maturity. At maturity,
the issuer pays to the investor a cash amount equal to the principal amount, subject to the days
market benchmark or strategy factor. ETNs do not make periodic coupon payments or provide
principal protection. ETNs are subject to credit risk, including the credit risk of the issuer,
and the value of the ETN may drop due to a downgrade in the issuers credit rating, despite the underlying market
benchmark or strategy remaining unchanged. The value of an ETN may also be influenced by time to
maturity, level of supply and demand for the ETN, volatility and lack of liquidity in underlying
assets, changes in the
9
applicable interest rates, changes in the issuers credit rating, and
economic, legal, political, or geographic events that affect the referenced underlying asset. When
the Fund invests in ETNs (directly or through the Subsidiary) it will bear its proportionate share
of any fees and expenses borne by the ETN. A decision by the Fund or Subsidiary to sell ETN
holdings may be limited by the availability of a secondary market. In addition, although an ETN
may be listed on an exchange, the issuer may not be required to maintain the listing, and there can
be no assurance that a secondary market will exist for an ETN.
ETNs are also subject to tax risk. No assurance can be given that the Internal Revenue Service
(IRS) will accept, or a court will uphold, how the Fund or the Subsidiary characterizes and
treats ETNs for tax purposes. Further, the IRS and Congress are considering proposals that would
change the timing and character of income and gains from ETNs.
An ETN that is tied to a specific market benchmark or strategy may not be able to replicate
and maintain exactly the composition and relative weighting of securities, commodities or other
components in the applicable market benchmark or strategy. Some ETNs that use leverage can, at
times, be relatively illiquid, and thus they may be difficult to purchase or sell at a fair price.
Leveraged ETNs are subject to the same risk as other instruments that use leverage in any form.
The market value of ETNs may differ from their market benchmark or strategy. This difference
in price may be due to the fact that the supply and demand in the market for ETNs at any point in
time is not always identical to the supply and demand in the market for the securities, commodities
or other components underlying the market benchmark or strategy that the ETN seeks to track. As a
result, there may be times when an ETN trades at a premium or discount to its market benchmark or
strategy.
Debt Investments
U.S. Government Obligations
. U.S. Government obligations are obligations issued or
guaranteed by the U.S. Government, its agencies and instrumentalities, and include, among other
obligations, bills, notes and bonds issued by the U.S. Treasury, as well as stripped or zero
coupon U.S. Treasury obligations.
U.S. Government obligations may be (i) supported by the full faith and credit of
the U.S. Treasury, (ii) supported by the right of the issuer to borrow from the U.S. Treasury,
(iii) supported by the discretionary authority of the U.S. Government to purchase the agencys
obligations, or (iv) supported only by the credit of the instrumentality. There is a risk that the
U.S. Government may choose not to provide financial support to U.S. Government-sponsored agencies
or instrumentalities if it is not legally obligated to do so. In that case, if the issuer were to
default, a Portfolio holding securities of such issuer might not be able to recover its investment
from the U.S. Government. For example, while the U.S. Government has recently provided financial
support to Federal National Mortgage Association (Fannie Mae) and Federal Home Loan Mortgage
Corporation (Freddie Mac), no assurance can be given that the U.S. Government will always do so,
since the U.S. Government is not so obligated by law. There also is no guarantee that the
government would support Federal Home Loan Banks. Accordingly, securities of Fannie Mae, Freddie
Mac and Federal Home Loan Banks, and other agencies, may involve a risk of non-payment of principal
and interest.
Inflation-Indexed Bonds.
Inflation-indexed bonds are fixed income securities whose principal
value is periodically adjusted according to the rate of inflation. Two structures are common. The
U.S. Treasury and some other issuers use a structure that accrues inflation into the principal
value of the bond. Most other issuers pay out the CPI accruals as part of a semiannual coupon.
Inflation-indexed securities issued by the U.S. Treasury have maturities of five, ten or
thirty years, although it is possible that securities with other maturities will be issued in the
future. The U.S. Treasury securities pay interest on a semi-annual basis, equal to a fixed
percentage of the inflation-adjusted principal amount. For example, if an Underlying Fund purchased
an inflation-indexed bond with a par value of $1,000 and a 3% real rate of return coupon (payable
1.5% semi-annually), and inflation over the first six months were 1%, the mid-year par value of the
bond would be $1,010 and the first semi-annual interest payment would be $15.15 ($1,010 times
1.5%). If inflation during the second half of the year
resulted in the whole years inflation equaling 3%, the end-of-year par value of the bond
would be $1,030 and the second semi-annual interest payment would be $15.45 ($1,030 times 1.5%).
10
If the periodic adjustment rate measuring inflation falls, the principal value of
inflation-indexed bonds will be adjusted downward, and consequently the interest payable on these
securities (calculated with respect to a smaller principal amount) will be reduced. Repayment of
the original bond principal upon maturity (as adjusted for inflation) is guaranteed in the case of
U.S. Treasury inflation-indexed bonds, even during a period of deflation. However, the current
market value of the bonds is not guaranteed, and will fluctuate. Certain Underlying Funds may also
invest in other inflation related bonds which may or may not provide a similar guarantee. If a
guarantee of principal is not provided, the adjusted principal value of the bond repaid at maturity
may be less than the original principal.
The value of inflation-indexed bonds is expected to change in response to changes in real
interest rates. Real interest rates in turn are tied to the relationship between nominal interest
rates and the rate of inflation. Therefore, if inflation were to rise at a faster rate than nominal
interest rates, real interest rates might decline, leading to an increase in value of
inflation-indexed bonds. In contrast, if nominal interest rates increased at a faster rate than
inflation, real interest rates might rise, leading to a decrease in value of inflation-indexed
bonds.
While these securities are expected to be protected from long-term inflationary trends,
short-term increases in inflation may lead to a decline in value. If interest rates rise due to
reasons other than inflation (for example, due to changes in currency exchange rates), investors in
these securities may not be protected to the extent that the increase is not reflected in the
bonds inflation measure.
The periodic adjustment of U.S. inflation-indexed bonds is tied to the Consumer Price Index
for Urban Consumers (CPI-U), which is calculated monthly by the U.S. Bureau of Labor Statistics.
The CPI-U is a measurement of changes in the cost of living, made up of components such as housing,
food, transportation and energy. Inflation-indexed bonds issued by a foreign government are
generally adjusted to reflect a comparable inflation index, calculated by that government. There
can be no assurance that the CPI-U or any foreign inflation index will accurately measure the real
rate of inflation in the prices of goods and services. Moreover, there can be no assurance that the
rate of inflation in a foreign country will be correlated to the rate of inflation in the United
States.
Any increase in the principal amount of an inflation-indexed bond will be considered taxable
ordinary income, even though investors do not receive their principal until maturity.
Temporary Investments
. Each Fund may invest a portion of its assets in affiliated money
market funds or in the types of money market instruments in which those funds would invest or other
short-term U.S. Government securities for cash management purposes. The Fund may invest up to 100%
of its assets in investments that may be inconsistent with the Funds principal investment
strategies for temporary defensive purposes in anticipation of or in response to adverse market,
economic, political or other conditions, or atypical circumstances such as unusually large cash
inflows or redemptions. As a result, the Fund may not achieve its investment objective.
Mortgage-Backed and Asset-Backed Securities
. Mortgage-backed securities are mortgage-related
securities issued or guaranteed by the U.S. Government, its agencies and instrumentalities, or
issued by non-government entities. Mortgage-related securities represent ownership in pools of
mortgage loans assembled for sale to investors by various government agencies such as the
Government National Mortgage Association (GNMA) and government-related organizations such as the
Federal National Mortgage Association (FNMA) and the Federal Home Loan Mortgage Corporation
(FHLMC), as well as by non-government issuers such as commercial banks, savings and loan
institutions, mortgage bankers and private mortgage insurance companies. Although certain
mortgage-related securities are guaranteed by a third party or otherwise similarly secured, the
market value of the security, which may fluctuate, is not so secured. These securities differ from
conventional bonds in that the principal is paid back to the investor as payments are made on the
underlying mortgages in the pool. Accordingly, a Fund receives monthly scheduled payments of
principal and interest along with any unscheduled principal prepayments on the underlying
mortgages. Because these scheduled and unscheduled principal payments must be reinvested at
prevailing interest rates, mortgage-backed securities do not provide an effective means of locking
in long-term interest rates for the investor.
In addition, there are a number of important differences among the agencies and
instrumentalities of the U.S. Government that issue mortgage-related securities and among the
securities they issue.
11
Mortgage-related securities issued by GNMA include GNMA Mortgage
Pass-Through Certificates (also known as Ginnie Maes) which are guaranteed as to the timely
payment of principal and interest. That guarantee is backed by the full faith and credit of the
U.S. Treasury. GNMA is a corporation wholly owned by the U.S. Government within the Department of
Housing and Urban Development. Mortgage-related securities issued by FNMA include FNMA Guaranteed
Mortgage Pass-Through Certificates (also known as Fannie Maes) and are guaranteed as to payment
of principal and interest by FNMA itself and backed by a line of credit with the U.S. Treasury.
FNMA is a government-sponsored entity wholly owned by public stockholders. Mortgage-related
securities issued by FHLMC include FHLMC Mortgage Participation Certificates (also known as
Freddie Macs) guaranteed as to payment of principal and interest by FHLMC itself and backed by a
line of credit with the U.S. Treasury. FHLMC is a government-sponsored entity wholly owned by
public stockholders.
In September 2008, the Federal Housing Finance Agency (FHFA) placed FNMA and FHLMC into
conservatorship, and FHFA succeeded to all rights, titles, powers and privileges of FNMA and FHLMC.
The U.S. Treasury entered into a Senior Preferred Stock Purchase Agreement with each of FNMA and
FHLMC pursuant to which the U.S. Treasury will purchase up to an aggregate of $200 billion of each
of FNMA and FHLMC to maintain a positive net worth in each enterprise; this agreement contains
various covenants that severely limit each enterprises operation. The U.S. Treasury also announced
the creation of a new secured lending facility that is available to FNMA and FHLMC as a liquidity
backstop and announced the creation of a temporary program to purchase mortgage-backed securities
issued by FNMA and FHLMC. FHFA has the power to repudiate any contract entered into by FNMA or
FHLMC prior to FHFAs appointment if FHFA determines that performance of the contract is burdensome
and the repudiation of the contract promotes the orderly administration of FNMAs or FHLMCs
affairs. FHFA has indicated that it has no intention to repudiate the guaranty obligations of FNMA
or FHLMC. FHFA also has the right to transfer or sell any asset or liability of FNMA or FHLMC
without any approval, assignment or consent, although FHFA has stated that is has no present
intention to do so. In addition, holders of mortgage-backed securities issued by FNMA and FHLMC may
not enforce certain rights related to such securities against FHFA, or the enforcement of such
rights may be delayed, during the conservatorship.
Asset-backed securities are structured like mortgage-backed securities, but instead of
mortgage loans or interests in mortgage loans, the underlying assets may include such items as
motor vehicle installment sales contracts or installment loan contracts, leases of various types of
real and personal property, and receivables from credit card agreements and from sales of personal
property. Regular payments received on asset-backed securities include both interest and
principal. Asset-backed securities typically have no U.S. Government backing. Additionally, the
ability of an issuer of asset-backed securities to enforce its security interest in the underlying
assets may be limited.
If a Fund purchases a mortgage-backed or other asset-backed security at a premium, the premium
may be lost if there is a decline in the market value of the security whether resulting from
changes in interest rates or prepayments in the underlying collateral. As with other
interest-bearing securities, the prices of such securities are inversely affected by changes in
interest rates. Although the value of a mortgage-backed or other asset-backed security may decline
when interest rates rise, the converse is not necessarily true, since in periods of declining
interest rates the mortgages and loans underlying the securities are prone to prepayment, thereby
shortening the average life of the security and shortening the period of time over which income at
the higher rate is received. When interest rates are rising, the rate of prepayment tends to
decrease, thereby lengthening the period of time over which income at the lower rate is received.
For these and other reasons, a mortgage-backed or other asset-backed securitys average maturity
may be shortened or lengthened as a result of interest rate fluctuations and, therefore, it is not
possible to predict accurately the securitys return. In addition, while the trading market for
short-term mortgages and asset-backed securities is ordinarily quite liquid, in times of financial
stress the trading market for these securities may become restricted.
Collateralized Mortgage Obligations (CMOs)
. A CMO is a hybrid between a mortgage-backed
bond and a mortgage pass-through security. A CMO is a type of mortgage-backed security that
creates separate classes with varying maturities and interest rates, called tranches. Similar to a
bond, interest and prepaid principal is paid, in most cases, semiannually. CMOs may be
collateralized by whole
mortgage loans, but are more typically collateralized by portfolios of mortgage pass-through
securities guaranteed by GNMA, FHLMC, or FNMA, and their income streams.
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CMOs are structured into multiple classes, each bearing a different fixed or floating interest
rate and stated maturity. Actual maturity and average life will depend upon the prepayment
experience of the collateral. CMOs provide for a modified form of call protection through a de
facto breakdown of the underlying pool of mortgages according to how quickly the loans are repaid.
Monthly payment of principal received from the pool of underlying mortgages, including prepayments,
is first returned to investors holding the shortest maturity class. Investors holding the longer
maturity classes receive principal only after the first class has been retired. An investor is
partially guarded against a sooner than desired return of principal because of the sequential
payments.
In a typical CMO transaction, a corporation (issuer) issues multiple series (i.e., Series A,
B, C and Z) of CMO bonds (Bonds). Proceeds of the Bond offering are used to purchase mortgages
or mortgage pass-through certificates (Collateral). The Collateral is pledged to a third party
trustee as security for the Bonds. Principal and interest payments from the Collateral are used to
pay principal on the Bonds in the following order: Series A, B, C and Z. The Series A, B, and C
Bonds all bear current interest. Interest on a Series Z Bond is accrued and added to principal and
a like amount is paid as principal on the Series A, B, or C Bond currently being paid off. Only
after the Series A, B, and C Bonds are paid in full does the Series Z Bond begin to receive
payment
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With some CMOs, the issuer serves as a conduit to allow loan originators (primarily
builders or savings and loan associations) to borrow against their loan portfolios.
CMOs that are issued or guaranteed by the U.S. Government or by any of its agencies or
instrumentalities will be considered U.S. Government securities by the Funds, while other CMOs,
even if collateralized by U.S. Government securities, will have the same status as other privately
issued securities for purposes of applying the Funds diversification tests.
FHLMC CMOs are debt obligations of FHLMC issued in multiple classes having different maturity
dates which are secured by the pledge of a pool of conventional mortgage loans purchased by FHLMC.
Payments of principal and interest on the FHLMC CMOs are made semiannually. The amount of
principal payable on each semiannual payment date is determined in accordance with FHLMCs
mandatory sinking fund schedule, which, in turn, is equal to approximately 100% of FHA prepayment
experience applied to the mortgage collateral pool. All sinking fund payments in the FHLMC CMOs
are allocated to the retirement of the individual classes of bonds in the order of their stated
maturities. Payment of principal on the mortgage loans in the collateral pool in excess of the
amount of FHLMCs minimum sinking fund obligation for any payment date are paid to the holders of
the FHLMC CMOs as additional sinking fund payments. Because of the pass-through nature of all
principal payments received on the collateral pool in excess of FHLMCs minimum sinking fund
requirement, the rate at which principal of the FHLMC CMOs is actually repaid is likely to be such
that each class of bonds will be retired in advance of its scheduled maturity date. If collection
of principal (including prepayments) on the mortgage loans during any semiannual payment period is
not sufficient to meet FHLMC CMOs minimum sinking fund obligation on the next sinking fund payment
date, FHLMC agrees to make up the deficiency from its general funds.
Classes of CMOs may also include interest only (IOs) and principal only (POs). IOs and POs
are stripped mortgage-backed securities representing interests in a pool of mortgages the cash flow
from which has been separated into interest and principal components. IOs (interest only
securities) receive the interest portion of the cash flow while POs (principal only securities)
receive the principal portion. IOs and POs can be extremely volatile in response to changes in
interest rates. As interest rates rise and fall, the value of IOs tends to move in the same
direction as interest rates. POs perform best when prepayments on the underlying mortgages rise
since this increases the rate at which the investment is returned and the yield to maturity on the
PO. When payments on mortgages underlying a PO are slow, the life of the PO is lengthened and the
yield to maturity is reduced.
CMOs are generally subject to the same risks as mortgage-backed securities. In addition, CMOs
may be subject to credit risk because the issuer or credit enhancer has defaulted on its
obligations and a Fund may not receive all or part of its principal. Obligations issued by U.S.
Government-related entities are guaranteed as to the payment of principal and interest, but are not
backed by the full faith and credit
of the U.S. Government. The performance of private label mortgage-backed securities, issued
by private institutions, is based on the financial health of those institutions. Although GNMA
guarantees timely payment of GNMA certificates even if homeowners delay or default, tracking the
pass-through payments may, at times, be difficult.
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Collateralized Debt Obligations (CDOs)
. A CDO is a security backed by a pool of bonds,
loans and other debt obligations. CDOs are not limited to investing in one type of debt and
accordingly, a CDO may own corporate bonds, commercial loans, asset-backed securities, residential
mortgage-backed securities, commercial mortgage-backed securities, and emerging market debt. The
CDOs securities are typically divided into several classes, or bond tranches, that have differing
levels of investment grade or credit tolerances. Most CDO issues are structured in a way that
enables the senior bond classes and mezzanine classes to receive investment-grade credit ratings.
Credit risk is shifted to the most junior class of securities. If any defaults occur in the assets
backing a CDO, the senior bond classes are first in line to receive principal and interest
payments, followed by the mezzanine classes and finally by the lowest rated (or non-rated) class,
which is known as the equity tranche. Similar in structure to a collateralized mortgage obligation
(described above) CDOs are unique in that they represent different types of debt and credit risk.
Collateralized Loan Obligations (CLOs)
. CLOs are debt instruments backed solely by a pool
of other debt securities. The risks of an investment in a CLO depend largely on the type of the
collateral securities and the class of the CLO in which a Fund invests. Some CLOs have credit
ratings, but are typically issued in various classes with various priorities. Normally, CLOs are
privately offered and sold (that is, they are not registered under the securities laws) and may be
characterized by a Fund as illiquid securities; however, an active dealer market may exist for CLOs
that qualify for Rule 144A transactions. In addition to the normal interest rate, default and
other risks of fixed income securities, CLOs carry additional risks, including the possibility that
distributions from collateral securities will not be adequate to make interest or other payments,
the quality of the collateral may decline in value or default, a Fund may invest in CLOs that are
subordinate to other classes, values may be volatile, and disputes with the issuer may produce
unexpected investment results.
Credit Linked Notes (CLNs)
. A CLN is a security with an embedded credit default swap
allowing the issuer to transfer a specific credit risk to credit investors.
CLNs are created through a Special Purpose Company (SPC), or trust, which is collateralized
with AAA-rated securities. The CLNs price or coupon is linked to the performance of the reference
asset of the second party. Generally, the CLN holder receives either fixed or floating coupon rate
during the life of the CLN and par at maturity. The cash flows are dependent on specified
credit-related events. Should the second party default or declare bankruptcy, the CLN holder will
receive an amount equivalent to the recovery rate. In return for these risks, the CLN holder
receives a higher yield. The Fund bears the risk of default by the second party and any unforeseen
movements in the reference asset, which could lead to loss of principal and receipt of interest
payments. As with most derivative instruments, valuation of a CLN may be difficult due to the
complexity of the security.
Bank Instruments
. Bank instruments are unsecured interest bearing bank deposits. Bank
instruments include, but are not limited to, certificates of deposits, time deposits, and bankers
acceptances from U.S. or foreign banks as well as Eurodollar certificates of deposit (Eurodollar
CDs) and Eurodollar time deposits (Eurodollar time deposits) of foreign branches of domestic
banks. Some certificates of deposit are negotiable interest-bearing instruments with a specific
maturity issued by banks and savings and loan institutions in exchange for the deposit of funds,
and can typically be traded in the secondary market prior to maturity. Other certificates of
deposit, like time deposits, are non-negotiable receipts issued by a bank in exchange for the
deposit of funds which earns a specified rate of interest over a definite period of time; however,
it cannot be traded in the secondary market. A bankers acceptance is a bill of exchange or time
draft drawn on and accepted by a commercial bank.
An investment in Eurodollar CDs or Eurodollar time deposits may involve some of the same risks
that are described for Foreign Securities.
Commercial Instruments
. Commercial instruments include commercial paper, master notes and
other short-term corporate instruments, that are denominated in U.S. dollars or foreign currencies.
Commercial instruments are a type of instrument issued by large banks and corporations to
raise money to meet their short term debt obligations, and are only backed by the issuing bank or
corporations promise to pay the face amount on the maturity date specified on the note. Commercial
paper consists of short-term promissory notes issued by corporations. Commercial paper may be
traded in the secondary market after its issuance. Master notes are demand notes that permit the
investment of fluctuating amounts
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of money at varying rates of interest pursuant to arrangements
with issuers who meet the credit quality criteria of the Funds. The interest rate on a master note
may fluctuate based on changes in specified interest rates or may be reset periodically according
to a prescribed formula or may be a set rate. Although there is no secondary market in master
demand notes, if such notes have a demand feature, the payee may demand payment of the principal
amount of the note upon relatively short notice. Master notes are generally illiquid and therefore
subject to the Funds percentage limitations for investments in illiquid securities. Commercial
instruments may not be registered with the U.S. Securities and Exchange Commission (SEC).
Synthetic Municipal Instruments
. Synthetic municipal instruments are instruments, the value
of and return on which are derived from underlying securities. Synthetic municipal instruments
include tender option bonds and variable rate trust certificates. Both types of instruments
involve the deposit into a trust or custodial account of one or more long-term tax-exempt bonds or
notes (Underlying Bonds), and the sale of certificates evidencing interests in the trust or
custodial account to investors such as the Fund. The trustee or custodian receives the long-term
fixed rate interest payments on the Underlying Bonds, and pays certificate holders short-term
floating or variable interest rates which are reset periodically. A tender option bond provides
a certificate holder with the conditional right to sell its certificate to the sponsor or some
designated third party at specified intervals and receive the par value of the certificate plus
accrued interest (a demand feature). A variable rate trust certificate evidences an interest in
a trust entitling the certificate holder to receive variable rate interest based on prevailing
short-term interest rates and also typically provides the certificate holder with the conditional
demand feature the right to tender its certificate at par value plus accrued interest.
Typically, a certificate holder cannot exercise the demand feature until the occurrence of
certain conditions, such as where the issuer of the Underlying Bond defaults on interest payments.
Moreover, because synthetic municipal instruments involve a trust or custodial account and a third
party conditional demand feature, they involve complexities and potential risks that may not be
present where a municipal security is owned directly.
The tax-exempt character of the interest paid to certificate holders is based on the
assumption that the holders have an ownership interest in the Underlying Bonds; however, the IRS
has not issued a ruling addressing this issue. In the event the IRS issues an adverse ruling or
successfully litigates this issue, it is possible that the interest paid to the Fund on certain
synthetic municipal instruments would be deemed to be taxable. The Fund relies on opinions of
special tax counsel on this ownership question and opinions of bond counsel regarding the
tax-exempt character of interest paid on the Underlying Bonds.
Municipal Securities
. Municipal Securities include debt obligations of states, territories or
possessions of the United States and the District of Columbia and their political subdivisions,
agencies and instrumentalities, issued to obtain funds for various public purposes, including the
construction of a wide range of public facilities such as airports, bridges, highways, housing,
hospitals, mass transportation, schools, streets and water and sewer works. Other public purposes
for which Municipal Securities may be issued include the refunding of outstanding obligations,
obtaining funds for general operating expenses and lending such funds to other public institutions
and facilities.
The principal and interest payments for industrial development bonds or pollution control
bonds are often the sole responsibility of the industrial user and therefore may not be backed by
the taxing power of the issuing municipality. The interest paid on such bonds may be exempt from
federal income tax, although current federal tax laws place substantial limitations on the purposes
and size of such issues. Such obligations are considered to be Municipal Securities provided that
the interest paid thereon, in the opinion of bond counsel, qualifies as exempt from federal income
tax. However, interest on Municipal Securities may give rise to a federal alternative minimum tax
(AMT) liability and may have other collateral federal income tax consequences. There is a risk
that some or all of the interest received
by the Fund from tax-exempt Municipal Securities might become taxable as a result of tax law
changes or determinations of the IRS. See Dividends, Distributions and Tax Matters Tax Matters.
The two major classifications of Municipal Securities are bonds and notes. Bonds may be
further classified as general obligation or revenue issues. General obligation bonds are
secured by the issuers pledge of its full faith, credit and taxing power for the payment of
principal and interest. Revenue bonds are payable from the revenues derived from a particular
facility or class of facilities, and in some cases, from
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the proceeds of a special excise or other
specific revenue source, but not from the general taxing power. Tax-exempt industrial development
bonds are in most cases revenue bonds and do not generally carry the pledge of the credit of the
issuing municipality. Notes are short-term instruments which usually mature in less than two
years. Most notes are general obligations of the issuing municipalities or agencies and are sold
in anticipation of a bond sale, collection of taxes or receipt of other revenues.
Municipal Securities also include the following securities:
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Bond Anticipation Notes usually are general obligations of state and local
governmental issuers which are sold to obtain interim financing for projects that
will eventually be funded through the sale of long-term debt obligations or bonds.
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Tax Anticipation Notes are issued by state and local governments to finance the
current operations of such governments. Repayment is generally to be derived from
specific future tax revenues. Tax anticipation notes are usually general
obligations of the issuer.
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Revenue Anticipation Notes are issued by governments or governmental bodies with
the expectation that future revenues from a designated source will be used to repay
the notes. In general, they also constitute general obligations of the issuer.
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Tax-Exempt Commercial Paper (Municipal Paper) is similar to taxable commercial
paper, except that tax-exempt commercial paper is issued by states, municipalities
and their agencies.
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Certain Funds also may purchase participation interests or custodial receipts from financial
institutions. These participation interests give the purchaser an undivided interest in one or
more underlying Municipal Securities.
After purchase by a Fund, an issue of Municipal Securities may cease to be rated by Moodys
Investors Service, Inc. (Moodys) or Standard and Poors Ratings Services (S&P), or another
nationally recognized statistical rating organization (NRSRO), or the rating of such a security
may be reduced below the minimum credit quality rating required for purchase by the Fund. Neither
event would require the Fund to dispose of the security. To the extent that the ratings applied by
Moodys, S&P or another NRSRO to Municipal Securities may change as a result of changes in these
rating systems, the Fund will attempt to use comparable credit quality ratings as standards for its
investments in Municipal Securities.
Since the Fund may invest in Municipal Securities backed by insurance companies and other
financial institutions, changes in the financial condition of these institutions could cause losses
to the Fund and affect its share price.
The Funds may invest in Municipal Securities that are insured by financial insurance
companies. Since a limited number of entities provide such insurance, the Fund may invest more
than 25% of its assets in securities insured by the same insurance company. If a Fund invests in
Municipal Securities backed by insurance companies and other financial institutions, changes in the
financial condition of these institutions could cause losses to the Fund and affect share price.
Taxable municipal securities are debt securities issued by or on behalf of states and their
political subdivisions, the District of Columbia, and possessions of the United States, the
interest on which is not exempt from federal income tax.
The yields on Municipal Securities are dependent on a variety of factors, including general
economic and monetary conditions, money market factors, conditions of the Municipal Securities
market, size of a particular offering, and maturity and rating of the obligation. Because many
Municipal Securities are issued to finance similar projects, especially those related to education,
health care, transportation and various utilities, conditions in those sectors and the financial condition of an
individual municipal issuer can affect the overall municipal market. The market values of the
Municipal Securities held by the Fund will be affected by changes in the yields available on
similar securities. If yields increase following the purchase of a Municipal Security, the market
value of such Municipal Security will generally decrease. Conversely, if yields decrease, the
market value of a Municipal Security will generally increase.
Municipal Lease Obligations
. Municipal lease obligations, a type of Municipal Security, may
take the form of a lease, an installment purchase contract or a conditional sales contract.
Municipal lease
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obligations are issued by state and local governments and authorities to acquire
land, equipment and facilities such as state and municipal vehicles, telecommunications and
computer equipment, and other capital assets. Interest payments on qualifying municipal lease
obligations are generally exempt from federal income taxes.
Municipal lease obligations are generally subject to greater risks than general obligation or
revenue bonds. State laws set forth requirements that states or municipalities must meet in order
to issue municipal obligations, and such obligations may contain a covenant by the issuer to budget
for, appropriate, and make payments due under the obligation. However, certain municipal lease
obligations may contain non-appropriation clauses which provide that the issuer is not obligated
to make payments on the obligation in future years unless funds have been appropriated for this
purpose each year. If not enough money is appropriated to make the lease payments, the leased
property may be repossessed as security for holders of the municipal lease obligation. In such an
event, there is no assurance that the propertys private sector or re-leasing value will be enough
to make all outstanding payments on the municipal lease obligation or that the payments will
continue to be tax-free. Additionally, it may be difficult to dispose of the underlying capital
asset in the event of non-appropriation or other default. Direct investments by the Fund in
municipal lease obligations may be deemed illiquid and therefore subject to the Funds percentage
limitations for investments in illiquid securities and the risks of holding illiquid securities.
Investment Grade Debt Obligations
. Debt obligations include, among others, bonds, notes,
debentures and variable rate demand notes. They may be U.S. dollar-denominated debt obligations
issued or guaranteed by U.S. corporations or U.S. commercial banks, U.S. dollar-denominated
obligations of foreign issuers and debt obligations of foreign issuers denominated in foreign
currencies.
These obligations must meet minimum ratings criteria set forth for the Fund as described in
its prospectus or, if unrated, be of comparable quality. Bonds rated Baa3 or higher by Moodys
and/or BBB or higher by S&Ps or Fitch Ratings, Ltd. are typically considered investment grade debt
obligations. The description of debt securities ratings may be found in Appendix A.
In choosing corporate debt securities on behalf of a Fund, portfolio managers may consider:
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(i)
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general economic and financial conditions;
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(ii)
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the specific issuers (a) business and management, (b) cash flow, (c)
earnings coverage of interest and dividends, (d) ability to operate under adverse
economic conditions, (e) fair market value of assets, and (f) in the case of foreign
issuers, unique political, economic or social conditions applicable to such issuers
country; and,
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(iii)
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other considerations deemed appropriate.
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Debt securities are subject to a variety of risks, such as interest rate risk, income risk,
prepayment risk, inflation risk, credit risk, currency risk and default risk.
Non-Investment Grade Debt Obligations (Junk Bonds)
. Bonds rated Ba or below by Moodys
and/or BB or below by S&P or Fitch Ratings, Ltd. are typically considered non- investment grade or
junk bonds. Analysis of the creditworthiness of junk bond issuers is more complex than that of
investment-grade issuers and the success of the Adviser in managing these decisions is more
dependent upon its own credit analysis than is the case with investment-grade bonds. Description of
debt securities ratings are found in Appendix A.
The capacity of junk bonds to pay interest and repay principal is considered speculative.
While junk bonds may provide an opportunity for greater income and gains, they are subject to
greater risks than higher-rated debt securities. The prices of and yields on junk bonds may
fluctuate to a greater
extent than those of higher-rated debt securities. Junk bonds are generally more sensitive to
individual issuer developments, economic conditions and regulatory changes than higher-rated bonds.
Issuers of junk bonds are often issued by smaller, less-seasoned companies or companies that are
highly leveraged with more traditional methods of financing unavailable to them. Junk bonds are
generally at a higher risk of default because such issues are often unsecured or otherwise
subordinated to claims of the issuers other creditors. If a junk bond issuer defaults, a Fund may
incur additional expenses to seek recovery. The secondary markets in which junk bonds are traded
may be thin and less liquid than the market for higher-rated debt securities and a Fund may have
difficulty selling certain junk bonds at the desired time and
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price. Less liquidity in secondary
trading markets could adversely affect the price at which a Fund could sell a particular junk bond,
and could cause large fluctuations in the net asset value of that Funds shares. The lack of a
liquid secondary market may also make it more difficult for a Fund to obtain accurate market
quotations in valuing junk bond assets and elements of judgment may play a greater role in the
valuation.
Loans, Loan Participations and Assignments
. Loans and loan participations are interests in
amounts owed by a corporate, governmental or other borrowers to another party. They may represent
amounts owed to lenders or lending syndicates, to suppliers of goods or services, or to other
parties. The Fund will have the right to receive payments of principal, interest and any fees to
which it is entitled only from the lender selling the participation and only upon receipt by the
lender of the payments from the borrower. In connection with purchasing participations, the Fund
generally will have no right to enforce compliance by the borrower with the terms of the loan
agreement relating to the loan, nor any rights of set-off against the borrower, and the Fund may
not directly benefit from any collateral supporting the loan in which it has purchased the
participation. As a result, the Fund will be subject to the credit risk of both the borrower and
the lender that is selling the participation. In the event of the insolvency of the lender selling
a participation, a Fund may be treated as a general creditor of the lender and may not benefit from
any set-off between the lender and the borrower.
When the Fund purchases assignments from lenders, it acquires direct rights against the
borrower on the loan. However, because assignments are arranged through private negotiations
between potential assignees and potential assignors, the rights and obligations acquired by a Fund
as the purchaser of an assignment may differ from, and be more limited than, those held by the
assigning lender. In addition, if the loan is foreclosed, the Fund could be part owner of any
collateral and could bear the costs and liabilities of owning and disposing of the collateral.
Investments in loans, loan participations and assignments present the possibility that the
Fund could be held liable as a co-lender under emerging legal theories of lender liability. The
Fund anticipates that loans, loan participations and assignments could be sold only to a limited
number of institutional investors. If there is no active secondary market for a loan, it may be
more difficult to sell the interests in such a loan at a price that is acceptable or to even obtain
pricing information. In addition, some loans, loan participations and assignments may not be rated
by major rating agencies and may not be protected by the securities laws.
Public Bank Loans
. Public bank loans are privately negotiated loans for which information
about the issuer has been made publicly available. Public loans are made by banks or other
financial institutions, and may be rated investment grade (Baa or higher by Moodys, BBB or higher
by S&P) or below investment grade (below Baa by Moodys or below BBB by S&P). However, public bank
loans are not registered under the 1933 Act, and are not publicly traded. They usually are second
lien loans normally lower in priority of payment to senior loans, but have seniority in a companys
capital structure to other claims, such as subordinated corporate bonds or publicly-issued equity
so that in the event of bankruptcy or liquidation, the company is required to pay down these second
lien loans prior to such other lower-ranked claims on their assets. Bank loans normally pay
floating rates that reset frequently, and as a result, protect investors from increases in interest
rates.
Bank loans generally are negotiated between a borrower and several financial institutional
lenders represented by one or more lenders acting as agent of all the lenders. The agent is
responsible for negotiating the loan agreement that establishes the terms and conditions of the
loan and the rights of the borrower and the lenders, monitoring any collateral, and collecting
principal and interest on the loan. By investing in a loan, a Fund becomes a member of a syndicate
of lenders. Certain bank loans are
illiquid, meaning the Fund may not be able to sell them quickly at a fair price. Illiquid
securities are also difficult to value. To the extent a bank loan has been deemed illiquid, it will
be subject to a Funds restrictions on investment in illiquid securities. The secondary market for
bank loans may be subject to irregular trading activity, wide bid/ask spreads and extended trade
settlement periods.
Bank loans are subject to the risk of default. Default in the payment of interest or principal
on a loan will result in a reduction of income to a Fund, a reduction in the value of the loan, and
a potential decrease in the Funds net asset value. The risk of default will increase in the event
of an economic downturn or a substantial increase in interest rates. Bank loans are subject to the
risk that the cash flow of the borrower and property securing the loan or debt, if any, may be
insufficient to meet scheduled payments. As
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discussed above, however, because bank loans reside
higher in the capital structure than high yield bonds, default losses have been historically lower
in the bank loan market. Bank loans that are rated below investment grade share the same risks of
other below investment grade securities.
Structured Notes and Indexed Securities
. Structured notes are derivative debt instruments,
the interest rate or principal of which is linked to currencies, interest rates, commodities,
indices or other financial indicators (reference instruments). Indexed securities may include
structured notes and other securities wherein the interest rate or principal are determined by a
reference instrument.
Most structured notes and indexed securities are fixed income securities that have maturities
of three years or less. The interest rate or the principal amount payable at maturity of an
indexed security may vary based on changes in one or more specified reference instruments, such as
a floating interest rate compared with a fixed interest rate. The reference instrument need not be
related to the terms of the indexed security. Structured notes and indexed securities may be
positively or negatively indexed (i.e., their principal value or interest rates may increase or
decrease if the underlying reference instrument appreciates), and may have return characteristics
similar to direct investments in the underlying reference instrument or to one or more options on
the underlying reference instrument.
Structured notes and indexed securities may entail a greater degree of market risk than other
types of debt securities because the investor bears the risk of the reference instrument.
Structured notes or indexed securities also may be more volatile, less liquid, and more difficult
to accurately price than less complex securities and instruments or more traditional debt
securities. In addition to the credit risk of the structured note or indexed securitys issuer and
the normal risks of price changes in response to changes in interest rates, the principal amount of
structured notes or indexed securities may decrease as a result of changes in the value of the
underlying reference instruments. Further, in the case of certain structured notes or indexed
securities in which the interest rate, or exchange rate in the case of currency, is linked to a
referenced instrument, the rate may be increased or decreased or the terms may provide that, under
certain circumstances, the principal amount payable on maturity may be reduced to zero resulting in
a loss to the Fund.
U.S. Corporate Debt Obligations
. Corporate debt obligations in which the Funds may invest are
debt obligations issued or guaranteed by corporations that are denominated in U.S. dollars. Such
investments may include, among others, commercial paper, bonds, notes, debentures, variable rate
demand notes, master notes, funding agreements and other short-term corporate instruments.
Commercial Paper consists of short-term promissory notes issued by corporations. Commercial paper
may be traded in the secondary market after its issuance. Variable rate demand notes are securities
with a variable interest which is readjusted on pre-established dates. Variable rate demand notes
are subject to payment of principal and accrued interest (usually within seven days) on a Funds
demand. Master notes are negotiated notes that permit the investment of fluctuating amounts of
money at varying rates of interest pursuant to arrangements with issuers who meet the credit
quality criteria of the Fund. The interest rate on a master note may fluctuate based upon changes
in specified interest rates or be reset periodically according to a prescribed formula or may be a
set rate. Although there is no secondary market in master notes, if such notes have a demand
feature, the payee may demand payment of the principal amount of the note upon relatively short
notice. Funding agreements are agreements between an insurance company and a Fund covering
underlying demand notes. Although there is no secondary market in funding agreements, if the
underlying notes have a demand feature, the payee may demand payment of the principal amount of the
note upon relatively short notice. Master notes and funding
agreements are generally illiquid and therefore subject to the Funds percentage limitation
for investments in illiquid securities.
Other Investments
Real Estate Investment Trusts (REITs)
. REITs are trusts that sell equity or debt securities
to investors and use the proceeds to invest in real estate or interests therein. Equity REITs
invest the majority of their assets directly in real property and derive income primarily from the
collection of rents. Equity REITs can also realize capital gains by selling property that has
appreciated in value. Mortgage REITs invest the majority of their assets in real estate mortgages
and derive income from the collection of interest payments.
Investments in REITS may be subject to many of the same risks as direct investments in real
estate. These risks include difficulties in valuing and trading real estate, declines in the value
of real estate,
19
risks related to general and local economic conditions, adverse changes in the
climate for real estate, environmental liability risks, increases in property taxes and operating
expenses, changes in zoning laws, casualty or condemnation losses, limitations on rents, changes in
neighborhood values, the appeal of properties to tenants, heavy cash flow dependency and increases
in interest rates. To the extent that a Fund invests in REITs, the Fund could conceivably own real
estate directly as a result of a default on the REIT interests or obligations it owns.
In addition to the risks of direct real estate investment described above, equity REITs may be
affected by any changes in the value of the underlying property owned by the trusts, while mortgage
REITs may be affected by the quality of any credit extended. REITs are also subject to the
following risks: they are dependent upon management skill and on cash flows; are not diversified;
are subject to defaults by borrowers, self-liquidation, and the possibility of failing to maintain
an exemption from the 1940 Act; and are subject to interest rate risk. A Fund that invests in
REITs will bear a proportionate share of the expenses of the REITs.
Foreign Real Estate Companies
. Certain Funds may invest in foreign real estate companies.
Investing in foreign real estate companies makes a Fund susceptible to the risks associated with
the ownership of real estate and with the real estate industry in general, as well as risks that
relate specifically to the way foreign real estate companies are organized and operated. Foreign
real estate companies may be subject to laws, rules and regulations governing those entities and
their failure to comply with those laws, rules and regulations could negatively impact the
performance of those entities. In addition, foreign real estate companies, like U.S. REITS and
mutual funds, have expenses, including management and administration fees, that are paid by their
shareholders. As a result, shareholders will absorb their proportional share of duplicate levels of
fees when a Fund invests in foreign real estate companies.
Other Investment Companies
. A Fund may purchase shares of other investment companies,
including exchange traded funds. For each Fund, the 1940 Act imposes the following restrictions on
investments in other investment companies: (i) a Fund may not purchase more than 3% of the total
outstanding voting stock of another investment company; (ii) a Fund may not invest more than 5% of
its total assets in securities issued by another investment company; and (iii) a Fund may not
invest more than 10% of its total assets in securities issued by other investment companies. The
1940 Act and related rules provide certain exemptions from these restrictions. For example, under
certain conditions, a fund may acquire an unlimited amount of shares of mutual funds that are part
of the same group of investment companies as the acquiring fund. In addition, these restrictions do
not apply to investments by the Funds in investment companies that are money market funds,
including money market funds that have Invesco or an affiliate of Invesco as an investment adviser
(the Affiliated Money Market Funds).
When a Fund purchases shares of another investment company, including an Affiliated Money
Market Fund, the Fund will indirectly bear its proportionate share of the advisory fees and other
operating expenses of such investment company and will be subject to the risks associated with the
portfolio investments of the underlying investment company.
Limited Partnerships
. A limited partnership interest entitles the Fund to participate in the
investment return of the partnerships assets as defined by the agreement among the partners. As a
limited partner, the Fund generally is not permitted to participate in the management of the
partnership.
However, unlike a general partner whose liability is not limited, a limited partners
liability generally is limited to the amount of its commitment to the partnership.
Master Limited Partnerships (MLPs)
. An MLP is a public limited partnership. Although the
characteristics of MLPs closely resemble a traditional limited partnership, a major difference is
that MLPs may trade on a public exchange or in the over-the-counter market. The ability to trade
on a public exchange or in the over-the-counter market provides a certain amount of liquidity not
found in many limited partnership investments. However, MLP interests may be less liquid than
conventional publicly traded securities.
The risks of investing in an MLP are similar to those of investing in a partnership and
include more flexible governance structures, which could result in less protection for the MLP
investor than investors in a corporation. Investors in an MLP would normally not be liable for the
debts of the MLP beyond the amount
20
that the investor has contributed but investors may not be
shielded to the same extent that a shareholder of a corporation would be.
MLPs are generally considered interest-rate sensitive investments. During periods of interest
rate volatility, these investments may not provide attractive returns.
Private Investments in Public Equity
. Private investments in public equity (PIPES) are equity
securities in a private placement that are issued by issuers who have outstanding, publicly-traded
equity securities of the same class Shares in PIPES generally are not registered with the SEC until
after a certain time period from the date the private sale is completed. This restricted period can
last many months. Until the public registration process is completed, PIPES are restricted as to
resale and the Fund cannot freely trade the securities. Generally, such restrictions cause the
PIPES to be illiquid during this time. PIPES may contain provisions that the issuer will pay
specified financial penalties to the holder if the issuer does not publicly register the restricted
equity securities within a specified period of time, but there is no assurance that the restricted
equity securities will be publicly registered, or that the registration will remain in effect.
Defaulted Securities
. Defaulted securities are debt securities on which the issuer is not
currently making interest payments. In order to enforce its rights in defaulted securities, the
Fund may be required to participate in legal proceedings or take possession of and manage assets
securing the issuers obligations on the defaulted securities. This could increase the Funds
operating expenses and adversely affect its net asset value. Risks in defaulted securities may be
considerably higher as they are generally unsecured and subordinated to other creditors of the
issuer. Any investments by the Fund in defaulted securities will also be considered illiquid
securities subject to the limitations described herein, unless Invesco and/or the Sub-Advisers
determine that such defaulted securities are liquid under guidelines adopted by the Board.
Municipal Forward Contracts
. A municipal forward contract is a Municipal Security which is
purchased on a when-issued basis with longer-than-standard settlement dates, in some cases taking
place up to five years from the date of purchase. The buyer, in this case the Fund, will execute a
receipt evidencing the obligation to purchase the bond on the specified issue date, and must
segregate cash to meet that forward commitment.
Municipal forward contracts typically carry a substantial yield premium to compensate the
buyer for the risks associated with a long when-issued period, including shifts in market interest
rates that could materially impact the principal value of the bond, deterioration in the credit
quality of the issuer, loss of alternative investment options during the when-issued period and
failure of the issuer to complete various steps required to issue the bonds.
Variable or Floating Rate Instruments
. Variable or floating rate instruments are securities
that provide for a periodic adjustment in the interest rate paid on the obligation. The interest
rates for securities with variable interest rates are readjusted on set dates (such as the last day
of the month or calendar quarter) and the interest rates for securities with floating rates are
reset whenever a specified interest rate change occurs. Variable or floating interest rates
generally reduce changes in the market price of securities from their original purchase price
because, upon readjustment, such rates approximate market rates. Accordingly, as market interest
rates decrease or increase, the potential for capital
appreciation or depreciation is less for variable or floating rate securities than for fixed
rate obligations. Many securities with variable or floating interest rates have a demand feature
allowing the Fund to demand payment of principal and accrued interest prior to its maturity. The
terms of such demand instruments require payment of principal and accrued interest by the issuer, a
guarantor, and/or a liquidity provider. All variable or floating rate instruments will meet the
applicable rating standards of the Funds. The Funds Adviser, or Sub-Adviser, as applicable, may
determine that an unrated floating rate or variable rate demand obligation meets the Funds rating
standards by reason of being backed by a letter of credit or guarantee issued by a bank that meets
those rating standards.
Inverse Floating Rate Obligations
. The inverse floating rate obligations in which the Fund
may invest are typically created through a division of a fixed-rate municipal obligation into two
separate instruments, a short-term obligation and a long-term obligation. The interest rate on the
short-term obligation is set at periodic auctions. The interest rate on the long-term obligation
which the Fund may purchase is the rate the issuer would have paid on the fixed-income obligation,
(i) plus the difference between such fixed rate and the rate on the short term obligation, if the
short-term rate is lower than the
21
fixed rate; or (ii) minus such difference if the interest rate on
the short-term obligation is higher than the fixed rate. These securities have varying degrees of
liquidity and the market value of such securities generally will fluctuate in response to changes
in market rates of interest to a greater extent than the value of an equal principal amount of a
fixed rate security having similar credit quality, redemption provisions and maturity. These
securities tend to underperform the market for fixed rate bonds in a rising interest rate
environment, but tend to outperform the market for fixed rate bonds when interest rates decline or
remain relatively stable. Although volatile, inverse floating rate obligations typically offer the
potential for yields exceeding the yields available on fixed rate bonds with comparable credit
quality, coupon, call provisions and maturity. These securities usually permit the investor to
convert the floating rate security counterpart to a fixed rate (normally adjusted downward), and
this optional conversion feature may provide a partial hedge against rising rates if exercised at
an opportune time.
Zero Coupon and Pay-in-Kind Securities
. Zero coupon securities do not pay interest or
principal until final maturity unlike debt securities that traditionally provide periodic payments
of interest (referred to as a coupon payment). Investors must wait until maturity to receive
interest and principal, which increases the interest rate and credit risks of a zero coupon
security. Pay-in-kind securities are securities that have interest payable by delivery of
additional securities. Upon maturity, the holder is entitled to receive the aggregate par value of
the securities. Zero coupon and pay-in-kind securities may be subject to greater fluctuation in
value and less liquidity in the event of adverse market conditions than comparably rated securities
paying cash interest at regular interest payment periods. Investors may purchase zero coupon and
pay-in-kind securities at a price below the amount payable at maturity. The difference between the
purchase price and the amount paid at maturity represents original issue discount on the
security.
Premium Securities
. Premium securities are securities bearing coupon rates higher than the
then prevailing market rates.
Premium securities are typically purchased at a premium, in other words, at a price greater
than the principal amount payable on maturity. The Fund will not amortize the premium paid for
such securities in calculating its net investment income. As a result, in such cases the purchase
of premium securities provides the Fund a higher level of investment income distributable to
shareholders on a current basis than if the Fund purchased securities bearing current market rates
of interest. However, the yield on these securities would remain at the current market rate. If
securities purchased by the Fund at a premium are called or sold prior to maturity, the Fund will
realize a loss to the extent the call or sale price is less than the purchase price. Additionally,
the Fund will realize a loss of principal if it holds such securities to maturity.
Stripped Income Securities
. Stripped Income Securities are obligations representing an
interest in all or a portion of the income or principal components of an underlying or related
security, a pool of securities, or other assets. Stripped income securities may be partially
stripped so that each class receives some interest and some principal. However, they may be
completely stripped, where one class will receive all of the interest (the interest only class or
the IO class), while the other class will receive all of the principal (the principal-only
class or the PO class).
The market values of stripped income securities tend to be more volatile in response to
changes in interest rates than are conventional income securities. In the case of mortgage-backed
stripped income securities, the yields to maturity of IOs and POs may be very sensitive to
principal repayments (including prepayments) on the underlying mortgages resulting in a Fund being
unable to recoup its initial investment or resulting in a less than anticipated yield. The market
for stripped income securities may be limited, making it difficult for the Fund to dispose of its
holding at an acceptable price.
Privatizations
. The governments of certain foreign countries have, to varying degrees,
embarked on privatization programs to sell part or all of their interests in government owned or
controlled companies or enterprises (privatizations). A Funds investments in such
privatizations may include: (i) privately negotiated investments in a government owned or
controlled company or enterprise; (ii) investments in the initial offering of equity securities of
a government owned or controlled company or enterprise; and (iii) investments in the securities of
a government owned or controlled company or enterprise following its initial equity offering.
In certain foreign countries, the ability of foreign entities such as the Fund to participate
in privatizations may be limited by local law, or the terms on which the Fund may be permitted to
participate
22
may be less advantageous than those for local investors. There can be no assurance
that foreign governments will continue to sell companies and enterprises currently owned or
controlled by them, that privatization programs will be successful, or that foreign governments
will not re-nationalize companies or enterprises that have been privatized. If large blocks of
these enterprises are held by a small group of stockholders the sale of all or some portion of
these blocks could have an adverse effect on the price.
Participation Notes
. Participation notes, also known as participation certificates, are
issued by banks or broker-dealers and are designed to replicate the performance of foreign
companies or foreign securities markets and can be used by the Fund as an alternative means to
access the securities market of a country. The performance results of participation notes will not
replicate exactly the performance of the foreign company or foreign securities market that they
seek to replicate due to transaction and other expenses. Investments in participation notes
involve the same risks associated with a direct investment in the underlying foreign companies or
foreign securities market that they seek to replicate. Participation notes are generally traded
over-the-counter and are subject to counterparty risk. Counterparty risk is the risk that the
broker-dealer or bank that issues them will not fulfill its contractual obligation to complete the
transaction with the Fund. Participation notes constitute general unsecured contractual
obligations of the banks or broker-dealers that issue them, and a Fund is relying on the
creditworthiness of such banks or broker-dealers and has no rights under a participation note
against the issuer of the underlying assets.
Investment in Wholly-Owned Subsidiary.
The Invesco Commodities Strategy Fund will invest up
to 25% of its total assets in a wholly-owned and controlled Cayman Islands subsidiary (the
Subsidiary), which is expected to invest primarily in commodity swaps and futures and option
contracts, as well as fixed income securities and other investments intended to serve as margin or
collateral for the Subsidiarys derivative positions. As a result, the Invesco Commodities Strategy
Fund may be considered to be investing indirectly in these investments through the Subsidiary.
The Subsidiary will not be registered under the Investment Company Act but will be subject to
certain of the investor protections of that Act. The Invesco Commodities Strategy Fund, as a sole
shareholder of the Subsidiary, will not have all of the protections offered to investors in
registered investment companies. However, since the Invesco Commodities Strategy Fund wholly-owns
and controls the Subsidiary, and the Fund and Subsidiary are both managed by the Adviser, it is
unlikely that the Subsidiary will take action contrary to the interests of the Invesco Commodities
Strategy Fund or its shareholders. The Invesco Commodities Strategy Funds Trustees have oversight
responsibility for the investment activities of the Invesco Commodities Strategy Fund, including
its investment in the Subsidiary, and the Invesco Commodities Strategy Funds role as the sole
shareholder of the Subsidiary.
Also, in managing the Subsidiarys portfolio, the Adviser will be subject to the same investment
restrictions and operational guidelines that apply to the management of the Invesco Commodities
Strategy Fund.
Changes in the laws of the United States and/or the Cayman Islands, under which the Invesco
Commodities Strategy Fund and the Subsidiary, respectively, are organized, could result in the
inability of the Fund or the Subsidiary to operate as described in this SAI and could negatively
affect the Invesco Commodities Strategy Fund and its shareholders. For example, the Government of
the Cayman Islands does not currently impose any income, corporate or capital gains tax, estate
duty, inheritance tax, gift tax or withholding tax on the Subsidiary. If Cayman Islands law changes
such that the Subsidiary must pay Cayman Islands taxes, Invesco Commodities Strategy Fund
shareholders would likely suffer decreased investment returns.
Investment Techniques
Forward Commitments, When-Issued and Delayed Delivery Securities
. Forward commitments,
when-issued or delayed delivery basis means that delivery and payment take place in the future
after the date of the commitment to purchase or sell the securities at a pre-determined price
and/or yield. Settlement of such transactions normally occurs a month or more after the purchase
or sale commitment is made. Typically, no interest accrues to the purchaser until the security is
delivered. Forward commitments also include To Be Announced (TBA) mortgage backed securities,
which are contracts for the purchase or sale of mortgage-backed securities to be delivered at a
future agreed upon date, whereby the specific mortgage pool numbers or the number of pools that
will be delivered to fulfill the trade obligation or terms of the contract are unknown at the time
of the trade. A Fund may also enter into buy/sell back transactions (a form of delayed delivery
agreement). In a buy/sell back transaction, a Fund enters a trade to sell securities
23
at one price
and simultaneously enters a trade to buy the same securities at another price for settlement at a
future date. Although a Fund generally intends to acquire or dispose of securities on a forward
commitment, when-issued or delayed delivery basis, a Fund may sell these securities or its
commitment before the settlement date if deemed advisable.
When purchasing a security on a forward commitment, when-issued or delayed delivery basis, a
Fund assumes the rights and risks of ownership of the security, including the risk of price and
yield fluctuation, and takes such fluctuations into account when determining its net asset value.
Securities purchased on a forward commitment, when-issued or delayed delivery basis are subject to
changes in value based upon the publics perception of the creditworthiness of the issuer and
changes, real or anticipated, in the level of interest rates. Accordingly, securities acquired on
such a basis may expose a Fund to risks because they may experience such fluctuations prior to
actual delivery. Purchasing securities on a forward commitment, when-issued or delayed delivery
basis may involve the additional risk that the yield available in the market when the delivery
takes place actually may be higher than that obtained in the transaction itself.
Investment in these types of securities may increase the possibility that the Fund will incur
short-term gains subject to federal taxation or short-term losses if the Fund must engage in
portfolio transactions in order to honor its commitment. Until the settlement date, a Fund will
segregate liquid assets of a dollar value sufficient at all times to make payment for the forward
commitment, when-issued or delayed delivery transactions. Such segregated liquid assets will be
marked-to-market daily, and the amount segregated will be increased if necessary to maintain
adequate coverage of the delayed delivery commitments. The delayed delivery securities, which will
not begin to accrue interest or dividends until the settlement date, will be recorded as an asset
of a Fund and will be subject to the risk of market fluctuation. The purchase price of the delayed
delivery securities is a liability of a Fund until settlement.
Short Sales
. The Funds do not currently intend to engage in short sales other than short
sales against the box. A Fund will not sell a security short if, as a result of such short sale,
the aggregate market value of all securities sold short exceeds 10% of the Funds total assets.
This limitation does not apply to short sales against the box.
A short sale involves the sale of a security which a Fund does not own in the hope of
purchasing the same security at a later date at a lower price. To make delivery to the buyer, a
Fund must borrow the security from a broker. The Fund normally closes a short sale by purchasing an
equivalent number of
shares of the borrowed security on the open market and delivering them to the broker. A short
sale is typically effected when the Funds Adviser believes that the price of a particular security
will decline. Open short positions using futures or forward currency contracts are not deemed to
constitute selling securities short.
To secure its obligation to deliver the securities sold short to the broker, a Fund will be
required to deposit cash or liquid securities with the broker. In addition, the Fund may have to
pay a premium to borrow the securities, and while the loan of the security sold short is
outstanding, the Fund is required to pay to the broker the amount of any dividends paid on shares
sold short. In addition to maintaining collateral with the broker, a Fund will set aside an amount
of cash or liquid securities equal to the difference, if any, between the current market value of
the securities sold short and any cash or liquid securities deposited as collateral with the
broker-dealer in connection with the short sale. The collateral will be marked-to-market daily.
The amounts deposited with the broker or segregated with the custodian do not have the effect of
limiting the amount of money that the Fund may lose on a short sale. Short sale transactions
covered in this manner are not considered senior securities and are not subject to the Funds
fundamental investment limitations on senior securities and borrowings.
Short positions create a risk that a Fund will be required to cover them by buying the
security at a time when the security has appreciated in value, thus resulting in a loss to the
Fund. A short position in a security poses more risk than holding the same security long. Because
a short position loses value as the securitys price increases, the loss on a short sale is
theoretically unlimited. The loss on a long position is limited to what the Fund originally paid
for the security together with any transaction costs. The Fund may not always be able to borrow a
security the Fund seeks to sell short at a particular time or at an acceptable price. It is
possible that the market value of the securities the Fund holds in long positions will decline at
the same time that the market value of the securities the Fund has sold short increases, thereby
increasing the
24
Funds potential volatility. Because the Fund may be required to pay dividends,
interest, premiums and other expenses in connection with a short sale, any benefit for the Fund
resulting from the short sale will be decreased, and the amount of any ultimate gain or loss will
be decreased or increased, respectively, by the amount of such expenses.
The Fund may also enter into short sales against the box. Short sales against the box are
short sales of securities that a Fund owns or has the right to obtain (equivalent in kind or amount
to the securities sold short). If a Fund enters into a short sale against the box, it will be
required to set aside securities equivalent in kind and amount to the securities sold short (or
securities convertible or exchangeable into such securities) and will be required to hold such
securities while the short sale is outstanding. The Fund will incur transaction costs including
interest expenses, in connection with opening, maintaining, and closing short sales against the
box.
Short sales against the box result in a constructive sale and require a Fund to recognize
any taxable gain unless an exception to the constructive sale applies. See Dividends,
Distributions and Tax Matters Tax Matters- Determination of Taxable Income of a Regulated
Investment Company.
Margin Transactions
. None of the Funds will purchase any security on margin, except that each
Fund may obtain such short-term credits as may be necessary for the clearance of purchases and
sales of portfolio securities. The payment by a Fund of initial or variation margin in connection
with futures or related options transactions will not be considered the purchase of a security on
margin.
Interfund Loans
. The SEC has issued an exemptive order permitting the Invesco Funds to borrow
money from and lend money to each other for temporary or emergency purposes. The Invesco Funds
interfund lending program is subject to a number of conditions, including the requirements that:
(1) an interfund loan will generally only occur if the interest rate on the loan is more favorable
to the borrowing fund than the interest rate typically available from a bank for a comparable
transaction and the rate is more favorable to the lending fund than the rate available on overnight
repurchase transactions; (2) an Invesco Fund may not lend more than 15% of its net assets through
the program (measured at the time of the last loan); and (3) an Invesco Fund may not lend more than
5% of its net assets to another Invesco Fund through the program (measured at the time of the
loan). A Fund may participate in the program only if and to the extent that such participation is
consistent with the Funds investment objective and investment policies. Interfund loans have a
maximum duration of seven days. Loans may be called with one days notice and may be repaid on any
day.
Borrowing
. The Funds may borrow money to the extent permitted under the Fund Policies. Such
borrowings may be utilized (i) for temporary or emergency purposes; (ii) in anticipation of or in
response to adverse market conditions; or (iii) for cash management purposes. All borrowings are
limited to an amount not exceeding 33 1/3% of a Funds total assets (including the amount borrowed)
less liabilities (other than borrowings). Any borrowings that exceed this amount will be reduced
within three business days to the extent necessary to comply with the 33 1/3% limitation even if it
is not advantageous to sell securities at that time.
If there are unusually heavy redemptions, a Fund may have to sell a portion of its investment
portfolio at a time when it may not be advantageous to do so. Selling Fund securities under these
circumstances may result in a lower net asset value per share or decreased dividend income, or
both. Invesco and the Sub-Advisers believe that, in the event of abnormally heavy redemption
requests, a Funds borrowing ability would help to mitigate any such effects and could make the
forced sale of their portfolio securities less likely.
The Funds may borrow from a bank, broker-dealer, or another Invesco Fund. Additionally, the
Funds are permitted to temporarily carry a negative or overdrawn balance in their account with
their custodian bank. To compensate the custodian bank for such overdrafts, the Funds may either
(i) leave funds as a compensating balance in their account so the custodian bank can be compensated
by earning interest on such funds; or (ii) compensate the custodian bank by paying it an agreed
upon rate. A Fund may not purchase additional securities when any borrowings from banks or
broker-dealers exceed 5% of the Funds total assets or when any borrowings from a Fund are
outstanding.
Lending Portfolio Securities
. A Fund may lend its portfolio securities (principally to
broker-dealers) to generate additional income. Such loans are callable at any time and are
continuously secured
25
by segregated collateral equal to no less than the market value, determined
daily, of the loaned securities. Such collateral will be cash, letters of credit, or debt
securities issued or guaranteed by the U.S. Government or any of its agencies. Each Fund may lend
portfolio securities to the extent of one-third of its total assets. A Fund will loan its
securities only to parties that Invesco has determined are in good standing and when, in Invescos
judgment, the income earned would justify the risks.
A Fund will not have the right to vote securities while they are on loan, but it can call a
loan in anticipation of an important vote. The Fund would receive income in lieu of dividends on
loaned securities and may, at the same time, generate income on the loan collateral or on the
investment of any cash collateral.
If the borrower defaults on its obligation to return the securities loaned because of
insolvency or other reasons, the Fund could experience delays and costs in recovering securities
loaned or gaining access to the collateral. If the Fund is not able to recover the securities
loaned, the Fund may sell the collateral and purchase a replacement security in the market. Lending
securities entails a risk of loss to the Fund if and to the extent that the market value of the
loaned securities increases and the collateral is not increased accordingly.
Any cash received as collateral for loaned securities will be invested, in accordance with a
Funds investment guidelines, in short-term money market instruments or Affiliated Money Market
Funds. Investing this cash subjects that investment to market appreciation or depreciation. For
purposes of determining whether a Fund is complying with its investment policies, strategies and
restrictions, the Fund will consider the loaned securities as assets of the Fund, but will not
consider any collateral received as a Fund asset. The Fund will bear any loss on the investment of
cash collateral.
For a discussion of tax considerations relating to lending portfolio securities, see
Dividends, Distributions and Tax Matters Tax Matters Securities Lending.
Repurchase Agreements
. Certain Funds may engage in repurchase agreement transactions
involving the types of securities in which it is permitted to invest. Repurchase agreements are
agreements under which a Fund acquires ownership of a security from a broker-dealer or bank that
agrees to repurchase the security at a mutually agreed upon time and price (which is higher than
the purchase price), thereby determining the yield during a Funds holding period. A Fund may
enter into a continuing contract or open repurchase agreement under which the seller is under a
continuing obligation to repurchase the underlying securities from the Fund on demand and the
effective interest rate
is negotiated on a daily basis. Repurchase agreements may be viewed as loans made by a Fund
which are collateralized by the securities subject to repurchase.
If the seller of a repurchase agreement fails to repurchase the security in accordance with
the terms of the agreement, a Fund might incur expenses in enforcing its rights, and could
experience a loss on the sale of the underlying security to the extent that the proceeds of the
sale including accrued interest are less than the resale price provided in the agreement, including
interest. In addition, although the Bankruptcy Code and other insolvency laws may provide certain
protections for some types of repurchase agreements, if the seller of a repurchase agreement should
be involved in bankruptcy or insolvency proceedings, a Fund may incur delay and costs in selling
the underlying security or may suffer a loss of principal and interest if the value of the
underlying security declines. The securities underlying a repurchase agreement will be
marked-to-market every business day so that the value of such securities is at least equal to the
investment value of the repurchase agreement, including any accrued interest thereon.
The Funds may invest their cash balances in joint accounts with other Funds for the purpose of
investing in repurchase agreements with maturities not to exceed 60 days, and in certain other
money market instruments with remaining maturities not to exceed 90 days. Repurchase agreements
are considered loans by a Fund under the 1940 Act.
Restricted and Illiquid Securities
. Each Fund may invest up to 15% of its net assets in
securities that are illiquid.
Illiquid securities are securities that cannot be disposed of within seven days in the normal
course of business at the price at which they are valued. Illiquid securities may include a wide
variety of investments, such as: (1) repurchase agreements maturing in more than seven days (unless
the
26
agreements have demand/redemption features); (2) OTC options contracts and certain other
derivatives (including certain swap agreements); (3) fixed time deposits that are not subject to
prepayment or that provide for withdrawal penalties upon prepayment (other than overnight
deposits); (4) loan interests and other direct debt instruments; (5) municipal lease obligations;
(6) commercial paper issued pursuant to Section 4(2) of the Securities Act of 1933 (the 1933
Act); and (7) securities that are unregistered, that can be sold to qualified institutional buyers
in accordance with Rule 144A under the 1933 Act, or that are exempt from registration under the
1933 Act or otherwise restricted under the federal securities laws.
Limitations on the resale of restricted securities may have an adverse effect on their
marketability, which may prevent a Fund from disposing of them promptly at reasonable prices. The
Fund may have to bear the expense of registering such securities for resale, and the risk of
substantial delays in effecting such registrations. A Funds difficulty valuing and selling
illiquid securities may result in a loss or be costly to the Fund.
If a substantial market develops for a restricted security or other illiquid investment held
by a Fund, it may be treated as a liquid security, in accordance with procedures and guidelines
approved by the Board. While Invesco monitors the liquidity of restricted securities on a daily
basis, the Board oversees and retains ultimate responsibility for Invescos liquidity
determinations. Invesco considers various factors when determining whether a security is liquid,
including the frequency of trades, availability of quotations and number of dealers or qualified
institutional buyers in the market.
Reverse Repurchase Agreements
. Reverse repurchase agreements are agreements that involve the
sale of securities held by a Fund to financial institutions such as banks and broker-dealers, with
an agreement that the Fund will repurchase the securities at an agreed upon price and date. During
the reverse repurchase agreement period, the Fund continues to receive interest and principal
payments on the securities sold. A Fund may employ reverse repurchase agreements (i) for temporary
emergency purposes, such as to meet unanticipated net redemptions so as to avoid liquidating other
portfolio securities during unfavorable market conditions; (ii) to cover short-term cash
requirements resulting from the timing of trade settlements; or (iii) to take advantage of market
situations where the interest income to be earned from the investment of the proceeds of the
transaction is greater than the interest expense of the transaction.
Reverse repurchase agreements involve the risk that the market value of securities to be
purchased by the Fund may decline below the price at which the Fund is obligated to repurchase the
securities, or that the other party may default on its obligation, so that the Fund is delayed
or prevented from completing the transaction. At the time the Fund enters into a reverse
repurchase agreement, it will segregate, and maintain, liquid assets having a dollar value equal to
the repurchase price. In the event the buyer of securities under a reverse repurchase agreement
files for bankruptcy or becomes insolvent, a Funds use of the proceeds from the sale of the
securities may be restricted pending a determination by the other party, or its trustee or
receiver, whether to enforce the Funds obligation to repurchase the securities. Reverse
repurchase agreements are considered borrowings by a Fund under the 1940 Act.
Mortgage Dollar Rolls.
A mortgage dollar roll (a dollar roll) is a type of transaction
that involves the sale by a Fund of a mortgage-backed security to a financial institution such as a
bank or broker-dealer, with an agreement that the Fund will repurchase a substantially similar
(i.e., same type, coupon and maturity) security at an agreed upon price and date. The mortgage
securities that are purchased will bear the same interest rate as those sold, but will generally be
collateralized by different pools of mortgages with different prepayment histories. During the
period between the sale and repurchase a Fund will not be entitled to receive interest or principal
payments on the securities sold but is compensated for the difference between the current sales
price and the forward price for the future purchase. In addition, cash proceeds of the sale may be
invested in short-term instruments and the income from these investments, together with any
additional fee income received on the sale, would generate income for a Fund. A Fund typically
enters into a dollar roll transaction to enhance the Funds return either on an income or total
return basis or to manage pre-payment risk.
Dollar roll transactions involve the risk that the market value of the securities retained by
a Fund may decline below the price of the securities that the Fund has sold but is obligated to
repurchase under the agreement. In the event the buyer of securities under a dollar roll
transaction files for bankruptcy or becomes insolvent, a Funds use of the proceeds from the sale
of the securities may be restricted pending a
27
determination by the other party, or its trustee or
receiver, whether to enforce the Funds obligation to repurchase the securities. Dollar rolls are
considered borrowings by a Fund under the 1940 Act. At the time a Fund enters into a dollar roll
transaction, a sufficient amount of assets held by the Fund will be segregated to meet the forward
commitment.
Unless the benefits of the sale exceed the income, capital appreciation or gains on the
securities sold as part of the dollar roll, the investment performance of a Fund will be less than
what the performance would have been without the use of dollar rolls. The benefits of dollar rolls
may depend upon the Adviser or Sub-Advisers ability to predict mortgage repayments and interest
rates. There is no assurance that dollar rolls can be successfully employed.
Standby Commitments
. A Fund may acquire securities that are subject to standby commitments
from banks or other municipal securities dealers.
Under a standby commitment, a bank or dealer would agree to purchase, at the Funds option,
specified securities at a specified price. Standby commitments generally increase the cost of the
acquisition of the underlying security, thereby reducing the yield. Standby commitments depend
upon the issuers ability to fulfill its obligation upon demand. Although no definitive
creditworthiness criteria are used for this purpose, Invesco reviews the creditworthiness of the
banks and other municipal securities dealers from which the Funds obtain standby commitments in
order to evaluate those risks.
Contracts for Difference.
A contract for difference (CFD) is a contract between two
parties, buyer and seller, stipulating that the seller will pay to the buyer the difference between
the nominal value of the underlying stock, stock basket or index at the opening of the contract and
the stocks, stock baskets or indexs value at the close of the contract. The size of the contract
and the contracts expiration date are typically negotiated by the parties to the CFD transaction.
CFDs enable a Fund to take long positions on an underlying stock, stock basket or index and thus
potentially capture gains on movements in the share prices of the stock, stock basket or index
without the need to own the underlying stock, stock basket or index. By entering into a CFD
transaction, a Fund could incur losses because it would face many of the same types of risks as
owning the underlying equity security directly. For example, a Fund might buy a position in a CFD
and the contract value at the close of the transaction may be greater than the contract value at
the opening of the transaction. This may be due to, among other factors, an increase in the market
value of the underlying equity security. In such a situation, a Fund would have to pay the
difference in value of the contract to the seller of the CFD. CFDs also carry counterparty risk,
i.e., the risk
that the counterparty to the CFD transaction may be unable or unwilling to make payments or to
otherwise honor its financial obligations under the terms of the contract. If the counterparty were
to do so, the value of the contract, and of a Funds shares, may be reduced.
Entry into a CFD transaction may, in certain circumstances, require the payment of an initial
margin, and adverse market movements against the underlying stock may require the buyer to make
additional margin payments. CFDs may be considered illiquid by the SEC staff and subject to the
limitations on illiquid investments. To the extent that there is an imperfect correlation between
the return on a Funds obligation to its counterparty under the CFD and the return on related
assets in its portfolio, the CFD transaction may increase such Funds financial risk. A Fund will
not enter into a CFD transaction that is inconsistent with its investment objective, policies and
strategies.
Derivatives
A derivative is a financial instrument whose value is dependent upon the value of other
assets, rates or indices, referred to as an underlying reference. These underlying references may
include commodities, stocks, bonds, interest rates, currency exchange rates or related indices.
Derivatives include swaps, options, warrants, futures and forward currency contracts. Some
derivatives, such as futures and certain options, are traded on U.S. commodity or securities
exchanges, while other derivatives, such as swap agreements, are privately negotiated and entered
into in the over-the-counter (OTC) market.
Derivatives may be used for hedging, which means that they may be used when the portfolio
manager seeks to protect the Funds investments from a decline in value, which could result from
changes in interest rates, market prices, currency fluctuations and other market factors.
Derivatives may also be used when the portfolio manager seeks to increase liquidity, implement a
tax or cash management strategy, invest in a particular stock, bond or segment of the market in a
more efficient or less expensive way, modify
28
the characteristics of the Funds portfolio
investments, for example, duration, and/or to enhance return. However derivatives are used, their
successful use is not assured and will depend upon the portfolio managers ability to predict and
understand relevant market movements.
Because certain derivatives involve leverage, that is, the amount invested may be smaller than
the full economic exposure of the derivative instrument and the Fund could lose more than it
invested, federal securities laws, regulations and guidance may require the Fund to earmark assets
to reduce the risks associated with derivatives or to otherwise hold instruments that offset the
Funds obligations under the derivatives instrument. This process is known as cover. A Fund will
not enter into any derivative transaction unless it can comply with SEC guidance regarding cover,
and, if SEC guidance so requires, a Fund will earmark cash or liquid assets with a value sufficient
to cover its obligations under a derivative transaction or otherwise cover the transaction in
accordance with applicable SEC guidance. If a large portion of a Funds assets is used for cover,
it could affect portfolio management or the Funds ability to meet redemption requests or other
current obligations. The leverage involved in certain derivative transactions may result in a
Funds net asset value being more sensitive to changes in the value of the related investment.
General risks associated with derivatives
:
The use by the Funds of derivatives may involve certain risks, as described below.
Counterparty Risk:
OTC derivatives are generally governed by a single master agreement for
each counterparty. Counterparty risk refers to the risk that the counterparty under the agreement
will not live up to its obligations. An agreement may not contemplate delivery of collateral to
support fully a counterpartys contractual obligation; therefore, a Fund might need to rely on
contractual remedies to satisfy the counterpartys full obligation. As with any contractual remedy,
there is no guarantee that a Fund will be successful in pursuing such remedies, particularly in the
event of the counterpartys bankruptcy. The agreement may allow for netting of the counterpartys
obligations on specific transactions, in which case a Funds obligation or right will be the net
amount owed to or by the counterparty. The Fund will not enter into a derivative transaction with
any counterparty that Invesco and/or the Sub-Advisers believe does not have the financial resources
to honor its obligations under the transaction. Invesco monitors the financial stability of
counterparties. Where the obligations of the
counterparty are guaranteed, Invesco monitors the financial stability of the guarantor instead
of the counterparty.
A Fund will not enter into a transaction with any single counterparty if the net amount owed
or to be received under existing transactions under the agreements with that counterparty would
exceed 5% of the Funds net assets determined on the date the transaction is entered into.
Leverage Risk:
Leverage exists when a Fund can lose more than it originally invests because
it purchases or sells an instrument or enters into a transaction without investing an amount equal
to the full economic exposure of the instrument or transaction. A Fund mitigates leverage by
segregating or earmarking assets or otherwise covers transactions that may give rise to leverage.
Liquidity Risk:
The risk that a particular derivative is difficult to sell or liquidate. If
a derivative transaction is particularly large or if the relevant market is illiquid, it may not be
possible to initiate a transaction or liquidate a position at an advantageous time or price, which
may result in significant losses to the Fund.
Pricing Risk:
The risk that the value of a particular derivative does not move in tandem or as
otherwise expected relative to the corresponding underlying instruments.
Regulatory Risk:
The risk that a change in laws or regulations will materially impact a
security or market.
Tax Risks:
For a discussion of the tax considerations relating to derivative transactions,
see Dividends, Distributions and Tax Matters.
General risks of hedging strategies using derivatives:
The use by the Funds of hedging strategies involves special considerations and risks, as
described below.
29
Successful use of hedging transactions depends upon Invescos and the
Sub-Advisers ability to predict correctly the direction of
changes in the value of the applicable markets and securities, contracts and/or currencies. While
Invesco and the Sub-Advisers are experienced in the use of derivatives
for hedging, there can be no assurance that any particular hedging strategy will succeed.
In a hedging transaction, there might be imperfect correlation, or even no correlation,
between the price movements of an instrument used for hedging and the price
movements of the investments being hedged. Such a lack of correlation might occur due to factors
unrelated to the value of the investments being hedged, such as changing interest rates, market
liquidity, and speculative or other pressures on the markets in which the hedging instrument is
traded.
Hedging strategies, if successful, can reduce risk of loss by wholly or partially offsetting
the negative effect of unfavorable price movements in the investments being hedged. However,
hedging strategies can also reduce opportunity for gain by offsetting the positive effect of
favorable price movements in the hedged investments.
Types of derivatives
:
Swap Agreements
. Generally, swap agreements are contracts between a Fund and a brokerage
firm, bank, or other financial institution (the counterparty) for periods ranging from a few days
to multiple years. In a basic swap transaction, the Fund agrees with its counterparty to exchange
the returns (or differentials in returns) earned or realized on a particular asset such as an
equity or debt security, commodity, currency or interest rate, calculated with respect to a
notional amount. The notional amount is the set amount selected by the parties to use as the
basis on which to calculate the obligations that the parties to a swap agreement have agreed to
exchange. The parties typically do not exchange the notional amount. Instead, they agree to
exchange the returns that would be earned or realized if the notional amount were invested in given
investments or at given interest rates. Examples of returns that may be exchanged in a swap
agreement are those of a particular security, a particular fixed or variable interest rate, a
particular foreign currency, or a basket of securities representing a particular index. In some
cases, such as cross currency swaps, the swap agreement may require delivery (exchange) of the
entire notional value of one designated currency for another designated currency.
Numerous proposals have been made by various regulatory entities and rulemaking bodies to
regulate the OTC derivatives markets, including, specifically, credit default swaps. The Fund
cannot predict the outcome or final form of any of these proposals or if or when any of them would
become effective. However, any additional regulation or limitation on the OTC markets for
derivatives could materially and adversely impact the ability of the Fund to buy or sell OTC
derivatives, including credit default swaps.
Commonly used swap agreements include
:
Credit Default Swaps
(CDS): An agreement between two parties where the first party agrees
to make one or more payments to the second party, while the second party assumes the risk of
certain defaults, generally a failure to pay or bankruptcy of the issuer on a referenced debt
obligation. CDS transactions are typically individually negotiated and structured. A Fund may enter
into CDS to create long or short exposure to domestic or foreign corporate debt securities or
sovereign debt securities.
A Fund may buy a CDS (buy credit protection). In this transaction the Fund makes a
stream of payments based on a fixed interest rate (the premium) over the life of the swap in
exchange for a counterparty (the seller) taking on the risk of default of a referenced debt
obligation (the Reference Obligation). If a credit event occurs for the Reference Obligation,
the Fund would cease making premium payments and it would deliver defaulted bonds to the
seller. In return, the seller would pay the notional value of the Reference Obligation to the Fund.
Alternatively, the two counterparties may agree to cash settlement in which the seller delivers to
the Fund (buyer) the difference between the market value and the notional value of the Reference
Obligation. If no event of default occurs, the Fund pays the fixed premium to the seller for the
life of the contract, and no other exchange occurs.
Alternatively, a Fund may sell a CDS (sell credit protection). In this transaction the Fund
will receive premium payments from the buyer in exchange for taking the risk of default of the
Reference Obligation. If a credit event occurs for the Reference Obligation
,
the buyer would
cease to make premium payments to the Fund and deliver the Reference Obligation to the Fund. In
return, the Fund would pay the notional value
30
of the Reference Obligation to the buyer.
Alternatively, the two counterparties may agree to cash settlement in which the Fund would pay the
buyer the difference between the market value and the notional value of the Reference Obligation.
If no event of default occurs, the Fund receives the premium payments over the life of the
contract, and no other exchange occurs.
Credit Default Index (CDX):
A CDX is an index of CDS. CDX allow an investor to manage
credit risk or to take a position on a basket of credit entities (such as CDS or CMBS) in a more
efficient manner than transacting in single name CDS. If a credit event occurs in one of the
underlying companies, the protection is paid out via the delivery of the defaulted bond by the
buyer of protection in return for payment of the notional value of the defaulted bond by the seller
of protection or it may be settled through a cash settlement between the two parties. The
underlying company is then removed from the index. New series of CDX are issued on a regular basis.
A Commercial Mortgage-Backed Index (CMBX) is a type of CDX made up of 25 tranches of commercial
mortgage-backed securities (See Debt Instruments Mortgage-Backed and Asset-Backed Securities)
rather than CDS. Unlike other CDX contracts where credit events are intended to capture an event of
default, CMBX involves a pay-as-you-go (PAUG) settlement process designed to capture non-default
events that affect the cash flow of the reference obligation. PAUG involves ongoing, two-way
payments over the life of a contract between the buyer and the seller of protection and is designed
to closely mirror the cash flow of a portfolio of cash commercial mortgage-backed securities.
Currency Swap
: An agreement between two parties pursuant to which the parties exchange a U.S.
dollar-denominated payment for a payment denominated in a different currency.
Interest Rate Swap:
An agreement between two parties pursuant to which the parties exchange a
floating rate payment for a fixed rate payment based on a specified principal or notional amount.
In other words, Party A agrees to pay Party B a fixed interest rate and in return Party B agrees to
pay Party A a variable interest rate.
Total Return Swap
: An agreement in which one party makes payments based on a set
rate, either fixed or variable, while the other party makes payments based on the return of an
underlying asset, which includes both the income it generates and any capital gains.
Inflation Swaps.
Inflation swap agreements are contracts in which one party agrees to pay the
cumulative percentage increase in a price index, such as the Consumer Price Index, over the term of
the swap (with some lag on the referenced inflation index), and the other party pays a compounded
fixed rate. Inflation swap agreements may be used to protect the net asset value of a Fund against
an unexpected change in the rate of inflation measured by an inflation index. The value of
inflation swap agreements is expected to change in response to changes in real interest rates. Real
interest rates are tied to the relationship between nominal interest rates and the rate of
inflation.
Options
. An option is a contract that gives the purchaser of the option, in return
for the premium paid, the right to buy from (in the case of a call) or sell to (in the
case of a put) the writer of the option at the exercise price during the term of the
option (for American style options or on a specified date for European style options), the
security, currency or other instrument underlying the option (or in the case of an index
option the cash value of the index). Options on a CDS or a Futures Contract (defined
below) give the purchaser the right to enter into a CDS
or assume a position in a Futures Contract.
The Funds may engage in certain strategies involving options to attempt to manage the risk of
their investments or, in certain circumstances, for investment (i.e., as a substitute for investing
in securities). Option transactions present the possibility of large amounts of exposure (or
leverage), which may result in a Funds net asset value being more sensitive to changes in the
value of the option.
The value of an option position will reflect, among other things, the current market value of
the underlying investment, the time remaining until expiration, the relationship of the exercise
price to the
market price of the underlying investment, the price volatility of the underlying investment
and general market and interest rate conditions.
A Fund will not write (sell) options if, immediately after such sale, the aggregate value
of securities or obligations underlying the outstanding options would exceed 20% of the Funds
total assets. A Fund will not purchase options if, immediately after such purchase, the aggregate
premiums paid for outstanding options would exceed 5% of the Funds total assets.
31
A Fund may effectively terminate its right or obligation under an option by entering into an
offsetting closing transaction. For example, a Fund may terminate its obligation under a call or
put option that it had written by purchasing an identical call or put option, which is known as a
closing purchase transaction. Conversely, a Fund may terminate a position in a put or call option
it had purchased by writing an identical put or call option, which is known as a closing sale
transaction. Closing transactions permit a Fund to realize profits or limit losses on an option
position prior to its exercise or expiration.
Options may be either listed on an exchange or traded in OTC markets. Listed options are
tri-party contracts (i.e., performance of the obligations of the purchaser and
seller are guaranteed by the exchange or clearing corporation) and have standardized strike prices
and expiration dates. OTC options are two-party contracts with negotiated strike prices and
expiration dates and differ from exchange-traded options in that OTC options are transacted with
dealers directly and not through a clearing corporation (which guarantees performance). In the
case of OTC options, there can be no assurance that a liquid secondary market will exist for any
particular option at any specific time; therefore the Fund may be required to
treat some or all OTC options as illiquid securities. Although a Fund will enter
into OTC options only with dealers that are expected to be capable of entering into closing
transactions with it, there is no assurance that the Fund will in fact be able to close out an OTC
option position at a favorable price prior to exercise or expiration. In the event of insolvency
of the dealer, a Fund might be unable to close out an OTC option position at any time prior to its
expiration.
Types of Options:
Put Options on Securities:
A put option gives the purchaser the right to sell, to the writer,
the underlying security, contract or foreign currency at the stated exercise price at any time
prior to the expiration date of the option for American style options or on a specified date for
European style options, regardless of the market price or exchange rate of the security, contract
or foreign currency, as the case may be, at the time of exercise. If the purchaser exercises the
put option, the writer of a put option is obligated to buy the underlying security, contract or
foreign currency for the exercise price
.
Call Options on Securities:
A call option gives the purchaser the right to buy, from the
writer, the underlying security, contract or foreign currency at the stated exercise price at any
time prior to the expiration of the option (for American style options) or on a specified date (for
European style options), regardless of the market price or exchange rate of the security, contract
or foreign currency, as the case may be, at the time of exercise. If the purchaser exercises the
call option, the writer of a call option is obligated to sell to and deliver the underlying
security, contract or foreign currency to the purchaser of the call option for the exercise
price
.
Index Options:
Index options (or options on securities indices) give the holder the right to
receive, upon exercise, cash instead of securities, if the closing level of the securities index
upon which the option is based is greater than, in the case of a call, or less than, in the case of
a put, the exercise price of the option. The amount of cash is equal to the difference between the
closing price of the index and the exercise price of the call or put times a specified multiple
(the multiplier), which determines the total dollar value for each point of such difference.
The risks of investment in index options may be greater than options on securities. Because
index options are settled in cash, when a Fund writes a call on an index it cannot provide in
advance for its potential settlement obligations by acquiring and holding the underlying
securities. A Fund can offset some of the risk of writing a call index option by holding a
diversified portfolio of securities similar to those on which the underlying index is based.
However, the Fund cannot, as a practical matter, acquire and hold a portfolio containing exactly
the same securities that underlie the index and, as a result, bears
the risk that the value of the securities held will not be perfectly correlated
with the value of the index.
CDS Option:
A CDS option transaction gives the holder the right to enter into a CDS at a
specified future date and under specified terms in exchange for a purchase price or premium. The
writer of the option bears the risk of any unfavorable move in the value of the CDS relative to the
market value on the exercise date, while the purchaser may allow the option to expire unexercised.
Options on Futures Contracts:
Options on Futures Contracts give the holder the right to
assume a position in a Futures Contract (to buy the Futures Contract if the option is a call and to
sell the Futures Contract if the option is a put) at a specified exercise price at any time during
the period of the option.
32
Swaptions.
An option on a swap agreement, also called a swaption, is an option that gives
the buyer the right, but not the obligation, to enter into a swap on a future date in exchange for
paying a market based premium. A receiver swaption gives the owner the right to receive the total
return of a specified asset, reference rate, or index. A payer swaption gives the owner the right
to pay the total return of a specified asset, reference rate, or index. Swaptions also include
options that allow an existing swap to be terminated or extended by one of the counterparties.
Option Techniques
:
Writing Options
. A Fund may write options to generate additional income and to seek
to hedge its portfolio against market or exchange rate movements. As the writer of an option, the
Fund may have no control over when the underlying instruments must be sold (in the case of a call
option) or purchased (in the case of a put option) because the option purchaser may notify the Fund
of exercise at any time prior to the expiration of the option (for American style options). In
general, options are rarely exercised prior to expiration. Whether or not an option expires
unexercised, the writer retains the amount of the premium.
A Fund would write a put option at an exercise price that, reduced by the premium
received on the option, reflects the price it is willing to pay for the underlying security,
contract or currency. In return for the premium received for writing a put option, the Fund assumes
the risk that the price of the underlying security, contract, or foreign currency will decline
below the exercise price, in which case the put would be exercised and the Fund would suffer a
loss.
In return for the premium received for writing a call option on a security the Fund holds, the
Fund foregoes the opportunity for profit from a price increase in the underlying security,
contract, or foreign currency above the exercise price so long as the option remains open, but
retains the risk of loss should the price of the security, contract, or foreign currency decline.
If an option that a Fund has written expires, the Fund will realize a gain in the amount of
the premium; however, such gain may be offset by a decline in the market value of the underlying
security, contract or currency, held by the Fund during the option period. If a call option is
exercised, a Fund will realize a gain or loss from the sale of the underlying security, contract or
currency, which will be increased or offset by the premium received. The obligation imposed upon
the writer of an option is terminated upon the expiration of the option, or such earlier time at
which a Fund effects a closing purchase transaction by purchasing an option (put or call as the
case may be) identical to that previously sold.
Purchasing Options.
A Fund may only purchase a put option on an underlying security, contract
or currency owned by the Fund in order to protect against an anticipated decline in the value of
the security, contract or currency held by the Fund; or purchase put options on underlying
securities, contracts or currencies against which it has written other put options. The premium
paid for the put option and any transaction costs would reduce any profit realized when the
security, contract or currency is delivered upon the exercise of the put option. Conversely, if
the underlying security, contract or currency does not decline in value, the option may expire
worthless and the premium paid for the protective put would be lost.
A Fund may purchase a call option for the purpose of acquiring the underlying security,
contract or currency for its portfolio, or on underlying securities, contracts or currencies
against which it has written other call options. The Fund is not required to own the underlying
security in order to purchase a call option. If the Fund does not own the underlying position, the
purchase of a call option would enable a Fund to acquire the security, contract or currency at the
exercise price of the call option plus the premium
paid. So long as it holds a call option, rather than the underlying security, contract or
currency itself, the Fund is partially protected from any unexpected increase in the market price
of the underlying security, contract or currency. If the market price does not exceed the exercise
price, the Fund could purchase the security on the open market and could allow the call option to
expire, incurring a loss only to the extent of the premium paid for the option.
Straddles/Spreads/Collars
:
Spread and straddle options transactions.
In spread transactions, a Fund buys and
writes a put or buys and writes a call on the same underlying instrument with the options having
different exercise prices, expiration dates, or both. In straddles, a Fund purchases a put option
and a call option or writes a put option and a call option on the same instrument with the same
expiration date and typically the same
33
exercise price. When a Fund engages in spread and straddle
transactions, it seeks to profit from differences in the option premiums paid and received and in
the market prices of the related options positions when they are closed out or sold. Because these
transactions require the Fund to buy and/or write more than one option simultaneously, the Funds
ability to enter into such transactions and to liquidate its positions when necessary or deemed
advisable may be more limited than if the Fund were to buy or sell a single option. Similarly,
costs incurred by the Fund in connection with these transactions will in many cases be greater than
if the Fund were to buy or sell a single option.
Option Collars.
A Fund also may use option collars. A collar position combines a put
option purchased by the Fund (the right of the Fund to sell a specific security within a specified
period) with a call option that is written by the Fund (the right of the counterparty to buy the
same security) in a single instrument. The Funds right to sell the security is typically set at a
price that is below the counterpartys right to buy the security. Thus, the combined position
collars the performance of the underlying security, providing protection from depreciation below
the price specified in the put option, and allowing for participation in any appreciation up to the
price specified by the call option.
Warrants
.
A warrant gives the holder the right to purchase securities from the issuer at
a specific price within a certain time frame and is similar to a call option. The main difference
between warrants and call options is that warrants are issued by the company that will issue the
underlying security, whereas options are not issued by the company. Young, unseasoned companies
often issue warrants to finance their operations.
Rights
.
Rights are equity securities representing a preemptive right of stockholders to
purchase additional shares of a stock at the time of a new issuance, before the stock is offered to
the general public. A stockholder who purchases rights may be able to retain the same ownership
percentage after the new stock offering. A right usually enables the stockholder to purchase common
stock at a price below the initial offering price. A Fund that purchases a right takes the risk
that the right might expire worthless because the market value of the common stock falls below the
price fixed by the right.
Futures Contracts
.
A Futures Contract is a two-party agreement to buy or sell a specified
amount of a specified security or currency (or delivery of a cash settlement price, in the case of
certain futures such as an index future or Eurodollar Future) for a specified price at a designated
date, time and place (collectively, Futures Contracts). A sale of a Futures Contract
means the acquisition of a contractual obligation to deliver the underlying instrument or asset
called for by the contract at a specified price on a specified date. A purchase of a Futures
Contract means the acquisition of a contractual obligation to acquire the underlying instrument or
asset called for by the contract at a specified price on a specified date.
The Funds will only enter into Futures Contracts that are traded (either domestically or
internationally) on futures exchanges and are standardized as to maturity date and underlying
financial
instrument. Futures exchanges and trading thereon in the United States are regulated under
the Commodity Exchange Act and by the Commodity Futures Trading Commission (CFTC). Foreign
futures exchanges and trading thereon are not regulated by the CFTC and are not subject to the same
regulatory controls. The Trust, on behalf of each Fund, has claimed an exclusion from the
definition of the term commodity pool operator under the Commodity Exchange Act and, therefore,
is not subject to registration or regulation as a pool operator under the act with respect to the
Funds.
Brokerage fees are incurred when a Futures Contract is bought or sold, and margin deposits
must be maintained at all times when a Futures Contract is outstanding. Margin for
a Futures Contracts is the amount of funds that must be deposited by a Fund in order to
initiate Futures Contracts trading and maintain its open positions in Futures Contracts. A margin
deposit made when the Futures Contract is entered (initial margin) is intended to ensure the
Funds performance under the Futures Contract. The margin required for a particular Futures
Contract is set by the exchange on which the Futures Contract is traded and may be significantly
modified from time to time by the exchange during the term of the Futures Contract.
Subsequent payments, called variation margin, received from or paid to the futures
commission merchant through which a Fund enters into the Futures Contract will be
made on a daily basis as the futures price fluctuates making the Futures Contract more or less
valuable, a process known as marking-to-market. When the Futures Contract is closed out,
if the Fund has a loss equal to or greater than the margin
34
amount, the margin amount is paid to the
futures commission merchant along with any amount in excess of the margin amount; if the Fund has a
loss of less than the margin amount, the difference is returned to the Fund; or if the Fund has a
gain, the margin amount is paid to the Fund and the futures commission merchant pays the Fund any
excess gain over the margin amount.
Closing out an open Futures Contract is affected by entering into an offsetting Futures
Contract for the same aggregate amount of the identical financial instrument or currency and the
same delivery date. There can be no assurance, however, that a Fund will be able to enter into an
offsetting transaction with respect to a particular Futures Contract at a particular time. If a
Fund is not able to enter into an offsetting transaction, it will continue to be required to
maintain the margin deposits on the Futures Contract.
In addition, if a Fund were unable to liquidate a Futures Contract or an option on a Futures
Contract position due to the absence of a liquid secondary market or the imposition of price
limits, it could incur substantial losses. The Fund would continue to be subject to market risk
with respect to the position. In addition, except in the case of purchased options, the Fund would
continue to be required to make daily variation margin payments.
Types of Futures Contracts
:
Currency Futures
. A currency Futures Contract is a standardized,
exchange-traded contract to buy or sell a particular currency at a specified price at a future date
(commonly three months or more). Currency Futures Contracts may be highly
volatile and thus result in substantial gains or losses to the Fund.
Index Futures
. A stock index Futures Contract is an exchange-traded contract that provides
for the delivery, at a designated date, time and place, of an amount of cash equal to a specified
dollar amount times the difference between the stock index value at the close of trading on the
date specified in the contract and the price agreed upon in the Futures Contract; no physical
delivery of stocks comprising the index is made.
Interest Rate Futures
. An interest-rate Futures Contract is an
exchange-traded contact in which the specified underlying security is either an interest-bearing
fixed income security or an inter-bank deposit. Two examples of common interest rate
Futures Contracts are U.S. Treasury futures and Eurodollar Futures
Contracts. The specified security for U.S. Treasury futures is a U.S. Treasury security.
The specified security for Eurodollar futures is the London Interbank Offered Rate (LIBOR)
which is a daily reference rate based on the interest rates at which
banks offer to lend unsecured funds to other banks in the London wholesale
money market.
Security Futures
. A security Futures Contract is an exchange-traded
contract to purchase or sell, in the future, a specified quantity of a security (other than a
Treasury security, or a narrow-based securities index) at a certain price.
Forward Currency Contracts
.
A forward currency contract is an over-the-counter contract
between two parties to buy or sell a particular currency at a specified price at a future date.
The parties may exchange currency at the maturity of the forward currency contract, or if the
parties agree prior to maturity, enter into a closing transaction involving the purchase or sale of
an offsetting amount of currency. Forward currency contracts are traded over-the-counter, and not
on organized commodities or securities exchanges.
A Fund may enter into forward currency contracts with respect to a specific purchase or sale
of a security, or with respect to its portfolio positions generally.
The cost to a Fund of engaging in forward currency contracts varies with factors such as the
currencies involved, the length of the contract period, interest rate differentials and the
prevailing market conditions. Because forward currency contracts are usually entered into on a
principal basis, no fees or commissions are involved. The use of forward currency contracts does
not eliminate fluctuations in the prices of the underlying securities a Fund owns or intends to
acquire, but it does establish a rate of exchange in advance. While forward currency contract
sales limit the risk of loss due to a decline in the value of the hedged currencies, they also
limit any potential gain that might result should the value of the currencies increase.
35
Fund Policies
Fundamental Restrictions.
Except as otherwise noted below, each Fund is subject to the
following investment restrictions, which may be changed only by a vote of such Funds outstanding
shares. Fundamental restrictions may be changed only by a vote of the lesser of (i) 67% or more of
the Funds shares present at a meeting if the holders of more than 50% of the outstanding shares
are present in person or represented by proxy, or (ii) more than 50% of the Funds outstanding
shares. Any investment restriction that involves a maximum or minimum percentage of securities or
assets (other than with respect to borrowing) shall not be considered to be violated unless an
excess over or a deficiency under the percentage occurs immediately after, and is caused by, an
acquisition or disposition of securities or utilization of assets by the Fund.
(1) The Fund (except for Invesco Alternative Opportunities Fund, Invesco Commodities Strategy
Fund, Invesco FX Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund and Invesco Van Kampen
Global Franchise Fund) is a diversified company as defined in the 1940 Act. The Fund will not
purchase the securities of any issuer if, as a result, the Fund would fail to be a diversified
company within the meaning of the 1940 Act, and the rules and regulations promulgated thereunder,
as such statute, rules and regulations are amended from time to time or are interpreted from time
to time by the SEC staff (collectively, the 1940 Act Laws and Interpretations) or except to the
extent that the Fund may be permitted to do so by exemptive order or similar relief (collectively,
with the 1940 Act Laws and Interpretations, the 1940 Act Laws, Interpretations and Exemptions).
In complying with this restriction, however, the Fund may purchase securities of other investment
companies to the extent permitted by the 1940 Act Laws, Interpretations and Exemptions.
(2) The Fund may not borrow money or issue senior securities, except as permitted by the 1940
Act Laws, Interpretations and Exemptions.
(3) The Fund may not underwrite the securities of other issuers. This restriction does not
prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of
its portfolio securities, regardless of whether the Fund may be considered to be an underwriter
under the 1933 Act.
(4) The Fund (except for Invesco Alternative Opportunities Fund and the Invesco Health
Sciences Fund) will not make investments that will result in the concentration (as that term may be
defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in
the securities of issuers primarily engaged in the same industry. This restriction does not limit
the Funds investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies
or instrumentalities, or (ii) tax-exempt obligations issued by governments or political
subdivisions of governments. In complying with this restriction, the Fund will not consider a
bank-issued guaranty or financial guaranty insurance as a separate security. The Invesco Health
Sciences Fund will invest at least 25% of the value of its total assets in the health sciences
industry. The Invesco Alternative Opportunities Fund will make investments that will result in the
concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and
Exemptions) of its investments in the securities of investment companies.
(5) The Fund may not purchase real estate or sell real estate unless acquired as a result of
ownership of securities or other instruments. This restriction does not prevent the Fund from
investing in issuers that invest, deal, or otherwise engage in transactions in real estate or
interests therein, or investing in securities that are secured by real estate or interests therein.
(6) The Fund may not purchase physical commodities or sell physical commodities unless
acquired as a result of ownership of securities or other instruments. This restriction does not
prevent the Fund from engaging in transactions involving futures contracts and options thereon or
investing in securities that are secured by physical commodities. This restriction also does not
prevent Invesco Commodities Strategy Fund from investing up to 25% of its total assets in the
Subsidiary, thereby gaining exposure to the investment returns of commodities markets within the
limitations of the federal tax requirements.
(7) The Fund may not make personal loans or loans of its assets to persons who control or are
under common control with the Fund, except to the extent permitted by 1940 Act Laws,
Interpretations and Exemptions. This restriction does not prevent the Fund from, among other
things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to
broker-dealers or institutional investors, or investing in loans, including assignments and
participation interests.
36
(8) The Fund may, notwithstanding any other fundamental investment policy or limitation,
invest all of its assets in the securities of a single open-end management investment company with
substantially the same fundamental investment objectives, policies and restrictions as the Fund.
The investment restrictions set forth above provide each of the Funds with the ability to
operate under new interpretations of the 1940 Act or pursuant to exemptive relief from the SEC
without receiving prior shareholder approval of the change. Even though each of the Funds has this
flexibility, the Board has adopted non-fundamental restrictions for each of the Funds relating to
certain of these restrictions which Invesco and, when applicable, the Sub-Advisers must follow in
managing the Funds. Any changes to these non-fundamental restrictions, which are set forth below,
require the approval of the Board.
Non-Fundamental Restrictions.
Non-fundamental restrictions may be changed for any Fund
without shareholder approval. The non-fundamental investment restrictions listed below apply to
each of the Funds unless otherwise indicated.
(1) In complying with the fundamental restriction regarding issuer diversification, the Fund
(except for Invesco Alternative Opportunities Fund, Invesco Commodities Strategy Fund, Invesco FX
Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund and Invesco Van Kampen Global Franchise
Fund) will not, with respect to 75% of its total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. Government or any of its agencies or
instrumentalities and securities issued by other investment companies), if, as a result, (i) more
than 5% of the Funds total assets would be invested in the securities of that issuer, or (ii) the
Fund would hold more than 10% of the outstanding voting securities of that issuer. The Fund may
purchase securities of other investment companies as permitted by the 1940 Act Laws,
Interpretations and Exemptions.
In complying with the fundamental restriction regarding issuer diversification, any fund that
invests in municipal securities will regard each state (including the District of Columbia and
Puerto Rico), territory and possession of the United States, each political subdivision agency,
instrumentality and authority thereof, and each multi-state agency of which a state is a member as
a separate issuer. When the assets and revenues of an agency, authority, instrumentality or
other political subdivision are separate from the government creating the subdivision and the
security is backed only by assets and revenues of the subdivision, such subdivision would be deemed
to be the sole issuer. Similarly, in the case of an
Industrial Development Bond or Private Activity bond, if that bond is backed only by the
assets and revenues of the non-governmental user, then that non-governmental user would be deemed
to be the sole issuer. However, if the creating government or another entity guarantees a
security, then to the extent that the value of all securities issued or guaranteed by that
government or entity and owned by a Fund exceeds 10% of the Funds total assets, the guarantee
would be considered a separate security and would be treated as issued by that government or
entity.
(2) In complying with the fundamental restriction regarding borrowing money and issuing senior
securities, the Fund may borrow money in an amount not exceeding 33 1/3% of its total assets
(including the amount borrowed) less liabilities (other than borrowings).
(3) In complying with the fundamental restriction regarding industry concentration, the Fund
may invest up to 25% of its total assets in the securities of issuers whose principal business
activities are in the same industry.
(4) Notwithstanding the fundamental restriction with regard to engaging in transactions
involving futures contracts and options thereon or investing in securities that are secured by
physical commodities, the Fund currently may not invest in any security (including futures
contracts or options thereon) that is secured by physical commodities.
Each Fund does not consider currencies or other financial commodities or contracts and
financial instruments to be physical commodities (which include, for example, oil, precious metals
and grains). Accordingly, each Fund will interpret the fundamental restriction and the related
non-fundamental restriction to permit the Funds, subject to each Funds investment objectives and
general investment policies (as stated in the Funds prospectuses and herein), to invest directly
in foreign currencies and other financial commodities and to purchase, sell or enter into commodity
futures contracts and options thereon, foreign currency forward contracts, foreign currency
options, currency-, commodity- and financial instrument-related swap agreements,
hybrid instruments, interest rate or securities-related or foreign currency-related hedging
instruments or other currency-, commodity- or financial instrument-related
derivatives, subject to
37
compliance with any applicable provisions of the federal securities
or commodities laws. Each Fund also will interpret their fundamental restriction regarding
purchasing and selling physical commodities and their related non-fundamental restriction to permit
the Funds to invest in exchange-traded funds that invest in physical and/or financial commodities,
subject to the limits described in the Funds prospectuses and herein.
(5) In complying with the fundamental restriction with regard to making loans, each Fund may
lend up to 33 1/3% of its total assets and may lend money to a Fund, on such terms and conditions
as the SEC may require in an exemptive order.
(6) Notwithstanding the fundamental restriction with regard to investing all assets in an
open-end fund, each Fund may not invest all of its assets in the securities of a single open-end
management investment company with the same fundamental investment objective, policies and
restrictions as the Fund.
(7) The Fund (except for the Invesco Alternative Opportunities Fund) may not acquire any
securities of registered open-end investment companies or registered unit investment trusts in
reliance on Sections 12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.
(8) The following apply:
(a) Invesco Alternative Opportunities Fund invests, under normal market conditions, at least
80% of its total assets among the Underlying Funds the Adviser considers to be invested in
alternative or non-traditional asset classes.
(b) Invesco Global Dividend Growth Securities Fund invests, under normal circumstances, at
least 80% of its assets in dividend paying equity securities of companies located in various
countries around the world.
(c) Invesco Health Sciences Fund invests, under normal circumstances, at least 80% of its
assets in common stocks (including depositary receipts) of health science companies throughout the
world.
(d) Invesco International Growth Equity Fund invests, under normal market conditions, at least
80% of its assets in equity securities of issuers from at least three different foreign countries.
(e) Invesco Pacific Growth Fund invests, under normal circumstances, at least 80% of its
assets in common stocks (including depositary receipts) and other securities of companies which
have a principal place of business in, or which derive a majority of their revenues from business
in, Asia, Australia or New Zealand (including emerging market or developing countries).
(f) Invesco Van Kampen Emerging Markets Fund invests, under normal market conditions, at least
80% of its assets in securities of emerging country issuers at the time of investment.
(g) Invesco Van Kampen Global Bond Fund invests, under normal market conditions, at least 80%
of its assets in fixed income securities at the time of investment.
(h) Invesco Van Kampen Global Equity Allocation Fund invests, under normal market conditions,
at least 80% of its assets in equity securities at the time of investment.
(i) Invesco Van Kampen International Advantage Fund invests, under normal market conditions,
at least 80% of its total assets in securities of foreign issuers.
(j) Invesco Van Kampen International Growth Fund invests, under normal market conditions, at
least 80% of assets in securities of issuers from at least three different foreign countries.
For purposes of the foregoing, assets means net assets, plus the amount of any borrowings
for investment purposes. The Fund will provide written notice to its shareholders prior to any
change to this policy, as required by the 1940 Act Laws, Interpretations and Exemptions.
Portfolio Turnover
For the fiscal years ended in 2010, 2009 and 2008, as applicable (the fiscal year end of each
Fund is indicated in parentheses following each Funds name), the portfolio turnover rates for the
predecessor funds are presented in the table below. Variations in turnover rate may be due to a
fluctuating volume of shareholder purchase and redemption orders, market conditions and/or changes
in the predecessor funds advisers investment outlook.
38
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
2010
|
|
2009
|
|
2008
|
Invesco Alternative Opportunities Fund (7/31)
|
|
|
N/A
|
|
|
|
40
|
%
|
|
|
|
|
Invesco Commodities Strategy Fund (7/31)
|
|
|
N/A
|
|
|
|
225
|
%
|
|
|
6
|
%*
|
Invesco Global Advantage Fund (5/31)
|
|
|
N/A
|
|
|
|
34
|
%
|
|
|
28
|
%
|
Invesco Global Dividend Growth Securities Fund (3/31)
|
|
|
18
|
%
|
|
|
95
|
%
|
|
|
39
|
%
|
Invesco Health Sciences Fund (7/31)
|
|
|
N/A
|
|
|
|
274
|
%
|
|
|
47
|
%
|
Invesco International Growth Equity Fund (12/31)
|
|
|
N/A
|
|
|
|
43
|
%
|
|
|
49
|
%
|
Invesco Pacific Growth Fund (10/31)
|
|
|
N/A
|
|
|
|
33
|
%
|
|
|
42
|
%
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
|
N/A
|
|
|
|
82
|
%
|
|
|
104
|
%
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
|
N/A
|
|
|
|
104
|
%
*
|
|
|
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
|
N/A
|
|
|
|
54
|
%
|
|
|
36
|
%
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
|
N/A
|
|
|
|
15
|
%
|
|
|
28
|
%
|
Invesco Van
Kampen Global Tactical Asset Allocation Fund (10/31)
|
|
|
N/A
|
|
|
|
61
|
%
*
|
|
|
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
N/A
|
|
|
|
31
|
%
|
|
|
39
|
%
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
|
N/A
|
|
|
|
45
|
%
|
|
|
38
|
%
|
|
Policies and Procedures for Disclosure of Fund Holdings
The Board has adopted policies and procedures with respect to the disclosure of the Funds
portfolio holdings (the Holdings Disclosure Policy). Invesco and the Board may amend the
Holdings
Disclosure Policy at any time without prior notice. Details of the Holdings Disclosure Policy and
a description of the basis on which employees of Invesco and its affiliates may release information
about portfolio securities in certain contexts are provided below.
Public release of portfolio holdings.
The Funds disclose the following portfolio holdings
information at www.invesco.com/us
:
|
|
|
|
|
|
|
Approximate Date of
|
|
Information Remains
|
Information
|
|
Website Posting
|
|
Posted on Website
|
Top ten holdings as
of month- end
|
|
15 days after month-end
|
|
Until replaced with
the following
months top ten
holdings
|
|
Select holdings
included in the
Funds Quarterly
Performance Update
|
|
29 days after calendar
quarter-end
|
|
Until replaced with
the following
quarters Quarterly
Performance Update
|
|
Complete portfolio
holdings as of
calendar quarter-end
|
|
30 days after calendar
quarter-end
|
|
For one year
|
|
Complete portfolio
holdings as of
fiscal quarter-end
|
|
60-70 days after fiscal
quarter-end
|
|
For one year
|
These holdings are listed along with the percentage of the Funds net assets they represent.
Generally, employees of Invesco and its affiliates may not disclose such portfolio holdings until
one day after they have been posted at www.invesco.com/us. You may also obtain the publicly
available portfolio holdings information described above by contacting us at 1-800-959-4246.
|
|
|
*
|
|
Not Annualized
|
|
|
|
To locate the Funds portfolio holdings information at
www.invesco.com/us, click on the Products and Performance tab, then click on
the Mutual Funds link, then click on the Fund Overview link and select the Fund
from the drop down menu. Links to the Funds portfolio holdings are located in
the upper right side of this Web site page.
|
39
Selective disclosure of portfolio holdings pursuant to Non-Disclosure Agreement.
Employees of
Invesco and its affiliates may disclose non-public full portfolio holdings on a selective basis
only if the Internal Compliance Controls Committee (the ICCC) of the Adviser approves the parties
to whom disclosure of non-public full portfolio holdings will be made. The ICCC must determine
that the proposed selective disclosure will be made for legitimate business purposes of the
applicable Fund and is in the best interest of the applicable Funds shareholders. In making such
determination, the ICCC will address any perceived conflicts of interest between shareholders of
such Fund and Invesco or its affiliates as part of granting its approval.
The Board exercises continuing oversight of the disclosure of Fund portfolio holdings by (1)
overseeing the implementation and enforcement of the Holdings Disclosure Policy and the Invesco
Funds Code of Ethics by the Chief Compliance Officer (or his designee) of Invesco and the Invesco
Funds and (2) considering reports and recommendations by the Chief Compliance Officer concerning
any material compliance matters (as defined in Rule 38a-1 under the 1940 Act and Rule 206(4)-7
under the Investment Advisers Act of 1940, as amended) that may arise in connection with the
Holdings Disclosure Policy. Pursuant to the Holdings Disclosure Policy, the Board reviews the
types of situations in which Invesco provides selective disclosure and approves situations
involving perceived conflicts of interest between shareholders of the applicable Fund and Invesco
or its affiliates brought to the Boards attention by Invesco.
Invesco discloses non-public full portfolio holdings information to the following persons in
connection with the day-to-day operations and management of the Invesco Funds:
|
|
|
Attorneys and accountants;
|
|
|
|
|
Securities lending agents;
|
|
|
|
|
Lenders to the Invesco Funds;
|
|
|
|
|
Rating and rankings agencies;
|
|
|
|
|
Persons assisting in the voting of proxies;
|
|
|
|
|
Invesco Funds custodians;
|
|
|
|
|
The Invesco Funds transfer agent(s) (in the event of a redemption in kind);
|
|
|
|
|
Pricing services, market makers, or other persons who provide systems or software
support in connection with Invesco Funds operations (to determine the price of
securities held by an Invesco Fund);
|
|
|
|
|
Financial printers;
|
|
|
|
|
Brokers identified by the Invesco Funds portfolio management team who provide
execution and research services to the team; and
|
|
|
|
|
Analysts hired to perform research and analysis to the Invesco Funds portfolio
management team.
|
In many cases, Invesco will disclose current portfolio holdings on a daily basis to these
persons. In these situations, Invesco has entered into non-disclosure agreements which provide
that the recipient of the portfolio holdings will maintain the confidentiality of such portfolio
holdings and will not trade on such information (Non-Disclosure Agreements). Please refer to
Appendix B for a list of examples of persons to whom Invesco provides non-public portfolio holdings
on an ongoing basis.
Invesco will also disclose non-public portfolio holdings information if such disclosure is
required by applicable laws, rules or regulations, or by regulatory authorities having jurisdiction
over Invesco and its affiliates or the Funds.
The Holdings Disclosure Policy provides that Invesco will not request, receive or accept any
compensation (including compensation in the form of the maintenance of assets in any Fund or other
mutual fund or account managed by Invesco or one of its affiliates) for the selective disclosure of
portfolio holdings information.
40
Disclosure of certain portfolio holdings and related information without Non-Disclosure
Agreement.
Invesco and its affiliates that provide services to the Funds, the Advisers and each of
their employees may receive or have access to portfolio holdings as part of the day to day
operations of the Funds.
From time to time, employees of Invesco and its affiliates may express their views orally or
in writing on one or more of the Funds portfolio securities or may state that a Fund has recently
purchased or sold, or continues to own, one or more securities. The securities subject to these
views and statements may be ones that were purchased or sold since a Funds most recent quarter-end
and therefore may not be reflected on the list of the Funds most recent quarter-end portfolio
holdings disclosed on the Web site. Such views and statements may be made to various persons,
including members of the press, brokers and other financial intermediaries that sell shares of the
Funds, shareholders in the applicable Fund, persons considering investing in the applicable Fund or
representatives of such shareholders or potential shareholders, such as fiduciaries of a 401(k)
plan or a trust and their advisers, and other entities for which Invesco or its affiliates provides
or may provide investment advisory services. The nature and content of the views and statements
provided to each of these persons may differ.
From time to time, employees of Invesco and its affiliates also may provide oral or written
information (portfolio commentary) about a Fund, including, but not limited to, how the Funds
investments are divided among various sectors, industries, countries, investment styles and
capitalization sizes, and among stocks, bonds, currencies and cash, security types, bond
maturities, bond coupons and bond credit quality ratings. This portfolio commentary may also
include information on how these various weightings and factors contributed to Fund performance.
Invesco may also provide oral or written information (statistical information) about various
financial characteristics of a Fund or its underlying portfolio securities including, but not
limited to, alpha, beta, R-squared, coefficient of determination, duration, maturity, information
ratio, sharpe ratio, earnings growth, payout ratio, price/book value, projected earnings growth,
return on equity, standard deviation, tracking error, weighted average quality, market
capitalization, percent debt to equity, price to cash flow, dividend yield or growth, default rate,
portfolio turnover, and risk and style characteristics. This portfolio commentary and statistical
information about a Fund may be based on the Funds portfolio as of the most recent quarter-end or the end
of some other interim period, such as month-end. The portfolio commentary and statistical
information may be provided to various persons, including those described in the preceding
paragraph. The nature and content of the information provided to each of these persons may differ.
Disclosure of portfolio holdings by traders.
Additionally, employees of Invesco and its
affiliates may disclose one or more of the portfolio securities of a Fund when purchasing and
selling securities through broker-dealers, requesting bids on securities, obtaining price
quotations on securities, or in connection with litigation involving the Funds portfolio
securities. Invesco does not enter into formal Non-Disclosure Agreements in connection with these
situations; however, the Funds would not continue to conduct business with a person who Invesco
believed was misusing the disclosed information.
Disclosure of portfolio holdings of other Invesco-managed products.
Invesco and its
affiliates manage products sponsored by companies other than Invesco, including investment
companies, offshore funds, and separate accounts. In many cases, these other products are managed
in a similar fashion to certain Funds and thus have similar portfolio holdings. The sponsors of
these other products managed by Invesco and its affiliates may disclose the portfolio holdings of
their products at different times than Invesco discloses portfolio holdings for the Funds.
Invesco provides portfolio holdings information for portfolios of AIM Variable Insurance Funds
(Invesco Variable Insurance Funds) (the Insurance Funds) to insurance companies whose variable
annuity and variable life insurance accounts invest in the Insurance Funds (Insurance Companies).
Invesco may disclose portfolio holdings information for the Insurance Funds to Insurance Companies
with which Invesco has entered into Non-Disclosure Agreements up to five days prior to the
scheduled dates for Invescos disclosure of similar portfolio holdings information for other Funds
at www.invesco.com. Invesco provides portfolio holdings information for the Insurance Funds to
such Insurance Companies to allow them to disclose this information on their Web sites at
approximately the same time that Invesco discloses portfolio holdings information for the other
Funds on its Web site. Invesco manages the Insurance Funds in a similar fashion to certain other
Funds and thus the Insurance Funds and such other Funds have similar
41
portfolio holdings. Invesco
does not disclose the portfolio holdings information for the Insurance Funds on its Web site, and
not all Insurance Companies disclose this information on their Web sites.
MANAGEMENT OF THE TRUST
Board of Trustees
The Trustees and Officers of the Trust, their principal occupations during at least the last
five years and certain other information concerning them are set forth in Appendix C.
Qualifications and Experience
. In addition to the information set forth in Appendix C, the
following sets forth additional information about the qualifications and experiences of each of the
Trustees.
David C. Arch, Trustee
Mr. Arch has been a member of the Board of Trustees since 2010.
Currently, Mr. Arch is the Chairman and Chief Executive Officer of Blistex, Inc., a consumer
health care products manufacturer. Mr. Arch is a member of the Heartland Alliance Advisory Board,
a nonprofit organization serving human needs based in Chicago and member of the Board of the
Illinois Manufacturers Association. Mr. Arch is also a member of the Board of Visitors, Institute
for the Humanities, University of Michigan. From 1984 to 2010, Mr. Arch served as Director or
Trustee of investment companies in the Van Kampen Funds complex.
The Board believes that Mr. Archs experience as the CEO of a public company and his
experience with investment companies benefits the Funds.
Bob R. Baker, Trustee
Bob R. Baker has been a member of the Board of Trustees of the Invesco Funds and predecessors
funds since 1982.
Mr. Baker currently is Manager, USA Signs International LLC and China Consulting Connection
LLC. Previously, Mr. Baker was president and chief executive officer of AMC Cancer Research Center
in Denver, CO. He previously served as Chief Executive Officer and Chairman, First Columbia
Financial Corporation and its operating subsidiaries, based in Englewood, CO. The Board believes
that Mr. Bakers experience as the CEO of a financial institution and familiarity with the
financial services industry benefits the Funds.
Frank S. Bayley, Trustee
Frank S. Bayley has been a member of the Board of Trustees of the Invesco Funds and its
predecessor funds since 1985. Mr. Bayley is a business consultant in San Francisco. He is
Chairman and a Director of the C. D. Stimson Company, a private investment company in Seattle.
Mr. Bayley serves as a Trustee of the Seattle Art Museum, a Trustee of San Francisco
Performances, and a Trustee and Overseer of The Curtis Institute of Music in Philadelphia. He also
serves on the East Asian Art Committee of the Philadelphia Museum of Art and the Visiting Committee
for Art of Asia, Oceana and Africa of the Museum of Fine Arts, Boston.
Mr. Bayley is a retired partner of the international law firm of Baker & McKenzie LLP, where
his practice focused on business acquisitions and venture capital transactions. Prior to joining
Baker & McKenzie LLP in 1986, he was a partner of the San Francisco law firm of Chickering &
Gregory. He received his A.B. from Harvard College in 1961, his LL.B. from Harvard Law School in
1964, and his LL.M. from Boalt Hall at the University of California, Berkeley, in 1965. Mr. Bayley
served as a Trustee of the Badgley Funds from inception in 1998 until dissolution in 2007.
42
The Board believes that Mr. Bayleys experience as a business consultant and a lawyer benefits
the Funds.
James T. Bunch, Trustee
James T. Bunch has been a member of the Board of Trustees of the Invesco Funds and predecessor
funds since 2000.
Mr. Bunch is Founding Partner of Green Manning & Bunch, Ltd. a leading investment banking firm
located in Denver, Colorado. Green Manning & Bunch is a FINRA-registered investment bank
specializing in mergers and acquisitions, private financing of middle-market companies and
corporate finance advisory services. Mr. Bunch and his partners formed Green Manning & Bunch in
1988. Immediately prior to forming Green Manning and Bunch, Mr. Bunch was Executive Vice
President, General Counsel, and a Director of Boettcher & Company, then the leading investment
banking firm in the Rocky Mountain region.
Mr. Bunch began his professional career as a practicing attorney. He joined the prominent
Denver-based law firm of Davis Graham & Stubbs in 1970 and later rose to the position of Chairman
and Managing Partner of the firm.
At various other times during his career, Mr. Bunch has served as Chair of the NASD Business
District Conduct Committee, and Chair of the Colorado Bar Association Ethics Committee.
The Board believes that Mr. Bunchs experience as an investment banker and investment
management lawyer benefits the Funds.
Bruce K. Crockett, Trustee and Chair
Bruce L. Crockett has been a member of the Board of Trustees of the Invesco Funds since 1978,
and has served as Independent Chair of the Board of Trustees since 2004.
Mr. Crockett has more than 30 years of experience in finance and general management in the banking,
aerospace and telecommunications industries. From 1992 to 1996, he served as president, chief
executive officer and a director of COMSAT Corporation, an international satellite and wireless
telecommunications company.
Mr. Crockett has also served, since 1996, as chairman of Crockett Technologies Associates, a
strategic consulting firm that provides services to the information technology and communications
industries. Mr. Crockett also serves on the Board of Directors of ACE Limited, a Zurich-based
insurance company. He is a life trustee of the University of Rochester Board of Directors.
The Board of Trustees elected Mr. Crockett to serve as its Independent Chair because of his
extensive experience in managing public companies and familiarity with investment companies.
Rodney F. Dammeyer, Trustee
Mr. Dammeyer has been a member of the Board of Trustees since 2010.
Since 2001, Mr. Dammeyer has been President of CAC, LLC, a private company offering capital
investment and management advisory services. Previously, Mr. Dammeyer served as Managing Partner
at Equity Group Corporate Investments; Chief Executive Officer of Itel Corporation; Senior Vice
President and Chief Financial Officer of Household International, Inc.; and Executive Vice
President and Chief Financial Officer of Northwest Industries, Inc.
Mr. Dammeyer was a Partner of Arthur Andersen & Co., an international accounting firm.
43
Mr. Dammeyer currently serves as a Director of Quidel Corporation and Stericycle, Inc.
Previously, Mr. Dammeyer has served as a Trustee of The Scripps Research Institute; and a Director
of Ventana Medical Systems, Inc.; GATX Corporation; TheraSense, Inc.; TeleTech Holdings Inc.; and
Arris Group, Inc.
From 1987 to 2010, Mr. Dammeyer served as Director or Trustee of investment companies in the
Van Kampen Funds complex.
The Board believes that Mr. Dammeyers experience in executive positions at a number of public
companies, his accounting experience and his experience serving as a director of investment
companies benefits the Funds.
Albert R. Dowden, Trustee
Albert R. Dowden has been a member of the Board of Trustees of the Invesco Funds since 2000.
Mr. Dowden retired at the end of 1998 after a 24 -year career with Volvo Group North America,
Inc. and Volvo Cars of North America, Inc. Mr. Dowden joined Volvo as general counsel in 1974 and
was promoted to increasingly senior positions until 1991 when he was appointed president, chief
executive officer and director of Volvo Group North America and senior vice president of Swedish
parent company AB Volvo.
Since retiring, Mr. Dowden continues to serve on the board of the Reich & Tang Funds and also
serves on the boards of Homeowners of America Insurance Company and its parent company as well as
Natures Sunshine Products, Inc. and The Boss Group. Mr. Dowdens charitable endeavors currently
focus on Boys & Girls Clubs where he has been active for many years as well as several other
not-for-profit organizations.
Mr. Dowden began his career as an attorney with a major international law firm, Rogers & Wells
(1967-1976), which is now Clifford Chance.
The Board believes that Mr. Dowdens extensive experience as a corporate executive benefits
the Funds.
Jack M. Fields, Trustee
Jack M. Fields has been a member of the Board of Trustees of the Invesco Funds since 1997.
Mr. Fields served as a member of Congress, representing the
8
th
Congressional
District of Texas from 1980 to 1997. As a member of Congress, Mr. Fields served as Chairman of the
House
Telecommunications and Finance Subcommittee, which has jurisdiction and oversight of the
Federal Communications Commission and the Securities and Exchange Commission. Mr. Fields
co-sponsored the National Securities Markets Improvements Act of 1996, and played a leadership role
in enactment of the Securities Litigation Reform Act.
Mr. Fields currently serves as Chief Executive Officer of the Twenty-First Century Group in
Washington, D.C., a bipartisan Washington consulting firm specializing in Federal government
affairs.
Mr. Fields also serves as a Director of Administaff (NYSE: ASF), a premier professional
employer organization with clients nationwide. In addition, Jack sits on the Board of the Discovery
Channel Global Education Fund, a nonprofit organization dedicated to providing educational
resources to people in need around the world through the use of technology.
The Board believes that Mr. Fields experience in the House of Representatives, especially
concerning regulation of the securities markets, benefits the Funds.
44
Martin L. Flanagan, Trustee
Martin Flanagan has been a member of the Board of Trustees of the Invesco Group of Funds since
2007. Mr. Flanagan is president and chief executive officer of Invesco, Ltd., a position he has
held since August 2005. He is also a member of the Board of Directors of Invesco, Ltd.
Mr. Flanagan joined Invesco, Ltd. from Franklin Resources, Inc., where he was president and
co-chief executive officer from January 2004 to July 2005. Previously he had been Franklins
co-president from May 2003 to January 2004, chief operating officer and chief financial officer
from November 1999 to May 2003, and senior vice president and chief financial officer from 1993
until November 1999.
Mr. Flanagan served as director, executive vice president and chief operating officer of
Templeton, Galbraith & Hansberger, Ltd. before its acquisition by Franklin in 1992. Before joining
Templeton in 1983, he worked with Arthur Anderson & Co.
Mr. Flanagan is a chartered financial analyst and a certified public accountant. He serves as
vice chairman of the Investment Company Institute and a member of the executive board at the SMU
Cox School of Business.
The Board believes that Mr. Flanagans long experience as an executive in the investment
management area benefits the Funds.
Carl Frischling, Trustee
Carl Frischling has been a member of the Board of Trustees of the Invesco Funds since 1977.
Mr. Frischling is senior partner of the Financial Services Group of Kramer Levin, a law firm that
represents the Funds independent trustees. He is a pioneer in the field of bank-related mutual
funds and has counseled clients in developing and structuring comprehensive mutual fund complexes.
Mr. Frischling also advises mutual funds and their independent directors/trustees on their
fiduciary obligations under federal securities laws.
Prior to his practicing law, he was chief administrative officer and general counsel of a
large mutual fund complex that included a retail and institutional sales force, investment
counseling and an internal transfer agent. During his ten years with the organization, he developed
business expertise in a number of areas within the financial services complex. He served on the
Investment Company Institute Board and was involved in ongoing matters with all of the regulatory
areas overseeing this industry.
Mr. Frischling is a board member of the Mutual Fund Directors Forum. He also serves as a
trustee of the Reich & Tang Funds, a registered investment company. Mr. Frischling serves as a
Trustee of the Yorkville Youth Athletic Association and is a member of the Advisory Board of
Columbia University Medical Center.
The Board believes that Mr. Frischlings experience as an investment management lawyer, and
his long involvement with investment companies benefits the Funds.
Dr. Prema Mathai-Davis Trustee
Prema Mathai-Davis has been a member of the Board of Trustee of the Invesco Group of Funds
since 1998.
Prior to her retirement in 2000, Dr. Mathai-Davis served as Chief Executive Officer of the
YWCA of the USA. Prior to joining the YWCA, Dr. Mathai-Davis served as the Commissioner of the New
York City Department for the Aging. She was a Commissioner of the New York Metropolitan
Transportation Authority of New York, the largest regional transportation network in the U.S. Dr. Mathai-Davis
also serves as a Trustee of the YWCA Retirement Fund, the first and oldest pension fund for women,
and on the advisory
45
board of the Johns Hopkins Bioethcs Institute. Dr. Mathai-Davis was the
president and chief executive officer of the Community Agency for Senior Citizens, a non-profit
social service agency that she established in 1981. She also directed the Mt. Sinai School of
Medicine-Hunter College Long-Term Care Gerontology Center, one of the first of its kind.
The Board believes that Dr. Mathai-Davis extensive experience in running public and charitable
institutions benefits the Funds.
Lewis Pennock, Trustee
Lewis Pennock has been a member of the Board of Trustees of the Invesco Funds since 1981. Mr.
Pennock has been practicing law in Houston, Texas since 1967. His practice focuses primarily on
commercial lending transactions.
The Board believes that Mr. Pennocks long association as a Trustee of the Funds and his
extensive legal experience benefit the Funds.
Dr. Larry Soll, Trustee
Dr. Larry Soll has been a member of the Board of Trustees of the Invesco Group of Funds and
its predecessor since 1997.
Formerly, Dr. Soll was chairman of the board (1987 to 1994), chief executive officer (1982 to
1989; 1993 to 1994), and president (1982 to 1989) of Synergen Corp., a biotechnology company, in
Boulder, CO. He was also a faculty member at the University of Colorado (1974-1980).
The Board believes that Dr. Solls experience as a chairman of a public company and in
academia benefits the Fund.
Hugo F. Sonnenschein, Trustee
Mr. Sonnenschein has been a member of the Board of Trustees since 2010.
Mr. Sonnenschein is the President Emeritus and Honorary Trustee of the University of Chicago
and the Adam Smith Distinguished Service Professor in the Department of Economics at the University
of Chicago. Until July 2000, Mr. Sonnenschein served as President of the University of Chicago.
Mr. Sonnenschein is a Trustee of the University of Rochester and a member of its investment
committee. He is also a member of the National Academy of Sciences and the American Philosophical
Society, and a Fellow of the American Academy of Arts and Sciences. From 1994 to 2010, Mr.
Sonnenschein served as Director or Trustee of investment companies in the Van Kampen Funds complex.
The Board believes that Mr. Sonnenscheins experiences in academia and in running a
university, and his experience as a director of investment companies benefits the Funds.
Raymond Stickel, Trustee
Raymond Stickel retired after a 35-year career with Deloitte & Touche. For the last five years
of his career, he was the managing partner of the Investment Management practice for the New York,
New Jersey and Connecticut region. In addition to his management role, he directed audit and tax
services to several mutual fund clients.
Mr. Stickel began his career with Touche Ross & Co. in Dayton, Ohio, became a partner in 1976
and managing partner of the office in 1985. He also started and developed an investment management
practice in the Dayton office that grew to become a significant source of investment management
talent for
46
the Firm. In Ohio, he served as the audit partner on numerous mutual funds and on public
and privately held companies in other industries. Mr. Stickel has also served on the Firms
Accounting and Auditing Executive Committee.
The Board believes that Mr. Stickels experience as a partner in a large accounting firm
working with investment managers and investment companies, and his status as an Audit Committee
Financial Expert, benefits the Funds.
Philip Taylor, Trustee
Philip Taylor has been a member of the Board of the Invesco Funds since 2006. Mr. Taylor has
headed Invescos North American retail business as Senior Managing Director since April 2006. He
previously served as chief executive officer of Invesco Trimark Investments since January 2002.
Mr. Taylor joined Invesco in 1999 as senior vice president of operations and client services
and later became executive vice president and chief operating officer.
Mr. Taylor was president of Canadian retail broker Investors Group Securities from 1994 to
1997 and managing partner of Meridian Securities, an execution and clearing broker, from 1989 to
1994. He held various management positions with Royal Trust, now part of Royal Bank of Canada, from
1982 to 1989. He began his career in consumer brand management in the U.S. and Canada with
Richardson-Vicks, now part of Procter & Gamble.
The Board believes that Mr. Taylors long experience in the investment management business
benefits the Funds.
The Trustees have the authority to take all actions necessary in connection with the business
affairs of the Trust, including, among other things, approving the investment objectives, policies
and procedures for the Funds. The Trust enters into agreements with various entities to manage the
day-to-day operations of the Funds, including the Funds investment advisers, administrator,
transfer agent, distributor and custodians. The Trustees are responsible for selecting these
service providers approving the terms of their contracts with the Funds, and exercising general
oversight of these service providers on an ongoing basis.
Certain trustees and officers of the Trust are affiliated with Invesco and Invesco Ltd., the
parent corporation of Invesco. All of the Trusts executive officers hold similar offices with
some or all of the other Funds.
Wayne W. Whalen, Trustee
Mr. Whalen has been a member of the Board of Trustees since 2010.
Mr. Whalen is Of Counsel, and prior to 2010, Partner in the law firm of Skadden, Arps, Slate,
Meagher & Flom LLP.
Mr. Whalen is a Director of the Abraham Lincoln Presidential Library Foundation. From 1995 to
2010, Mr. Whalen served as Director or Trustee of investment companies in the Van Kampen Funds
complex.
The Board believes that Mr. Whalens experience as a law firm Partner and his experience as a
director of investment companies benefits the Funds.
Leadership Structure and the Board of Trustees
. The Board is currently composed of seventeen
Trustees, including fourteen Trustees who are not interested persons of the Fund, as that term is
defined in the 1940 Act (collectively, the Independent Trustees and each an Independent Trustee).
In addition to eight regularly scheduled meetings per year, the Board holds special meetings or
informal conference calls
47
to discuss specific matters that may require action prior to the next
regular meeting. As discussed below, the Board has established six committees to assist the Board
in performing its oversight responsibilities.
The Board has appointed an Independent Trustee to serve in the role of Chairman. The
Chairmans primary role is to participate in the preparation of the agenda for meetings of the
Board and the identification of information to be presented to the Board and matters to be acted
upon by the Board. The Chairman also presides at all meetings of the Board and acts as a liaison
with service providers, officers, attorneys, and other Trustees generally between meetings. The
Chairman may perform such other functions as may be requested by the Board from time to time. Except for any duties specified
herein or pursuant to the Trusts Declaration of Trust or By-laws, the designation of Chairman does
not impose on such Independent Trustee any duties, obligations or liability that is greater than
the duties, obligations or liability imposed on such person as a member of the Board, generally.
The Fund has substantially the same leadership structure as the Trust.
Risk Oversight
. The Board considers risk management issues as part of its general oversight
responsibilities throughout the year at regular meetings of the Investments, Audit, Compliance and
Valuation, Distribution and Proxy Oversight Committees (as defined and further described below).
These Committees in turn report to the full Board and recommend actions and approvals for the full
Board to take.
Invesco prepares regular reports that address certain investment, valuation and compliance
matters, and the Board as a whole or the Committees may also receive special written reports or
presentations on a variety of risk issues at the request of the Board, a Committee or the Senior
Officer. In addition, the Audit Committee of the Board meets regularly with Invesco Ltd.s
internal audit group to review reports on their examinations of functions and processes within the
Adviser that affect the Funds.
The Investments Committee and its sub-committees receive regular written reports describing
and analyzing the investment performance of the Funds. In addition, the portfolio managers of the
Funds meet regularly with the sub-committees of the Investment Committee to discuss portfolio
performance, including investment risk, such as the impact on the Funds of the investment in
particular securities or instruments, such as derivatives. To the extent that a Fund changes a
particular investment strategy that could have a material impact on the Funds risk profile, the
Board generally is consulted in advance with respect to such change.
The Adviser provides regular written reports to the Valuation, Distribution and Proxy
Oversight Committee that enable the Committee to monitor the number of fair valued securities in a
particular portfolio, the reasons for the fair valuation and the methodology used to arrive at the
fair value. Such reports also include information concerning illiquid securities within a Funds
portfolio. In addition, the Audit Committee reviews valuation procedures and pricing results with
the Funds independent auditors in connection with such Committees review of the results of the
audit of the Funds year end financial statement.
The Compliance Committee receives regular compliance reports prepared by the Advisers
compliance group and meets regularly with the Funds Chief Compliance Officer (CCO) to discuss
compliance issues, including compliance risks. As required under SEC rules, the Independent
Trustees meet at least quarterly in executive session with the CCO and the Funds CCO prepares and
presents an annual written compliance report to the Board. The Compliance Committee recommends and
the Board adopts compliance policies and procedures for the Fund and approves such procedures for
the Funds service providers. The compliance policies and procedures are specifically designed to
detect and prevent and correct violations of the federal securities laws
Committee Structure
. The standing committees of the Board are the Audit Committee, the
Compliance Committee, the Governance Committee, the Investments Committee, the Valuation,
Distribution and Proxy Oversight Committee and the Special Market Timing Litigation Committee (the
Committees).
48
The members of the Audit Committee are Messrs. David C. Arch, Frank S. Bayley,
James T. Bunch, Bruce L. Crockett, Rodney Dammeyer (Vice-Chair), Dr. Larry Soll and Raymond
Stickel, Jr. (Chair)
.
The Audit Committees primary purposes are to: (i) oversee
qualifications, independence and performance of the independent registered public accountants; (ii)
appoint independent registered public accountants for the Funds; (iii) pre-approve all permissible
audit and non-audit services that are provided to Funds by their independent registered public
accountants to the extent required by Section 10A(h) and (i) of the Exchange Act; (iv) pre-approve,
in accordance with Rule 2-01(c)(7)(ii) of Regulation S-X, certain non-audit services provided by
the Funds independent registered public accountants to the Funds Adviser and certain other
affiliated entities; (v) review the audit and tax plans prepared by the independent registered
public accountants; (vi) review the Funds audited financial statements; (vii) review the process
that management uses to evaluate and certify disclosure controls and procedures in Form N-CSR;
(viii) review the process for preparation and review of the Funds shareholder reports; (ix) review
certain tax procedures maintained by the Funds; (x) review modified or omitted officer
certifications and disclosures; (xi) review any internal audits of the Funds; (xii) establish
procedures regarding questionable accounting or auditing matters and other alleged violations;
(xiii) set hiring policies for employees and proposed employees of the Funds who are employees or
former employees of the independent registered public accountants; and (xiv) remain informed of (a)
the Funds accounting systems and controls, (b) regulatory changes and new accounting
pronouncements that affect the Funds net asset value calculations and financial statement
reporting requirements, and (c) communications with regulators regarding accounting and financial
reporting matters that pertain to the Funds. For Invesco Funds with fiscal years ended January
May, 2010, the Audit Committee did not meet. For Invesco Funds with fiscal years ended June
December, 2010, the Audit Committee met twice.
The members of the Compliance Committee are Messrs. Bayley, Bunch, Dammeyer, Lewis Pennock
(Vice-Chair), Dr, Soll (Chair) and Stickel. The Compliance Committee is responsible for: (i)
recommending to the Board and the independent trustees the appointment, compensation and removal of
the Funds Chief Compliance Officer; (ii) recommending to the independent trustees the appointment,
compensation and removal of the Funds Senior Officer appointed pursuant to the terms of the
Assurances of Discontinuance entered into by the New York Attorney General, Invesco and INVESCO
Funds Group, Inc. (IFG); (iii) reviewing any report prepared by a third party who is not an
interested person of Invesco, upon the conclusion by such third party of a compliance review of
Invesco; (iv) reviewing all reports on compliance matters from the Funds Chief Compliance Officer,
(v) reviewing all recommendations made by the Senior Officer regarding Invescos compliance
procedures, (vi) reviewing all reports from the Senior Officer of any violations of state and
federal securities laws, the Colorado Consumer Protection Act, or breaches of Invescos fiduciary
duties to Fund shareholders and of Invescos Code of Ethics; (vii) overseeing all of the compliance
policies and procedures of the Funds and their service providers adopted pursuant to Rule 38a-1 of
the 1940 Act; (viii) from time to time, reviewing certain matters related to redemption fee waivers
and recommending to the Board whether or not to approve such matters; (ix) receiving and reviewing
quarterly reports on the activities of Invescos Internal Compliance Controls Committee; (x)
reviewing all reports made by Invescos Chief Compliance Officer; (xi) reviewing and recommending
to the independent trustees whether to approve procedures to investigate matters brought to the
attention of Invescos ombudsman; (xii) risk management oversight with respect to the Funds and, in
connection therewith, receiving and overseeing risk management reports from Invesco Ltd. that are
applicable to the Funds or their service providers; and (xiii) overseeing potential conflicts of
interest that are reported to the Compliance Committee by Invesco, the Chief Compliance Officer,
the Senior Officer and/or the Compliance Consultant. For Invesco Funds with fiscal years ended
January May, 2010, the Compliance Committee did not meet. For Invesco Funds with fiscal years
ended June December, 2010, the Compliance Committee met twice.
The members of the Governance Committee are Messrs. Arch, Baker, Crockett, Albert
Dowden (Chair), Jack Fields (Vice-Chair), Carl Frischling, Dr. Prema Mathai-Davis and Hugo F.
Sonnenschein. The Governance Committee is responsible for: (i) nominating persons who will qualify
as independent trustees for (a) election as trustees in connection with meetings of shareholders of
the Funds that are called to vote on the election of trustees, (b) appointment by the Board as
trustees in connection with filling vacancies that arise in between meetings of shareholders; (ii)
reviewing the size of the Board, and recommending to the Board whether the size of the Board shall
be increased or decreased; (iii) nominating the Chair of the Board; (iv) monitoring the composition
of the Board and each committee of the Board, and monitoring the
49
qualifications of all trustees; (v) recommending persons to serve as members of each committee
of the Board (other than the Compliance Committee), as well as persons who shall serve as the chair
and vice chair of each such committee; (vi) reviewing and recommending the amount of compensation
payable to the independent trustees; (vii) overseeing the selection of independent legal counsel to
the independent trustees; (viii) reviewing and approving the compensation paid to independent legal
counsel to the independent trustees; (ix) reviewing and approving the compensation paid to counsel
and other advisers, if any, to the Committees of the Board; and (x) reviewing as they deem
appropriate administrative and/or logistical matters pertaining to the operations of the Board. For
Invesco Funds with fiscal years ended January March, 2010, the Governance Committee did not
meet. For Invesco Funds with fiscal years ended June December, 2010, the Governance Committee
met twice.
The Governance Committee will consider nominees recommended by a shareholder to serve as
trustees, provided: (i) that such person is a shareholder of record at the time he or she submits
such names and is entitled to vote at the meeting of shareholders at which trustees will be
elected; and (ii) that the Governance Committee or the Board, as applicable, shall make the final
determination of persons to be nominated. Notice procedures set forth in the Trusts bylaws
require that any shareholder of a Fund desiring to nominate a trustee for election at a shareholder
meeting must submit to the Trusts Secretary the nomination in writing not later than the close of
business on the later of the 90
th
day prior to such shareholder meeting or the tenth day
following the day on which public announcement is made of the shareholder meeting and not earlier
than the close of business on the 120
th
day prior to the shareholder meeting.
The members of the Investments Committee are Messrs. Arch, Baker (Vice Chair), Bayley (Chair),
Bunch (Vice Chair), Crockett, Dammeyer, Dowden, Fields, Martin L. Flanagan, Frischling, Pennock,
Sonnenschein, Stickel, Philip A. Taylor, Drs. Mathai-Davis (Vice Chair), Soll and Wayne Whalen.
The Investments Committees primary purposes are to: (i) assist the Board in its oversight of the
investment management services provided by Invesco and the Sub-Advisers; and (ii) review all
proposed and existing advisory and sub-advisory arrangements for the Funds, and to recommend what
action the full Boards and the independent trustees take regarding the approval of all such
proposed arrangements and the continuance of all such existing arrangements. For Invesco Funds
with fiscal years ended January May, 2010, the Investments Committee did not meet. For Invesco
Funds with fiscal years ended June December, 2010, the InvestmentsCommittee met twice.
The Investments Committee has established three Sub-Committees. The Sub-Committees are
responsible for: (i) reviewing the performance, fees and expenses of the Funds that have been
assigned to a particular Sub-Committee (for each Sub-Committee, the Designated Funds), unless the
Investments Committee takes such action directly; (ii) reviewing with the applicable portfolio
managers from time to time the investment objective(s), policies, strategies and limitations of the
Designated Funds; (iii) evaluating the investment advisory, sub-advisory and distribution
arrangements in effect or proposed for the Designated Funds, unless the Investments Committee takes
such action directly; (iv) being familiar with the registration statements and periodic shareholder
reports applicable to their Designated Funds; and (v) such other investment-related matters as the
Investments Committee may delegate to the Sub-Committee from time to time.
The members of the Valuation, Distribution and Proxy Oversight Committee are Messrs. Baker,
Dowden, Fields, Frischling (Chair), Dr. Mathai-Davis, Pennock, Sonnenschein (Vice-Chair) and
Whalen. The primary purposes of the Valuation, Distribution and Proxy Oversight Committee are: (a)
to address issues requiring action or oversight by the Board of the Invesco Funds (i) in the
valuation of the Invesco Funds portfolio securities consistent with the Pricing Procedures, (ii)
in oversight of the creation and maintenance by the principal underwriters of the Invesco Funds of
an effective distribution and marketing system to build and maintain an adequate asset base and to
create and maintain economies of scale for the Invesco Funds, (iii) in the review of existing
distribution arrangements for the Invesco Funds under Rule 12b-1 and Section 15 of the 1940 Act,
and (iv) in the oversight of proxy voting on portfolio securities of the Invesco Funds; and (b) to
make regular reports to the full Boards of the Invesco Funds.
The Valuation, Distribution and Proxy Oversight Committee is responsible for: (a) with regard
to valuation, (i) developing an understanding of the valuation process and the Pricing Procedures,
(ii) reviewing the Pricing Procedures and making recommendations to the full Board with respect
thereto, (iii)
50
reviewing the reports described in the Pricing Procedures and other information from Invesco
regarding fair value determinations made pursuant to the Pricing Procedures by Invescos internal
valuation committee and making reports and recommendations to the full Board with respect thereto,
(iv) receiving the reports of Invescos internal valuation committee requesting approval of any
changes to pricing vendors or pricing methodologies as required by the Pricing Procedures and the
annual report of Invesco evaluating the pricing vendors, approving changes to pricing vendors and
pricing methodologies as provided in the Pricing Procedures, and recommending annually the pricing
vendors for approval by the full Board; (v) upon request of Invesco, assisting Invescos internal
valuation committee or the full Board in resolving particular fair valuation issues; (vi) reviewing
the reports described in the Procedures for Determining the Liquidity of Securities (the Liquidity
Procedures) and other information from Invesco regarding liquidity determinations made pursuant to
the Liquidity Procedures by Invesco and making reports and recommendations to the full Board with
respect thereto, and (vii) overseeing actual or potential conflicts of interest by investment
personnel or others that could affect their input or recommendations regarding pricing or liquidity
issues; (b) with regard to distribution and marketing, (i) developing an understanding of mutual
fund distribution and marketing channels and legal, regulatory and market developments regarding
distribution, (ii) reviewing periodic distribution and marketing determinations and annual approval
of distribution arrangements and making reports and recommendations to the full Board with respect
thereto, and (iii) reviewing other information from the principal underwriters to the Invesco Funds
regarding distribution and marketing of the Invesco Funds and making recommendations to the full
Board with respect thereto; and (c) with regard to proxy voting, (i) overseeing the implementation
of the Proxy Voting Guidelines (the Guidelines) and the Proxy Policies and Procedures (the Proxy
Procedures) by Invesco and the Sub-Advisers, reviewing the Quarterly Proxy Voting Report and
making recommendations to the full Board with respect thereto, (ii) reviewing the Guidelines and
the Proxy Procedures and information provided by Invesco and the Sub-Advisers regarding industry
developments and best practices in connection with proxy voting and making recommendations to the
full Board with respect thereto, and (iii) in implementing its responsibilities in this area,
assisting Invesco in resolving particular proxy voting issues. The Valuation, Distribution and
Proxy Oversight Committee was formed effective January 1, 2008. It succeeded the Valuation
Committee which existed prior to 2008. For Invesco Funds with fiscal years ended January May,
2010, the Valuation, Distribution and Proxy Oversight Committee did not meet. For Invesco Funds
with fiscal years ended June December, 2010, the Valuation, Distribution and Proxy
OversightCommittee met twice.
The members of the Special Market Timing Litigation Committee are Messrs. Bayley, Bunch
(Chair), Crockett and Dowden (Vice Chair). The Special Market Timing Litigation Committee is
responsible: (i) for receiving reports from time to time from management, counsel for management,
counsel for the Invesco Funds and special counsel for the independent trustees, as applicable,
related to (a) the civil lawsuits, including purported class action and shareholder derivative
suits, that have been filed against Invesco Funds concerning alleged excessive short term trading
in shares of the Invesco Funds (market timing) and (b) the civil enforcement actions and
investigations related to market timing activity in the Invesco Funds that were settled with
certain regulators, including without limitation the SEC, the New York Attorney General and the
Colorado Attorney General, and for recommending to the independent trustees what actions, if any,
should be taken by the Invesco Funds in light of all such reports; (ii) for overseeing the
investigation(s) on behalf of the independent trustees by special counsel for the independent
trustees and the independent trustees financial expert of market timing activity in the Invesco
Funds, and for recommending to the independent trustees what actions, if any, should be taken by
the Invesco Funds in light of the results of such investigation(s); (iii) for (a) reviewing the
methodology developed by Invescos Independent Distribution Consultant (the Distribution
Consultant) for the monies ordered to be paid under the settlement order with the SEC, and making
recommendations to the independent trustees as to the acceptability of such methodology and (b)
recommending to the independent trustees whether to consent to any firm with which the Distribution
Consultant is affiliated entering into any employment, consultant, attorney-client, auditing or
other professional relationship with Invesco, or any of its present or former affiliates,
directors, officers, employees or agents acting in their capacity as such for the period of the
Distribution Consultants engagement and for a period of two years after the engagement; and (iv)
for taking reasonable steps to ensure that any Invesco Fund which the Special Market Timing
Litigation Committee determines was harmed by improper market timing activity receives what the
Special Market Timing Litigation Committee deems to be full restitution. For Invesco Funds with
fiscal years ended January May,
51
2010, the Special Market Timing Litigation Committee did not meet. For Invesco Funds with
fiscal years ended June December, 2010, the Special Market Timing LitigationCommittee did not
meet.
Trustee Ownership of Fund Shares
The dollar range of equity securities beneficially owned by each trustee (i) in the Funds and
(ii) on an aggregate basis, in all registered investment companies overseen by the trustee within
the Funds complex, is set forth in Appendix C.
Compensation
Each trustee who is not affiliated with Invesco is compensated for his or her services
according to a fee schedule that recognizes the fact that such trustee also serves as a trustee of
other Invesco Funds. Each such trustee receives a fee, allocated among the Invesco Funds for which
he or she serves as a trustee, that consists of an annual retainer component and a meeting fee
component. The Chair of the Board and Chairs and Vice Chairs of certain committees receive
additional compensation for their services. Information regarding compensation paid or accrued for
each trustee of the Trust who was not affiliated with Invesco during the year ended December 31,
2009, is found in Appendix D. Appendix D also provides information regarding compensation paid to
Russell Burk, the Funds Senior Vice President and Senior Officer, during the year ended December
31, 2009.
Retirement Plan for Trustees
The trustees have adopted a retirement plan which is secured by the Funds for the trustees of
the Trust who are not affiliated with Invesco. The trustees also have adopted a retirement policy
that permits each non-Invesco-affiliated trustee to serve until December 31 of the year in which
the trustee turns 75. A majority of the trustees may extend from time to time the retirement date
of a trustee.
Annual retirement benefits are available to each non-Invesco-affiliated trustee of the Trust
and/or the other Invesco Funds (each, a Covered Fund) who became a trustee prior to December 1,
2008, and has at least five years of credited service as a trustee (including service to a
predecessor fund) for a Covered Fund. Effective January 1, 2006, for retirements after December
31, 2005, the retirement benefits will equal 75% of the trustees annual retainer paid to or
accrued by any Covered Fund with respect to such trustee during the twelve-month period prior to
retirement, including the amount of any retainer deferred under a separate deferred compensation
agreement between the Covered Fund and the trustee. The amount of the annual retirement benefit
does not include additional compensation paid for Board meeting fees or compensation paid to the
Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts
are paid directly to the trustee or deferred. The annual retirement benefit is payable in
quarterly installments for a number of years equal to the lesser of (i) sixteen years or (ii) the
number of such trustees credited years of service. If a trustee dies prior to receiving the full
amount of retirement benefits, the remaining payments will be made to the deceased trustees
designated beneficiary for the same length of time that the trustee would have received the
payments based on his or her service or if the trustee has elected, in a discounted lump sum
payment. A trustee must have attained the age of 65 (60 in the event of death or disability) to
receive any retirement benefit. A trustee may make an irrevocable election to commence payment of
retirement benefits upon retirement from the Board before age 72; in such a case, the annual
retirement benefit is subject to a reduction for early payment.
Deferred Compensation Agreements
Messrs. Crockett, Edward K. Dunn (a former trustee), Fields and Frischling and Drs.
Mathai-Davis and Soll (for purposes of this paragraph only, the Deferring Trustees) have each
executed a Deferred Compensation Agreement (collectively, the Compensation Agreements). Pursuant
to the Compensation Agreements, the Deferring Trustees have the option to elect to defer receipt of
up to 100% of their compensation payable by the Trust, and such amounts are placed into a deferral
account and deemed to be invested in one or more Invesco Funds selected by the Deferring Trustees.
Distributions from the Deferring Trustees deferral accounts will be paid in cash, generally in
equal quarterly installments over a period of up to ten (10) years (depending on the Compensation
Agreement) beginning on the date selected under the Compensation Agreement. If a Deferring Trustee
dies prior to the distribution of amounts in his or her deferral account, the balance of the
deferral account will be distributed to his or her designated beneficiary. The Compensation
Agreements are not funded and, with respect to the payments of amounts
52
held in the deferral accounts, the Deferring Trustees have the status of unsecured creditors
of the Trust and of each other Invesco Fund from which they are deferring compensation.
Purchase of Class A Shares of the Funds at Net Asset Value
The trustees and other affiliated persons of the Trust may purchase Class A shares of the
Funds without paying an initial sales charge. Invesco Distributors permits such purchases because
there is a reduced sales effort involved in sales to such purchasers, thereby resulting in
relatively low expenses of distribution. For a complete description of the persons who will not
pay an initial sales charge on purchases of Class A shares of the Funds, see Purchase, Redemption
and Pricing of Shares Purchase and Redemption of Shares Purchases of Class A Shares, Class A2
Shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund and Invesco
Cash Reserve Shares of Invesco Money Market Fund Purchases of Class A Shares at Net Asset Value.
Code of Ethics
Invesco, the Trust, Invesco Distributors and the Sub-Advisers each have adopted a Code of
Ethics that applies to all Invesco Fund trustees and officers, and employees of Invesco, the
Sub-Advisers and their affiliates, and governs, among other things, the personal trading activities
of all such persons. Unless specifically noted, each Sub-Advisers Codes of Ethics do not
materially differ from Invesco Code of Ethics discussed below. The Code of Ethics is intended to
address conflicts of interest with the Trust that may arise from personal trading, including
personal trading in most of the Invesco Funds. Personal trading, including personal trading
involving securities that may be purchased or held by an Invesco Fund, is permitted under the Code
subject to certain restrictions; however, employees are required to pre-clear security transactions
with the Compliance Officer or a designee and to report transactions on a regular basis.
Proxy Voting Policies
Invesco is comprised of two business divisions, Invesco Aim and Invesco Institutional, each of
which have adopted their own specific Proxy Voting Policies.
The Board has delegated responsibility for decisions regarding proxy voting for securities
held by each Fund to the following Adviser/Sub-Adviser(s), including as appropriate, separately to
the named division of the Adviser:
|
|
|
Fund
|
|
Adviser/Sub-Adviser
|
Invesco Alternative Opportunities Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco Commodities Strategy Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco FX Alpha Plus Strategy Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco FX Alpha Strategy Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco Global Advantage Fund
|
|
Invesco Aim a division of Invesco
|
Invesco Global Dividend Growth Securities Fund
|
|
Invesco Aim a division of Invesco
|
Invesco Health Sciences Fund
|
|
Invesco Aim a division of Invesco
|
Invesco International Growth Equity Fund
|
|
Invesco Aim a division of Invesco
|
Invesco Pacific Growth Fund
|
|
Invesco Aim a division of Invesco
|
Invesco Van Kampen Emerging Markets Fund
|
|
Invesco Aim a division of Invesco
|
Invesco Van Kampen Global Bond Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco Van Kampen Global Equity Allocation Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco Van Kampen Global Franchise Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco Van Kampen Global Tactical Asset Allocation Fund
|
|
Invesco Institutional a division of Invesco
|
Invesco Van Kampen International Advantage Fund
|
|
Invesco Aim a division of Invesco
|
Invesco Van Kampen International Growth Fund
|
|
Invesco Aim a division of Invesco
|
The Proxy Voting Entity will vote such proxies in accordance with its proxy policies and
procedures, which have been reviewed and approved by the Board, and which are found in Appendix E.
53
Any material changes to the proxy policies and procedures will be submitted to the Board for
approval. The Board will be supplied with a summary quarterly report of each Funds proxy voting
record. Information regarding how the Funds will vote proxies related to their portfolio
securities through June 30, 2010, will be available in late August of 2010 without charge at our
Web site, www.invesco.com/us. This information is also available at the SEC Web site, www.sec.gov.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
Information about the ownership of each class of the Funds shares by beneficial or record
owners of such Fund and by trustees and officers as a group is found in Appendix F. A shareholder
who owns beneficially 25% or more of the outstanding shares of a Fund is presumed to control that
Fund.
INVESTMENT ADVISORY AND OTHER SERVICES
Investment Adviser
Invesco, serves as the Funds investment adviser. The Adviser manages the investment
operations of the Funds as well as other investment portfolios that encompass a broad range of
investment objectives, and has agreed to perform or arrange for the performance of the Funds
day-to-day management. The Adviser, as successor in interest to multiple investment advisers, has
been an investment adviser since 1976. Invesco also serves as an investment adviser for certain of
the Underlying Funds in which the Alternative Opportunities Fund invests. Invesco is an indirect,
wholly owned subsidiary of Invesco Ltd. Invesco Ltd. and its subsidiaries are an independent
global investment management group. Certain of the directors and officers of Invesco are also
executive officers of the Trust and their affiliations are shown under Management Information
herein.
As investment adviser, Invesco supervises all aspects of the Funds operations and provides
investment advisory services to the Funds. Invesco obtains and evaluates economic, statistical and
financial information to formulate and implement investment programs for the Funds. The Master
Investment Advisory Agreement (Advisory Agreement) provides that, in fulfilling its
responsibilities, Invesco may engage the services of other investment managers with respect to one
or more of the Funds. The investment advisory services of Invesco are not exclusive and Invesco is
free to render investment advisory services to others, including other investment companies.
Invesco is also responsible for furnishing to the Funds, at Invescos expense, the services of
persons believed to be competent to perform all supervisory and administrative services required by
the Funds, which in the judgment of the trustees, are necessary to conduct the respective
businesses of the Funds effectively, as well as the offices, equipment and other facilities
necessary for their operations. Such functions include the maintenance of each Funds accounts and
records, and the preparation of all requisite corporate documents such as tax returns and reports
to the SEC and shareholders.
The Advisory Agreement provides that each Fund will pay or cause to be paid all expenses of
such Fund not assumed by Invesco, including, without limitation: brokerage commissions, taxes,
legal, auditing or governmental fees, custodian, transfer and shareholder service agent costs,
expenses of issue, sale, redemption, and repurchase of shares, expenses of registering and
qualifying shares for sale, expenses relating to trustee and shareholder meetings, the cost of
preparing and distributing reports and notices to shareholders, the fees and other expenses
incurred by the Trust on behalf of each Fund in connection with membership in investment company
organizations, and the cost of printing copies of prospectuses and statements of additional
information distributed to the Funds shareholders.
Invesco, at its own expense, furnishes to the Trust office space and facilities. Invesco
furnishes to the Trust all personnel for managing the affairs of the Trust and each of its series
of shares.
Pursuant to its Advisory Agreement with the Trust, Invesco receives a monthly fee from each
Fund calculated at the annual rates indicated in the second column below, based on the average
daily net assets of each Fund during the year. Each Fund allocates advisory fees to a class based
on the relative net assets of each class.
54
|
|
|
|
|
|
|
Annual Rate/Net Assets
|
Fund Name
|
|
Per Advisory Agreement
|
Invesco Alternate Opportunities Fund
|
|
|
0.20
|
%
|
Invesco Commodities Strategy Fund
|
|
|
0.50
|
%
|
Invesco FX Alpha Plus Strategy Fund
|
|
|
1.10
|
%
|
Invesco FX Alpha Strategy Fund
|
|
|
0.55
|
%
|
Invesco Global Advantage Fund
|
|
First $1.5 billion 0.57%
|
|
|
Over $1.5 billion 0.545%
|
Invesco Global Dividend Growth Securities Fund
|
|
First $1 billion 0.67%
|
|
|
Next $500 million 0.645%
|
|
|
Next $1 billion 0.62%
|
|
|
Next $1 billion 0.595%
|
|
|
Next $1 billion 0.57%
|
|
|
Over $4.5 billion 0.545%
|
Invesco Health Sciences Fund
|
|
First $500 million 0.92%
|
|
|
Next $500 million 0.87%
|
|
|
Over $1 billion 0.845%
|
Invesco International Growth Equity Fund
|
|
First $1 billion 0.75%
|
|
|
Over $1 billion 0.70%
|
Invesco Pacific Growth Fund
|
|
First $1 billion 0.87%
|
|
|
Next $1 billion 0.82%
|
|
|
Over $2 billion 0.77%
|
Invesco Van Kampen Emerging Markets Fund
|
|
First $500 million 1.25%
|
|
|
Next $500 million 1.20%
|
|
|
Next $1.5 billion 1.15%
|
|
|
Over $2.5 billion 1.00%
|
Invesco Van Kampen Global Bond Fund
|
|
First $500 million 0.625%
|
|
|
Next $500 million 0.600%
|
|
|
Next $1 billion 0.575%
|
|
|
Next $1 billion 0.550%
|
|
|
Over $3 billion 0.500%
|
Invesco Van Kampen Global Equity Allocation Fund
|
|
First $750 million 1.00%
|
|
|
Next $550 million 0.95%
|
|
|
Over $1.25 billion 0.90%
|
Invesco Van Kampen Global Franchise Fund
|
|
First $500 million 0.80%
|
|
|
Next $500 million 0.75%
|
|
|
Over $1 billion 0.70%
|
Invesco Van Kampen Global Tactical Asset Allocation Fund
|
|
First $750 million 0.75%
|
|
|
Next $750 million 0.70%
|
|
|
Over $1.5 billion 0.65%
|
55
|
|
|
|
|
|
|
Annual Rate/Net Assets
|
Fund Name
|
|
Per Advisory Agreement
|
Invesco Van Kampen International Advantage Fund
|
|
First $500 million 0.90%
|
|
|
Next $500 million 0.85%
|
|
|
Over $1 billion 0.80%
|
Invesco Van Kampen International Growth Fund
|
|
First $1 billion 0.75%
|
|
|
Over $1 billion 0.70%
|
Invesco may from time to time waive or reduce its fee. Voluntary fee waivers or reductions
may be rescinded at any time without further notice to investors. During periods of voluntary fee
waivers or reductions, Invesco will retain its ability to be reimbursed for such fee prior to the
end of the respective fiscal year in which the voluntary fee waiver or reduction was made.
Contractual fee waivers or reductions set forth in the Fee Table in a prospectus may not be
terminated or amended to the Funds detriment during the period stated in the agreement between
Invesco and the Fund.
Invesco has contractually agreed through at least June 30, 2011, to waive advisory fees
payable by each Fund in an amount equal to 100% of the advisory fee Invesco receives from the
Affiliated Money Market Funds as a result of each Funds investment of uninvested cash in the
Affiliated Money Market Funds. See Description of the Funds and Their Investments and Risks
Investment Strategies and Risks Other Investments Other Investment Companies.
Invesco also has contractually agreed through at least June 30, 2012, to waive advisory fees
or reimburse expenses to the extent necessary to limit total annual fund operating expenses
(excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or
non-routine items; and (v) expenses that each Fund has incurred but did not actually pay because of
an expense offset arrangement). The expense limitations for the following Funds shares are:
|
|
|
|
|
Fund
|
|
Expense Limitation
|
Invesco Alternative Opportunities Fund
|
|
|
|
|
Class A Shares
|
|
|
1.56
|
%
|
Class C Shares
|
|
|
2.31
|
%
|
Class R Shares
|
|
|
1.81
|
%
|
Class Y Shares
|
|
|
1.31
|
%
|
Institutional Class Shares
|
|
|
1.31
|
%
|
Invesco Commodities Strategy Fund
|
|
|
|
|
Class A Shares
|
|
|
1.25
|
%
|
Class B Shares
|
|
|
2.00
|
%
|
Class C Shares
|
|
|
2.00
|
%
|
Class R Shares
|
|
|
1.50
|
%
|
Class Y Shares
|
|
|
1.00
|
%
|
Institutional Class Shares
|
|
|
1.00
|
%
|
Invesco FX Alpha Plus Strategy Fund
|
|
|
|
|
Class A Shares
|
|
|
1.84
|
%
|
Class C Shares
|
|
|
2.59
|
%
|
Class R Shares
|
|
|
2.09
|
%
|
Class Y Shares
|
|
|
1.59
|
%
|
Institutional Class Shares
|
|
|
1.59
|
%
|
Invesco FX Alpha Strategy Fund
|
|
|
|
|
Class A Shares
|
|
|
1.29
|
%
|
Class C Shares
|
|
|
1.79
|
%
|
Class R Shares
|
|
|
1.54
|
%
|
Class Y Shares
|
|
|
1.04
|
%
|
Institutional Class Shares
|
|
|
1.04
|
%
|
56
|
|
|
|
|
Fund
|
|
Expense Limitation
|
Invesco Global Advantage Fund
|
|
|
|
|
Class A Shares
|
|
|
1.41
|
%
|
Class B Shares
|
|
|
2.16
|
%
|
Class C Shares
|
|
|
2.16
|
%
|
Class Y Shares
|
|
|
1.16
|
%
|
Invesco Global Dividend Growth Securities Fund
|
|
|
|
|
Class A Shares
|
|
|
1.25
|
%
|
Class B Shares
|
|
|
2.00
|
%
|
Class C Shares
|
|
|
2.00
|
%
|
Class Y Shares
|
|
|
1.00
|
%
|
Invesco Health Sciences Fund
|
|
|
|
|
Class A Shares
|
|
|
1.65
|
%
|
Class B Shares
|
|
|
2.40
|
%
|
Class C Shares
|
|
|
2.40
|
%
|
Class Y Shares
|
|
|
1.40
|
%
|
Invesco International Growth Equity Fund
|
|
|
|
|
Class A Shares
|
|
|
1.25
|
%
|
Class B Shares
|
|
|
2.00
|
%
|
Class C Shares
|
|
|
2.00
|
%
|
Class Y Shares
|
|
|
1.00
|
%
|
Invesco Pacific Growth Fund
|
|
|
|
|
Class A Shares
|
|
|
1.88
|
%
|
Class B Shares
|
|
|
2.63
|
%
|
Class C Shares
|
|
|
2.63
|
%
|
Class R Shares
|
|
|
2.13
|
%
|
Class Y Shares
|
|
|
1.63
|
%
|
Invesco Van Kampen Emerging
|
|
|
|
|
Class A Shares
|
|
|
2.10
|
%
|
Class B Shares
|
|
|
2.85
|
%
|
Class C Shares
|
|
|
2.85
|
%
|
Class Y Shares
|
|
|
1.85
|
%
|
Institutional Class Shares
|
|
|
1.85
|
%
|
Invesco Van Kampen Global Bond Fund
|
|
|
|
|
Class A Shares
|
|
|
1.00
|
%
|
Class B Shares
|
|
|
1.75
|
%
|
Class C Shares
|
|
|
1.75
|
%
|
Class R Shares
|
|
|
1.25
|
%
|
Class Y Shares
|
|
|
0.75
|
%
|
Invesco Van Kampen Global Equity Allocation Fund
|
|
|
|
|
Class A Shares
|
|
|
1.70
|
%
|
Class B Shares
|
|
|
2.45
|
%
|
Class C Shares
|
|
|
2.45
|
%
|
Class Y Shares
|
|
|
1.45
|
%
|
57
|
|
|
|
|
Fund
|
|
Expense Limitation
|
Invesco Van Kampen Global Franchise Fund
|
|
|
|
|
Class A Shares
|
|
|
1.28
|
%
|
Class B Shares
|
|
|
2.03
|
%
|
Class C Shares
|
|
|
2.03
|
%
|
Class Y Shares
|
|
|
1.03
|
%
|
Invesco Van Kampen Global Tactical Asset Allocation Fund
|
|
|
|
|
Class A Shares
|
|
|
1.20
|
%
|
Class B Shares
|
|
|
1.95
|
%
|
Class C Shares
|
|
|
1.95
|
%
|
Class R Shares
|
|
|
1.45
|
%
|
Class Y Shares
|
|
|
0.95
|
%
|
Institutional Class Shares
|
|
|
0.95
|
%
|
Invesco Van Kampen International Advantage Fund
|
|
|
|
|
Class A Shares
|
|
|
1.65
|
%
|
Class B Shares
|
|
|
2.40
|
%
|
Class C Shares
|
|
|
2.40
|
%
|
Class Y Shares
|
|
|
1.40
|
%
|
Invesco Van Kampen International Growth Fund
|
|
|
|
|
Class A Shares
|
|
|
1.40
|
%
|
Class B Shares
|
|
|
2.15
|
%
|
Class C Shares
|
|
|
2.15
|
%
|
Class R Shares
|
|
|
1.65
|
%
|
Class Y Shares
|
|
|
1.15
|
%
|
Institutional Class Shares
|
|
|
1.15
|
%
|
The total annual fund operating expenses used in determining whether a fund meets or exceeds
the expense limitations described above do not include Acquired Fund Fees and Expenses, which are
required to be disclosed and included in the total annual fund operating expenses in a funds
prospectus fee table. Acquired Fund Fees and Expenses are not operating expenses of the Fund
directly, but are fees and expenses, including management fees of the investment companies in which
the Fund invest. As a result, the Total Annual Fund Operating Expenses After Fee Waiver and/or
Expense Reimbursement may exceed a Funds expense limit.
Such contractual fee waivers or reductions are set forth in the Fee Table to each Funds
Prospectus. Unless the Board of Trustees and Invesco mutually agree to amend or continue the fee
waiver agreement, it will terminate on June 30, 2012.
The management fees for the last three fiscal years are found in Appendix G.
Investment Sub-Advisers
Invesco has entered into a Sub-Advisory Agreement with certain affiliates to serve as
sub-advisers to each Fund pursuant to which these affiliated sub-advisers may be appointed by
Invesco from time to time to provide discretionary investment management services, investment
advice, and/or order execution services to the Funds. These affiliated sub-advisers, each of which
is a registered investment adviser under the Investment Advisers Act of 1940 are:
58
Invesco Asset Management Deutschland GmbH (Invesco Deutschland)
Invesco Asset Management Limited (Invesco Asset Management)
Invesco Asset Management (Japan) Limited (Invesco Japan)
Invesco Australia Limited (Invesco Australia)
Invesco Hong Kong Limited (Invesco Hong Kong)
Invesco Senior Secured Management, Inc. (Invesco Senior Secured)
Invesco Trimark Ltd. (Invesco Trimark); (each a Sub-Adviser and collectively, the Sub-Advisers).
Invesco and each Sub-Adviser are indirect wholly-owned subsidiaries of Invesco Ltd.
The only fees payable to the Sub-Advisers under the Sub-Advisory Agreement are for providing
discretionary investment management services. For such services, Invesco will pay each Sub-Adviser
a fee, computed daily and paid monthly, equal to (i) 40% of the monthly compensation that Invesco
receives from the Trust, multiplied by (ii) the fraction equal to the net assets of such Fund as to
which such Sub-Adviser shall have provided discretionary investment management services for that
month divided by the net assets of such Fund for that month. Pursuant to the Sub-Advisory
Agreement, this fee is reduced to reflect contractual or voluntary fee waivers or expense
limitations by Invesco, if any, in effect from time to time. In no event shall the aggregate
monthly fees paid to the Sub-Advisers under the Sub-Advisory Agreement exceed 40% of the monthly
compensation that Invesco receives from the Trust pursuant to its advisory agreement with the
Trust, as reduced to reflect contractual or voluntary fees waivers or expense limitations by
Invesco, if any.
With respect to the Invesco Commodities Strategy Fund, Invesco FX Alpha Plus Strategy Fund,
Invesco FX Alpha Strategy Fund, Invesco Global Dividend Growth Securities Fund and the Invesco
Pacific Growth Fund, Invesco has entered into a Temporary Investment Services Agreement with the
following unaffiliated advisers (the unaffiliated Sub-Advisers) pursuant to which the unaffiliated
Sub-Adviser may be appointed by Invesco to provide discretionary investment management services,
investment advice, and/or order execution services to the Invesco Commodities Strategy Fund,
Invesco FX Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund, Invesco Global Dividend
Growth Securities Fund and Invesco Pacific Growth Fund.
|
|
|
|
|
Fund
|
|
Name
|
|
Address
|
Invesco Commodities Strategy Fund
|
|
Morgan Stanley Investment Management Limited
|
|
25 Cabot Square, Canary
Wharf, London, E14 4QA,
England
|
Invesco FX Alpha Plus Strategy Fund
|
|
Morgan Stanley Investment Management Limited
|
|
25 Cabot Square, Canary
Wharf, London, E14 4QA,
England
|
Invesco FX Alpha Strategy Fund
|
|
Morgan Stanley Investment Management Limited
|
|
25 Cabot Square, Canary
Wharf, London, E14 4QA,
England
|
Invesco Global Dividend Growth Securities Fund
|
|
Morgan Stanley Investment Management Limited
|
|
25 Cabot Square, Canary
Wharf, London, E14 4QA,
England
|
Invesco Pacific Growth Fund
|
|
Morgan Stanley Asset & Investment Trust Management Co., Limited
|
|
Yebisu Garden
Place Tower, 4-20-3,
Ebisu, Shibuya-ku, Tokyo,
Japan 150-6009
|
|
|
Morgan Stanley Investment Management Company
|
|
23 Church Street, 16-01
Capital Square, Singapore
049481
|
Any sub-advisory services provided by an unaffiliated Sub-Adviser will be temporary and
subject to a Temporary Investment Services Agreement. Services provided under a Temporary
Investment Services Agreement will be provided at cost, i.e., actual out-of-pocket costs, costs
attributable to compensation benefits and reimbursable employee out-of-pocket expenses, and
reasonable costs attributable to occupancy and certain technology costs.
59
Portfolio Managers
Appendix H contains the following information regarding the portfolio managers identified in
each Funds prospectus:
|
|
|
The dollar range of the managers investments in each Fund.
|
|
|
|
|
A description of the managers compensation structure.
|
|
|
|
|
Information regarding other accounts managed by the manager and potential conflicts of
interest that might arise from the management of multiple accounts.
|
Securities Lending Arrangements
If a Fund (other than the Invesco Alternative Opportunities Fund) engages in securities
lending, Invesco will provide the Fund investment advisory services and related administrative
services. The Advisory Agreement describes the administrative services to be rendered by Invesco
if a Fund engages in securities lending activities, as well as the compensation Invesco may receive
for such administrative services. Services to be provided include: (a) overseeing participation
in the securities lending program to ensure compliance with all applicable regulatory and
investment guidelines; (b) assisting the securities lending agent or principal (the agent) in
determining which specific securities are available for loan; (c) monitoring the agent to ensure
that securities loans are effected in accordance with Invescos instructions and with procedures
adopted by the Board; (d) preparing appropriate periodic reports for, and seeking appropriate
approvals from, the Board with respect to securities lending activities; (e) responding to agent
inquiries; and (f) performing such other duties as may be necessary.
Invescos compensation for advisory services rendered in connection with securities lending is
included in the advisory fee schedule. As compensation for the related administrative services
Invesco will provide, a lending Fund will pay Invesco a fee equal to 25% of the net monthly
interest or fee income retained or paid to the Fund from such activities. Invesco currently waives
such fee, and has agreed to seek Board approval prior to its receipt of all or a portion of such
fee.
Service Agreements
Administrative Services Agreement.
Invesco and the Trust have entered into a Master
Administrative Services Agreement (Administrative Services Agreement) pursuant to which Invesco
may perform or arrange for the provision of certain accounting and other administrative services to
each Fund which are not required to be performed by Invesco under the Advisory Agreement. The
Administrative Services Agreement provides that it will remain in effect and continue from year to
year only if such continuance is specifically approved at least annually by the Board, including
the independent trustees, by votes cast in person at a meeting called for such purpose. Under the
Administrative Services Agreement, Invesco is entitled to receive from the Funds reimbursement of
its costs or such reasonable compensation as may be approved by the Board. Currently, Invesco is
reimbursed for the services of the Trusts principal financial officer and her staff and any
expenses related to fund accounting services.
Administrative services fees paid for the last three fiscal years are found in Appendix I.
Other Service Providers
Transfer Agent
.
Invesco Investment Services, Inc., (Invesco Investment Services), 11
Greenway Plaza, Suite 2500, Houston, Texas 77046, a wholly owned subsidiary of Invesco, is the
Trusts transfer agent.
The Transfer Agency and Service Agreement (the TA Agreement) between the Trust and Invesco
Investment Services provides that Invesco Investment Services will perform certain services related
to the servicing of shareholders of the Funds. Other such services may be delegated or
sub-contracted to third party intermediaries. For servicing accounts holding Class A, A2, A5, B,
B5, C, C5, P, R, R5, S, Y, Invesco Cash Reserve and Investor Class shares, the TA Agreement
provides that the Trust, on behalf of the Funds, will pay Invesco
60
Investment Services an annual fee
per open shareholder account plus certain out of pocket expenses. This fee is paid monthly at the
rate of 1/12 of the annual rate and is based upon the number of open shareholder accounts during
each month. For servicing accounts holding Institutional Class shares, the TA Agreement provides
that the Trust, on behalf of the Funds, will
pay Invesco Investment Services a fee per trade executed, to be billed monthly, plus certain
out-of-pocket expenses. In addition, all fees payable by Invesco Investment Services or its
affiliates to third party intermediaries who service accounts pursuant to sub-transfer agency,
omnibus account services and sub-accounting agreements are charged back to the Funds, subject to
certain limitations approved by the Board of the Trust. These payments are made in consideration
of services that would otherwise be provided by Invesco Investment Services if the accounts
serviced by such intermediaries were serviced by Invesco Investment Services directly. For more
information regarding such payments to intermediaries, see the discussion under Sub-Accounting and
Network Support Payments below.
Sub-Transfer Agent.
Invesco Trimark, 5140 Yonge Street, Suite 900, Toronto, Ontario M2N6X7, a
wholly owned, indirect subsidiary of Invesco, provides services to the Trust as a sub-transfer
agent, pursuant to an agreement between Invesco Trimark and Invesco Investment Services. The Trust
does not pay a fee to Invesco Trimark for these services. Rather Invesco Trimark is compensated by
Invesco Investment Services, as a sub-contractor.
Custodian
.
State Street Bank and Trust Company (the Custodian), 225 Franklin Street,
Boston, Massachusetts 02110, is custodian of all securities and cash of the Funds. The Bank of
New York Mellon, 2 Hanson Place, Brooklyn, New York 11217-1431, also serves as sub-custodian to
facilitate cash management.
The custodians are authorized to establish separate accounts in foreign countries and to cause
foreign securities owned by the Funds to be held outside the United States in branches of U.S.
banks and, to the extent permitted by applicable regulations, in certain foreign banks and
securities depositories. Invesco is responsible for selecting eligible foreign securities
depositories and for assessing the risks associated with investing in foreign countries, including
the risk of using eligible foreign securities depositories in a country. The Custodian is
responsible for monitoring eligible foreign securities depositories.
Under its contract with the Trust, the Custodian maintains the portfolio securities of the
Funds, administers the purchases and sales of portfolio securities, collects interest and dividends
and other distributions made on the securities held in the portfolios of the Funds and performs
other ministerial duties. These services do not include any supervisory function over management or
provide any protection against any possible depreciation of assets.
Independent Registered Public Accounting Firm
.
The Funds independent registered public
accounting firm is responsible for auditing the financial statements of the Funds. The Audit
Committee of the Board has appointed, and the Board has ratified and approved,
PricewaterhouseCoopers LLP, 1201 Louisiana, Suite 2900, Houston, Texas 77002, as the independent
registered public accounting firm to audit the financial statements of the Funds. Financial
statements for the predecessor funds for periods ending prior to June 1, 2010 were audited by the
predecessor funds auditor, which was different than the Funds auditor (except for Invesco Global
Advantage Fund, which was audited by PricewaterhouseCoopers for the fiscal year ended May 31,
2010).
Counsel to the Trust
.
Legal matters for the Trust have been passed upon by Stradley Ronon
Stevens & Young, LLP, 2600 One Commerce Square, Philadelphia, Pennsylvania 19103.
BROKERAGE ALLOCATION AND OTHER PRACTICES
The Sub-Advisers have adopted compliance procedures that cover, among other items, brokerage
allocation and other trading practices. If all or a portion of a Funds assets are managed by one
or more Sub-Advisers, the decision to buy and sell securities and broker selection will be made by
the Sub-Adviser for the assets it manages. Unless specifically noted, the Sub-Advisers brokerage
allocation procedures do not materially differ from Invescos procedures.
Brokerage Transactions
Placing trades generally involves acting on portfolio manager instructions to buy or sell a
specified amount of portfolio securities, including selecting one or more third-party
broker-dealers to execute the trades, and negotiating commissions and spreads. Various Invesco Ltd.
subsidiaries have created a global
61
equity trading desk. The global equity trading desk has assigned local traders in
three regions to place equity securities trades in their regions. The Atlanta trading desk of
Invesco (the Americas Desk) generally places trades of equity securities in Canada, the United
States, Mexico and Brazil; the Hong Kong desk of Invesco Hong Kong (the Hong Kong Desk) generally
places trades of equity securities in Australia, China, Hong Kong, Indonesia, Japan, Korea,
Malaysia, New Zealand, the Philippines, Singapore, Taiwan, Thailand, and other far Eastern
countries; and the London trading desk of Invesco Global Investment Funds Limited (the London
Desk) generally places trades of equity securities in European Economic Area markets, Egypt,
Israel, Russia, South Africa, Switzerland, Turkey, and other European countries. Invesco, Invesco
Deutschland and Invesco Hong Kong use the global equity trading desk to place equity trades. Other
Sub-Advisers may use the global equity trading desk in the future. The trading procedures for the
Americas Desk, the Hong Kong Desk and the London Desk are similar in all material respects.
References in the language below to actions by Invesco or a Sub-Adviser (other than Invesco
Trimark or Invesco Japan) making determinations or taking actions related to equity trading include
these entities delegation of these determinations/actions to the Americas Desk, the Hong Kong
Desk, and the London Desk. Even when trading is delegated by Invesco or the Sub-Advisers to the
various arms of the global equity trading desk, Invesco or the Sub-Advisers that delegate trading
is responsible for oversight of this trading activity.
Invesco or the Sub-Advisers make decisions to buy and sell securities for each Fund, selects
broker-dealers (each, a Broker), effects the Funds investment portfolio transactions, allocates
brokerage fees in such transactions and, where applicable, negotiates commissions and spreads on
transactions. Invescos and the Sub-Advisers primary consideration in effecting a security
transaction is to obtain best execution, which is defined as prompt and efficient execution of the
transaction at the best obtainable price with payment of commissions, mark-ups or mark-downs which
are reasonable in relation to the value of the brokerage services provided by the Broker. While
Invesco or the Sub-Advisers seek reasonably competitive commission rates, the Funds may not pay the
lowest commission or spread available. See Broker Selection below.
Some of the securities in which the Funds invest are traded in over-the-counter markets.
Portfolio transactions in such markets may be effected on a principal basis at net prices without
commissions, but which include compensation to the Broker in the form of a mark-up or mark-down, or
on an agency basis, which involves the payment of negotiated brokerage commissions to the Broker,
including electronic communication networks. Purchases of underwritten issues, which include
initial public offerings and secondary offerings, include a commission or concession paid by the
issuer (not the Funds) to the underwriter. Purchases of money market instruments may be made
directly from issuers without the payment of commissions.
Historically, Invesco and the Sub-Advisers did not negotiate commission rates on stock markets
outside the United States. In recent years many overseas stock markets have adopted a system of
negotiated rates; however, a number of markets maintain an established schedule of minimum
commission rates.
In some cases, Invesco may decide to place trades on a blind principal bid basis, which
involves combining all trades for one or more portfolios into a single basket, and generating a
description of the characteristics of the basket for provision to potential executing brokers.
Based on the trade characteristics information provided by Invesco, these brokers submit bids for
executing all of the required trades at the market close price for a specific commission. Invesco
generally selects the broker with the lowest bid to execute these trades.
Brokerage commissions paid during the last three fiscal years are found in Appendix I.
Commissions
The Funds may engage in certain principal and agency transactions with banks and their
affiliates that own 5% or more of the outstanding voting securities of an Invesco Fund, provided
the conditions of an exemptive order received by the Invesco Funds from the SEC are met. In
addition, a Fund may purchase or sell a security from or to certain other Invesco Funds or other
accounts (and may invest in the Affiliated Money Market Funds) provided the Funds follow procedures
adopted by the Boards of the
various Funds,
62
including the Trust. These inter-fund transactions do not generate brokerage
commissions but may result in custodial fees or taxes or other related expenses.
Broker Selection
Invescos or the Sub-Advisers primary consideration in selecting Brokers to execute portfolio
transactions for an Invesco Fund is to obtain best execution. In selecting a Broker to execute a
portfolio transaction in equity securities for an Invesco Fund, Invesco or the Sub-Advisers
consider the full range and quality of a Brokers services, including the value of research and/or
brokerage services provided, execution capability, commission rate, and willingness to commit
capital, anonymity and responsiveness. Invescos and the Sub-Advisers primary consideration when
selecting a Broker to execute a portfolio transaction in fixed income securities for a Fund is the
Brokers ability to deliver or sell the relevant fixed income securities; however, Invesco and the
Sub-Advisers will also consider the various factors listed above. In each case, the determinative
factor is not the lowest commission or spread available but whether the transaction represents the
best qualitative execution for the Fund. Invesco and the Sub-Advisers will not select Brokers
based upon their promotion or sale of Fund shares.
In choosing Brokers to execute portfolio transactions for the Funds, Invesco or the
Sub-Advisers may select Brokers that provide brokerage and/or research services (Soft Dollar
Products) to the Funds and/or the other accounts over which Invesco and its affiliates have
investment discretion. Section 28(e) of the Securities Exchange Act of 1934, as amended, provides
that Invesco or the Sub-Advisers, under certain circumstances, lawfully may cause an account to pay
a higher commission than the lowest available. Under Section 28(e)(1), Invesco or the Sub-Advisers
must make a good faith determination that the commissions paid are reasonable in relation to the
value of the brokerage and research services provided ... viewed in terms of either that particular
transaction or [Invescos or the Sub-Advisers] overall responsibilities with respect to the
accounts as to which [it] exercises investment discretion. The services provided by the Broker
also must lawfully and appropriately assist Invesco or the Sub-Advisers in the performance of its
investment decision-making responsibilities. Accordingly, a Fund may pay a Broker commissions
higher than those available from another Broker in recognition of the Brokers provision of Soft
Dollar Products to Invesco or the Sub-Advisers.
Invesco and the Sub-Advisers face a potential conflict of interest when they use client trades
to obtain Soft Dollar Products. This conflict exists because Invesco and the Sub-Advisers are able
to use the Soft Dollar Products to manage client accounts without paying cash for the Soft Dollar
Products, which reduces Invescos or the Sub-Advisers expenses to the extent that Invesco or the
Sub-Advisers would have purchased such products had they not been provided by Brokers. Section
28(e) permits Invesco or the Sub-Advisers to use Soft Dollar Products for the benefit of any
account it manages. Certain Invesco-managed accounts (or accounts managed by the Sub-Advisers) may
generate soft dollars used to purchase Soft Dollar Products that ultimately benefit other Invesco
Advisers, Inc.-managed accounts (or Sub-Adviser-managed accounts), effectively cross subsidizing
the other Invesco-managed accounts (or the other Sub-Adviser-managed accounts) that benefit
directly from the product. Invesco or the Sub-Advisers may not use all of the Soft Dollar Products
provided by Brokers through which a Fund effects securities transactions in connection with
managing the Fund whose trades generated the soft dollars used to purchase such products.
Invesco presently engages in the following instances of cross-subsidization:
Smaller Funds that do not generate significant soft dollar commissions may be cross-subsidized
by the larger equity Invesco Funds in that the smaller equity Funds receive the benefit of Soft
Dollar Products for which they do not pay. Certain other accounts managed by Invesco or certain of
its affiliates may benefit from Soft Dollar Products services for which they do not pay.
Invesco and the Sub-Advisers attempt to reduce or eliminate the potential conflicts of
interest concerning the use of Soft Dollar Products by directing client trades for Soft Dollar
Products only if Invesco or the Sub-Advisers conclude that the Broker supplying the product is
capable of providing best execution.
Certain Soft Dollar Products may be available directly from a vendor on a hard dollar basis;
other Soft Dollar Products are available only through Brokers in exchange for soft dollars.
Invesco and the Sub-Adviser use soft dollars to purchase two types of Soft Dollar Products:
63
|
|
|
proprietary research created by the Broker executing the trade, and
|
|
|
|
|
other products created by third parties that are supplied to Invesco or the
Sub-Adviser through the Broker executing the trade.
|
Proprietary research consists primarily of traditional research reports, recommendations and
similar materials produced by the in-house research staffs of broker-dealer firms. This research
includes evaluations and recommendations of specific companies or industry groups, as well as
analyses of general economic and market conditions and trends, market data, contacts and other
related information and assistance. Invesco periodically rates the quality of proprietary research
produced by various Brokers. Based on the evaluation of the quality of information that Invesco
receives from each Broker, Invesco develops an estimate of each Brokers share of Invesco clients
commission dollars and attempts to direct trades to these firms to meet these estimates.
Invesco and the Sub-Advisers also use soft dollars to acquire products from third parties that
are supplied to Invesco or the Sub-Advisers through Brokers executing the trades or other Brokers
who step in to a transaction and receive a portion of the brokerage commission for the trade.
Invesco or the Sub-Advisers may from time to time instruct the executing Broker to allocate or
step out a portion of a transaction to another Broker. The Broker to which Invesco or the
Sub-Advisers have stepped out would then settle and complete the designated portion of the
transaction, and the executing Broker would settle and complete the remaining portion of the
transaction that has not been stepped out. Each Broker may receive a commission or brokerage fee
with respect to that portion of the transaction that it settles and completes.
Soft Dollar Products received from Brokers supplement Invescos and or the Sub-Advisers own
research (and the research of certain of its affiliates), and may include the following types of
products and services:
|
|
|
Database Services comprehensive databases containing current and/or historical
information on companies and industries and indices. Examples include historical
securities prices, earnings estimates and financial data. These services may include
software tools that allow the user to search the database or to prepare value-added
analyses related to the investment process (such as forecasts and models used in the
portfolio management process).
|
|
|
|
|
Quotation/Trading/News Systems products that provide real time market data
information, such as pricing of individual securities and information on current
trading, as well as a variety of news services.
|
|
|
|
|
Economic Data/Forecasting Tools various macro economic forecasting tools, such as
economic data or currency and political forecasts for various countries or regions.
|
|
|
|
|
Quantitative/Technical Analysis software tools that assist in quantitative and
technical analysis of investment data.
|
|
|
|
|
Fundamental/Industry Analysis industry specific fundamental investment research.
|
|
|
|
|
Other Specialized Tools other specialized products, such as consulting analyses,
access to industry experts, and distinct investment expertise such as forensic
accounting or custom built investment-analysis software.
|
If Invesco or the Sub-Advisers determine that any service or product has a mixed use (i.e., it
also serves functions that do not assist the investment decision-making or trading process),
Invesco or the Sub-Advisers will allocate the costs of such service or product accordingly in its
reasonable discretion. Invesco or the Sub-Advisers will allocate brokerage commissions to Brokers
only for the portion of the service or product that Invesco or the Sub-Advisers determine assists
it in the investment decision-making or trading process and will pay for the remaining value of the
product or service in cash.
Outside research assistance is useful to Invesco or the Sub-Advisers because the Brokers used
by Invesco or the Sub-Advisers tend to provide more in-depth analysis of a broader universe of
securities and other matters than Invescos or the Sub-Advisers staff follow. In addition, such
services provide Invesco or the Sub-Advisers with a diverse perspective on financial markets. Some
Brokers may indicate that the provision of research services is dependent upon the generation of
certain specified levels of
commissions and underwriting concessions by Invescos or the Sub-Advisers clients, including
the Funds. However, the
64
Funds are not under any obligation to deal with any Broker in the
execution of transactions in portfolio securities. In some cases, Soft Dollar Products are
available only from the Broker providing them. In other cases, Soft Dollar Products may be
obtainable from alternative sources in return for cash payments. Invesco and the Sub-Advisers
believe that because Broker research supplements rather than replaces Invescos or the
Sub-Advisers research, the receipt of such research tends to improve the quality of Invescos or
the Sub-Advisers investment advice. The advisory fee paid by the Funds is not reduced because
Invesco or the Sub-Advisers receive such services. To the extent the Funds portfolio transactions
are used to obtain Soft Dollar Products, the brokerage commissions obtained by the Funds might
exceed those that might otherwise have been paid.
Invesco or the Sub-Advisers may determine target levels of brokerage business with various
Brokers on behalf of its clients (including the Funds) over a certain time period. Invesco
determines target levels based upon the following factors, among others: (1) the execution
services provided by the Broker; and (2) the research services provided by the Broker. Portfolio
transactions may be effected through Brokers that recommend the Funds to their clients, or that act
as agent in the purchase of a Funds shares for their clients, provided that Invesco or the
Sub-Advisers believe such Brokers provide best execution and such transactions are executed in
compliance with Invescos policy against using directed brokerage to compensate Brokers for
promoting or selling Invesco Fund shares. Invesco and the Sub-Advisers will not enter into a
binding commitment with Brokers to place trades with such Brokers involving brokerage commissions
in precise amounts.
Directed Brokerage (Research Services)
Directed brokerage (research services) paid by each of the predecessor funds during the last
fiscal year ended in 2009 or 2010, as applicable, are found in Appendix K.
Regular Brokers
Information concerning the predecessor funds acquisition of securities of their Brokers
during the last fiscal year ended in 2009 or 2010, as applicable, is found in Appendix K.
Allocation of Portfolio Transactions
Invesco and the Sub-Advisers manage numerous Invesco Funds and other accounts. Some of these
accounts may have investment objectives similar to the Funds. Occasionally, identical securities
will be appropriate for investment by one of the Funds and by another Fund or one or more other
accounts. However, the position of each account in the same security and the length of time that
each account may hold its investment in the same security may vary. Invesco and the Sub-Adviser
will also determine the timing and amount of purchases for an account based on its cash position.
If the purchase or sale of securities is consistent with the investment policies of the Fund(s) and
one or more other accounts, and is considered at or about the same time, Invesco or the Sub-Adviser
will allocate transactions in such securities among the Fund(s) and these accounts on a pro rata
basis based on order size or in such other manner believed by Invesco to be fair and equitable.
Invesco or the Sub-Adviser may combine transactions in accordance with applicable laws and
regulations to obtain the most favorable execution. Simultaneous transactions could, however,
adversely affect a Funds ability to obtain or dispose of the full amount of a security which it
seeks to purchase or sell.
Allocation of Initial Public Offering (IPO) Transactions
Certain of the Invesco Funds or other accounts managed by Invesco may become interested in
participating in IPOs. Purchases of IPOs by one Invesco Fund or other accounts may also be
considered for purchase by one or more other Invesco Funds or accounts. Invesco combines
indications of interest for IPOs for all Invesco Funds and accounts participating in purchase
transactions for that IPO. When the full amount of all IPO orders for such Invesco Funds and
accounts cannot be filled completely, Invesco shall allocate such transactions in accordance with
the following procedures:
Invesco or the Sub-Adviser may determine the eligibility of each Invesco Fund and account that
seeks to participate in a particular IPO by reviewing a number of factors, including market
capitalization/liquidity suitability and sector/style suitability of the investment with the
Invesco Funds or
accounts investment objective, policies, strategies and current holdings. Invesco will
allocate securities issued in IPOs to eligible Invesco Funds and accounts on a pro rata basis based
on order size.
65
Invesco Trimark, Invesco Australia, Invesco Hong Kong and Invesco Japan allocate IPOs on a pro
rata basis based on size of order or in such other manner which they believe is fair and equitable.
Invesco Asset Management allocates IPOs on a pro rata basis based on account size or in such
other manner believed by Invesco Asset Management to be fair and equitable.
Invesco Deutschland and Invesco Senior Secured do not subscribe to IPOs.
PURCHASE, REDEMPTION AND PRICING OF SHARES
Please refer to Appendix L for information on Purchase, Redemption and Pricing of Shares.
DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS
Dividends and Distributions
The following discussion of dividends and distributions should be read in connection with the
applicable sections in the Prospectus.
All dividends and distributions will be automatically reinvested in additional shares of the
same class of a Fund (hereinafter, the Fund) unless the shareholder has requested in writing to
receive such dividends and distributions in cash or that they be invested in shares of another
Invesco Fund, subject to the terms and conditions set forth in the Prospectus under the caption
Purchasing Shares Automatic Dividend and Distribution Investment. Such dividends and
distributions will be reinvested at the net asset value per share determined on the ex-dividend
date.
The Fund calculates income dividends and capital gain distributions the same way for each
class. The amount of any income dividends per share will differ, however, generally due to any
differences in the distribution and service (Rule 12b-1) fees applicable to the classes, as well as
any other expenses attributable to a particular class (Class Expenses). Class Expenses, including
distribution plan expenses, must be allocated to the class for which they are incurred consistent
with applicable legal principles under the 1940 Act and the Code.
Tax Matters
The following is a summary of certain additional tax considerations generally affecting the
Fund and its shareholders that are not described in the Prospectus. No attempt is made to present
a detailed explanation of the tax treatment of the Fund or its shareholders, and the discussion
here and in the Prospectus is not intended as a substitute for careful tax planning.
This Tax Matters section is based on the Code and applicable regulations in effect on the
date of this Statement of Additional Information. Future legislative, regulatory or administrative
changes or court decisions may significantly change the tax rules applicable to the Fund and its
shareholders. Any of these changes or court decisions may have a retroactive effect.
This is for general information only and not tax advice. All investors should consult their
own tax advisors as to the federal, state, local and foreign tax provisions applicable to them.
Taxation of the Fund
. The Fund has elected and intends to qualify (or, if newly organized,
intends to elect and qualify) each year as a regulated investment company (sometimes referred to
as a regulated investment company, RIC or fund) under Subchapter M of the Code. If the Fund
qualifies, the Fund will not be subject to federal income tax on the portion of its investment
company taxable income (i.e., generally, taxable interest, dividends, net short-term capital gains
and other taxable ordinary income net of expenses without regard to the deduction for dividends
paid) and net capital gain (i.e., the excess of net long-term capital gains over net short-term
capital losses) that it distributes to shareholders.
Qualification as a regulated investment company
. In order to qualify for treatment as a
regulated investment company, the Fund must satisfy the following requirements:
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Distribution Requirement the Fund must distribute at least 90% of its investment
company taxable income and 90% of its net tax-exempt income, if any, for the tax year
(certain distributions made by the Fund after the close of its tax year are considered
distributions attributable to the previous tax year for purposes of satisfying this
requirement).
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Income Requirement the Fund must derive at least 90% of its gross income from
dividends, interest, certain payments with respect to securities loans, and gains from
the sale or other disposition of stock, securities or foreign currencies, or other
income (including, but not limited to, gains from options, futures or forward
contracts) derived from its business of investing in such stock, securities or
currencies and net income derived from qualified publicly traded partnerships (QPTPs).
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Asset Diversification Test the Fund must satisfy the following asset
diversification test at the close of each quarter of the Funds tax year: (1) at least
50% of the value of the Funds assets must consist of cash and cash items, U.S.
Government securities, securities of other regulated investment companies, and
securities of other issuers (as to which the Fund has not invested more than 5% of the
value of the Funds total assets in securities of an issuer and as to which the Fund
does not hold more than 10% of the outstanding voting securities of the issuer); and
(2) no more than 25% of the value of the Funds total assets may be invested in the
securities of any one issuer (other than U.S. Government securities and securities of
other regulated investment companies) or of two or more issuers which the Fund controls
and which are engaged in the same or similar trades or businesses, or, collectively, in
the securities of QPTPs.
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In some circumstances, the character and timing of income realized by the Fund for purposes of
the Income Requirement or the identification of the issuer for purposes of the Asset
Diversification Test is uncertain under current law with respect to a particular investment, and an
adverse determination or future guidance by IRS with respect to such type of investment may
adversely affect the Funds ability to satisfy these requirements. See Tax Treatment of Portfolio
Transactions with respect to the application of these requirements to certain types of
investments. In other circumstances, the Fund may be required to sell portfolio holdings in order
to meet the Income Requirement, Distribution requirement, or Asset Diversification Test, which may
have a negative impact on the Funds income and performance.
The Fund may use equalization accounting (in lieu of making some cash distributions) in
determining the portion of its income and gains that has been distributed. If the Fund uses
equalization accounting, it will allocate a portion of its undistributed investment company taxable
income and net capital gain to redemptions of Fund shares and will correspondingly reduce the
amount of such income and gains that it distributes in cash. However, the Fund intends to make cash
distributions for each taxable year in an aggregate amount that is sufficient to satisfy the
Distribution Requirement without taking into account its use of equalization accounting. If the IRS
determines that the Funds allocation is improper and that the Fund has under-distributed its
income and gain for any taxable year, the Fund may be liable for federal income and/or excise tax.
If for any taxable year the Fund does not qualify as a regulated investment company, all of
its taxable income (including its net capital gain) would be subject to tax at regular corporate
rates without any deduction for dividends paid to shareholders, and the dividends would be taxable
to the shareholders as ordinary income (or possibly as qualified dividend income) to the extent of
the Funds current and accumulated earnings and profits. Failure to qualify as a regulated
investment company thus would have a negative impact on the Funds income and performance. It is
possible that the Fund will not qualify as a regulated investment company in any given tax year.
Moreover, the Board reserves the right not to maintain the qualification of the Fund as a regulated
investment company if it determines such a course of action to be beneficial to shareholders.
Portfolio turnover.
For investors that hold their Fund shares in a taxable account, a high
portfolio turnover rate (except in a money market fund that maintains a stable net asset value) may
result in higher taxes. This is because a fund with a high turnover rate may accelerate the
recognition of capital gains and more of such gains are likely to be taxable as short-term rather
than long-term capital gains in contrast to
a comparable fund with a low turnover rate. Any such higher taxes would reduce the Funds after-tax
performance. See Taxation of Fund Distributions Capital gain dividends.
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Capital loss carryovers
. For federal income tax purposes, the Fund is permitted to carry
forward its net realized capital losses, if any, for eight years as a short-term capital loss and
use such losses, subject to applicable limitations, to offset net capital gains without being
required to pay taxes on or distribute such gains that are offset by the losses. However, the
amount of capital losses that can be carried forward and used in any single year may be limited if
the Fund experiences an ownership change within the meaning of Section 382 of the Code; this
change generally results when the shareholders owning 5% or more of the Fund increase their
aggregate holdings by more than 50% over a three-year period. An ownership change may result in
capital loss carryovers that expire unused, thereby reducing a Funds ability to offset capital
gains with those losses. An increase in the amount of taxable gains distributed to the Funds
shareholders could result from an ownership change. The Fund undertakes no obligation to avoid or
prevent an ownership change, which can occur in the normal course of shareholder purchases and
redemptions or as a result of engaging in a tax-free reorganization with another Fund. Moreover,
because of circumstances beyond the Funds control, there can be no assurance that the Fund will
not experience, or has not already experienced, an ownership change.
Post-October losses
. The Fund (unless its fiscal year ends in October) presently intends to
elect to treat any net capital loss or any net long-term capital loss incurred after October 31 as
if it had been incurred in the succeeding year in determining its taxable income for the current
year. The effect of this election is to treat any such net loss incurred after October 31 as if it
had been incurred in the succeeding year in determining the Funds net capital gain for capital
gain dividend purposes. See Taxation of Fund Distributions Capital gain dividends. The Fund
also may elect to treat all or part of any net foreign currency loss incurred after October 31 as
if it had been incurred in the succeeding taxable year.
Undistributed capital gains
. The Fund may retain or distribute to shareholders its net capital
gain for each taxable year. The Fund currently intends to distribute net capital gains. If the
Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of
any available capital loss carry forward) at the highest corporate tax rate (currently 35%). If the
Fund elects to retain its net capital gain, it is expected that the Fund also will elect to have
shareholders treated as if each received a distribution of its pro rata share of such gain, with
the result that each shareholder will be required to report its pro rata share of such gain on its
tax return as long-term capital gain, will receive a refundable tax credit for its pro rata share
of tax paid by the Fund on the gain and will increase the tax basis for its shares by an amount
equal to the deemed distribution less the tax credit.
Asset allocation funds
. If the Fund is a fund of funds, asset allocation fund, or a feeder
fund in a master feeder structure (collectively referred to as a fund of funds which invests in
one or more underlying funds taxable as regulated investment companies) distributions by the
underlying funds, redemptions of shares in the underlying funds and changes in asset allocations
may result in taxable distributions to shareholders of ordinary income or capital gains. A fund of
funds (other than a feeder fund in a master feeder structure) will generally not be able currently
to offset gains realized by one underlying fund in which the fund of funds invests against losses
realized by another underlying fund. If shares of an underlying fund are purchased within 30 days
before or after redeeming at a loss other shares of that underlying fund (whether pursuant to a
rebalancing of the Funds portfolio or otherwise), all or a part of the loss will not be deductible
by the Fund and instead will increase its basis for the newly purchased shares. Also, a fund of
funds (a) is not eligible to pass-through to shareholders foreign tax credits from an underlying
fund that pays foreign income taxes, (b) is not eligible pass-through to shareholders
exempt-interest dividends from an underlying fund, and (c) dividends paid by a fund of funds from
interest earned by an underlying fund on U.S. government obligations is unlikely to be exempt from
state and local income tax. However, a fund of funds is eligible to pass-through to shareholders
qualified dividends earned by an underlying fund. See Taxation of Fund Distributions
Qualified dividend income for individuals and
Corporate dividends received deduction.
Federal excise tax
. To avoid a 4% non-deductible excise tax, the Fund must distribute by
December 31 of each year an amount equal to: (1) 98% of its ordinary income for the calendar year,
(2) 98% of capital gain net income (the excess of the gains from sales or exchanges of capital
assets over the losses from such sales or exchanges) for the one-year period ended on October 31 of
such calendar
year (or, at the election of a regulated investment company having a taxable year ending November
30 or December 31, for its taxable year), and (3) any prior year undistributed ordinary income and
capital gain net income. Generally, the Fund intends to make sufficient distributions prior to the
end of each calendar year
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to avoid liability for federal excise tax but can give no assurances that
all such liability will be avoided. In addition, under certain circumstances temporary timing or
permanent differences in the realization of income and expense for book and tax purposes can result
in the Fund having to pay some excise tax.
Foreign income tax
. Investment income received by the Fund from sources within foreign
countries may be subject to foreign income tax withheld at the source, and the amount of tax
withheld will generally be treated as an expense of the Fund. The United States has entered into
tax treaties with many foreign countries that entitle the Fund to a reduced rate of, or exemption
from, tax on such income. It is impossible to determine the effective rate of foreign tax in
advance since the amount of the Funds assets to be invested in various countries is not known.
Under certain circumstances, the Fund may elect to pass-through foreign tax credits to
shareholders.
Invesco FX Alpha Strategy Fund and Invesco FX Alpha Plus Strategy Fund
Investments
in Foreign Currencies
.
Gains from the sale or other disposition of foreign currencies and other
income (including but not limited to gains from options, futures or forward contracts) derived from
investing in stock, securities, or foreign currencies generally are included as qualifying income
in applying the Income Requirement. It should be noted, however, that for purposes of the Income
Requirement, the Secretary of the Treasury is authorized to issue regulations that would exclude
from qualifying income foreign currency gains which are not directly related to the principal
business of the RIC of investing in stock or securities (or options and futures with respect to
stock or securities). No regulations have been issued pursuant to this authorization. It is
possible, however, that such regulations may be issued in the future. If such future regulations
were applied to the Invesco FX Alpha Strategy and Invesco FX Alpha Plus Strategy Funds, it is
possible that the amount of their qualifying income would no longer satisfy the Income Requirement
and the Funds would fail to qualify as RICs. There is a possibility such regulations would be
applied retroactively, in which case the Fund might not qualify as a RIC for one or more years. In
the event the Treasury Department issues such regulations, the Board may authorize a significant
change in investment strategy or Fund liquidation. It is also possible the Invesco FX Alpha
Strategy and Invesco FX Alpha Plus Strategy Funds strategy of investing in foreign currencies or
foreign currency instruments, such as options, futures or forward contracts, might cause the Funds
to fail to satisfy the Asset Diversification Test, resulting in their failure to qualify as RICs.
The IRS has not issued any guidance on how to apply the asset diversification test to foreign
currencies or instrument on foreign currencies. Failure of the Asset Diversification Test might
result from a determination by the IRS that the foreign currencies or foreign currency instruments
in which the Funds invest are not securities. Moreover, even if the financial instruments are
treated as securities, a determination by the IRS regarding the identity of the issuers of the
securities or the fair market values of the securities that differs from the determinations made by
the Funds could result in the failure by the Funds to diversify their investments in a manner
necessary to satisfy the Asset Diversification Test. The tax treatment of a Fund and its
shareholders in the event the Fund fails to qualify as a RIC is described above under
Qualification as a regulated investment company.
Invesco Commodities Strategy Fund Investments in Commodities.
The Invesco Commodities
Strategy Fund invests in derivatives, financially-linked instruments, and the stock of its own
wholly-owned subsidiary (the Subsidiary) to gain exposure to the commodity markets. This strategy
may cause the Fund to realize more ordinary income than would be the case if the Fund invested
directly in commodities. Also, these commodity-linked investments and the income earned thereon
must be taken into account by the Fund in complying with the Distribution and Income Requirements
and the Asset Diversification Test as described below.
Distribution Requirement.
The Fund intends to distribute the Subsidiarys income each year in
satisfaction of the Funds Distribution Requirement. The Subsidiary will be classified for federal
income tax purposes as a controlled foreign corporation (CFC) with respect to the Fund. As such,
the Fund will be required to include in its gross income each year amounts earned by the Subsidiary
during that year (subpart F income), whether or not such earnings are distributed by the Subsidiary
to the Fund. Subpart F income will be distributed by the Fund to shareholders each year as
ordinary income and will not be
qualified dividend income eligible for taxation at long-term capital gain rates. The Subsidiary
likely will also be classified as a passive foreign investment company (PFIC) as defined below in
Tax Treatment of Portfolio Transactions PFIC Investments but the CFC rules
supersede the PFIC rules.
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Income Requirement
. As described above, the Fund must derive at least 90% of its gross income
from qualifying sources to qualify as a regulated investment company. Gains from the disposition
of commodities, including precious metals, are not considered qualifying income for purposes of
satisfying the Income Requirement. See, Tax Treatment of Portfolio Transactions
Investments in commodities structured notes, corporate subsidiary and
certain ETFs. Also, IRS has issued a revenue ruling which holds that income derived from
commodity-linked swaps is not qualifying income under Subchapter M of the Internal Revenue Code. As
such, the Funds ability to utilize commodity-linked swaps as part of its investment strategy is
limited to a maximum of 10% of its gross income. However, the IRS, has also recently issued a
number of private letter rulings concluding that the income from commodity-linked notes similar to
the ones in which the Fund intends to invest is qualifying income for these purposes. In addition,
the IRS has also recently issued a number of private letter rulings concluding that income derived
from subsidiaries similar to the Subsidiary will be qualifying income, even if the subsidiary
itself owns commodity-linked swaps. According to these private letter rulings, the income derived
from the subsidiary is qualifying income regardless of whether the Fund receives the income in the
form of current distributions or recognizes the income in advance of receiving distributions from
the subsidiary. Private letter rulings can only be relied upon by the taxpayer that receives them.
However, based on the analysis in these rulings, the Invesco Commodities Strategy Fund intends to
treat its income from the commodity-linked notes and the Subsidiary as qualifying income. There
can be no assurance that the IRS will not change its position with respect to some or all of these
issues. If the IRS were to change its position with respect to the conclusions reached in these
private letter rulings, the Board may authorize a significant change in investment strategy or Fund
liquidation. The tax treatment of a Fund and its shareholders in the event the Fund fails to
qualify as a RIC is described above under Qualification as a regulated investment company.
Asset Diversification Test.
For purposes of the Asset Diversification Test, the Funds
investment in the Subsidiary would be considered a security of one issuer. Accordingly, the Fund
intends to limit its investment in the Subsidiary to no more than 25% of the value of the Funds
total assets in order to satisfy the Asset Diversification Test.
Taxation of the Subsidiary.
On the basis of current law and practice, the Subsidiary will not
be liable for income tax in the Cayman Islands. Distributions by the Subsidiary to the Fund will
not be subject to withholding tax in the Cayman Islands. In addition, the Subsidiarys investment
in commodity-linked derivatives and other assets held as collateral are anticipated to qualify for
a safe harbor under Code Section 864(b) so that the Subsidiary will not be treated as conducting a
U.S. trade or business. Thus, the Subsidiary should not be subject to U.S. federal income tax on a
net basis. However, if certain of the Subsidiarys activities were determined not to be of the
type described in the safe harbor (which is not expected), then the activities of the Subsidiary
may constitute a U.S. trade or business, or be taxed as such.
In general, a foreign corporation, such as the Subsidiary, that does not conduct a U.S. trade
or business is nonetheless subject to tax at a flat rate of 30 percent (or lower tax treaty rate),
generally payable through withholding, on the gross amount of certain U.S.-source income that is
not effectively connected with a U.S. trade or business, subject to certain exemptions, including
among others, exemptions for capital gains, portfolio interest and income from notional principal
contracts. It is not anticipated that the Subsidiary will be subject to material amounts of U.S.
withholding tax on its portfolio investments. The Subsidiary intends to properly certify its status
as a non-U.S. person to each custodian and withholding agent to avoid U.S. backup withholding
requirements discussed below.
Taxation of Fund Distributions.
The Fund anticipates distributing substantially all of its
investment company taxable income and net capital gain for each taxable year. Distributions by the
Fund will be treated in the manner described regardless of whether such distributions are paid in
cash or reinvested in additional shares of the Fund (or of another Fund). The Fund will send you
information annually as to the federal income tax consequences of distributions made (or deemed
made) during the year.
Distributions of ordinary income
. The Fund receives income generally in the form of dividends
and/or interest on its investments. The Fund may also recognize ordinary income from other
sources, including, but not limited to, certain gains on foreign currency-related transactions.
This income, less expenses incurred in the operation of the Fund, constitutes the Funds net
investment income from which dividends may be paid to you. If you are a taxable investor,
distributions of net investment income are generally taxable as ordinary income to the extent of
the Funds earnings and profits. In the case of a Fund
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whose strategy includes investing in stocks
of corporations, a portion of the income dividends paid to you may be qualified dividends eligible
to be taxed at reduced rates.
Capital gain dividends
. Taxes on distributions of capital gains are determined by how long
the Fund owned the investments that generated them, rather than how long a shareholder has owned
his or her shares. In general, the Fund will recognize long-term capital gain or loss on the sale
or other disposition of assets it has owned for more than one year, and short-term capital gain or
loss on investments it has owned for one year or less. Distributions of net capital gain (the
excess of net long-term capital gain over net short-term capital loss) that are properly designated
by the Fund as capital gain dividends will generally be taxable to a shareholder receiving such
distributions as long-term capital gain. Long-term capital gain rates applicable to individuals are
taxed at the maximum rate of 15% or 25% (through 2010) depending on the nature of the capital gain.
Distributions of net short-term capital gains for a taxable year in excess of net long-term
capital losses for such taxable year will generally be taxable to a shareholder receiving such
distributions as ordinary income.
Qualified dividend income for individuals
. For taxable years beginning before January 1, 2011,
ordinary income dividends properly designated by the Fund as derived from qualified dividend income
will be taxed in the hands of individuals and other noncorporate shareholders at the rates
applicable to long-term capital gain. Qualified dividend income means dividends paid to the Fund
(a) by domestic corporations, (b) by foreign corporations that are either (i) incorporated in a
possession of the United States, or (ii) are eligible for benefits under certain income tax
treaties with the United States that include an exchange of information program, or (c) with
respect to stock of a foreign corporation that is readily tradable on an established securities
market in the United States. Both the Fund and the investor must meet certain holding period
requirements to qualify Fund dividends for this treatment. Income derived from investments in
derivatives, fixed-income securities, U.S. REITs, PFICs, CFCs (such as the Subsidiary; see,
Invesco Commodities Strategy Fund Investments in Commodities) and income received in lieu of
dividends in a securities lending transaction generally is not eligible for treatment as qualified
dividend income. If the qualifying dividend income received by the Fund is equal to 95% (or a
greater percentage) of the Funds gross income (exclusive of net capital gain) in any taxable year,
all of the ordinary income dividends paid by the Fund will be qualifying dividend income.
Corporate dividends received deduction
. Ordinary income dividends designated by the Fund as
derived from qualified dividends from domestic corporations will qualify for the 70% dividends
received deduction generally available to corporations. The availability of the dividends-received
deduction is subject to certain holding period and debt financing restrictions imposed under the
Code on the corporation claiming the deduction. Income derived by the Fund from investments in
derivatives, fixed-income and foreign securities generally is not eligible for this treatment.
Return of capital distributions
. Distributions by the Fund that are not paid from earnings
and profits will be treated as a return of capital to the extent of (and in reduction of) the
shareholders tax basis in his shares; any excess will be treated as gain from the sale of his
shares. Return of capital distributions can occur for a number of reasons including, among others,
the Fund over-estimates the income to be received from certain investments such as those classified
as partnerships or equity REITs. See Tax Treatment of Portfolio Transactions Investments in
U.S. REITs.
Impact of realized but undistributed income and gains, and net unrealized appreciation of
portfolio securities
. At the time of your purchase of shares (except in a money market fund that
maintains a stable net asset value), the Funds net asset value may reflect undistributed income,
undistributed capital gains, or net unrealized appreciation of portfolio securities held by the
Fund. A subsequent distribution to you of such amounts, although constituting a return of your
investment, would be taxable and would be taxed as either ordinary income (some portion of which
may be taxed as qualified dividend income) or capital gain unless you are investing through a
tax-deferred arrangement, such as a 401(k) plan or an individual
retirement account. The Fund may be able to reduce the amount of such distributions by utilizing
its capital loss carryovers, if any.
Pass-through of foreign tax credits
. If more than 50% of the value of the Funds total assets
at the close of each taxable year consists of the stock or securities of foreign corporations, the
Fund may elect to pass through to the Funds shareholders the amount of foreign income tax paid
by the Fund (the Foreign Tax Election) in lieu of deducting such amount in determining its
investment company taxable income.
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Pursuant to the Foreign Tax Election, shareholders will be
required (i) to include in gross income, even though not actually received, their respective
pro-rata shares of the foreign income tax paid by the Fund that are attributable to any
distributions they receive; and (ii) either to deduct their pro-rata share of foreign tax in
computing their taxable income or to use it (subject to various Code limitations) as a foreign tax
credit against federal income tax (but not both). No deduction for foreign tax may be claimed by a
noncorporate shareholder who does not itemize deductions or who is subject to the alternative
minimum tax. Shareholders may be unable to claim a credit for the full amount of their
proportionate shares of the foreign income tax paid by the Fund due to certain limitations that may
apply.
Tax credit bonds
. If the Fund holds, directly or indirectly, one or more tax credit bonds
(including build America bonds, clean renewable energy bonds and qualified tax credit bonds) on one
or more applicable dates during a taxable year, the Fund may elect to permit its shareholders to
claim a tax credit on their income tax returns equal to each shareholders proportionate share of
tax credits from the applicable bonds that otherwise would be allowed to the Fund. In such a case,
shareholders must include in gross income (as interest) their proportionate share of the income
attributable to their proportionate share of those offsetting tax credits. A shareholders ability
to claim a tax credit associated with one or more tax credit bonds may be subject to certain
limitations imposed by the Code. Even if the Fund is eligible to pass through tax credits to
shareholders, the Fund may choose not to do so.
U.S. government interest
. Income earned on certain U.S. government obligations is exempt from
state and local personal income taxes if earned directly by you. States also grant tax-free status
to dividends paid to you from interest earned on direct obligations of the U.S. government, subject
in some states to minimum investment or reporting requirements that must be met by the Fund. Income
on investments by the Fund in certain other obligations, such as repurchase agreements
collateralized by U.S. government obligations, commercial paper and federal agency-backed
obligations (e.g., Government National Mortgage Association (GNMA) or Federal National Mortgage
Association (FNMA) obligations) generally does not qualify for tax-free treatment. The rules on
exclusion of this income are different for corporations. If the Fund is a fund of funds, see
Taxation of the Fund Asset allocation funds.
Dividends declared in December and paid in January
. Ordinarily, shareholders are required to
take distributions by the Fund into account in the year in which the distributions are made.
However, dividends declared in October, November or December of any year and payable to
shareholders of record on a specified date in such a month will be deemed to have been received by
the shareholders (and made by the Fund) on December 31 of such calendar year if such dividends are
actually paid in January of the following year. Shareholders will be advised annually as to the
U.S. federal income tax consequences of distributions made (or deemed made) during the year in
accordance with the guidance that has been provided by the IRS.
Sale or Redemption of Fund Shares.
A shareholder will recognize gain or loss on the sale or
redemption of shares of the Fund in an amount equal to the difference between the proceeds of the
sale or redemption and the shareholders adjusted tax basis in the shares. If you owned your shares
as a capital asset, any gain or loss that you realize will be considered capital gain or loss and
will be long-term capital gain or loss if the shares were held for longer than one year. Any
redemption fees you incur on shares redeemed will decrease the amount of any capital gain (or
increase any capital loss) you realize on the sale. Capital losses in any year are deductible only
to the extent of capital gains plus, in the case of a noncorporate taxpayer, $3,000 of ordinary
income.
Tax basis information
. The Transfer Agent may provide Fund shareholders with information
concerning the average cost basis of their shares in order to help them calculate their gain or
loss from a sale or redemption. This information is supplied as a convenience to shareholders and
will not be reported to the IRS. Although the IRS permits the use of several methods to determine
the cost basis of
mutual fund shares, the cost basis information provided by the Transfer Agent will be calculated
using only the single-category average cost method. Neither the Transfer Agent nor the Fund
recommends any particular method of determining cost basis, and the use of other methods may result
in more favorable tax consequences for some shareholders. Even if you have reported gains or losses
for the Fund in past years using another method of basis determination, you may be able to use the
average cost method for determining gains or losses in the current year. However, once you have
elected to use the average cost method, you must continue to use it unless you apply to the IRS for
permission to change methods. Under recently enacted
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provisions of the Emergency Economic
Stabilization Act of 2008, the Funds Transfer Agent will be required to provide you with cost
basis information on the sale of any of your shares in the Fund, subject to certain exceptions.
This cost basis reporting requirement is effective for shares purchased in the Fund on or after
January 1, 2012.
Wash sale rule
. All or a portion of any loss so recognized may be deferred under the wash sale
rules if the shareholder purchases other shares of the Fund within 30 days before or after the sale
or redemption.
Sales at a loss within six months of purchase
. Any capital loss arising from the sale or
redemption of shares held for six months or less will be treated as a long-term capital loss to the
extent of the amount of capital gain dividends received on such shares.
Deferral of basis any class that bears a front-end sales load
. If a shareholder (a) incurs
a sales load in acquiring shares of the Fund, (b) disposes of such shares less than 91 days after
they are acquired, and (c) subsequently acquires shares of the Fund or another Fund at a reduced
sales load pursuant to a right to reinvest at such reduced sales load acquired in connection with
the acquisition of the shares disposed of, then the sales load on the shares disposed of (to the
extent of the reduction in the sales load on the shares subsequently acquired) shall not be taken
into account in determining gain or loss on the shares disposed of, but shall be treated as
incurred on the acquisition of the shares subsequently acquired. The wash sale rules may also limit
the amount of loss that may be taken into account on disposition after such adjustment.
Conversion of B shares
. The automatic conversion of Class B shares into Class A shares of the
same Fund at the end of approximately eight years after purchase will be tax-free for federal
income tax purposes.
Tax shelter reporting.
Under Treasury regulations, if a shareholder recognizes a loss with
respect to the Funds shares of $2 million or more for an individual shareholder or $10 million or
more for a corporate shareholder, the shareholder must file with the IRS a disclosure statement on
Form 8886.
Tax Treatment of Portfolio Transactions
. Set forth below is a general description of the tax
treatment of certain types of securities, investment techniques and transactions that may apply to
a fund. This section should be read in conjunction with the discussion under Description of the
Funds and their Investments and Risks Investment Strategies and Risks for a detailed
description of the various types of securities and investment techniques that apply to the Fund.
In general
. In general, gain or loss recognized by a fund on the sale or other disposition of
portfolio investments will be a capital gain or loss. Such capital gain and loss may be long-term
or short-term depending, in general, upon the length of time a particular investment position is
maintained and, in some cases, upon the nature of the transaction. Property held for more than one
year generally will be eligible for long-term capital gain or loss treatment. The application of
certain rules described below may serve to alter the manner in which the holding period for a
security is determined or may otherwise affect the characterization as long-term or short-term, and
also the timing of the realization and/or character, of certain gains or losses.
Certain fixed-income investments
. Gain recognized on the disposition of a debt obligation
purchased by a fund at a market discount (generally, at a price less than its principal amount)
will be treated as ordinary income to the extent of the portion of the market discount that accrued
during the period of time the fund held the debt obligation unless the fund made a current
inclusion election to accrue market discount into income as it accrues. If a fund purchases a debt
obligation (such as a zero coupon security or pay-in-kind security) that was originally issued at a
discount, the fund is generally required to include in gross income each year the portion of the
original issue discount that accrues
during such year. Therefore, a funds investment in such securities may cause the fund to
recognize income and make distributions to shareholders before it receives any cash payments on the
securities. To generate cash to satisfy those distribution requirements, a fund may have to sell
portfolio securities that it otherwise might have continued to hold or to use cash flows from other
sources such as the sale of fund shares.
Investments in debt obligations that are at risk of or in default present tax issues for a
fund
. Tax rules are not entirely clear about issues such as whether and to what extent a fund
should recognize market
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discount on a debt obligation, when a fund may cease to accrue interest,
original issue discount or market discount, when and to what extent a fund may take deductions for
bad debts or worthless securities and how a fund should allocate payments received on obligations
in default between principal and income. These and other related issues will be addressed by a fund
in order to ensure that it distributes sufficient income to preserve its status as a regulated
investment company.
Options, futures, forward contracts, swap agreements and hedging transactions
. In general,
option premiums received by a fund are not immediately included in the income of the fund. Instead,
the premiums are recognized when the option contract expires, the option is exercised by the
holder, or the fund transfers or otherwise terminates the option (e.g., through a closing
transaction). If an option written by a fund is exercised and the fund sells or delivers the
underlying stock, the fund generally will recognize capital gain or loss equal to (a) sum of the
strike price and the option premium received by the fund minus (b) the funds basis in the stock.
Such gain or loss generally will be short-term or long-term depending upon the holding period of
the underlying stock. If securities are purchased by a fund pursuant to the exercise of a put
option written by it, the fund generally will subtract the premium received from its cost basis in
the securities purchased. The gain or loss with respect to any termination of a funds obligation
under an option other than through the exercise of the option and related sale or delivery of the
underlying stock generally will be short-term gain or loss depending on whether the premium income
received by the fund is greater or less than the amount paid by the fund (if any) in terminating
the transaction. Thus, for example, if an option written by a fund expires unexercised, the fund
generally will recognize short-term gain equal to the premium received.
The tax treatment of certain futures contracts entered into by a fund as well as listed
non-equity options written or purchased by the fund on U.S. exchanges (including options on futures
contracts, broad-based equity indices and debt securities) may be governed by section 1256 of the
Code (section 1256 contracts). Gains or losses on section 1256 contracts generally are considered
60% long-term and 40% short-term capital gains or losses (60/40), although certain foreign currency
gains and losses from such contracts may be treated as ordinary in character. Also, any section
1256 contracts held by a fund at the end of each taxable year (and, for purposes of the 4% excise
tax, on certain other dates as prescribed under the Code) are marked to market with the result
that unrealized gains or losses are treated as though they were realized and the resulting gain or
loss is treated as ordinary or 60/40 gain or loss, as applicable.
In addition to the special rules described above in respect of options and futures
transactions, a funds transactions in other derivative instruments (including options, forward
contracts and swap agreements) as well as its other hedging, short sale, or similar transactions,
may be subject to one or more special tax rules (including the constructive sale, notional
principal contract, straddle, wash sale and short sale rules). These rules may affect whether gains
and losses recognized by a fund are treated as ordinary or capital or as short-term or long-term,
accelerate the recognition of income or gains to the fund, defer losses to the fund, and cause
adjustments in the holding periods of the funds securities. These rules, therefore, could affect
the amount, timing and/or character of distributions to shareholders. Moreover, because the tax
rules applicable to derivative financial instruments are in some cases uncertain under current law,
an adverse determination or future guidance by the IRS with respect to these rules (which
determination or guidance could be retroactive) may affect whether a fund has made sufficient
distributions and otherwise satisfied the relevant requirements to maintain its qualification as a
regulated investment company and avoid a fund-level tax.
Certain of a funds investments in derivatives and foreign currency-denominated instruments,
and the funds transactions in foreign currencies and hedging activities, may produce a difference
between its book income and its taxable income. If a funds book income is less than the sum of its
taxable income
and net tax-exempt income (if any), the fund could be required to make distributions exceeding book
income to qualify as a regulated investment company. If a funds book income exceeds the sum of its
taxable income and net tax-exempt income (if any), the distribution of any such excess will be
treated as (i) a dividend to the extent of the funds remaining earnings and profits (including
earnings and profits arising from tax-exempt income), (ii) thereafter, as a return of capital to
the extent of the recipients basis in the shares, and (iii) thereafter, as gain from the sale or
exchange of a capital asset.
Foreign currency transactions
. A funds transactions in foreign currencies, foreign
currency-denominated debt obligations and certain foreign currency options, futures contracts
and forward contracts
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(and similar instruments) may give rise to ordinary income or loss to the extent
such income or loss results from fluctuations in the value of the foreign currency concerned. This
treatment could increase or decrease a funds ordinary income distributions to you, and may cause
some or all of the funds previously distributed income to be classified as a return of capital.
In certain cases, a fund may make an election to treat such gain or loss as capital.
PFIC Investments
. A fund may invest in stocks of foreign companies that may be classified
under the Code as PFICs. In general, a foreign company is classified as a PFIC if at least one-half
of its assets constitute investment-type assets or 75% or more of its gross income is
investment-type income. When investing in PFIC securities, a fund intends to mark-to-market these
securities under certain provisions of the Code and recognize any unrealized gains as ordinary
income at the end of the funds fiscal and excise tax years. Deductions for losses are allowable
only to the extent of any current or previously recognized gains. These gains (reduced by allowable
losses) are treated as ordinary income that a fund is required to distribute, even though it has
not sold or received dividends from these securities. You should also be aware that the designation
of a foreign security as a PFIC security will cause its income dividends to fall outside of the
definition of qualified foreign corporation dividends. These dividends generally will not qualify
for the reduced rate of taxation on qualified dividends when distributed to you by a fund. In
addition, if a fund is unable to identify an investment as a PFIC and thus does not make a
mark-to-market election, the fund may be subject to U.S. federal income tax on a portion of any
excess distribution or gain from the disposition of such shares even if such income is
distributed as a taxable dividend by the fund to its shareholders. Additional charges in the nature
of interest may be imposed on a fund in respect of deferred taxes arising from such distributions
or gains. Also, see Invesco Commodities Strategy Fund Investments in Commodities with respect
to investment in the Subsidiary.
Investments in non-U.S. REITs
. While non-U.S. REITs often use complex acquisition structures
that seek to minimize taxation in the source country, an investment by a fund in a non-U.S. REIT
may subject the fund, directly or indirectly, to corporate taxes, withholding taxes, transfer taxes
and other indirect taxes in the country in which the real estate acquired by the non-U.S. REIT is
located. The funds pro rata share of any such taxes will reduce the funds return on its
investment. A funds investment in a non-U.S. REIT may be considered an investment in a PFIC, as
discussed above in Tax Treatment of Portfolio Transactions- PFIC Investments. Additionally,
foreign withholding taxes on distributions from the non-U.S. REIT may be reduced or eliminated
under certain tax treaties, as discussed above in Taxation of the Fund Foreign income tax.
Also, the fund in certain limited circumstances may be required to file an income tax return in the
source country and pay tax on any gain realized from its investment in the non-U.S. REIT under
rules similar to those in the United States which tax foreign persons on gain realized from
dispositions of interests in U.S. real estate
.
Investments in U.S. REITs.
A U.S. REIT is not subject to federal income tax on the income
and gains it distributes to shareholders. Dividends paid by a U.S. REIT, other than capital gain
distributions, will be taxable as ordinary income up to the amount of the U.S. REITs current and
accumulated earnings and profits. Capital gain dividends paid by a U.S. REIT to a fund will be
treated as long term capital gains by the fund and, in turn, may be distributed by the fund to its
shareholders as a capital gain distribution. Because of certain noncash expenses, such as property
depreciation, an equity U.S. REITs cash flow may exceed its taxable income. The equity U.S. REIT,
and in turn a fund, may distribute this excess cash to shareholders in the form of a return of
capital distribution. However, if a U.S. REIT is operated in a manner that fails to qualify as a
REIT, an investment in the U.S. REIT would become subject to double taxation, meaning the taxable
income of the U.S. REIT would be subject to federal income tax at regular corporate rates without
any deduction for dividends paid to shareholders and the dividends would be taxable to shareholders
as ordinary income (or possibly as qualified dividend income) to the extent of the
U.S. REITs current and accumulated earnings and profits. Also, see Tax Treatment of Portfolio
Transactions Investment in taxable mortgage pools (excess inclusion Income) and Foreign
Shareholders U.S. withholding tax at the source with respect to certain other tax aspects of
investing in U.S. REITs.
Investment in taxable mortgage pools (excess inclusion Income).
Under a Notice issued by the
IRS, the Code and Treasury regulations to be issued, a portion of a funds income from a U.S. REIT
that is attributable to the REITs residual interest in a real estate mortgage investment conduits
(REMICs) or equity interests in a taxable mortgage pool (referred to in the Code as an excess
inclusion) will be subject to federal income tax in all events. The excess inclusion income of a
regulated investment company, such as
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a fund, will be allocated to shareholders of the regulated
investment company in proportion to the dividends received by such shareholders, with the same
consequences as if the shareholders held the related REMIC residual interest or, if applicable,
taxable mortgage pool directly. In general, excess inclusion income allocated to shareholders (i)
cannot be offset by net operating losses (subject to a limited exception for certain thrift
institutions), (ii) will constitute unrelated business taxable income to entities (including
qualified pension plans, individual retirement accounts, 401(k) plans, Keogh plans or other
tax-exempt entities) subject to tax on unrelated business income (UBTI), thereby potentially
requiring such an entity that is allocated excess inclusion income, and otherwise might not be
required to file a tax return, to file a tax return and pay tax on such income, and (iii) in the
case of a foreign stockholder, will not qualify for any reduction in U.S. federal withholding tax.
In addition, if at any time during any taxable year a disqualified organization (which generally
includes certain cooperatives, governmental entities, and tax-exempt organizations not subject to
UBTI) is a record holder of a share in a regulated investment company, then the regulated
investment company will be subject to a tax equal to that portion of its excess inclusion income
for the taxable year that is allocable to the disqualified organization, multiplied by the highest
federal income tax rate imposed on corporations. The Notice imposes certain reporting requirements
upon regulated investment companies that have excess inclusion income. There can be no assurance
that a fund will not allocate to shareholders excess inclusion income.
These rules are potentially applicable to a fund with respect to any income it receives from
the equity interests of certain mortgage pooling vehicles, either directly or, as is more likely,
through an investment in a U.S. REIT. It is unlikely that these rules will apply to a fund that
has a non-REIT strategy.
Investments in partnerships and qualified publicly traded partnerships (QPTP).
For purposes
of the Income Requirement, income derived by a fund from a partnership that is not a QPTP will be
treated as qualifying income only to the extent such income is attributable to items of income of
the partnership that would be qualifying income if realized directly by the fund. For purposes of
testing whether a fund satisfies the Asset Diversification Test, the fund is generally treated as
owning a pro rata share of the underlying assets of a partnership. See Taxation of the Fund
Qualification as a regulated investment company. In contrast, different rules apply to a
partnership that is a QPTP. A QPTP is a partnership (a) the interests in which are traded on an
established securities market, (b) that is treated as a partnership for federal income tax
purposes, and (c) that derives less than 90% of its income from sources that satisfy the Income
Requirement (i.e., because it invests in commodities). All of the net income derived by a fund
from an interest in a QPTP will be treated as qualifying income but the fund may not invest more
than 25% of its total assets in one or more QPTPs. However, there can be no assurance that a
partnership classified as a QPTP in one year will qualify as a QPTP in the next year. Any such
failure to annually qualify as a QPTP might, in turn, cause a fund to fail to qualify as a
regulated investment company.
Investments in commodities structured notes, corporate subsidiary and certain ETFs.
Gains
from the disposition of commodities, including precious metals, will neither be considered
qualifying income for purposes of satisfying the Income Requirement nor qualifying assets for
purposes of satisfying the Asset Diversification Test. See Taxation of the Fund Qualification
as a regulated investment company. Also, the IRS has issued a revenue ruling which holds that
income derived from commodity-linked swaps is not qualifying income for purposes of the Income
Requirement. However, in a subsequent revenue ruling, the IRS provides that income from certain
alternative investments which create commodity exposure, such as certain commodity index-linked or
structured notes or a corporate subsidiary (such as the Subsidiary) that invests in commodities,
may be considered qualifying income under the Code. In addition, a fund may gain exposure to
commodities through investment in QPTPs such as an exchange traded fund or ETF that is classified
as a partnership and which invests in
commodities. Accordingly, the extent to which a fund invests in commodities or commodity-linked
derivatives may be limited by the Income Requirement and the Asset Diversification Test, which the
fund must continue to satisfy to maintain its status as a regulated investment company. A fund also
may be limited in its ability to sell its investments in commodities, commodity-linked derivatives,
and certain ETFs or be forced to sell other investments to generate income due to the Income
Requirement. Also see, Invesco Commodities Strategy Fund Investments in Commodities with
respect to investment in the Subsidiary.
Securities Lending
. While securities are loaned out by a fund, the fund will generally
receive from the borrower amounts equal to any dividends or interest paid on the borrowed
securities. For federal income tax purposes, payments made in lieu of dividends are not
considered dividend income. These
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distributions will neither qualify for the reduced rate of
taxation for individuals on qualified dividends nor the 70% dividends received deduction for
corporations. Also, any foreign tax withheld on payments made in lieu of dividends or interest
will not qualify for the pass-through of foreign tax credits to shareholders. Additionally, in the
case of a fund with a strategy of investing in tax-exempt securities, any payments made in lieu
of tax-exempt interest will be considered taxable income to the fund, and thus, to the investors,
even though such interest may be tax-exempt when paid to the borrower.
Investments in convertible securities.
Convertible debt is ordinarily treated as a single
property consisting of a pure debt interest until conversion, after which the investment becomes
an equity interest. If the security is issued at a premium (i.e., for cash in excess of the face
amount payable on retirement), the creditor-holder may amortize the premium over the life of the
bond. If the security is issued for cash at a price below its face amount, the creditor-holder must
accrue original issue discount in income over the life of the debt. The creditor-holders exercise
of the conversion privilege is treated as a nontaxable event. Mandatorily convertible debt (e.g.,
an exchange traded note or ETN issued in the form of an unsecured obligation that pays a return
based on the performance of a specified market index, exchange currency, or commodity) is often,
but not always, treated as a contract to buy or sell the reference property rather than debt.
Similarly, convertible preferred stock with a mandatory conversion feature is ordinarily, but not
always, treated as equity rather than debt. Dividends received generally are qualified dividend
income and eligible for the corporate dividends received deduction. In general, conversion of
preferred stock for common stock of the same corporation is tax-free. Conversion of preferred stock
for cash is a taxable redemption. Any redemption premium for preferred stock that is redeemable by
the issuing company might be required to be amortized under original issue discount (OID)
principles.
Tax Certification and Backup Withholding.
Tax certification and backup withholding tax laws
may require that you certify your tax information when you become an investor in the Fund. For U.S.
citizens and resident aliens, this certification is made on IRS Form W-9. Under these laws, the
Fund must withhold a portion of your taxable distributions and sales proceeds unless you:
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provide your correct Social Security or taxpayer identification number,
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certify that this number is correct,
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certify that you are not subject to backup withholding, and
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certify that you are a U.S. person (including a U.S. resident alien).
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The Fund also must withhold if the IRS instructs it to do so. When withholding is required,
the amount will be 28% of any distributions or proceeds paid. This rate will expire and the backup
withholding tax rate will be 31% for amounts paid after December 31, 2010, unless Congress enacts
tax legislation providing otherwise. Backup withholding is not an additional tax. Any amounts
withheld may be credited against the shareholders U.S. federal income tax liability, provided the
appropriate information is furnished to the IRS. Certain payees and payments are exempt from backup
withholding and information reporting.
Non-U.S. investors have special U.S. tax certification requirements. See Foreign
Shareholders Tax certification and backup withholding.
Foreign Shareholders.
Shareholders who, as to the United States, are nonresident alien
individuals, foreign trusts or estates, foreign corporations, or foreign partnerships (foreign
shareholder),
may be subject to U.S. withholding and estate tax and are subject to special U.S. tax certification
requirements.
Taxation of a foreign shareholder depends on whether the income from the Fund is effectively
connected with a U.S. trade or business carried on by such shareholder.
U.S. withholding tax at the source
. If the income from the Fund is not effectively connected
with a U.S. trade or business carried on by a foreign shareholder, distributions to such
shareholder will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon
the gross amount of the distribution, subject to certain exemptions including those for dividends
designated by the Fund as:
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exempt-interest dividends paid by the Fund from its net interest income earned on
municipal securities;
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capital gain dividends paid by the Fund from its net long-term capital gains (other
than those from disposition of a U.S. real property interest), unless you are a
nonresident alien present in
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the United States for a period or periods aggregating 183
days or more during the calendar year; and
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with respect to taxable years of the Fund beginning before January 1, 2010 (unless
such sunset date is extended, possibly retroactively to January 1, 2010, or made
permanent), interest-related dividends paid by the Fund from its qualified net interest
income from U.S. sources and short-term capital gains dividends.
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However, the Fund does not intend to utilize the exemptions for interest-related dividends
paid and short-term capital gain dividends paid. Moreover, notwithstanding such exemptions from
U.S. withholding at the source, any dividends and distributions of income and capital gains,
including the proceeds from the sale of your Fund shares, will be subject to backup withholding at
a rate of 28% if you fail to properly certify that you are not a U.S. person.
Foreign shareholders may be subject to U.S. withholding tax at a rate of 30% on the income
resulting from an election to pass-through foreign tax credits to shareholders, but may not be able
to claim a credit or deduction with respect to the withholding tax for the foreign tax treated as
having been paid by them.
Amounts designated by the Fund as capital gain dividends (a) that are attributable to certain
capital gain dividends received from a qualified investment entity (QIE) (generally defined as
either (i) a U.S. REIT or (ii) a RIC classified as a U.S. real property holding corporation or
which would be if the exceptions for holding 5% or less of a class of publicly traded shares or an
interest in a domestically controlled QIE did not apply) or (b) that are realized by the Fund on
the sale of a U.S. real property interest (including gain realized on sale of shares in a QIE
other than one that is a domestically controlled), will not be exempt from U.S. federal income tax
and may be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) if the Fund by
reason of having a REIT strategy is classified as a QIE. If the Fund is so classified, foreign
shareholders owning more than 5% of the Funds shares may be treated as realizing gain from the
disposition of a U.S. real property interest, causing Fund distributions to be subject to U.S.
withholding tax at a rate of 35%, and requiring the filing of a nonresident U.S. income tax return.
In addition, if the Fund is classified as a QIE, anti-avoidance rules apply to certain wash sale
transactions. Namely, if the Fund is a QIE and a foreign shareholder disposes of the Funds shares
prior to the Fund paying a distribution attributable to the disposition of a U.S. real property
interest and the foreign shareholder later acquires an identical stock interest in a wash sale
transaction, the foreign shareholder may still be required to pay U.S. tax on the Funds
distribution. Also, the sale of shares of the Fund, if classified as a U.S. real property holding
corporation, could also be considered a sale of a U.S. real property interest with any resulting
gain from such sale being subject to U.S. tax as income effectively connected with a U.S. trade or
business. These rules generally apply to dividends paid by the Fund before January 1, 2010
(unless such sunset date is extended, possibly retroactively to January 1, 2010, or made permanent)
except that, after such sunset date, Fund distributions from a U.S. REIT (whether or not
domestically controlled) attributable to gain from the disposition of a U.S. real property interest
will continue to be subject to the withholding rules described above provided the Fund is
classified as a QIE.
Income effectively connected with a U.S. trade or business
. If the income from the Fund is
effectively connected with a U.S. trade or business carried on by a foreign shareholder, then
ordinary income dividends, capital gain dividends and any gains realized upon the sale or
redemption of shares of the Fund will be subject to U.S. federal income tax at the rates applicable
to U.S. citizens or domestic corporations and require the filing of a nonresident U.S. income tax
return.
Tax certification and back-up withholding
. Foreign shareholders may have special U.S. tax
certification requirements to avoid backup withholding (at a rate of 28%), and if applicable, to
obtain the benefit of any income tax treaty between the foreign shareholders country of residence
and the United States. To claim these tax benefits, the foreign shareholder must provide a properly
completed Form W-8BEN (or other Form W-8, where applicable, or their substitute forms) to establish
his or her status as a non-U.S. investor, to claim beneficial ownership over the assets in the
account, and to claim, if applicable, a reduced rate of or exemption from withholding tax under the
applicable treaty. A Form W-8BEN provided without a U.S. taxpayer identification number remains in
effect for a period of three years beginning on the date that it is signed and ending on the last
day of the third succeeding calendar year. However, non-U.S. investors must advise the Fund of any
changes of circumstances that would render the information given on
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the form incorrect, and must
then provide a new W-8BEN to avoid the prospective application of backup withholding. Forms W-8BEN
with U.S. taxpayer identification numbers remain valid indefinitely, or until the investor has a
change of circumstances that renders the form incorrect and necessitates a new form and tax
certification. Certain payees and payments are exempt from back-up withholding.
U.S. estate tax
. Transfers by gift of shares of the Fund by a foreign shareholder who is a
nonresident alien individual will not be subject to U.S. federal gift tax. As of the date of this
Registration Statement, the U.S. federal estate tax is repealed for one year for decedents dying on
or after January 1, 2010 and before January 1, 2011, unless reinstated earlier, possibly
retroactively to January 1, 2010. On and after the date the U.S. estate tax is reinstated, an
individual who, at the time of death, is a foreign shareholder will nevertheless be subject to U.S.
federal estate tax with respect to shares at the graduated rates applicable to U.S. citizens and
residents, unless a treaty exception applies. If a treaty exemption is available, a decedents
estate may nonetheless need to file a U.S. estate tax return to claim the exemption in order to
obtain a U.S. federal transfer certificate. The transfer certificate will identify the property
(i.e., Fund shares) as to which the U.S. federal estate tax lien has been released. In the absence
of a treaty, there is a $13,000 statutory estate tax credit (equivalent to an estate with assets of
$60,000). Estates of nonresident alien shareholders dying after December 31, 2004 and before
January 1, 2010 will be able to exempt from federal estate tax the proportion of the value of the
Funds shares attributable to qualifying assets held by the Fund at the end of the quarter
immediately preceding the nonresident alien shareholders death (or such other time as the IRS may
designate in regulations). Qualifying assets include bank deposits and other debt obligations that
pay interest or accrue original issue discount that is exempt from withholding tax, debt
obligations of a domestic corporation that are treated as giving rise to foreign source income, and
other investments that are not treated for tax purposes as being within the United States.
Local Tax Considerations.
Rules of state and local taxation of ordinary income, qualified
dividend income and capital gain dividends may differ from the rules for U.S. federal income
taxation described above. Distributions may also be subject to additional state, local and foreign
taxes depending on each shareholders particular situation.
DISTRIBUTION OF SECURITIES
Class A5, B5, C5 and R5 shares are closed to new investors. Only investors who have continuously
maintained an account in Class A5, B5, C5 or R5 of a specific Fund may make additional purchases
into Class A5, B5, C5 and R5, respectively, of such specific Fund. All references in the following
Distribution of Securities section of this SAI to Class A, B, and C and R shares, shall include
Class A5, Class B5, Class C5, and Class R5 shares, respectively, unless otherwise noted.
Distributor
The Trust has entered into master distribution agreements, as amended, relating to the Funds
(the Distribution Agreements) with Invesco Distributors, Inc., a registered broker-dealer and a
wholly owned subsidiary of Invesco, pursuant to which Invesco Distributors acts as the distributor
of shares of the Funds. The address of Invesco Distributors is P.O. Box 4739, Houston, Texas
77210-4739. Certain trustees and officers of the Trust are affiliated with Invesco Distributors.
See Management of the Trust. In addition to the Funds, Invesco Distributors serves as
distributor to many other mutual funds that are offered to retail investors. The following
Distribution of Securities information is about all of the Funds that offer retail and/or
institutional share classes. Not all Funds offer all share classes.
The Distribution Agreements provide Invesco Distributors with the exclusive right to
distribute shares of the Funds on a continuous basis directly and through other broker-dealers and
other financial intermediaries with whom Invesco Distributors has entered into selected dealer
and/or similar agreements. Invesco Distributors has not undertaken to sell any specified number of
shares of any classes of the Funds.
Invesco Distributors expects to pay sales commissions from its own resources to dealers and
institutions who sell Class C and Class R shares of the Funds at the time of such sales. Invesco
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Distributors or its predecessor has paid sales commissions from its own resources to dealers who
sold Class B shares of the Funds at the time of such sales.
Payments for Class B shares equaled 4.00% of the purchase price of the Class B shares sold by
the dealer or institution, consisting of a sales commission equal to 3.75% of the purchase price of
the Class B shares sold plus an advance of the first year service fee of 0.25% for such shares.
The portion of the payments to Invesco Distributors under the Class B Plan that constitutes an
asset-based sales charge (0.75%) is intended in part to permit Invesco Distributors to recoup a
portion of such sales commissions plus financing costs.
Invesco Distributors may pay sales commissions to dealers and institutions who sell Class C
shares of the Funds at the time of such sales. Payments for Class C shares equal 1.00% of the
purchase price of the Class C shares sold by the dealer or institution, consisting of a sales
commission of 0.75% of the purchase price of the Class C shares sold plus an advance of the first
year service fee of 0.25% for such shares. Invesco Distributors will retain all payments received
by it relating to Class C for the first year after they are purchased. The portion of the payments
to Invesco Distributors under the Class C Plan that constitutes an asset-based sales charge (0.75%)
is intended in part to permit Invesco Distributors to recoup a portion of the sales commissions to
dealers plus financing costs, if any. After the first full year, Invesco Distributors will make
quarterly payments to dealers and institutions based on the average net asset value of Class C that
are attributable to shareholders for whom the dealers and institutions are designated as dealers of
record. These payments will consist of an asset-based sales charge of 0.75% and a service fee of
0.25%.
Invesco Distributors may pay dealers and institutions who sell Class R shares an annual fee of
0.50% of average daily net assets. These payments will consist of an asset-based fee of 0.25% and
a service fee of 0.25% and will commence either on the thirteenth month after the first purchase,
on accounts on which a dealer concession was paid, or immediately, on accounts on which a dealer
concession was not paid. If Invesco Distributors pays a dealer concession, it will retain all
payments received by it relating to Class R shares for the first year after they are purchased.
Invesco Distributors will make quarterly payments to dealers and institutions based on the average
net asset value of Class R shares that are attributable to shareholders for whom the dealers and
institutions are designated as dealers of record.
The Trust (on behalf of any class of any Fund) or Invesco Distributors may terminate the
Distribution Agreements on 60 days written notice without penalty. The Distribution Agreements
will terminate automatically in the event of their assignment. In the event the Class B shares
Distribution Agreement is terminated, Invesco Distributors would continue to receive payments of
asset-based distribution fees in respect of the outstanding Class B shares attributable to the
distribution efforts of Invesco Distributors or its predecessors; provided, however that a complete
termination of the Class B Plan (as defined in such Plan) would terminate all payments to Invesco
Distributors. Termination of the
Class B Plan or the Distribution Agreement for Class B shares would not affect the obligation of
Class B shareholders to pay CDSCs.
Total sales charges (front end and CDSCs) paid in connection with the sale of shares of each
class of the predecessor funds, as applicable, for the last three fiscal years ended in 2007, 2008
and 2009 as applicable are found in Appendix O.
Distribution Plans
Each Fund, pursuant to its Class A, Class B, Class C and Class R Plans pays Invesco
Distributors compensation up to the following annual rates, shown immediately below, of the Funds
average daily net assets of the applicable class.
80
|
|
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|
|
|
|
|
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|
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|
|
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|
Fund
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
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|
|
|
|
|
|
|
|
|
|
|
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|
|
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|
Invesco Alternative Opportunities Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco Commodities Strategy Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco FX Alpha Plus Strategy Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco FX Alpha Strategy Fund
|
|
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0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco Global Advantage Fund
|
|
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0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco Global Dividend Growth Securities Fund
|
|
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0.25
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%
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|
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1.00
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%
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|
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1.00
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%
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|
|
N/A
|
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Invesco Health Sciences Fund
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0.25
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%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco International Growth Equity Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco Pacific Growth Fund
|
|
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0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco Van Kampen Emerging Markets Fund
|
|
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0.25
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%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco Van Kampen Global Bond Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco Van Kampen Global Equity Allocation Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco Van Kampen Global Franchise Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco Van Kampen Global Tactical Asset Allocation
Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
Invesco Van Kampen International Advantage Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
N/A
|
|
Invesco Van Kampen International Growth Fund
|
|
|
0.25
|
%
|
|
|
1.00
|
%
|
|
|
1.00
|
%
|
|
|
0.50
|
%
|
All of the Plans compensate or reimburse Invesco Distributors, as applicable, for the purpose
of financing any activity that is primarily intended to result in the sale of shares of the Funds.
Such activities include, but are not limited to, the following: printing of prospectuses and
statements of additional information and reports for other than existing shareholders; overhead;
preparation and distribution of advertising material and sales literature; expenses of organizing
and conducting sales seminars; supplemental payments to dealers and other institutions such as
asset-based sales charges or as payments of service fees under shareholder service arrangements;
and costs of administering each Plan.
Payments pursuant to the Plans are subject to any applicable limitations imposed by FINRA
rules.
See Appendix M for a list of the amounts paid by each class of shares of each predecessor fund
pursuant to its distribution and service plans for the fiscal year ended in 2009 and Appendix N for
an estimate by category of the allocation of actual fees paid by each class of shares of the
predecessor funds of Invesco Pacific Growth Fund, Invesco Global Advantage Fund, Invesco Health
Sciences Fund and Invesco Global Dividend Growth Securities Fund pursuant to their respective
distribution plans for the fiscal year ended in 2009.
As required by Rule 12b-1, the Plans (and for Type 1 Plans only, as described below, the
related forms of Shareholder Service Agreements) were approved by the Board, including a majority
of the trustees who are not interested persons (as defined in the 1940 Act) of the Trust and who
have no direct or indirect financial interest in the operation of the Plans or in any agreements
related to the Plans (the Rule 12b-1 Trustees). In approving the Plans in accordance with the
requirements of Rule 12b-1, the
trustees considered various factors and determined that there is a reasonable likelihood that
the Plans would benefit each class of the Funds and its respective shareholders.
The anticipated benefits that may result from the Plans with respect to each Fund and/or the
classes of each Fund and its shareholders include but are not limited to the following: (1) rapid
account access; (2) relatively predictable flow of cash; and (3) a well-developed, dependable
network of shareholder service agents to help to curb sharp fluctuations in rates of redemptions
and sales, thereby reducing the chance that an unanticipated increase in net redemptions could
adversely affect the performance of each Fund.
Unless terminated earlier in accordance with their terms, the Plans continue from year to year
as long as such continuance is specifically approved, in person, at least annually by the Board,
including a majority of the Rule 12b-1 Trustees. A Plan may be terminated as to any Fund or class
by the vote of a majority of the Rule 12b-1 Trustees or, with respect to a particular class, by the
vote of a majority of the outstanding voting securities of that class.
81
Any change in the Plans that would increase materially the distribution expenses paid by
the applicable class requires shareholder approval; otherwise, the Plans may be amended by the
trustees, including a majority of the Rule 12b-1 Trustees, by votes cast in person at a meeting
called for the purpose of voting upon such amendment. As long as the Plans are in effect, the
selection or nomination of the Independent Trustees is committed to the discretion of the
Independent Trustees.
The Funds are currently grouped under one of the following three different types of
Plans:
The following Funds utilize Type 1 Plans:
Invesco Asia Pacific Growth Fund
Invesco Balanced-Risk Allocation Fund
Invesco Basic Balanced Fund
Invesco Basic Value Fund
Invesco Capital Development Fund
Invesco Charter Fund
Invesco China Fund
Invesco Conservative Allocation Fund
Invesco Constellation Fund
Invesco Developing Markets Fund
Invesco Diversified Dividend Fund
Invesco Dynamics Fund
Invesco Energy Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Financial Services Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco Growth Allocation Fund
Invesco Income Allocation Fund
Invesco Balanced-Risk Retirement Now Fund(Class A shares, Class B shares, Class
C shares and Class R shares)
Invesco Balanced-Risk Retirement 2010 Fund(Class A shares, Class B shares,
Class C shares and Class R shares)
Invesco Balanced-Risk Retirement 2020 Fund(Class A shares, Class B shares,
Class C shares and Class R shares)
Invesco Balanced-Risk Retirement 2030 Fund(Class A shares, Class B shares,
Class C shares and Class R shares)
Invesco Balanced-Risk Retirement 2040 Fund(Class A shares, Class B shares,
Class C shares and Class R shares)
Invesco Balanced-Risk Retirement 2050 Fund(Class A shares, Class B shares,
Class C shares and Class R shares)
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco Large Cap Growth Fund
Invesco Leisure Fund
Invesco Mid Cap Basic Value Fund
Invesco Mid Cap Core Equity Fund
Invesco Moderate Allocation Fund
Invesco Moderate Growth Allocation Fund
Invesco Moderately Conservative Allocation Fund
Invesco Multi-Sector Fund
Invesco Real Estate Fund
Invesco Select Equity Fund
Invesco Select Real Estate Income Fund
Invesco Small Cap Equity Fund
Invesco Small Cap Growth Fund
Invesco Structured Core Fund
Invesco Structured Growth Fund
Invesco Structured Value Fund
Invesco Summit Fund
Invesco Technology Fund
Invesco Trimark Endeavor Fund
Invesco Trimark Fund
Invesco Trimark Small Companies Fund
Invesco Utilities Fund
Invesco Core Bond Fund
Invesco Core Plus Bond Fund
Invesco High Income Municipal Fund
Invesco High Yield Fund
Invesco Income Fund
Invesco International Total Return Fund
Invesco Municipal Bond Fund
Invesco U.S. Government Fund
Invesco Limited Maturity Treasury Fund
Invesco Tax-Free Intermediate Fund
Invesco Floating Rate Fund
Invesco LIBOR Alpha Fund
Invesco Short Term Bond Fund
82
Invesco Japan Fund
Invesco Large Cap Basic Value Fund
Amounts payable by a Fund under the Class A, Class B, Class C, Class P, Class R and Class S
Type 1 Plans need not be directly related to the expenses actually incurred by Invesco Distributors
on behalf of each Fund. These Plans do not obligate the Funds to reimburse Invesco Distributors
for the actual allocated share of expenses Invesco Distributors may incur in fulfilling its
obligations under these Plans. Thus, even if Invesco Distributors actual allocated share of
expenses exceeds the fee payable to Invesco Distributors at any given time, under these Plans, the
Funds will not be obligated to pay more than that fee. If Invesco Distributors actual allocated
share of expenses is less than the fee it receives, under these Plans, Invesco Distributors will
retain the full amount of the fee.
The Type 1 Plans obligate Class B shares to continue to make payments to Invesco Distributors
following termination of the Class B shares Distribution Agreement with respect to Class B shares
sold by or attributable to the distribution efforts of Invesco Distributors or its predecessors,
unless there has been a complete termination of the Class B Plan (as defined in such Plan) and the
Class B Plan expressly authorizes Invesco Distributors to assign, transfer or pledge its rights to
payments pursuant to the Class B Plan.
Type 1 Plans also include Investor Class share payments up to 0.25%. Amounts payable by
Invesco Diversified Dividend Fund and Invesco Large Cap Growth Fund under their Investor Class
Plans are directly related to the expenses incurred by Invesco Distributors on behalf of each Fund,
as these Plans obligate each Fund to reimburse Invesco Distributors for their actual allocated
share of expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum
annual rate of 0.25% of the average daily net assets of the Investor Class shares of each Fund. If
Invesco Distributors actual allocated share of expenses incurred pursuant to the Investor Class
Plan for the period exceeds the 0.25% annual cap, under this Plan Invesco Diversified Dividend Fund
and Invesco Large Cap Growth Fund will not be obligated to pay more than the 0.25% annual cap. If
Invesco Distributors actual allocated share of expenses incurred pursuant to the Investor Class
Plan for the period is less than the 0.25% annual cap, under this Plan Invesco Distributors is
entitled to be reimbursed only for its actual allocated share of expenses.
Invesco Distributors may from time to time waive or reduce any portion of its 12b-1 fee for
Class A, Class C, Class R, Class P, Class S or Investor Class shares. Voluntary fee waivers or
reductions may be rescinded at any time without further notice to investors. During periods of
voluntary fee waivers or reductions, Invesco Distributors will retain its ability to be reimbursed
for such fee prior to the end of each fiscal year. Contractual fee waivers or reductions set forth
in the Fee Table in a prospectus may not be terminated or amended to the Funds detriment during
the period stated in the agreement between Invesco Distributors and the Fund.
The Funds may pay a service fee of 0.25% of the average daily net assets of the Class A, Class
B, Class C, Class R and Investor Class shares, 0.15% of the average daily net assets of Class S
shares, and 0.10% of the average daily net assets of Class P shares, attributable to the customers
selected dealers and financial institutions to such dealers and financial institutions, including
Invesco Distributors, acting a principal, who furnish continuing personal shareholder services to
their customers who purchase and own the applicable class of shares of the Fund. Under the terms
of a shareholder service agreement, such personal shareholder services include responding to
customer inquiries and providing customers with information about their investments. Any amounts
not paid as a service fee under each Plan would constitute an asset-based sales charge.
Under a Shareholder Service Agreement, a Fund agrees to pay periodically fees to selected
dealers and other institutions who render the foregoing services to their customers. The fees
payable under a Shareholder Service Agreement will be calculated at the end of each payment period
for each business day of the Funds during such period at the annual rate specified in each
agreement based on the average daily net asset value of the Funds shares purchased or acquired
through exchange. Fees shall be paid only to those selected dealers or other institutions who are
dealers or institutions of record at the close of business on the last business day of the
applicable payment period for the account in which such Funds shares are held.
83
Selected dealers and other institutions entitled to receive compensation for selling Fund
shares may receive different compensation for selling shares of one particular class over another.
Under the Plans, certain financial institutions which have entered into service agreements and
which sell shares of the Funds on an agency basis, may receive payments from the Funds pursuant to
the respective Plans. Invesco Distributors does not act as principal, but rather as agent for the
Funds, in making dealer incentive and shareholder servicing payments to dealers and other financial
institutions under the Plans. These payments are an obligation of the Funds and not of Invesco
Distributors.
The following Funds utilize Type 2 Plans:
Invesco S&P 500 Index Fund
Invesco Small-Mid Special Value Fund
Invesco Special Value Fund
Invesco Technology Sector Fund
Invesco U.S. Mid Cap Value Fund
Invesco U.S. Small Cap Value Fund
Invesco U.S. Small/Mid Cap Value Fund
Invesco Value Fund
Invesco Value II Fund
Invesco California Tax-Free Income Fund
Invesco FX Alpha Plus Strategy Fund
Invesco High Yield Securities Fund
Invesco Municipal Fund
Invesco New York Tax-Free Income Fund
Invesco Tax-Exempt Securities Fund
Invesco FX Alpha Strategy Fund
Invesco Alternative Opportunities Fund
Invesco Balanced Fund
Invesco Commodities Strategy Fund
Invesco Convertible Securities Fund
Invesco Dividend Growth Securities Fund
Invesco Equally-Weighted S&P 500 Fund
Invesco Fundamental Value Fund
Invesco Global Advantage Fund
Invesco Global Dividend Growth Securities Fund
Invesco Health Sciences Fund
Invesco International Growth Equity Fund
Invesco Large Cap Relative Value Fund
Invesco Mid-Cap Value Fund
Invesco Pacific Growth Fund
Pursuant to the Type 2 Plans, Class A, Class B, Class C and Class R shares, pay Invesco
Distributors compensation accrued daily and payable monthly. The Funds may reimburse expenses
incurred or to be incurred in promoting the distribution of the Funds Class A, Class B, Class C,
and Class R shares and in servicing shareholder accounts. Reimbursement will be made through
payments at the end of each month. No interest or other financing charges, if any, incurred on any
distribution expenses on behalf of Class A, Class C, and Class R shares will be reimbursable under
the Type 2 Plans. Each Class paid no amounts accrued under the Type 2 Plans with respect to that
Class for the fiscal year ended in 2009 to Invesco Distributors. No interest or other financing
charges will be incurred on any Class A, Class C, and Class R, distribution expenses incurred by
Invesco Distributors under the Plans or on any unreimbursed expenses due to Invesco Distributors
pursuant to the Plans.
The following Funds utilize Type 3 Plans:
Invesco Van Kampen American Franchise Fund
Invesco Van Kampen American Value Fund
Invesco Van Kampen Asset Allocation Conservative Fund
Invesco Van Kampen Asset Allocation Growth Fund
Invesco Van Kampen Asset Allocation Moderate Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Core Equity Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen Enterprise Fund
Invesco Van Kampen Equity and Income Fund
Invesco Van Kampen Equity Premium Income Fund
Invesco Van Kampen Real Estate Securities Fund
Invesco Van Kampen Small Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen Technology Fund
Invesco Van Kampen Utility Fund
Invesco Van Kampen Value Opportunities Fund
Invesco Van Kampen California Insured Tax Free Fund
Invesco Van Kampen Core Plus Fixed Income Fund
Invesco Van Kampen Corporate Bond Fund
Invesco Van Kampen Global Bond Fund
Invesco Van Kampen Government Securities Fund
Invesco Van Kampen High Yield Fund
84
Invesco Van Kampen Global Equity Allocation Fund
Invesco Van Kampen Global Franchise Fund
Invesco Van Kampen Global Tactical Asset Allocation Fund
Invesco Van Kampen Growth and Income Fund
Invesco Van Kampen Harbor Fund
Invesco Van Kampen International Advantage Fund
Invesco Van Kampen International Growth Fund
Invesco Van Kampen Leaders Fund
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen High Yield Municipal Fund
Invesco Van Kampen Insured Tax Free Income Fund
Invesco Van Kampen Intermediate Term Municipal Income Fund
Invesco Van Kampen Municipal Income Fund
Invesco Van Kampen New York Tax Free Income Fund
Invesco Van Kampen Pennsylvania Tax Free
Income Fund
Invesco Van Kampen U.S. Mortgage Fund
Invesco Van Kampen Limited Duration Fund
The Type 3 Plans provide that Funds Class A, Class B, Class C and Class R shares may spend a
portion of each Funds average daily net assets attributable to each such class of shares in
connection with the distribution of the respective class of shares and in connection with the
provision of ongoing services to shareholders of such class, respectively.
For Class A and Class R shares in any given year in which the Type 3 Plans are in effect, the
Plans generally provide for each Fund to pay the Invesco Distributors the lesser of (i) the amount
of Invesco Distributors actual expenses incurred during such year less, with respect to Class A
shares only, any deferred sales charges it received during such year (the actual net expenses) or
(ii) the distribution and service fees at the rates specified in the prospectus applicable to that
class of shares (the plan fees). Therefore, to the extent that Invesco Distributors actual net
expenses in a given year are less than the plan fees for such year, the Funds only pay the actual
net expenses. Alternatively, to the extent that Invesco Distributors actual net expenses in a
given year exceed the plan fees for such year, the Funds only pay the plan fees for such year. For
Class A shares and Class R shares, there is no carryover of any unreimbursed actual net expenses to
succeeding years.
The Type 3 Plans for Class B and Class C shares are similar to the Type 3 Plans for Class A
shares and Class R shares, except that any actual net expenses which exceed plan fees for a given
year are carried forward and are eligible for payment in future years by the Fund so long as the
Type 3 Plans remain in effect. Thus, for each of the Class B and Class C shares, in any given year
in which the Type 3 Plans are in effect, the Plans generally provide for the Funds to pay the
Invesco Distributors the lesser of (i) the applicable amount of Invesco Distributors actual net
expenses incurred during such year for such class of shares plus any actual net expenses from prior
years that are still unpaid by the Funds for such class of shares or (ii) the applicable plan fees
for such class of shares. Except as may be mandated by applicable law, the Funds do not impose any
limit with respect to the number of years into the future that such unreimbursed actual net
expenses may be carried forward (on a Fund level basis). These unreimbursed actual net expenses may
or may not be recovered through plan fees or contingent deferred sales charges in future years.
Because of fluctuations in net asset value, the plan fees with respect to a particular Class B
share or Class C share may be greater or less than the amount of the initial commission (including
carrying cost) paid by Invesco Distributors with respect to such share. In such circumstances, a
shareholder of a share may be deemed to incur expenses attributable to other shareholders of such
class.
If the Plans are terminated or not continued, the Fund would not be contractually obligated to
pay Invesco Distributors for any expenses not previously reimbursed by the Fund or recovered
through contingent deferred sales charges.
Under its distribution plan and service plan, Invesco Van Kampen Comstock Fund may spend up to
a total of 0.25% per year of the Funds average daily net assets with respect to Class A Shares of
the Fund. The rates in this paragraph are 0.15% per year of the Funds average daily net assets
attributable to Class A Shares with respect to accounts existing before October 19, 1992. In
addition, for the Funds Class
85
C shares, the aggregate distribution fees and service fees are 0.90% per year of the average daily
net assets attributable to Class C Shares of the Fund with respect to accounts existing before
April 1, 1995.
Under its distribution plan and service plan, Invesco Van Kampen Corporate Bond Fund may spend
up to a total of 0.25% per year of the Funds average daily net assets with respect to Class A
Shares of the Fund. The rates in this paragraph are 0.15% per year of the Funds average daily net
assets attributable to Class A Shares with respect to accounts existing before September 30, 1989.
Under its distribution plan and service plan, Invesco Van Kampen Enterprise Fund may spend up
to a total of 0.25% per year of the Funds average daily net assets with respect to Class A Shares
of the Fund. The rates in this paragraph are 0.15% per year of the Funds average daily net assets
attributable to Class A Shares with respect to accounts existing before October 30, 1989.
Under its distribution plan and service plan, Invesco Van Kampen Equity and Income Fund may
spend up to a total of 0.25% per year of the Funds average daily net assets with respect to Class
A Shares of the Fund. The rates in this paragraph are 0.15% per year of the Funds average daily
net assets attributable to Class A Shares with respect to accounts existing before July 3, 1990.
Under its distribution plan and service plan, Invesco Van Kampen Growth and Income Fund may
spend up to a total of 0.25% per year of the Funds average daily net assets with respect to Class
A Shares of the Fund. The rates in this paragraph are 0.15% per year of the Funds average daily
net assets attributable to Class A Shares with respect to accounts existing before October 1, 1989.
Under its distribution plan and service plan, Invesco Van Kampen Harbor Fund may spend up to a
total of 0.25% per year of the Funds average daily net assets with respect to Class A Shares of
the Fund. The rates in this paragraph are 0.15% per year of the Funds average daily net assets
attributable to Class A Shares with respect to accounts existing before October 1, 1989. In
addition, for the Funds Class C shares, the aggregate distribution fees and service fees are 0.90%
per year of the average daily net assets attributable to Class C Shares of the Fund with respect to
accounts existing before April 1, 1995.
Under its distribution plan and service plan, Invesco Van Kampen U.S. Mortgage Fund may spend
up to a total of 0.25% per year of the Funds average daily net assets with respect to Class A
Shares of the Fund. The rates in this paragraph are 0.00% per year of the Funds average daily net
assets attributable to Class A Shares with respect to accounts existing before July 1, 1987.
Under its distribution plan and service plan, Invesco Van Kampen Limited Duration Fund may
spend up to a total of 0.15% per year of the Funds average daily net assets with respect to Class
A Shares of the Fund. The rates in this paragraph are 0.25% per year of the Funds average daily
net assets attributable to Class A Shares with respect to accounts existing before October 1, 1989.
Under its distribution plan and service plan, Invesco Van Kampen Limited Duration Fund may spend up
to a total of 0.65% per year of the Funds average daily net assets with respect to Class B Shares
of the Fund. The rates in this paragraph are 1.00% per year of the Funds average daily net assets
attributable to Class A Shares with respect to accounts existing before October 1, 1989.
Under its distribution plan and service plan, for Invesco Van Kampen High Yield Municipal
Funds Class C shares, the aggregate distribution fees and service fees are 0.90% per year of the
average daily net assets attributable to Class C Shares of the Fund with respect to accounts
existing before April 1, 1995.
Under its distribution plan and service plan, for Invesco Van Kampen Real Estate Securities
Funds Class C shares, the aggregate distribution fees and service fees are 0.90% per year of the
average daily net assets attributable to Class C Shares of the Fund with respect to accounts
existing before April 1, 1995.
FINANCIAL STATEMENTS
Financial Statements for the periods ended July 31, 2009 and January 31, 2010, are
incorporated by reference to the annual and semi-annual reports to shareholders for the predecessor
fund of Invesco Alternative Opportunities Fund and Invesco Commodities Strategy Fund contained in
the Morgan Stanley Series Funds Form N-CSR filed on October 8, 2009 and April 12, 2010,
respectively.
86
Financial Statements for the period ended May 31, 2010 are incorporated by reference to the
annual to shareholders for the predecessor fund of Invesco Global Advantage Fund contained in the
Registrants Form N-CSR filed on August 9, 2010.
Financial Statements for the period ended March 31, 2010 are incorporated by reference to the
annual report to shareholders for the predecessor fund of Invesco Global Dividend Growth Securities
Fund contained in the Morgan Stanley Global Dividend Growth Securities Form N-CSR filed on May 28,
2010.
Financial Statements for the periods ended July 31, 2009 and January 31, 2010 are incorporated
by reference to the annual and semi-annual reports to shareholders for the predecessor fund of
Invesco Health Sciences Fund contained in the Morgan Stanley Health Sciences Trusts Form N-CSR
filed on October 8, 2009 and April 12, 2010, respectively.
Financial Statements for the period ended December 31, 2009 are incorporated by reference to
the annual report to shareholders for the predecessor fund of Invesco International Growth Equity
Fund contained in the Morgan Stanley Institutional Fund, Inc.s Form N-CSR filed on March 8, 2010.
Financial Statements for the period ended October 31, 2009 are incorporated by reference to
the annual report to shareholders for the predecessor fund of Invesco Pacific Growth Fund contained
in the Morgan Stanley Pacific Growth Fund Inc.s Form N-CSR filed on January 11, 2010.
Financial Statements for the periods ended June 30, 2009 and December 31, 2009 are
incorporated by reference to the annual and semi-annual reports to shareholders for the predecessor
funds of Invesco Van Kampen Emerging Markets Fund, Invesco Van Kampen Global Equity Allocation Fund
and Invesco Van Kampen Global Franchise Fund contained in the Van Kampen Series Fund, Inc.s Form
N-CSR filed on August 28, 2009 and February 25, 2010, respectively.
Financial Statements for the periods ended October 31, 2009 are incorporated by reference to
the annual reports to shareholders for the predecessor funds of Invesco Van Kampen Global Bond Fund
and Van Kampen Global Tactical Asset Allocation Fund contained in the Van Kampen Trust IIs Form
N-CSR filed on December 30, 2009.
Financial Statements for the periods ended August 31, 2009 and February 28, 2010 are
incorporated by reference to the annual and semi-annual reports to shareholders for the predecessor
funds of Invesco Van Kampen International Advantage Fund and Invesco Van Kampen International
Growth Fund contained in the Van Kampen Equity Trust IIs Form N-CSR filed on October 29, 2009 and
April 28, 2010, respectively.
PENDING LITIGATION
Settled Enforcement Actions Related to Market Timing
On October 8, 2004, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain
Invesco Funds), Invesco Advisers, Inc. (Invesco), successor by merger to Invesco Aim Advisors, Inc.
and Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc.,
reached final settlements with certain regulators, including the SEC, the New York Attorney General
and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations
related to market timing and related activity in the Invesco Funds, including those formerly
advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is
civil penalties) was created to compensate shareholders harmed by market timing and related
activity in funds formerly advised by IFG. Additionally, Invesco and Invesco Distributors created
a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed
by market timing and related activity in funds advised by Invesco, which was done pursuant to the
terms of the settlements. The methodology of the fair funds distributions was determined by
Invescos independent distribution consultant (IDC Plan), in consultation with Invesco and the
independent trustees of the Invesco Funds, and approved by the staff of the SEC. Further details
regarding the IDC Plan and distributions thereunder are available under the About Us Legal
Information SEC Settlement
87
section of Invescos Web site, available at www.invesco.com/us. Invescos Web site is not a part
of this SAI or the prospectus of any Invesco Fund.
Regulatory Action Alleging Market Timing
On August 30, 2005, the West Virginia Office of the State Auditor Securities Commission
(WVASC) issued a Summary Order to Cease and Desist and Notice of Right to Hearing to Invesco and
Invesco Distributors (Order No. 05-1318). The WVASC makes findings of fact that Invesco and
Invesco Distributors entered into certain arrangements permitting market timing of certain of the
Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions
of law to the effect that Invesco and Invesco Distributors violated the West Virginia securities
laws. The WVASC orders Invesco and Invesco Distributors to cease any further violations and seeks
to impose monetary sanctions, including restitution to affected investors, disgorgement of fees,
reimbursement of investigatory, administrative and legal costs and an administrative assessment,
to be determined by the Commissioner. Initial research indicates that these damages could be
limited or capped by statute. By agreement with the Commissioner of Securities, Invescos time to
respond to that Order has been indefinitely suspended.
Private Civil Actions Alleging Market Timing
Multiple civil lawsuits, including purported class action and shareholder derivative suits,
have been filed against various parties (including, depending on the lawsuit, certain Invesco
Funds, IFG, Invesco, Invesco Management Group Inc., formerly Invesco Aim Management Group, Inc.,
and certain related entities, certain of their current and former officers and/or certain unrelated
third parties) based on allegations of improper market timing, and related activity in the Invesco
Funds. These lawsuits allege a variety of theories of recovery, including but not limited to: (i)
violation of various provisions of the Federal and state securities laws; (ii) violation of various
provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA); (iii)
breach of fiduciary duty; and/or (iv) breach of contract. These lawsuits were initiated in both
Federal and state courts and seek such remedies as compensatory damages; restitution; injunctive
relief; disgorgement of management fees; imposition of a constructive trust; removal of certain
directors and/or employees; various corrective measures under ERISA; rescission of certain Funds
advisory agreements; interest; and attorneys and experts fees. All lawsuits based on allegations
of market timing, late trading, and related issues have been transferred to the United States
District Court for the District of Maryland (the MDL Court) for consolidated or coordinated
pre-trial proceedings. Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits
consolidated their claims for pre-trial purposes into three amended complaints against various
Invesco- and IFG-related parties. The parties in the amended complaints have agreed in principle
to settle the actions. A list identifying the amended complaints in the MDL Court and details of
the settlements are included in Appendix P.
88
APPENDIX A
RATINGS OF DEBT SECURITIES
The following is a description of the factors underlying the debt ratings of Moodys, S&P and
Fitch.
Moodys Long-Term Debt Ratings
Aaa:
Obligations rated Aaa are judged to be of the highest quality, with minimal credit risk.
Aa:
Obligations rated Aa are judged to be of high quality and are subject to very low credit
risk.
A:
Obligations rated A are considered upper-medium grade and are subject to low credit risk.
Baa:
Obligations rated Baa are subject to moderate credit risk. They are considered
medium-grade and as such may possess certain speculative characteristics.
Ba:
Obligations rated Ba are judged to have speculative elements and are subject to
substantial credit risk.
B:
Obligations rated B are considered speculative and are subject to high credit risk.
Caa:
Obligations rated Caa are judged to be of poor standing and are subject to very high
credit risk.
Ca:
Obligations rated Ca are highly speculative and are likely in, or very near, default, with
some prospect of recovery of principal and interest.
C:
Obligations rated C are the lowest rated class of bonds and are typically in default, with
little prospect for recovery of principal or interest.
Note: Moodys applies numerical modifiers 1, 2, and 3 in each generic rating classification
from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its
generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates
a ranking in the lower end of that generic rating category.
Moodys Short-Term Prime Rating System
P-1
Issuers (or supporting institutions) rated Prime-1 have a superior ability to repay short-term debt
obligations.
P-2
Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay short-term debt
obligations.
P-3
A-1
Issuers (or supporting institutions) rated Prime-3 have an acceptable ability to repay short-term
obligations.
NP (Not Prime)
Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating
categories.
Note: In addition, in certain countries the prime rating may be modified by the issuers or
guarantors senior unsecured long-term debt rating.
Moodys municipal ratings are as follows:
Moodys U.S. Long-Term Municipal Bond Rating Definitions
Municipal Ratings are opinions of the investment quality of issuers and issues in the US
municipal and tax-exempt markets. As such, these ratings incorporate Moodys assessment of the
default probability and loss severity of these issuers and issues.
Municipal Ratings are based upon the analysis of four primary factors relating to municipal
finance: economy, debt, finances, and administration/management strategies. Each of the factors
is evaluated individually and for its effect on the other factors in the context of the
municipalitys ability to repay its debt.
Aaa:
Issuers or issues rated Aaa demonstrate the strongest creditworthiness relative to other
US municipal or tax-exempt issuers or issues.
Aa:
Issuers or issues rated Aa demonstrate very strong creditworthiness relative to other US
municipal or tax-exempt issuers or issues.
A:
Issuers or issues rated A present above-average creditworthiness relative to other US
municipal or tax-exempt issuers or issues.
Baa:
Issuers or issues rated Baa represent average creditworthiness relative to other US
municipal or tax-exempt issuers or issues.
Ba:
Issuers or issues rated Ba demonstrate below-average creditworthiness relative to other US
municipal or tax-exempt issuers or issues.
B:
Issuers or issues rated B demonstrate weak creditworthiness relative to other US municipal
or tax-exempt issuers or issues.
Caa:
Issuers or issues rated Caa demonstrate very weak creditworthiness relative to other US
municipal or tax-exempt issuers or issues.
Ca:
Issuers or issues rated Ca demonstrate extremely weak creditworthiness relative to other
US municipal or tax-exempt issuers or issues.
C:
Issuers or issues rated C demonstrate the weakest creditworthiness relative to other US
municipal or tax-exempt issuers or issues.
Note: Also, Moodys applied numerical modifiers 1, 2, and 3 in each generic rating
classification from Aa to Caa. The modifier 1 indicates that the issue ranks in the higher end of
its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3
indicates that the issue ranks in the lower end of its generic category.
A-2
Moodys MIG/VMIG US Short-Term Ratings
In municipal debt issuance, there are three rating categories for short-term obligations that
are considered investment grade. These ratings are designated as Moodys Investment Grade (MIG)
and are divided into three levels MIG 1 through MIG 3.
In addition, those short-term obligations that are of speculative quality are designated SG,
or speculative grade.
In the case of variable rate demand obligations (VRDOs), a two-component rating is assigned.
The first element represents Moodys evaluation of the degree of risk associated with scheduled
principal and interest payments. The second element represents Moodys evaluation of the degree of
risk associated with the demand feature, using the MIG rating scale.
The short-term rating assigned to the demand feature of VRDOs is designated as VMIG. When
either the long- or short-term aspect of a VRDO is not rated, that piece is designated NR, e.g.,
Aaa/NR or NR/VMIG 1.
MIG ratings expire at note maturity. By contrast, VMIG rating expirations will be a function
of each issues specific structural or credit features.
Gradations of investment quality are indicated by rating symbols, with each symbol
representing a group in which the quality characteristics are broadly the same.
MIG 1/VMIG 1:
This designation denotes superior credit quality. Excellent protection is
afforded by established cash flows, highly reliable liquidity support or demonstrated broad-based
access to the market for refinancing.
MIG 2/VMIG 2:
This designation denotes strong credit quality. Margins of protection are ample
although not as large as in the preceding group.
MIG 3/VMIG 3:
This designation denotes acceptable credit quality. Liquidity and cash flow
protection may be narrow and market access for refinancing is likely to be less well established.
SG:
This designation denotes speculative-grade credit quality. Debt instruments in this
category may lack sufficient margins of protection.
Standard & Poors Long-Term Corporate and Municipal Ratings
Issue credit ratings are based in varying degrees, on the following considerations:
likelihood of payment capacity and willingness of the obligor to meet its financial commitment
on an obligation in accordance with the terms of the obligation; nature of and provisions of the
obligation; and protection afforded by, and relative position of, the obligation in the event of
bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws
affecting creditors rights.
The issue ratings definitions are expressed in terms of default risk. As such, they pertain
to senior obligations of an entity. Junior obligations are typically rated lower than senior
obligations, to reflect the lower priority in bankruptcy, as noted above.
S&P describes its ratings for corporate and municipal bonds as follows:
AAA:
Debt rated AAA has the highest rating assigned by S&P. Capacity to pay interest and
repay principal is extremely strong.
A-3
AA:
Debt rated AA has a very strong capacity to pay interest and repay principal and differs
from the highest rated issues only in a small degree.
A:
Debt rated A has a strong capacity to meet its financial commitments although it is
somewhat more susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.
BBB:
Debt rated BBB exhibits adequate protection parameters. However, adverse economic
conditions or changing circumstances are more likely to lead to a weakened capacity to meet its
financial commitment on the obligation.
BB-B-CCC-CC-C:
Debt rated BB, B, CCC, CC and C is regarded as having significant speculative
characteristics with respect to capacity to pay interest and repay principal. BB indicates the
least degree of speculation and C the highest. While such debt will likely have some quality and
protective characteristics, these may be outweighed by large uncertainties or major exposures to
adverse conditions.
D:
Debt rated D is in payment default. The D rating category is used when payments on an
obligation, including a regulatory capital instrument, are not made on the date due even if the
applicable grace period has not expired, unless S&P believes that such payments will be made during
such grace period.
NR:
Not Rated.
Plus (+) or minus (-):
Ratings from AA to CCC may be modified by the addition of a plus (+) or
minus (-) sign to show relative standing within the major categories.
S&P Dual Ratings
S&P assigns dual ratings to all debt issues that have a put option or demand feature as part
of their structure.
The first rating addresses the likelihood of repayment of principal and interest as due, and
the second rating addresses only the demand feature. The long-term debt rating symbols are used
for bonds to denote the long-term maturity and the commercial paper rating symbols for the put
option (for example, AAA/A-1+). With short-term demand debt, the not rating symbols are used with
the commercial paper rating symbols (for example, SP-1+/A-1+).
S&P Commercial Paper Ratings
An S&P commercial paper rating is a current assessment of the likelihood of timely payment of
debt having an original maturity of no more than 365 days.
These categories are as follows:
A-1:
This highest category indicates that the degree of safety regarding timely payment is
strong. Those issues determined to possess extremely strong safety characteristics are denoted
with a plus sign (+) designation.
A-2:
Capacity for timely payment on issues with this designation is satisfactory. However,
the relative degree of safety is not as high as for issues designated A-1.
A-4
A-3:
Issues carrying this designation have adequate capacity for timely payment. They are,
however, more vulnerable to the adverse effects of changes in circumstances than obligations
carrying the higher designations.
B:
Issues rated B are regarded as having only speculative capacity for timely payment.
C:
This rating is assigned to short-term debt obligations with a doubtful capacity for
payment.
D:
Debt rated D is in payment default. The D rating category is used when interest
payments or principal payments are not made on the date due, even if the applicable grace period
has not expired, unless Standard & Poors believes such payments will be made during such grace
period.
S&P Short-Term Municipal Ratings
An S&P note rating reflect the liquidity factors and market-access risks unique to notes.
Notes due in three years or less will likely receive a note rating. Notes maturing beyond three
years will most likely receive a long-term debt rating. The following criteria will be used in
making that assessment: amortization schedule (the larger the final maturity relative to other
maturities, the more likely it will be treated as a note); and source of payment (the more
dependent the issue is on the market for its refinancing, the more likely it will be treated as a
note).
Note rating symbols are as follows:
SP-1:
Strong capacity to pay principal and interest. An issue determined to possess a very
strong capacity to pay debt service is given a plus (+) designation.
SP-2:
Satisfactory capacity to pay principal and interest, with some vulnerability to adverse
financial and economic changes over the term of the notes.
SP-3:
Speculative capacity to pay principal and interest.
Fitch Long-Term Credit Ratings
Fitch Ratings provides an opinion on the ability of an entity or of a securities issue to meet
financial commitments, such as interest, preferred dividends, or repayment of principal, on a
timely basis. These credit ratings apply to a variety of entities and issues, including but not
limited to sovereigns, governments, structured financings, and corporations; debt,
preferred/preference stock, bank loans, and counterparties; as well as the financial strength of
insurance companies and financial guarantors.
Credit ratings are used by investors as indications of the likelihood of getting their money
back in accordance with the terms on which they invested. Thus, the use of credit ratings defines
their function: investment grade ratings (international Long-term AAA BBB categories;
Short-term F1 F3) indicate a relatively low probability of default, while those in the
speculative or non-investment grade categories (international Long-term BB D; Short-term
B D) either signal a higher probability of default or that a default has already occurred.
Ratings imply no specific prediction of default probability. However, for example, it is relevant
to note that over the long term, defaults on AAA rated U.S. corporate bonds have averaged less
than 0.10% per annum, while the equivalent rate for BBB rated bonds was 0.35%, and for B rated
bonds, 3.0%.
Fitch ratings do not reflect any credit enhancement that may be provided by insurance policies
or financial guaranties unless otherwise indicated.
A-5
Entities or issues carrying the same rating are of similar but not necessarily identical
credit quality since the rating categories do not fully reflect small differences in the degrees of
credit risk.
Fitch credit and research are not recommendations to buy, sell or hold any security. Ratings
do not comment on the adequacy of market price, the suitability of any security for a particular
investor, or the tax-exempt nature of taxability of payments of any security.
The ratings are based on information obtained from issuers, other obligors, underwriters,
their experts, and other sources Fitch Ratings believes to be reliable. Fitch Ratings does not
audit or verify the truth or accuracy of such information. Ratings may be changed or withdrawn as
a result of changes in, or the unavailability of, information or for other reasons.
Our program ratings relate only to standard issues made under the program concerned; it should
not be assumed that these ratings apply to every issue made under the program. In particular, in
the case of non-standard issues, i.e., those that are linked to the credit of a third party or
linked to the performance of an index, ratings of these issues may deviate from the applicable
program rating.
Credit ratings do not directly address any risk other than credit risk. In particular, these
ratings do not deal with the risk of loss due to changes in market interest rates and other market
considerations.
AAA:
Bonds considered to be investment grade and of the highest credit quality. The obligor
has an exceptionally strong capacity for timely payment of financial commitments, which is unlikely
to be affected by foreseeable events.
AA:
Bonds considered to be investment grade and of very high credit quality. The obligor has
a very strong capacity for timely payment of financial commitments which is not significantly
vulnerable to foreseeable events.
A:
Bonds considered to be investment grade and of high credit quality. The obligors ability
to pay interest and repay principal is considered to be strong, but may be more vulnerable to
adverse changes in economic conditions and circumstances than bonds with higher ratings.
BBB:
Bonds considered to be investment grade and of good credit quality. The obligors
ability to pay interest and repay principal is considered to be adequate. Adverse changes in
economic conditions and circumstances are more likely to impair this capacity.
Plus (+) Minus (-):
Plus and minus signs are used with a rating symbol to indicate the
relative position of a credit within the rating category. Plus and minus signs, however, are not
used in the AAA category.
NR:
Indicates that Fitch does not rate the specific issue.
Withdrawn:
A rating will be withdrawn when an issue matures or is called or refinanced and at
Fitchs discretion, when Fitch Ratings deems the amount of information available to be inadequate
for ratings purposes.
RatingWatch:
Ratings are placed on RatingWatch to notify investors that there is a reasonable
possibility of a rating change and the likely direction of such change. These are designated as
Positive, indicating a potential upgrade, Negative, for potential downgrade, or Evolving, if
ratings may be raised, lowered or maintained. RatingWatch is typically resolved over a relatively
short period.
A-6
Fitch Speculative Grade Bond Ratings
BB:
Bonds are considered speculative. There is a possibility of credit risk developing,
particularly as the result of adverse economic changes over time. However, business and financial
alternatives may be available to allow financial commitments to be met.
B:
Bonds are considered highly speculative. Significant credit risk is present but a limited
margin of safety remains. While bonds in this class are currently meeting financial commitments,
the capacity for continued payment is contingent upon a sustained, favorable business and economic
environment.
CCC:
Default is a real possibility. Capacity for meeting financial commitments is solely
reliant upon sustained, favorable business or economic developments.
CC:
Default of some kind appears probable.
C:
Bonds are in imminent default in payment of interest or principal.
DDD, DD, and D:
Bonds are in default on interest and/or principal payments. Such bonds are
extremely speculative and are valued on the basis of their prospects for achieving partial or full
recovery value in liquidation or reorganization of the obligor. DDD represents the highest
potential for recovery on these bonds, and D represents the lowest potential for recovery.
Plus (+) Minus (-):
Plus and minus signs are used with a rating symbol to indicate the
relative position of a credit within the rating category. Plus and minus signs, however, are not
used in categories below CCC.
Fitch Short-Term Credit Ratings
The following ratings scale applies to foreign currency and local currency ratings. A
Short-term rating has a time horizon of less than 12 months for most obligations, or up to three
years for U.S. public finance securities, and thus places greater emphasis on the liquidity
necessary to meet financial commitments in a timely manner.
F-1+:
Exceptionally Strong Credit Quality. Issues assigned this rating are regarded as having
the strongest degree of assurance for timely payment.
F-1-:
Very Strong Credit Quality. Issues assigned this rating reflect an assurance of timely
payment only slightly less in degree than issues rated F-1+;
F-2:
Good Credit Quality. Issues assigned this rating have a satisfactory degree of assurance
for timely payment, but the margin of safety is not as great as in the case of the higher ratings.
F-3:
Fair Credit Quality. Issues assigned this rating have characteristics suggesting that
the degree of assurance for timely payment is adequate, however, near-term adverse changes could
result in a reduction to non-investment grade.
B:
Speculative. Minimal capacity for timely payment of financial commitments, plus
vulnerability to near-term adverse changes in financial and economic conditions.
C:
High default risk. Default is a real possibility. Capacity for meeting financial
commitments is solely reliant upon a sustained, favorable business and economic environment.
D:
Default. Issues assigned this rating are in actual or imminent payment default.
A-7
APPENDIX B
PERSONS TO WHOM INVESCO PROVIDES
NON-PUBLIC PORTFOLIO HOLDINGS ON AN ONGOING BASIS
(as of June 30, 2010)
|
|
|
|
Service Provider
|
|
Disclosure Category
|
ABN AMRO Financial Services, Inc.
|
|
Broker (for certain Invesco Funds)
|
Absolute Color
|
|
Financial Printer
|
Anglemyer & Co.
|
|
Analyst (for certain Invesco Funds)
|
BB&T Capital Markets
|
|
Broker (for certain Invesco Funds)
|
Bear Stearns Pricing Direct, Inc.
|
|
Pricing Vendor (for certain Invesco Funds)
|
BOSC, Inc.
|
|
Broker (for certain Invesco Funds)
|
BOWNE & Co.
|
|
Financial Printer
|
Brown Brothers Harriman & Co.
|
|
Securities Lender (for certain Invesco Funds)
|
Cabrera Capital Markets
|
|
Broker (for certain Invesco Funds)
|
Charles River Systems, Inc.
|
|
System Provider
|
Chas. P. Young Co.
|
|
Financial Printer
|
Citigroup Global Markets, Inc.
|
|
Broker (for certain Invesco Funds)
|
Cirrus Research, LLC
|
|
Trading System
|
Commerce Capital Markets
|
|
Broker (for certain Invesco Funds)
|
Crews & Associates
|
|
Broker (for certain Invesco Funds)
|
D.A. Davidson & Co.
|
|
Broker (for certain Invesco Funds)
|
Dechert LLP
|
|
Legal Counsel
|
DEPFA First Albany
|
|
Broker (for certain Invesco Funds)
|
Empirical Research Partners
|
|
Analyst (for certain Invesco Funds)
|
Finacorp Securities
|
|
Broker (for certain Invesco Funds)
|
First Miami Securities
|
|
Broker (for certain Invesco Funds)
|
First Southwest Co.
|
|
Broker (for certain Invesco Funds)
|
First Tryon Securities
|
|
Broker (for certain Invesco Funds)
|
FT Interactive Data Corporation
|
|
Pricing Vendor
|
FTN Financial Group
|
|
Broker (for certain Invesco Funds)
|
GainsKeeper
|
|
Software Provider (for certain Invesco Funds)
|
GCom2 Solutions
|
|
Software Provider (for certain Invesco Funds)
|
George K. Baum & Company
|
|
Broker (for certain Invesco Funds)
|
Glass, Lewis & Co.
|
|
System Provider (for certain Invesco Funds)
|
Global Trading Analytics, LLC
|
|
Software Provider
|
Global Trend Alert
|
|
Analyst (for certain Invesco Funds)
|
Greater Houston Publishers, Inc.
|
|
Financial Printer
|
Hattier, Sanford & Reynoir
|
|
Broker (for certain Invesco Funds)
|
Hutchinson, Shockey, Erley & Co.
|
|
Broker (for certain Invesco Funds)
|
ICRA Online Ltd.
|
|
Rating & Ranking Agency (for certain Invesco Funds)
|
ICI (Investment Company Institute)
|
|
Analyst (for certain Invesco Funds)
|
iMoneyNet, Inc.
|
|
Rating & Ranking Agency (for certain Invesco Funds)
|
Initram Data, Inc.
|
|
Pricing Vendor
|
Institutional Shareholder Services, Inc.
|
|
Proxy Voting Service (for certain Invesco Funds)
|
Invesco Investment Services, Inc.
|
|
Transfer Agent
|
Invesco Senior Secured Management, Inc.
|
|
System Provider (for certain Invesco Funds)
|
Investment Company Institute
|
|
Analyst (for certain Invesco Funds)
|
Investortools, Inc.
|
|
Broker (for certain Invesco Funds)
|
|
B-1
|
|
|
|
Service Provider
|
|
Disclosure Category
|
ITG, Inc.
|
|
Pricing Vendor (for certain Invesco Funds)
|
J.P. Morgan Securities, Inc.
|
|
Analyst (for certain Invesco Funds)
|
J.P. Morgan Securities Inc.\Citigroup Global
Markets Inc.\JPMorgan Chase Bank, N.A.
|
|
Lender (for certain Invesco Funds)
|
Janney Montgomery Scott LLC
|
|
Broker (for certain Invesco Funds)
|
John Hancock Investment Management Services, LLC
|
|
Sub-advisor (for certain sub-advised accounts)
|
Jorden Burt LLP
|
|
Special Insurance Counsel
|
KeyBanc Capital Markets, Inc.
|
|
Broker (for certain Invesco Funds)
|
Kramer Levin Naftalis & Frankel LLP
|
|
Legal Counsel
|
Lipper, Inc.
|
|
Rating & Ranking Agency (for certain Invesco Funds)
|
Loan Pricing Corporation
|
|
Pricing Service (for certain Invesco Funds)
|
Loop Capital Markets
|
|
Broker (for certain Invesco Funds)
|
M.R. Beal
|
|
Broker (for certain Invesco Funds)
|
MarkIt Group Limited
|
|
Pricing Vendor (for certain Invesco Funds)
|
Merrill Communications LLC
|
|
Financial Printer
|
Mesirow Financial, Inc.
|
|
Broker (for certain Invesco Funds)
|
Middle Office Solutions
|
|
Software Provider
|
Moodys Investors Service
|
|
Rating & Ranking Agency (for certain Invesco Funds)
|
Morgan Keegan & Company, Inc.
|
|
Broker (for certain Invesco Funds)
|
Morrison Foerster LLP
|
|
Legal Counsel
|
MS Securities Services, Inc. and Morgan Stanley
& Co. Incorporated
|
|
Securities Lender (for certain Invesco Funds)
|
Muzea Insider Consulting Services, LLC
|
|
Analyst (for certain Invesco Funds)
|
Ness USA Inc.
|
|
System provider
|
Noah Financial, LLC
|
|
Analyst (for certain Invesco Funds)
|
Omgeo LLC
|
|
Trading System
|
Piper Jaffray
|
|
Analyst (for certain Invesco Funds)
|
Prager, Sealy & Co.
|
|
Broker (for certain Invesco Funds)
|
PricewaterhouseCoopers LLP
|
|
Independent Registered Public Accounting Firm (for
all Invesco Funds)
|
Protective Securities
|
|
Broker (for certain Invesco Funds)
|
Ramirez & Co., Inc.
|
|
Broker (for certain Invesco Funds)
|
Raymond James & Associates, Inc.
|
|
Broker (for certain Invesco Funds)
|
RBC Capital Markets
|
|
Analyst (for certain Invesco Funds)
|
RBC Dain Rauscher Incorporated
|
|
Broker (for certain Invesco Funds)
|
Reuters America LLC
|
|
Pricing Service (for certain Invesco Funds)
|
Rice Financial Products
|
|
Broker (for certain Invesco Funds)
|
Robert W. Baird & Co. Incorporated
|
|
Broker (for certain Invesco Funds)
|
RR Donnelley Financial
|
|
Financial Printer
|
Ryan Beck & Co.
|
|
Broker (for certain Invesco Funds)
|
SAMCO Capital Markets, Inc.
|
|
Broker (for certain Invesco Funds)
|
Seattle-Northwest Securities Corporation
|
|
Broker (for certain Invesco Funds)
|
Siebert Brandford Shank & Co., L.L.C.
|
|
Broker (for certain Invesco Funds)
|
Simon Printing Company
|
|
Financial Printer
|
Southwest Precision Printers, Inc.
|
|
Financial Printer
|
Standard and Poors/Standard and Poors
Securities Evaluations, Inc.
|
|
Pricing Service and Rating and Ranking Agency
(each, respectively, for certain Invesco Funds)
|
StarCompliance, Inc.
|
|
System Provider
|
State Street Bank and Trust Company
|
|
Custodian, Lender, Securities Lender, and System
Provider (each, respectively, for certain Invesco
Funds)
|
Sterne, Agee & Leach, Inc.
|
|
Broker (for certain Invesco Funds)
|
|
B-2
|
|
|
|
Service Provider
|
|
Disclosure Category
|
Stifel, Nicolaus & Company, Incorporated
|
|
Broker (for certain Invesco Funds)
|
Stradley Ronon Stevens & Young, LLP
|
|
Legal Counsel
|
The Bank of New York
|
|
Custodian and Securities Lender (each,
respectively, for certain Invesco Funds)
|
The MacGregor Group, Inc.
|
|
Software Provider
|
The Savader Group LLC
|
|
Broker (for certain Invesco Funds)
|
Thomson Information Services Incorporated
|
|
Software Provider
|
UBS Financial Services, Inc.
|
|
Broker (for certain Invesco Funds)
|
VCI Group Inc.
|
|
Financial Printer
|
Vining Sparks IBG
|
|
Broker (for Certain Invesco Funds)
|
Wachovia National Bank, N.A.
|
|
Broker (for certain Invesco Funds)
|
Western Lithograph
|
|
Financial Printer
|
Wiley Bros. Aintree Capital L.L.C.
|
|
Broker (for certain Invesco Funds)
|
William Blair & Co.
|
|
Broker (for certain Invesco Funds)
|
XSP, LLC\Solutions Plus, Inc.
|
|
Software Provider
|
|
B-3
APPENDIX C
TRUSTEES AND OFFICERS
As of August 31, 2010
The address of each trustee and officer is 11 Greenway Plaza, Suite 2500, Houston, Texas
77046-1173. The trustees serve for the life of the Trust, subject to their earlier death,
incapacitation, resignation, retirement or removal as more specifically provided in the Trusts
organizational documents. Each officer serves for a one year term or until their successors are
elected and qualified. Column two below includes length of time served with predecessor entities,
if any.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
Interested Persons
|
|
|
|
|
|
|
|
|
|
|
|
|
Martin L. Flanagan
1
1960
Trustee
|
|
|
2007
|
|
|
Executive Director, Chief Executive
Officer and President, Invesco Ltd.
(ultimate parent of Invesco and a
global investment management firm);
Advisor to the Board, Invesco
Advisers, Inc. (formerly known as
Invesco Institutional (N.A.), Inc.);
Trustee, The Invesco Funds; Vice
Chair, Investment Company Institute;
and Member of Executive Board, SMU Cox
School of Business
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Chairman, Invesco Advisers,
Inc. (registered investment adviser);
Director, Chairman, Chief Executive
Officer and President, IVZ Inc.
(holding company), INVESCO Group
Services, Inc. (service provider) and
Invesco North American Holdings, Inc.
(holding company); Director, Chief
Executive Officer and President,
Invesco Holding Company Limited
(parent of Invesco and a global
investment management firm); Director,
Invesco Ltd.; Chairman, Investment
Company Institute and President,
Co-Chief Executive Officer,
Co-President, Chief Operating Officer
and Chief Financial Officer, Franklin
Resources, Inc. (global investment
management organization)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Philip A. Taylor
2
1954
Trustee, President and
Principal Executive Officer
|
|
|
2006
|
|
|
Head of North American Retail and
Senior Managing Director, Invesco
Ltd.; Director, Co-Chairman,
Co-President and Co-Chief Executive
Officer, Invesco Advisers, Inc.
(formerly known as Invesco
Institutional (N.A.), Inc.)
(registered investment
|
|
|
214
|
|
|
None
|
|
|
|
1
|
|
Mr. Flanagan is considered an interested person of the
Trust because he is an officer of the adviser to the Trust, and an officer and
a director of Invesco Ltd., ultimate parent of the adviser to the Trust.
|
|
2
|
|
Mr. Taylor is considered an interested person of the
Trust because he is an officer and a director of the adviser to, and a director
of the principal underwriter of, the Trust.
|
C-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
|
|
|
|
|
|
adviser); Director, Chief Executive
Officer and President, 1371 Preferred
Inc. (holding company); Director,
Chairman, Chief Executive Officer and
President, Invesco Management Group,
Inc. (formerly Invesco Aim Management
Group, Inc.) (financial services
holding company); Director and
President, INVESCO Funds Group, Inc.
(registered investment adviser and
registered transfer agent) and AIM GP
Canada Inc. (general partner for
limited partnerships); Director and
Chairman, Invesco Investment Services,
Inc. (formerly known as Invesco Aim
Investment Services, Inc.) (registered
transfer agent) and IVZ Distributors,
Inc. (formerly known as INVESCO
Distributors, Inc.) (registered broker
dealer); Director, President and
Chairman, INVESCO Inc. (holding
company) and Invesco Canada Holdings
Inc. (holding company); Chief
Executive Officer, Invesco Trimark
Corporate Class Inc. (corporate mutual
fund company) and Invesco Trimark
Canada Fund Inc. (corporate mutual
fund company); Director and Chief
Executive Officer, Invesco Trimark
Ltd./Invesco Trimark Ltèe (registered
investment adviser and registered
transfer agent) and Invesco Trimark
Dealer Inc. (registered broker
dealer); Trustee, President and
Principal Executive Officer, The
Invesco Funds (other than AIM
Treasurers Series Trust (Invesco
Treasurers Series Trust) and
Short-Term Investments Trust); Trustee
and Executive Vice President, The
Invesco Funds (AIM Treasurers Series
Trust (Invesco Treasurers Series
Trust) and Short-Term Investments
Trust only); and Director, Van Kampen
Asset Management; Director, Chief
Executive Officer and President, Van
Kampen Investments Inc. and Van Kampen
Exchange Corp.; Director and Chairman,
Van Kampen Investor Services Inc. and
Director and President, Van Kampen
Advisors, Inc.
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Director, Invesco
Distributors, Inc. (formerly known as
Invesco Aim Distributors, Inc.)
(registered broker dealer); Manager,
Invesco PowerShares Capital Management
LLC; Director, Chief Executive Officer
and President, Invesco Advisers, Inc.;
Director, Chairman, Chief Executive
Officer and President, Invesco Aim
Capital Management, Inc.; President,
Invesco Trimark Dealer Inc. and
Invesco Trimark Ltd./Invesco Trimark
Ltèe; Director and President, AIM
Trimark Corporate Class Inc. and AIM
Trimark Canada Fund Inc.; Senior
Managing Director, Invesco
|
|
|
|
|
|
|
C-2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
|
|
|
|
|
|
Holding
Company Limited; Trustee and Executive
Vice President, Tax-Free Investments
Trust; Director and Chairman, Fund
Management Company (former registered
broker dealer); President and
Principal Executive Officer, The
Invesco Funds (AIM Treasurers Series
Trust (Invesco Treasurers Series
Trust), Short-Term Investments Trust
and Tax-Free Investments Trust only);
President, AIM Trimark Global Fund
Inc. and AIM Trimark Canada Fund Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wayne
W.
Whalen
3
1939
Trustee
|
|
|
2010
|
|
|
Of Counsel, and prior to 2010, partner
in the law firm of Skadden, Arps,
Slate, Meagher & Flom LLP, legal
counsel to funds in the Fund Complex
|
|
|
232
|
|
|
Director of the
Abraham Lincoln
Presidential
Library Foundation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Independent Trustees
|
|
|
|
|
|
|
|
|
|
|
|
|
Bruce L. Crockett 1944
Trustee and Chair
|
|
|
2001
|
|
|
Chairman, Crockett Technology
Associates (technology consulting
company)
Formerly: Director, Captaris (unified
messaging provider); Director,
President and Chief Executive Officer
COMSAT Corporation; and Chairman,
Board of Governors of INTELSAT
(international communications company)
|
|
|
214
|
|
|
ACE Limited
(insurance
company); and
Investment Company
Institute
|
|
|
|
|
|
|
|
|
|
|
|
|
|
David C. Arch 1945
Trustee
|
|
|
2010
|
|
|
Chairman and Chief Executive Officer
of Blistex Inc., a consumer health
care products manufacturer.
|
|
|
232
|
|
|
Member of the
Heartland Alliance
Advisory Board, a
nonprofit
organization
serving human needs
based in Chicago.
Board member of the
Illinois
Manufacturers
Association. Member
of the Board of
Visitors, Institute
for the
Humanities,
University of
Michigan
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bob R. Baker 1936
Trustee
|
|
|
2003
|
|
|
Retired
Formerly: President and Chief
Executive Officer, AMC Cancer Research
Center; and Chairman and Chief
Executive Officer, First Columbia
Financial Corporation
|
|
|
214
|
|
|
None
|
|
|
|
3
|
|
Mr. Whalen has been deemed to be an interested person of the Trust because of his prior service
as counsel to the predecessor funds of certain Invesco open-end funds and his affiliation with
the law firm that served as counsel to such predecessor funds and continues to serve as counsel
to the Invesco Van Kampen closed-end funds.
|
C-3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
Frank S. Bayley 1939
Trustee
|
|
|
1987
|
|
|
Retired
Formerly: Director, Badgley Funds,
Inc. (registered investment company)
(2 portfolios) and Partner, law firm
of Baker & McKenzie
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
James T. Bunch 1942
Trustee
|
|
|
2003
|
|
|
Founder, Green, Manning & Bunch Ltd.
(investment banking firm)
Formerly: Executive Committee, United
States Golf Association; and Director,
Policy Studies, Inc. and Van Gilder
Insurance Corporation
|
|
|
214
|
|
|
Vice Chairman,
Board of Governors,
Western Golf
Association/Evans
Scholars Foundation
and Director,
Denver Film Society
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rodney Dammeyer 1940
Trustee
|
|
|
2010
|
|
|
President of CAC, LLC, a private
company offering capital investment
and management advisory services.
Formerly: Prior to January 2004,
Director of TeleTech Holdings Inc.;
Prior to 2002, Director of Arris
Group, Inc.; Prior to 2001, Managing
Partner at Equity Group Corporate
Investments. Prior to 1995, Chief
Executive Officer of Itel Corporation.
Prior to 1985, experience includes
Senior Vice President and Chief
Financial Officer of Household
International, Inc, Executive Vice
President and Chief Financial Officer
of Northwest Industries, Inc. and
Partner of Arthur Andersen & Co.
|
|
|
232
|
|
|
Director of Quidel
Corporation and
Stericycle, Inc.
Prior to May 2008,
Trustee of The
Scripps Research
Institute. Prior to
February 2008,
Director of Ventana
Medical Systems,
Inc. Prior to April
2007, Director of
GATX Corporation.
Prior to April
2004, Director of
TheraSense, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Albert R. Dowden 1941
Trustee
|
|
|
2001
|
|
|
Director of a number of public and
private business corporations,
including the Boss Group, Ltd.
(private investment and management);
Reich & Tang Funds (5 portfolios)
(registered investment company); and
Homeowners of America Holding
Corporation/ Homeowners of America
Insurance Company (property casualty
company)
|
|
|
214
|
|
|
Board of Natures
Sunshine Products,
Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Director, Continental
Energy Services, LLC (oil and gas
pipeline service); Director, CompuDyne
Corporation (provider of product and
services to the public security
market) and Director, Annuity and Life
Re (Holdings), Ltd. (reinsurance
company); Director, President and
Chief Executive Officer, Volvo Group
North America, Inc.; Senior Vice
President, AB Volvo; Director of
various public and private
corporations; Chairman, DHJ Media,
Inc.; Director Magellan Insurance
Company; and Director, The Hertz
Corporation, Genmar Corporation (boat
manufacturer), National Media
Corporation; Advisory Board of Rotary
Power International (designer,
manufacturer, and seller of rotary
power engines); and Chairman, Cortland
Trust, Inc. (registered investment
company)
|
|
|
214
|
|
|
Board of Natures
Sunshine Products,
Inc.
|
C-4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
Jack M. Fields 1952
Trustee
|
|
|
2001
|
|
|
Chief Executive Officer, Twenty First
Century Group, Inc. (government
affairs company); and Owner and Chief
Executive Officer, Dos Angelos Ranch,
L.P. (cattle, hunting, corporate
entertainment), Discovery Global
Education Fund (non-profit) and Cross
Timbers Quail Research Ranch
(non-profit)
Formerly: Chief Executive Officer,
Texana Timber LP (sustainable forestry
company) and member of the U.S. House
of Representatives
|
|
|
214
|
|
|
Administaff
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carl Frischling 1937
Trustee
|
|
|
2001
|
|
|
Partner, law firm of Kramer Levin
Naftalis and Frankel LLP
|
|
|
214
|
|
|
Director, Reich &
Tang Funds (16
portfolios)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prema
Mathai-Davis 1950
Trustee
|
|
|
2001
|
|
|
Retired
Formerly: Chief Executive Officer,
YWCA of the U.S.A.
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lewis F. Pennock 1942
Trustee
|
|
|
2001
|
|
|
Partner, law firm of Pennock & Cooper
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Larry Soll 1942
Trustee
|
|
|
2003
|
|
|
Retired
Formerly, Chairman, Chief Executive
Officer and President, Synergen Corp.
(a biotechnology company)
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hugo F. Sonnenschein 1940
Trustee
|
|
|
2010
|
|
|
President Emeritus and Honorary
Trustee of the University of Chicago
and the Adam Smith Distinguished
Service Professor in the Department of
Economics at the University of
Chicago. Prior to July 2000, President of the University of Chicago.
|
|
|
232
|
|
|
Trustee of the
University of
Rochester and a
member of its
investment committee. Member
of the National
Academy of
Sciences, the
American
Philosophical
Society and a
fellow of the
American Academy of
Arts and Sciences
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Raymond Stickel, Jr. 1944
Trustee
|
|
|
2005
|
|
|
Retired
Formerly: Director, Mainstay VP
Series Funds, Inc. (25 portfolios) and
Partner, Deloitte & Touche
|
|
|
214
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Officers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell C. Burk 1958
Senior Vice President and Senior Officer
|
|
|
2005
|
|
|
Senior Vice President and Senior
Officer, The Invesco Funds
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John M. Zerr 1962
Senior Vice President, Chief Legal Officer
and Secretary
|
|
|
2006
|
|
|
Director, Senior Vice President,
Secretary and General Counsel, Invesco
Management Group, Inc. (formerly known
as Invesco Aim Management Group,
Inc.),
|
|
|
N/A
|
|
|
N/A
|
C-5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
|
|
|
|
|
|
Van Kampen Investments Inc. and
Van Kampen Exchange Corp., Senior Vice
President, Invesco Advisers, Inc.
formerly known as Invesco
Institutional (N.A.), Inc.)
(registered investment adviser);
Senior Vice President and Secretary,
Invesco Distributors, Inc. (formerly
known as Invesco Aim Distributors,
Inc.); Director, Vice President and
Secretary, Invesco Investment
Services, Inc. (formerly known as
Invesco Aim Investment Services, Inc.)
and IVZ Distributors, Inc. (formerly
known as INVESCO Distributors, Inc.);
Director and Vice President, INVESCO
Funds Group, Inc.; Senior Vice
President, Chief Legal Officer and
Secretary, The Invesco Funds; Manager,
Invesco PowerShares Capital Management
LLC; Director, Secretary and General
Counsel, Van Kampen Asset Management;
Director and Secretary, Van Kampen
Advisors Inc.; Secretary and General
Counsel, Van Kampen Funds Inc.; and
Director, Vice President, Secretary
and General Counsel, Van Kampen
Investor Services Inc.; and General
Counsel, PowerShares Exchange-Traded
Fund Trust, PowerShares
Exchange-Traded Fund Trust II,
PowerShares India Exchange-Traded Fund
Trust and PowerShares Actively Managed
Exchange-Traded Fund Trust
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Director, Invesco
Distributors, Inc. (formerly known as
Invesco Aim Distributors, Inc.);
Director, Senior Vice President,
General Counsel and Secretary, Invesco
Advisers, Inc.; Director, Vice
President and Secretary, Fund
Management Company; Director, Senior
Vice President, Secretary, General
Counsel and Vice President, Invesco
Aim Capital Management, Inc.; Chief
Operating Officer and General Counsel,
Liberty Ridge Capital, Inc. (an
investment adviser); Vice President
and Secretary, PBHG Funds (an
investment company) and PBHG Insurance
Series Fund (an investment company);
Chief Operating Officer, General
Counsel and Secretary, Old Mutual
Investment Partners (a broker-dealer);
General Counsel and Secretary, Old
Mutual Fund Services (an
administrator) and Old Mutual
Shareholder Services (a shareholder
servicing center); Executive Vice
President, General Counsel and
Secretary, Old Mutual Capital, Inc.
(an investment adviser); and Vice
President and Secretary, Old Mutual
Advisors Funds (an investment company)
|
|
|
|
|
|
|
C-6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
Lisa
O. Brinkley 1959
Vice President
|
|
|
2004
|
|
|
Global Compliance Director, Invesco
Ltd.; Chief Compliance Officer,
Invesco Distributors, Inc. (formerly
known as Invesco Aim Distributors,
Inc.), Invesco Investment Services,
Inc.(formerly known as Invesco Aim
Investment Services, Inc.) and Van
Kampen Investor Services Inc.; and
Vice President, The Invesco Funds
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Senior Vice President,
Invesco Management Group, Inc.; Senior
Vice President and Chief Compliance
Officer, Invesco Advisers, Inc. and
The Invesco Funds; Vice President and
Chief Compliance Officer, Invesco Aim
Capital Management, Inc. and Invesco
Distributors, Inc.; Vice President,
Invesco Investment Services, Inc. and
Fund Management Company
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Kevin M. Carome 1956
Vice President
|
|
|
2003
|
|
|
General Counsel, Secretary and Senior
Managing Director, Invesco Ltd.;
Director, Invesco Holding Company
Limited and INVESCO Funds Group, Inc.;
Director and Executive Vice President,
IVZ, Inc., Invesco Group Services,
Inc., Invesco North American Holdings,
Inc. and Invesco Investments (Bermuda)
Ltd.; Director and
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
Secretary, Invesco Advisers, Inc.
(formerly known as Invesco
Institutional (N.A.), Inc.)
(registered investment adviser); Vice
President, The Invesco Funds; and
Trustee, PowerShares Exchange-Traded
Fund Trust, PowerShares
Exchange-Traded Fund Trust II,
PowerShares India Exchange-Traded Fund
Trust and PowerShares Actively Managed
Exchange-Traded Fund Trust; and
Director and Chairman, Van Kampen
Advisors Inc.
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Senior Managing Director
and Secretary, Invesco North American
Holdings, Inc.; Vice President and
Secretary, IVZ, Inc. and Invesco Group
Services, Inc.; Senior Managing
Director and Secretary, Invesco
Holding Company Limited; Director,
Senior Vice President, Secretary and
General Counsel, Invesco Management
Group, Inc. and Invesco Advisers,
Inc.; Senior Vice President, Invesco
Distributors, Inc.; Director, General
Counsel and Vice President, Fund
Management Company; Vice President,
Invesco Aim Capital Management, Inc.
and Invesco Investment Services, Inc.;
Senior Vice President, Chief Legal
Officer and Secretary, The Invesco
Funds; Director and Vice President,
IVZ Distributors, Inc. (formerly known
as INVESCO Distributors, Inc.; and
Chief Executive Officer and President,
INVESCO Funds Group, Inc.
|
|
|
|
|
|
|
C-7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
Sheri
Morris 1964
Vice President, Treasurer and Principal
Financial Officer
|
|
|
1999
|
|
|
Vice President, Treasurer and
Principal Financial Officer, The
Invesco Funds; and Vice President,
Invesco Advisers, Inc. (formerly known
as Invesco Institutional (N.A.), Inc.)
(registered investment adviser)
Formerly: Vice President, Invesco
Advisers, Inc., Invesco Aim Capital
Management, Inc. and Invesco Aim
Private Asset Management, Inc.;
Assistant Vice President and Assistant
Treasurer, The Invesco Funds and
Assistant Vice President, Invesco
Advisers, Inc., Invesco Aim Capital
Management, Inc. and Invesco Aim
Private Asset Management, Inc.
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Karen Dunn Kelley 1960
Vice President
|
|
|
2004
|
|
|
Head of Invescos World Wide Fixed
Income and Cash Management Group;
Senior Vice President, Invesco
Advisers, Inc. (formerly known as
Invesco Institutional (N.A.), Inc.)
(registered investment adviser) and
Van Kampen Investments Inc.; Executive Vice
President, Invesco Distributors, Inc.
(formerly known as Invesco Aim
Distributors, Inc.); Senior Vice
President, Invesco Management Group,
Inc. (formerly known as Invesco Aim
Management Group, Inc.); and Director,
Invesco Mortgage Capital Inc.; Vice
President, The Invesco Funds (other
than AIM Treasurers Series Trust
(Invesco Treasurers Series Trust) and
Short-Term Investments Trust);
President and Principal Executive
Officer, The Invesco Funds (AIM
Treasurers Series Trust (Invesco
Treasurers Series Trust) and
Short-Term Investments Trust only).
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Vice President, Invesco
Advisers, Inc. (formerly known as
Invesco Institutional (N.A.), Inc.);
Director of Cash Management and Senior
Vice President, Invesco Advisers, Inc.
and Invesco Aim Capital Management,
Inc.; President and Principal
Executive Officer, Tax-Free
Investments Trust; Director and
President, Fund Management Company;
Chief Cash Management Officer,
Director of Cash Management, Senior
Vice President, and Managing Director,
Invesco Aim Capital Management, Inc.;
Director of Cash Management, Senior
Vice President, and Vice President,
Invesco Advisers, Inc. and The Invesco
Funds (AIM Treasurers Series Trust
(Invesco Treasurers Series Trust),
Short-Term Investments Trust and
Tax-Free Investments Trust only)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lance A. Rejsek 1967
Anti-Money Laundering Compliance Officer
|
|
|
2005
|
|
|
Anti-Money Laundering Compliance
Officer, Invesco Advisers, Inc.
(formerly known as Invesco
Institutional (N.A.), Inc.)
(registered investment adviser);
Invesco
|
|
|
N/A
|
|
|
N/A
|
C-8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
Other
|
|
|
Trustee
|
|
|
|
Funds in Fund
|
|
Trusteeship(s)/
|
Name, Year of Birth and
|
|
and/or
|
|
|
|
Complex
|
|
Directorships(s)
|
Position(s) Held with the
|
|
Officer
|
|
Principal Occupation(s)
|
|
Overseen by
|
|
Held by
|
Trust
|
|
Since
|
|
During Past 5 Years
|
|
Trustee
|
|
Trustee/Director
|
|
|
|
|
|
|
Distributors, Inc. (formerly
known as Invesco Aim Distributors,
Inc.), Invesco Investment Services,
Inc. (formerly known as Invesco Aim
Investment Services, Inc.), The
Invesco Funds, PowerShares
Exchange-Traded Fund Trust,
PowerShares Exchange-Traded Trust II,
PowerShares India Exchange-Traded Fund
Trust, PowerShares Actively Managed
Exchange-Traded Fund Trust, Van Kampen
Asset Management, Van Kampen Investor
Services Inc., and Van Kampen Funds
Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Anti-Money Laundering
Compliance Officer, Fund Management
Company, Invesco Advisers, Inc.,
Invesco Aim Capital Management, Inc.
and Invesco Aim Private Asset
Management, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Todd L. Spillane 1958
Chief Compliance Officer
|
|
|
2006
|
|
|
Senior Vice President, Invesco
Management Group, Inc. (formerly known
as Invesco Aim Management Group,
Inc.), Van Kampen Investments Inc. and
Van Kampen Exchange Corp.; Senior Vice
President and Chief Compliance
Officer, Invesco Advisers, Inc.
(registered investment adviser)
(formerly known as Invesco
Institutional (N.A.), Inc.); Chief
Compliance Officer, The Invesco Funds,
PowerShares Exchange-Traded Fund
Trust, PowerShares Exchange-Traded
Trust II, PowerShares India
Exchange-Traded Fund Trust,
PowerShares Actively Managed
Exchange-Traded Fund Trust, INVESCO
Private Capital Investments, Inc.
(holding company) and Invesco Private
Capital, Inc. (registered investment
adviser); Vice President, Invesco
Distributors, Inc. (formerly known as
Invesco Aim Distributors, Inc.),
Invesco Investment Services, Inc.
(formerly known as Invesco Aim
Investment Services, Inc.) and Van
Kampen Investor Services Inc.
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formerly: Senior Vice President and
Chief Compliance Officer, Invesco
Advisers, Inc. and Invesco Aim Capital
Management, Inc.; Chief Compliance
Officer, Invesco Global Asset
Management (N.A.), Inc. and Invesco
Senior Secured Management, Inc.
(registered investment adviser); Vice
President, Invesco Aim Capital
Management, Inc. and Fund Management
Company
|
|
|
|
|
|
|
C-9
Trustee Ownership of Fund Shares as of December 31, 2009
|
|
|
|
|
|
|
|
|
Aggregate Dollar Range of
|
|
|
|
|
Equity Securities in All
|
|
|
|
|
Registered Investment
|
|
|
Dollar Range of Equity Securities
|
|
Companies Overseen by
|
Name of Trustee
|
|
Per Fund
|
|
Trustee in The Invesco Funds
|
Martin L. Flanagan
|
|
-0-
|
|
-0-
|
Philip A. Taylor
|
|
-0-
|
|
-0-
|
Wayne M. Whalen
|
|
N/A
|
|
N/A
|
David C. Arch
|
|
N/A
|
|
N/A
|
Bob R. Baker
|
|
-0-
|
|
Over $100,000
|
Frank S. Bayley
|
|
-0-
|
|
Over $100,000
|
James T. Bunch
|
|
-0-
|
|
Over $100,000
4
|
Bruce L. Crockett
|
|
-0-
|
|
Over $100,000
4
|
Rodney Dammeyer
|
|
N/A
|
|
N/A
|
Albert R. Dowden
|
|
-0-
|
|
Over $100,000
|
Jack M. Fields
|
|
-0-
|
|
Over $100,000
4
|
Carl Frischling
|
|
-0-
|
|
Over $100,000
4
|
Prema Mathai-Davis
|
|
-0-
|
|
Over $100,000
4
|
Lewis F. Pennock
|
|
-0-
|
|
Over $100,000
|
Larry Soll
|
|
-0-
|
|
Over $100,000
4
|
Hugo F. Sonnenschein
|
|
N/A
|
|
N/A
|
Raymond Stickel, Jr.
|
|
-0-
|
|
Over $100,000
|
|
|
|
|
4
|
|
Includes the total amount of compensation deferred by the trustee at his or her election
pursuant to a deferred compensation plan. Such deferred compensation is placed in a deferral
account and deemed to be iinvested in one or more of the Invesco Funds.
|
|
C-10
APPENDIX D
TRUSTEE COMPENSATION TABLE
Set forth below is information regarding compensation paid or accrued for each trustee of the Trust
who was not affiliated with Invescoduring the year ended December 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated
|
|
Total
|
|
|
Aggregate
|
|
Retirement Benefits
|
|
Annual
|
|
Compensation
|
|
|
Compensation
|
|
Accrued by All
|
|
Benefits Upon
|
|
From all Invesco
|
Trustee
|
|
from
the Trust
1
|
|
Invesco Funds
2
|
|
Retirement
3
|
|
Funds
4
|
David C. Arch
5
|
|
$
|
0
|
|
|
$
|
42,315
|
|
|
$
|
105,000
|
|
|
$
|
227,131
|
|
Bob R. Baker
|
|
|
13,896
|
|
|
|
125,039
|
|
|
|
197,868
|
|
|
|
259,100
|
|
Frank S. Bayley
|
|
|
14,784
|
|
|
|
115,766
|
|
|
|
154,500
|
|
|
|
275,700
|
|
James T. Bunch
|
|
|
12,612
|
|
|
|
142,058
|
|
|
|
154,500
|
|
|
|
235,000
|
|
Bruce L. Crockett
|
|
|
27,272
|
|
|
|
104,012
|
|
|
|
154,500
|
|
|
|
509,900
|
|
Rodney Dammeyer
5
|
|
|
0
|
|
|
|
86,550
|
|
|
|
105,000
|
|
|
|
227,131
|
|
Albert R. Dowden
|
|
|
14,783
|
|
|
|
142,622
|
|
|
|
154,500
|
|
|
|
275,700
|
|
Jack M. Fields
|
|
|
12,612
|
|
|
|
122,608
|
|
|
|
154,500
|
|
|
|
235,000
|
|
Carl Frischling
6
|
|
|
14,462
|
|
|
|
124,703
|
|
|
|
154,500
|
|
|
|
269,950
|
|
Prema Mathai-Davis
|
|
|
13,764
|
|
|
|
120,758
|
|
|
|
154,500
|
|
|
|
256,600
|
|
Lewis F. Pennock
|
|
|
12,612
|
|
|
|
107,130
|
|
|
|
154,500
|
|
|
|
235,000
|
|
Larry Soll
|
|
|
13,764
|
|
|
|
161,084
|
|
|
|
176,202
|
|
|
|
256,600
|
|
Hugo F.
Sonnenschein
5
|
|
|
0
|
|
|
|
87,154
|
|
|
|
105,000
|
|
|
|
227,131
|
|
Raymond Stickel, Jr.
|
|
|
16,067
|
|
|
|
107,154
|
|
|
|
154,500
|
|
|
|
299,800
|
|
Wayne W. Whalen
5
|
|
|
0
|
|
|
|
82,190
|
|
|
|
105,000
|
|
|
|
227,131
|
|
|
|
|
1
|
|
Amounts shown are based on the fiscal year ended
October 31, 2009. The total amount of compensation deferred by all trustees
of the Trust during the fiscal year ended October 31, 2009, including earnings,
was $25,176.
|
|
2
|
|
During the fiscal year ended October 31, 2009, the
total amount of expenses allocated to the Trust in respect of such retirement
benefits was $30,826.
|
|
3
|
|
These amounts represent the estimated annual benefits
payable by the Invesco Funds upon the trustees retirement and assumes each
trustee serves until his or her normal retirement date.
|
|
4
|
|
All trustees, except Arch, Dammeyer, Sonnenschein
and Whalen, currently serve as trustee of 29 registered investment companies
advised by Invesco. Messrs. Arch, Dammeyer, Sonnenschein and Whalen currently
serve as trustee of 47 registeristerd investment companies advised by Invesco.
|
|
5
|
|
Messers. Arch, Dammeyer, Sonnenschein and Whalen
were elected trustees of the Trust effective June 15, 2010.
|
|
6
|
|
During the fiscal year ended October 31, 2009,
the Trust paid $30.801 in legal fees to Kramer Levin Naftalis & Frankel LLP
for services rendered by such firm as counsel to the independent trustees
of the Trust. Mr. Frischling is a partner of such firm.
|
D-1
APPENDIX E
I.2. PROXY POLICIES AND PROCEDURES RETAIL
|
|
|
Applicable to
|
|
Retail Accounts
|
|
|
|
Risk Addressed by Policy
|
|
breach of fiduciary duty to client under
Investment Advisers Act of 1940 by placing
Invesco personal interests ahead of client
best economic interests in voting proxies
|
|
|
|
Relevant Law and Other Sources
|
|
Investment Advisers Act of 1940
|
|
|
|
Last Tested Date
|
|
|
|
|
|
Policy/Procedure Owner
|
|
Advisory Compliance
|
|
|
|
Policy Approver
|
|
Fund Board
|
|
|
|
Approved/Adopted Date
|
|
January 1, 2010
|
The following policies and procedures apply to certain funds and other accounts managed by Invesco
Advisers, Inc. (Invesco).
A. POLICY STATEMENT
Introduction
Our Belief
The Invesco Funds Boards of Trustees and Invescos investment professionals expect a high standard
of corporate governance from the companies in our portfolios so that Invesco may fulfill its
fiduciary obligation to our fund shareholders and other account holders. Well governed companies
are characterized by a primary focus on the interests of shareholders, accountable boards of
directors, ample transparency in financial disclosure, performance-driven cultures and appropriate
consideration of all stakeholders. Invesco believes well governed companies create greater
shareholder wealth over the long term than poorly governed companies, so we endeavor to vote in a
manner that increases the value of our investments and fosters good governance within our portfolio
companies.
In determining how to vote proxy issues, Invesco considers the probable business consequences of
each issue and votes in a manner designed to protect and enhance fund shareholders and other
account holders interests. Our voting decisions are intended to enhance each companys total
shareholder value over Invescos typical investment horizon.
Proxy voting is an integral part of Invescos investment process. We believe that the right to vote
proxies should be managed with the same care as all other elements of the investment process. The
objective of Invescos proxy-voting activity is to promote good governance and advance the economic
interests of our clients. At no time will Invesco exercise its voting power to advance its own
commercial interests, to pursue a social or political cause that is unrelated to our clients
economic interests, or to favor a particular client or business relationship to the detriment of
others.
B. OPERATING PROCEDURES AND RESPONSIBLE PARTIES
Proxy administration
The Invesco Retail Proxy Committee (the Proxy Committee) consists of members representing
Invescos Investments, Legal and Compliance departments. Invescos Proxy Voting Guidelines (the
January 2010
E-1
Guidelines) are revised annually by the Proxy Committee, and are approved by the Invesco Funds
Boards of Trustees. The Proxy Committee implements the Guidelines and oversees proxy voting.
The Proxy Committee has retained outside experts to assist with the analysis and voting of proxy
issues. In addition to the advice offered by these experts, Invesco uses information gathered from
our own
research, company managements, Invescos portfolio managers and outside shareholder groups to reach
our voting decisions.
Generally speaking, Invescos investment-research process leads us to invest in companies led by
management teams we believe have the ability to conceive and execute strategies to outperform their
competitors. We select companies for investment based in large part on our assessment of their
management teams ability to create shareholder wealth. Therefore, in formulating our proxy-voting
decisions, Invesco gives proper consideration to the recommendations of a companys Board of
Directors.
Important principles underlying the Invesco Proxy Voting Guidelines
I. Accountability
Management teams of companies are accountable to their boards of directors, and directors of
publicly held companies are accountable to their shareholders. Invesco endeavors to vote the
proxies of its portfolio companies in a manner that will reinforce the notion of a boards
accountability to its shareholders. Consequently, Invesco votes against any actions that would
impair the rights of shareholders or would reduce shareholders influence over the board or over
management.
The following are specific voting issues that illustrate how Invesco applies this principle of
accountability.
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Elections of directors.
In uncontested director elections for companies that do not have
a controlling shareholder, Invesco votes in favor of slates if they are comprised of at
least a majority of independent directors and if the boards key committees are fully
independent. Key committees include the Audit, Compensation and Governance or Nominating
Committees. Invescos standard of independence excludes directors who, in addition to the
directorship, have any material business or family relationships with the companies they
serve.
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Contested director elections are evaluated on a case-by-case basis and are decided within
the context of Invescos investment thesis on a company.
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Director performance.
Invesco withholds votes from directors who exhibit a lack of
accountability to shareholders, either through their level of attendance at meetings or by
enacting egregious corporate-governance or other policies. In cases of material financial
restatements, accounting fraud, habitually late filings, adopting shareholder rights plan
(poison pills) without shareholder approval, or other areas of poor performance, Invesco
may withhold votes from some or all of a companys directors. In situations where
directors performance is a concern, Invesco may also support shareholder proposals to take
corrective actions such as so-called clawback provisions.
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Auditors and Audit Committee members.
Invesco believes a companys Audit Committee has a
high degree of responsibility to shareholders in matters of financial disclosure, integrity
of the financial statements and effectiveness of a companys internal controls.
Independence, experience and financial expertise are critical elements of a
well-functioning Audit Committee. When electing directors who are members of a companys
Audit Committee, or when ratifying a companys auditors, Invesco considers the past
performance of the Committee and holds its members accountable for the quality of the
companys financial statements and reports.
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Majority standard in director elections.
The right to elect directors is the single most
important mechanism shareholders have to promote accountability. Invesco supports the
nascent effort to reform the U.S. convention of electing directors, and votes in favor of
proposals to elect directors by a majority vote.
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January 2010
E-2
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Classified boards.
Invesco supports proposals to elect directors annually instead of
electing them to staggered multi-year terms because annual elections increase a boards
level of accountability to its shareholders.
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Supermajority voting requirements.
Unless proscribed by law in the state of
incorporation, Invesco votes against actions that would impose any supermajority voting
requirement, and supports actions to dismantle existing supermajority requirements.
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Responsiveness.
Invesco withholds votes from directors who do not adequately respond to
shareholder proposals that were approved by a majority of votes cast the prior year.
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Cumulative voting.
The practice of cumulative voting can enable minority shareholders to
have representation on a companys board. Invesco supports proposals to institute the
practice of cumulative voting at companies whose overall corporate-governance standards
indicate a particular need to protect the interests of minority shareholders.
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Shareholder access.
On business matters with potential financial consequences, Invesco
votes in favor of proposals that would increase shareholders opportunities to express
their views to boards of directors, proposals that would lower barriers to shareholder
action and proposals to promote the adoption of generally accepted best practices in
corporate governance.
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II. Incentives
Invesco believes properly constructed compensation plans that include equity ownership are
effective in creating incentives that induce managements and employees of our portfolio companies
to create greater shareholder wealth. Invesco supports equity compensation plans that promote the
proper alignment of incentives, and votes against plans that are overly dilutive to existing
shareholders, plans that contain objectionable structural features, and plans that appear likely to
reduce the value of an accounts investment.
Following are specific voting issues that illustrate how Invesco evaluates incentive plans.
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Executive compensation.
Invesco evaluates compensation plans for executives within the
context of the companys performance under the executives tenure. Invesco believes
independent compensation committees are best positioned to craft executive-compensation
plans that are suitable for their company-specific circumstances. We view the election of
those independent compensation committee members as the appropriate mechanism for
shareholders to express their approval or disapproval of a companys compensation
practices. Therefore, Invesco generally does not support shareholder proposals to limit or
eliminate certain forms of executive compensation. In the interest of reinforcing the
notion of a compensation committees accountability to shareholders, Invesco supports
proposals requesting that companies subject each years compensation record to an advisory
shareholder vote, or so-called say on pay proposals.
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Equity-based compensation plans.
When voting to approve or reject equity-based
compensation plans, Invesco compares the total estimated cost of the plans, including stock
options and restricted stock, against a carefully selected peer group and uses multiple
performance metrics that help us determine whether the incentive structures in place are
creating genuine shareholder wealth. Regardless of a plans estimated cost relative to its
peer group, Invesco votes against plans that contain structural features that would impair
the alignment of incentives between shareholders and management. Such features include the
ability to reprice or reload options without shareholder approval, the ability to issue
options below the stocks current market price, or the ability to automatically replenish
shares without shareholder approval.
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January 2010
E-3
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Employee stock-purchase plans.
Invesco supports employee stock-purchase plans that are
reasonably designed to provide proper incentives to a broad base of employees, provided
that the price at which employees may acquire stock is at most a 15 percent discount from
the market price.
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Severance agreements.
Invesco generally votes in favor of proposals requiring advisory
shareholder ratification of executives severance agreements. However, we oppose proposals
requiring such agreements to be ratified by shareholders in advance of their adoption.
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III. Capitalization
Examples of management proposals related to a companys capital structure include authorizing or
issuing additional equity capital, repurchasing outstanding stock, or enacting a stock split or
reverse stock split. On requests for additional capital stock, Invesco analyzes the companys
stated reasons for the request. Except where the request could adversely affect the funds
ownership stake or voting rights, Invesco generally supports a boards decisions on its needs for
additional capital stock. Some capitalization proposals require a case-by-case analysis within the
context of Invescos investment thesis on a company. Examples of such proposals include authorizing
common or preferred stock with special voting rights, or issuing additional stock in connection
with an acquisition.
IV. Mergers, Acquisitions and Other Corporate Actions
Issuers occasionally require shareholder approval to engage in certain corporate actions such as
mergers, acquisitions, name changes, dissolutions, reorganizations, divestitures and
reincorporations. Invesco analyzes these proposals within the context of our investment thesis on
the company, and determines its vote on a case-by-case basis.
V. Anti-Takeover Measures
Practices designed to protect a company from unsolicited bids can adversely affect shareholder
value and voting rights, and they create conflicts of interests among directors, management and
shareholders. Except under special issuer-specific circumstances, Invesco votes to reduce or
eliminate such measures. These measures include adopting or renewing poison pills, requiring
supermajority voting on certain corporate actions, classifying the election of directors instead of
electing each director to an annual term, or creating separate classes of common or preferred stock
with special voting rights. Invesco generally votes against management proposals to impose these
types of measures, and generally votes for shareholder proposals designed to reduce such measures.
Invesco supports shareholder proposals directing companies to subject their anti-takeover
provisions to a shareholder vote.
VI. Shareholder Proposals on Corporate Governance
Invesco generally votes for shareholder proposals that are designed to protect shareholder rights
if a companys corporate-governance standards indicate that such additional protections are
warranted.
VII. Shareholder Proposals on Social Responsibility
The potential costs and economic benefits of shareholder proposals seeking to amend a companys
practices for social reasons are difficult to assess. Analyzing the costs and economic benefits of
these proposals is highly subjective and does not fit readily within our framework of voting to
create greater shareholder wealth over Invescos typical investment horizon. Therefore, Invesco
abstains from voting on shareholder proposals deemed to be of a purely social, political or moral
nature.
VIII. Routine Business Matters
Routine business matters rarely have a potentially material effect on the economic prospects of
fund holdings, so we generally support the boards discretion on these items. However, Invesco
votes against proposals where there is insufficient information to make a decision about the nature
of the proposal. Similarly, Invesco votes against proposals to conduct other unidentified business
at shareholder meetings.
January 2010
E-4
Summary
These Guidelines provide an important framework for making proxy-voting decisions, and should give
fund shareholders and other account holders insight into the factors driving Invescos decisions.
The Guidelines cannot address all potential proxy issues, however. Decisions on specific issues
must be
made within the context of these Guidelines and within the context of the investment thesis of the
funds and other accounts that own the companys stock. Where a different investment thesis is held
by portfolio managers who may hold stocks in common, Invesco may vote the shares held on a
fund-by-fund or account-by-account basis.
Exceptions
In certain circumstances, Invesco may refrain from voting where the economic cost of voting a
companys proxy exceeds any anticipated benefits of that proxy proposal.
Share-lending programs
One reason that some portion of Invescos position in a particular security might not be voted is
the securities lending program. When securities are out on loan and earning fees for the lending
fund, they are transferred into the borrowers name. Any proxies during the period of the loan are
voted by the borrower. The lending fund would have to terminate the loan to vote the companys
proxy, an action that is not generally in the best economic interest of fund shareholders. However,
whenever Invesco determines that the benefit to shareholders or other account holders of voting a
particular proxy outweighs the revenue lost by terminating the loan, we recall the securities for
the purpose of voting the funds full position.
Share-blocking
Another example of a situation where Invesco may be unable to vote is in countries where the
exercise of voting rights requires the fund to submit to short-term trading restrictions, a
practice known as share-blocking. Invesco generally refrains from voting proxies in
share-blocking countries unless the portfolio manager determines that the benefit to fund
shareholders and other account holders of voting a specific proxy outweighs the funds or other
accounts temporary inability to sell the security.
International constraints
An additional concern that sometimes precludes our voting non-U.S. proxies is our inability to
receive proxy materials with enough time and enough information to make a voting decision. In the
great majority of instances, however, we are able to vote non-U.S. proxies successfully. It is
important to note that Invesco makes voting decisions for non-U.S. issuers using these Guidelines
as our framework, but also takes into account the corporate-governance standards, regulatory
environment and generally accepted best practices of the local market.
Exceptions to these Guidelines
Invesco retains the flexibility to accommodate company-specific situations where strictly adhering
to the Guidelines would lead to a vote that the Proxy Committee deems not to be in the best
interest of the funds shareholders and other account holders. In these situations, the Proxy
Committee will vote the proxy in the manner deemed to be in the best interest of the funds
shareholders and other account holders, and will promptly inform the funds Boards of Trustees of
such vote and the circumstances surrounding it.
Resolving potential conflicts of interest
A potential conflict of interest arises when Invesco votes a proxy for an issuer with which it also
maintains a material business relationship. Examples could include issuers that are distributors of
Invescos products, or issuers that employ Invesco to manage portions of their retirement plans or
treasury accounts. Invesco reviews each proxy proposal to assess the extent, if any, to which there
may be a material conflict between the interests of the fund shareholders or other account holders
and Invesco.
January 2010
E-5
Invesco takes reasonable measures to determine whether a potential conflict may exist. A potential
conflict is deemed to exist only if one or more of the Proxy Committee members actually knew or
should have known of the potential conflict.
If a material potential conflict is deemed to exist, Invesco may resolve the potential conflict in
one of the following ways: (1) if the proposal that gives rise to the potential conflict is
specifically addressed by the Guidelines, Invesco may vote the proxy in accordance with the
predetermined Guidelines; (2) Invesco may engage an independent third party to determine how the
proxy should be voted; or (3) Invesco may establish an ethical wall or other informational barrier
between the persons involved in the potential conflict and the persons making the proxy-voting
decision in order to insulate the potential conflict from the decision makers.
Because the Guidelines are pre-determined and crafted to be in the best economic interest of
shareholders and other account holders, applying the Guidelines to vote client proxies should, in
most instances, adequately resolve any potential conflict of interest. As an additional safeguard
against potential conflicts, persons from Invescos marketing, distribution and other
customer-facing functions are precluded from becoming members of the Proxy Committee.
On a quarterly basis, the Invesco Funds Boards of Trustees review a report from Invescos Internal
Compliance Controls Committee. The report contains a list of all known material business
relationships that Invesco maintains with publicly traded issuers. That list is cross-referenced
with the list of proxies voted over the period. If there are any instances where Invescos voting
pattern on the proxies of its material business partners is inconsistent with its voting pattern on
all other issuers, they are brought before the Trustees and explained by the Chairman of the Proxy
Committee.
Personal conflicts of interest.
If any member of the Proxy Committee has a personal conflict of
interest with respect to a company or an issue presented for voting, that Proxy Committee member
will inform the Proxy Committee of such conflict and will abstain from voting on that company or
issue.
Funds of funds
. Some Invesco Funds offering diversified asset allocation within one investment
vehicle own shares in other Invesco Funds. A potential conflict of interest could arise if an
underlying Invesco Fund has a shareholder meeting with any proxy issues to be voted on, because
Invescos asset-allocation funds or target-maturity funds may be large shareholders of the
underlying fund. In order to avoid any potential for a conflict, the asset-allocation funds and
target maturity funds vote their shares in the same proportion as the votes of the external
shareholders of the underlying fund.
C. RECORDKEEPING
Records are maintained in accordance with Invescos Recordkeeping Policy.
Policies and Vote Disclosure
A copy of these Guidelines and the voting record of each Invesco Fund are available on our web
site,
www.invesco.com
. In accordance with Securities and Exchange Commission regulations,
all funds file a record of all proxy-voting activity for the prior 12 months ending June 30th. That
filing is made on or before August 31st of each year.
January 2010
E-6
Invesco Asset Management Deutschland GmbH
Invesco Kapitalanlagegesellschaft mbH
Proxy Voting Policy
Version History, Changes:
Version: 1.2: Descriptions; Update of Names; Update of Appendix B
Version: 1.1: Format; Update of Appendix B
Version: 1.0: Initial Version
August 2009
E-7
GENERAL POLICY
Invesco has responsibility for making investment decisions that are in the best interests of
its clients. As part of the investment management services it provides to clients, Invesco may be
authorized by clients to vote proxies appurtenant to the shares for which the clients are
beneficial owners.
Invesco believes that it has a duty to manage clients assets in the best economic interests of the
clients and that the ability to vote proxies is a client asset.
Invesco reserves the right to amend its proxy policies and procedures from time to time without
prior notice to its clients.
PROXY VOTING POLICIES
Voting of Proxies
Invesco will on a fund by fund basis, decide whether it will vote proxies and if so, for which
parts of the portfolio it will vote for. If Invesco decides to vote proxies, it will do so in
accordance with the procedures set forth below. If the client retains in writing the right to vote
or if Invesco determines that any benefit the client might gain from voting a proxy would be
outweighed by the costs associated therewith, it will refrain from voting.
Best Economic Interests of Clients
In voting proxies, Invesco will take into consideration those factors that may affect the value of
the security and will vote proxies in a manner in which, in its opinion, is in the best economic
interests of clients. Invesco endeavors to resolve any conflicts of interest exclusively in the
best economic interests of clients.
Certain Proxy Votes May Not Be Cast
In some cases, Invesco may determine that it is not in the best economic interests of clients to
vote proxies. For example, proxy voting in certain countries outside the United States requires
share blocking. Shareholders who wish to vote their proxies must deposit their shares 7 to 21 days
before the date of the meeting with a designated depositary. During the blocked period, shares to
be voted at the meeting cannot be sold until the meeting has taken place and the shares have been
returned to the Custodian/Sub-Custodian bank. In addition, voting certain international securities
may involve unusual costs to clients. In other cases, it may not be possible to vote certain
proxies despite good faith efforts to do so, for instance when inadequate notice of the matter is
provided. In the instance of loan securities, voting of proxies typically requires termination of
the loan, so it is not usually in the best economic interests of clients to vote proxies on loaned
securities. Invesco typically will not, but reserves the right to, vote where share blocking
restrictions, unusual costs or other barriers to efficient voting apply. If Invesco does not vote,
it would have made the determination that the cost of voting exceeds the expected benefit to the
client.
Risk Metrics Group Services
Invesco has contracted with Risk Metrics Group (RMG), previously Institutional Shareholder
Services ISS, an independent third party service provider, to vote Invescos clients proxies
according to RMGs proxy voting recommendations. In addition, RMG will provide proxy analyses,
vote recommendations, vote execution and record-keeping services for clients for which Invesco has
proxy voting responsibility. On an annual basis, Invesco will review information obtained from RMG
to
E-8
ascertain whether RMG (i) has the capacity and competency to adequately analyze proxy issues, and
(ii) can make such recommendations in an impartial manner and in the best economic interest of
Invescos clients. This may include a review of RMGs Policies, Procedures and Practices Regarding
Potential Conflicts of Interests and obtaining information about the work RMG does for corporate
issuers and the payments RMG receives from such issuers.
Custodians forward proxy materials for clients who rely on Invesco to vote proxies to RMG. RMG is
responsible for exercising the voting rights in accordance with the RMG proxy voting guidelines.
If Invesco receives proxy materials in connection with a clients account where the client has, in
writing, communicated to Invesco that the client, plan fiduciary or other third party has reserved
the right to vote proxies, Invesco will forward to the party appointed by client any proxy
materials it receives with respect to the account. In order to avoid voting proxies in
circumstances where Invesco, or any of its affiliates have or may have any conflict of interest,
real or perceived, Invesco has engaged RMG to provide the proxy analyses, vote recommendations and
voting of proxies.
In the event that (i) RMG recuses itself on a proxy voting matter and makes no recommendation or
(ii) Invesco decides to override the RMG vote recommendation, the Proxy Voting Committee (PVC) of
the Global Quantitative Equities Group and the Compliance Officer will review the issue and direct
ISS how to vote the proxies as described below.
ISS Recusal
When RMG makes no recommendation on a proxy voting issue or is recused due to a conflict of
interest, the Proxy Voting Committee (PVC) of the Invesco Global Quantitative Equitites and the
Compliance Officer will review the issue and, if Invesco does not have a conflict of interest,
direct RMG how to vote the proxies. In such cases where Invesco has a conflict of interest,
Invesco, in its sole discretion, shall either (a) vote the proxies pursuant to RMGs general proxy
voting guidelines, (b) engage an independent third party to provide a vote recommendation, or (c)
contact its client(s) for direction as to how to vote the proxies.
Override of RMG Recommendation
There may be occasions where the Invesco investment personnel or senior officers seek to override
RMGs recommendations if they believe that RMGs recommendations are not in accordance with the
best economic interests of clients. In the event that an individual listed above in this section
disagrees with an RMG recommendation on a particular voting issue, the individual shall document in
writing the reasons that he/she believes that the RMG recommendation is not in accordance with
clients best economic interests and submit such written documentation to the Proxy Voting
Committee (PVC) of the Global Quantitative Equitites Group. Upon review of the documentation and
consultation with the individual and others as the PVC deems appropriate, the PVC together with the
Compliance Officer may make a determination to override the RMG voting recommendation if they
determine that it is in the best economic interests of clients.
Proxy Voting Records
Clients may obtain information about how Invesco voted proxies on their behalf by contacting their
client services representative. Alternatively, clients may make a written request for proxy voting
information.
E-9
CONFLICTS OF INTEREST
Procedures to Address Conflicts of Interest and Improper Influence
In order to avoid voting proxies in circumstances where Invesco or any of its affiliates have or
may have any conflict of interest, real or perceived, Invesco has contracted with RMG to provide
proxy analyses, vote recommendations and voting of proxies. Unless noted otherwise by RMG, each
vote recommendation provided by RMG to Invesco includes a representation from RMG that RMG faces no
conflict of interest with respect to the vote. In instances where RMG has recused itself and makes
no recommendation on a particular matter or if an override submission is requested, the Proxy
Voting Committee (PVC) of the Global Quantitative Equitites Group together with the Compliance
Officer shall determine how the proxy is to be voted and instruct accordingly in which case the
conflict of interest provisions discussed below shall apply.
In effecting the policy of voting proxies in the best economic interests of clients, there may be
occasions where the voting of such proxies may present a real or perceived conflict of interest
between Invesco, as the investment manager, and clients.
For each director, officer and employee of Invesco (Invesco person), the interests of Invescos
clients must come first, ahead of the interest of Invesco and any person within the Invesco
organization, which includes Invescos affiliates.
Accordingly, each Invesco person must not put personal benefit, whether tangible or intangible,
before the interests of clients of Invesco or otherwise take advantage of the relationship to
Invescos clients. Personal benefit includes any intended benefit for oneself or any other
individual, company, group or organization of any kind whatsoever, except a benefit for a client of
Invesco, as appropriate. It is imperative that each of Invescos directors, officers and employees
avoid any situation that might compromise, or call into question, the exercise of fully independent
judgment in the interests of Invescos clients.
Occasions may arise where a person or organization involved in the proxy voting process may have a
conflict of interest. A conflict of interest may also exist if Invesco has a business relationship
with (or is actively soliciting business from) either the company soliciting the proxy or a third
party that has a material interest in the outcome of a proxy vote or that is actively lobbying for
a particular outcome of a proxy vote. An Invesco person shall not be considered to have a conflict
of interest if the Invesco person did not know of the conflict of interest and did not attempt to
influence the outcome of a proxy vote. Any individual with actual knowledge of a conflict of
interest relating to a particular referral item shall disclose that conflict to the Compliance
Officer.
The following are examples of situations where a conflict may exist:
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Business Relationships where Invesco manages money for a company or an
employee group, manages pension assets or is actively soliciting any such business, or
leases office space from a company;
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Personal Relationships where a Invesco person has a personal
relationship with other proponents of proxy proposals, participants in proxy contests,
corporate directors, or candidates for directorships; and
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Familial Relationships where an Invesco person has a known familial
relationship relating to a company (e.g. a spouse or other relative who serves as a
director of a public company or is employed by the company).
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In the event that Invesco (or an affiliate) manages assets for a company, its pension plan, or
related entity and where clients funds are invested in that companys shares, it will not take
into consideration this relationship and will vote proxies in that company solely in the best
economic interest of its clients.
It is the responsibility of the Invesco person to report any real or potential conflict of interest
of which such individual has actual knowledge to the Compliance Officer, who shall present any such
information to the Head of Continental Europe Compliance. However, once a particular conflict has
been reported to the Compliance Officer, this requirement shall be deemed satisfied with respect to
all individuals with knowledge of such conflict.
In addition, any Invesco person who submits an RMG override recommendation to the Proxy Voting
Committee (PVC) of the Global Quantitative Equitites Group shall certify as to their compliance
with this policy concurrently with the submission of their override recommendation. A form of such
certification is attached as Appendix A hereto.
In addition, the Proxy Voting Committee (PVC) of the Global Quantitative Equities Group must notify
Invescos Compliance Officer with impunity and without fear of retribution or retaliation, of any
direct, indirect or perceived improper influence made by anyone within Invesco or by an affiliated
companys representatives with regard to how Invesco should vote proxies. The Compliance Officer
will investigate the allegations and will report his or her findings to the Invesco Risk Management
Committee and to the Head of Continental Europe Compliance. In the event that it is determined
that improper influence was made, the Risk Management Committee will determine the appropriate
action to take which may include, but is not limited to,
(1) notifying the affiliated companys Chief Executive Officer, its Management Committee
or Board of Directors,
(2) taking remedial action, if necessary, to correct the result of any improper influence
where clients have been harmed, or
(3) notifying the appropriate regulatory agencies of the improper influence and to fully
cooperate with these regulatory agencies as required. In all cases, the Proxy Voting
Committee (PVC) of the Global Quantitative Equities Group together with the Compliance
Officer shall not take into consideration the improper influence in determining how to
vote proxies and will vote proxies solely in the best economic interest of clients.
RMG PROXY VOTING GUIDELINES
A copy of RMGs Proxy Voting Guidelines Summary in effect as of the revised date set forth on
the title page of this Proxy Voting Policy, which can be found at
http://www.riskmetrics.com/policy
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E-11
INVESCO PERPETUAL
POLICY ON CORPORATE GOVERNANCE
(Updated February 2008)
1.
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Introduction
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Invesco Perpetual (IP), the trading name of Invesco Asset Management Limited, has adopted a
clear and considered policy towards its responsibility as a shareholder. As part of this
policy, IP will take steps to satisfy itself about the extent to which the companies in
which it invests comply with local recommendations and practices, such as the UK Combined
Code issued by the Committee on Corporate Governance and/or the U.S. Department of Labor
Interpretive Bulletins.
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2.
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Responsible Voting
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IP has a responsibility to optimise returns to its clients. As a core part of the
investment process, Fund Managers will endeavour to establish a dialogue with management to
promote company decision making that is in the best interests of shareholders, and is in
accordance with good Corporate Governance principles.
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IP considers that shareholder activism is fundamental to good Corporate Governance. Whilst
this does not entail intervening in daily management decisions, it does involve supporting
general standards for corporate activity and, where necessary, taking the initiative to
ensure those standards are met.
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One important means of putting shareholder responsibility into practice is via the
exercising of voting rights. In deciding whether to vote shares, IP will take into account
such factors as the likely impact of voting on management activity, and where expressed, the
preference of clients. As a result of these two factors, IP will tend to vote on all UK
and European shares, but to vote on a more selective basis on other shares. (See Appendix I
Voting on non-UK/European shares)
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IP considers that the voting rights attached to its clients investments should be actively
managed with the same duty of care as that applied to all other aspects of asset
administration. As such, voting rights will be exercised on an informed and independent
basis, and will not simply be passed back to the company concerned for discretionary voting
by the Chairman. In doing this, IP will have in mind three objectives:
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i) To protect the rights of its clients
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ii) To minimise the risk of financial or business impropriety within the companies in which
its clients are invested, and
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iii) To protect the long-term value of its clients investments.
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It is important to note that, when exercising voting rights, a third option of abstention
can also be used as a means of expressing dissatisfaction, or lack of support, to a Board on
a particular issue. Additionally, in the event of a conflict of interest arising between IP
and its clients over a specific issue, IP will either abstain or seek instruction from each
client.
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IP will exercise actively the voting rights represented by the shares it manages on behalf
of its investors.
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Note: Share Blocking
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Generally, IP will not vote where this results in shares being blocked from trading for a
period of more than a few hours. IP considers that it is not in the interest of clients
that their shares are blocked at a potentially sensitive time, such as that around a
shareholder meeting.
|
E-12
3.
|
|
Voting Procedures
|
|
|
|
IP will endeavour to keep under regular review with trustees, depositaries and custodians
the practical arrangements for circulating company resolutions and notices of meetings and
for exercising votes in accordance with standing or special instructions.
|
|
|
|
IP will endeavour to review regularly any standing or special instructions on voting and
where possible, discuss with company representatives any significant issues.
|
|
|
|
IP will take into account the implications of stock lending arrangements where this is
relevant (that is, when stock is lent to the extent permitted by local regulations, the
voting rights attaching to that stock pass to the borrower). If a stock is on loan and
therefore cannot be voted, it will not necessarily be recalled in instances where we would
vote with management. Individual IP Fund Managers enter securities lending arrangements at
their own discretion and where they believe it is for the potential benefit of their
investors.
|
|
4.
|
|
Dialogue with Companies
|
|
|
|
IP will endeavour, where practicable in accordance with its investment processes, to enter
into a dialogue with companies based on the mutual understanding of objectives. This
dialogue is likely to include regular meetings with company representatives to explore any
concerns about corporate governance where these may impact on the best interests of clients.
In discussion with Company Boards and senior non-Executive Directors, IP will endeavour to
cover any matters with particular relevance to shareholder value.
|
|
|
|
Specifically when considering resolutions put to shareholders, IP will pay attention to the
companies compliance with the relevant local requirements. In addition, when analysing the
companys prospects for future profitability and hence returns to shareholders, IP will take
many variables into account, including but not limited to, the following:
|
|
|
|
Nomination and audit committees
|
|
|
|
|
Remuneration committee and directors remuneration
|
|
|
|
|
Board balance and structure
|
|
|
|
|
Financial reporting principles
|
|
|
|
|
Internal control system and annual review of its effectiveness
|
|
|
|
|
Dividend and Capital Management policies
|
5.
|
|
Non-Routine Resolutions and Other Topics
|
|
|
|
These will be considered on a case-by-case basis and where proposals are put to the vote
will require proper explanation and justification by (in most instances) the Board.
Examples of such would be all SRI issues (i.e. those with social, environmental or ethical
connotations), political donations, and any proposal raised by a shareholder or body of
shareholders (typically a pressure group).
|
|
|
|
Apart from the three fundamental voting objectives set out under Responsible Voting above,
considerations that IP might apply to non-routine proposals will include:
|
|
|
|
i) The degree to which the companys stated position on the issue could affect its
reputation and/or sales, or leave it vulnerable to boycott or selective purchasing
|
|
|
|
ii) What other companies have done in response to the issue
|
|
|
|
iii) Whether implementation would achieve the objectives sought in the proposal
|
|
|
|
iv) Whether the matter is best left to the Boards discretion.
|
6.
|
|
Evaluation of Companies Corporate Governance Arrangements
|
E-13
|
|
IP will, when evaluating companies governance arrangements, particularly those
relating to board structure and composition, give due weight to all relevant factors drawn
to their attention.
|
|
7.
|
|
Disclosure
|
|
|
|
On request from clients, IP will in good faith provide records of voting instructions given
to third parties such as trustees, depositaries and custodians provided that
|
|
(i)
|
|
in IPs discretion, to do so does not conflict with the best interests of other
clients and
|
|
|
(ii)
|
|
it is understood that IP will not be held accountable for the expression of
views within such voting instructions and
|
|
|
(iii)
|
|
IP are not giving any assurance nor undertaking any obligation to ensure that
such instructions resulted in any votes actually being cast. Records of voting
instructions within the immediate preceding 3 months will not normally be provided.
|
Note:
|
|
The record of votes will reflect the voting instruction of the relevant Fund Manager.
This may not be the same as votes actually cast as IP is entirely reliant on third parties
complying promptly with such instructions to ensure that such votes are cast correctly.
Accordingly, the provision of information relating to an instruction does not mean that a vote
was actually cast, just that an instruction was given in accordance with a particular view
taken.
|
E-14
Appendix I
Voting on non-UK/European shares
|
|
When deciding whether to exercise the voting rights attached to its clients non-UK/European
shares, IP will take into consideration a number of factors. These will include:
|
|
|
|
the likely impact of voting on management activity, versus the cost to the client
|
|
|
|
|
the portfolio management restrictions (e.g. share blocking) that may result from voting
|
|
|
|
|
the preferences, where expressed, of clients
|
|
|
Generally, IP will vote on non-UK/European shares by exception only, except where the client
or local regulator expressly requires voting on all shares.
|
|
|
|
Share Blocking
|
|
|
|
Generally, IP will not vote where this results in shares being blocked from trading for a
period of more than a few hours. IP considers that it is not in the interest of clients
that their shares are blocked at a potentially sensitive time, such as that around a
shareholder meeting.
|
E-15
Proxy policy applies to the following:
Invesco Asset Management (Japan) Limited
(Quick Translation)
Internal Rules on Proxy Voting Execution
(Purpose)
Article 1
INVESCO Asset Management (Japan) Limited (referred to as INVESCO thereafter) assumes a fiduciary
responsibility to vote proxies in the best interest of its trustors and beneficiaries. In
addition, INVESCO acknowledges its responsibility as a fiduciary to vote proxies prudently and
solely for the purpose of maximizing the economic values of trustors (investors) and beneficiaries.
So that it may fulfill these fiduciary responsibilities to trustors (investors) and beneficiaries,
INVESCO has adopted and implemented these internal rules reasonably designed to ensure that the
business operations of the company to invest are appropriately conducted in the best interest of
shareholders and are always monitored by the shareholders.
(Proxy Voting Policy)
Article 2
INVESCO exercises the voting right in the best interest of its trustors and beneficiaries not in
the interests of the third parties. The interests of trustors and beneficiaries are defined as the
increase of the value of the enterprise or the expansion of the economic value of the shareholders
or to protect these values from the impairment.
(Voting Exercise Structure)
Article 3
Please refer to the Article 2 of Proxy Voting basic Policy as per attached.
(Proxy Voting Guidelines)
Article 4
Please refer to Proxy Voting Guidelines (Attachment 2).
(Proxy Voting Process)
Article 5
|
|
|
Notification on the shareholder meeting will be
delivered to Operations from trustee banks which will be in
turn forwarded to the person in charge of equities
investment. The instruction shall be handled by Operations.
|
E-16
|
|
|
The person in charge of equities investment scrutinizes
the subjects according to the Screening Standard and
forward them to the proxy voting committee (Committee).
|
|
|
|
|
In case of asking for the outside counsel, to forward
our proxy voting guidelines (Guidelines) to them beforehand
and obtain their advice.
|
|
|
|
|
In either case of 2 or 3, the person in charge shall
make proposal to the Committee to ask for their For,
Against, Abstention, etc.
|
|
|
|
|
The Committee scrutinizes the respective subjects and
approves/disapproves with the quorum of two thirds according
to the Guidelines.
|
|
|
|
|
In case where as to the subject which the Committee
judges as inappropriate according to the Guidelines and/or
the subject which cannot obtain the quorum, the Committee
will be held again to discus the subject.
|
|
|
|
As to the voting exercise of the foreign equities, we
shall consider the manners and customs of the foreign
countries as well as the costs.
|
|
|
|
|
As to the voting process, the above process of the
domestic equities shall be accordingly adjusted and applied.
|
(Disclosure of Information)
Article 6
In case of the request from the customers, we can disclose the content.
(Voting Record)
Article 7
|
|
The Committee preserves the record of Attachment 1 for one year.
|
|
|
|
The administration office is the Investment Division which shall preserve all the related
documents of this voting process.
|
|
|
|
Operations which handle the instruction shall preserve the instruction documents for 10
years after the termination of the ITM funds or the termination of the investment advisory
contracts.
|
E-17
|
|
|
|
|
|
Voting Screening Criteria & Decision Making Documents
|
|
(Attachment 1)
|
|
|
|
|
|
Company Name :
|
|
Year
|
|
Month
|
Screening Criteria / Quantitative Criteria (consolidated or (single))
|
|
|
|
|
|
|
Yes
|
|
No
|
Consecutive unprofitable settlements for the past 3 years
|
|
|
|
|
Consecutive Non-dividend payments for the past 3 years
|
|
|
|
|
Operational loss for the most recent fiscal year
|
|
|
|
|
Negative net assets for the most recent fiscal year
|
|
|
|
|
Less than 10%
or
more than 100% of the dividend ratios for
the most recent fiscal year
|
|
|
|
|
Screening Criteria/Qualitative Criteria
|
|
|
|
|
|
|
Yes
|
|
No
|
Substantial breach of the laws/anti-social activities for the past one year
|
|
|
|
|
If Yes, describe the content of the breach of the law/anti-social activities:
|
|
|
|
|
Others, especially, any impairment of the value of the shareholders for
the past one year
|
|
|
|
|
If Yes, describe the content of the impairment of the value of shareholders:
|
|
|
|
|
Others
|
|
|
|
|
|
|
Yes
|
|
No
|
External Auditors report with the limited auditors opinion
|
|
|
|
|
Shareholders proposal
|
|
|
|
|
|
|
|
|
|
Person in charge of
equities investment
|
|
Initial
|
|
Signature
|
|
|
|
If all No → No objection to the agenda of the shareholders meeting
|
|
|
|
|
If one or more Yes ↓ (Person in charge of equities investment shall fill out
the blanks below and forward to the Committee)
|
Proposal on Voting Execution
Reason for judgment
|
|
|
|
|
|
|
|
|
Chairman
|
|
For
|
|
Against
|
|
Initial
|
|
Signature
|
Member
|
|
For
|
|
Against
|
|
Initial
|
|
Signature
|
Member
|
|
For
|
|
Against
|
|
Initial
|
|
Signature
|
Member
|
|
For
|
|
Against
|
|
Initial
|
|
Signature
|
Member
|
|
For
|
|
Against
|
|
Initial
|
|
Signature
|
Member
|
|
For
|
|
Against
|
|
Initial
|
|
Signature
|
E-18
|
|
|
|
|
|
Proxy Voting Guidelines
|
|
(Attachment 2)
|
1.
|
|
Purport of Guidelines
|
|
|
|
Pursuant to Article 2 of Proxy Voting Policy and Procedure, INVESCO has adopted and
implemented the following guidelines and hereby scrutinizes and decides the subjects one by
one in light of the guidelines.
|
|
2.
|
|
Guidelines
|
|
1)
|
|
Any violation of laws and anti-social activities
|
|
|
|
To scrutinize and judge respectively the substantial impact over the
companys business operations by the above subjects or the impairment of the
shareholders economic value.
|
|
2)
|
|
Inappropriate disclosure which impairs the interests of shareholders
|
|
|
|
To scrutinize and judge respectively the potential impairment of the
shareholders economic value.
|
|
3)
|
|
Enough Business Improvement Efforts
|
|
|
|
Although the continuous extremely unprofitable and the extremely bad
performance, the management is in short of business improvement efforts.
|
|
|
|
|
To scrutinize and judge respectively the cases.
|
|
(2)
|
|
Subjects on Financial Statements
|
|
1)
|
|
Interest Appropriation Plan
|
|
|
|
Interest Appropriation Plan (Dividends)
|
|
|
|
To basically approve unless the extremely overpayment or minimum payment
of the dividends.
|
|
|
|
Interest Appropriation Plan (Bonus payment to corporate officers)
|
|
|
|
To basically agree but in case where the extremely unprofitable, for
example, the consecutive unprofitable and no dividend payments
or
it is apparent of the impairment of the shareholders value, to request to
decrease the amount or no bonus payment.
|
|
|
|
To basically disagree to the interest appropriation of income if
no dividend payments but to pay the bonus to the corporate officers without
prior assessment.
|
|
|
|
To scrutinize and judge respectively.
|
|
(3)
|
|
Amendments to Articles of Incorporation, etc.
|
|
1)
|
|
Company Name Change/Address Change, etc.
|
|
|
2)
|
|
Change of Purpose/Method of Public Announcement
|
|
|
3)
|
|
Change of Business Operations, etc.
|
|
|
4)
|
|
Change of Stipulations on Shareholders/Shareholders Meeting
|
|
|
5)
|
|
Change of Stipulations on Directors/Board of Directors/Statutory
Auditors
|
|
|
|
To basically approve however, in case of the possibility of the limitation
to the shareholders rights, to judge respectively.
|
|
(4)
|
|
Subjects on Corporate Organization
|
|
1)
|
|
Composition of Board of Directors Meeting, etc.
|
|
|
|
To basically approve the introduction of Committee Installation Company
or Substantial Asset Control Institution.
|
|
|
|
|
To basically approve the introduction of the corporate officer institution.
In this regard, however, to basically disapprove that in case where all
directors
|
E-19
|
|
|
are concurrent with those committee members and the institutions. In case of
the above introduction, to basically disapprove to the decrease of the board
members or adjustment of the remuneration.
|
|
2)
|
|
Appointment of Directors
|
|
|
|
To basically disagree in case where the increase of the board members which
is deemed to be overstaffed and no explanatory comments on the increase. In
this case, 21 or more board members respectively make the decision.
|
|
|
|
|
To basically disagree the re-appointment of the existing directors in case
where the consecutive unprofitable settlement for the past 3 years and the
consecutive 3 year no dividend payments,
or
the consecutive decrease
in the net profits for the past 5 years.
|
|
|
|
|
To basically disagree the re-appointment of the existing directors in case
where the scandal of the breach of the laws and the anti-social activities
occurred and caused the substantial impact over the business operations during
his/her assignment.
|
|
3)
|
|
Appointment of Outside Directors
|
|
|
|
To basically agree after the confirmation of its independency based on the
information obtained from the possible data sources.
|
|
|
|
|
To basically disagree the decrease in number.
|
|
|
|
|
To basically disagree the job concurrence of the competitors CEO, COO, CFO
or
concurrence of the outside directors of 4 or more companies.
|
|
|
|
|
To basically disagree in case of no-independence of the company.
|
|
|
|
|
To basically disagree the extension of the board of directors term.
|
|
4)
|
|
Appointment of Statutory Auditors
|
|
|
|
To basically disagree the appointment of the candidate who is appointed as
a director and a statutory auditor by turns.
|
|
|
|
|
To basically disagree the re-appointment of the existing directors in case
where the scandal of the breach of the laws and the anti-social activities
occurred and caused the substantial impact over the business operations during
his/her assignment.
|
|
5)
|
|
Appointment of Outside Statutory Auditors
|
|
|
|
To basically disagree in case where the outside statutory auditor is
not
actually the outside auditor (the officer or employee of the
parent company, etc.).
|
|
|
|
|
To basically disagree in case where the reason of the decrease in the
number is
not
clearly described.
|
|
|
|
|
To basically agree in case where the introduction of the Statutory Auditor
Appointment Committee which includes plural outside statutory auditors.
|
|
(5)
|
|
Officer Remuneration/Officer Retirement Allowances
|
|
|
|
To basically disagree the amendment of the officer remuneration (unless the
decrease in amount or no payment) in case where the consecutive unprofitable
settlements for the past 3 years and the consecutive 3 year no dividend
payments,
or
the consecutive decrease in the net profits for the past
5 years.
|
|
|
|
|
To basically disagree and scrutinize respectively in case where no
sufficient explanation of the substantial increase (10% or more per head), or
no decrease of the remuneration amount if the number of the officers decrease.
|
|
2)
|
|
Officer Retirement Allowance
|
E-20
|
|
|
To basically disapprove in case where the payment of the allowance to the
outside statutory auditors and the outside directors.
|
|
|
|
|
To basically disapprove in case where the officer resigned or retired
during his/her assignment due to the scandal of the breach of the laws and the
anti-social activities.
|
|
|
|
|
To basically disagree in case where the consecutive unprofitable
settlements for the past 3 years and the consecutive 3 year no dividend
payments,
or
the consecutive decrease in the net profits for the past
5 years.
|
|
(6)
|
|
Capital Policy/Business Policy
|
|
1)
|
|
Acquisition of Own shares
|
|
|
|
To basically approve.
|
|
|
|
|
To basically approve the disposition of the own shares if the disposition
ratio of less than 10% of the total issued shares and the shareholders
equities. In case of 10% or more, respectively scrutinize.
|
|
|
|
To basically disagree in case where the future growth of the business might
be substantially decreased.
|
|
3)
|
|
Increase of the authorized capital
|
|
|
|
To basically disagree in case of the substantial increase of the authorized
capital taking into consideration the dilution of the voting right (10% or
more) and incentive.
|
|
4)
|
|
Granting of the stock options to Directors, Statutory Auditors and Employees
|
|
|
|
To basically approve.
|
|
|
|
|
To basically disagree in case where the substantial dilution of the value
of the stocks (the potential dilution ration is to increase 5% of the total
issued stock number) will occur and accordingly decrease of the shareholders
interests.
|
|
|
|
|
To basically disagree in case where the exercise price is deviated by 10%
or more from the market value as of the fiscal year-end.
|
|
|
|
|
To basically disagree the decrease of the exercise price (re-pricing).
|
|
|
|
To basically disagree in case where the exercise term
remains less than 1 year.
|
|
|
|
|
To basically disagree in case the scope of the option
granted objectives (counterparties) is not so closely connected with the
better performance.
|
|
5)
|
|
Mergers and Acquisitions
|
|
|
|
To basically disagree in case where the terms and conditions are
not
advantageous and there is no assessment base by the third party.
|
|
|
|
|
To basically disagree in case where the content of the mergers and
acquisitions can not be deemed to be reasonable in comparison with the
business strategy.
|
|
6)
|
|
Business Transfer/Acceptance
|
|
|
|
To basically disagree in cases where the content of the mergers and
acquisitions can not be deemed to be reasonable and extremely unprofitable in
comparison with the business strategy.
|
|
7)
|
|
Capital Increase by the allocation to the third parties
|
|
|
|
To basically analyze on a case by case basis.
|
|
|
|
|
Provided, however, that to basically approve in case where
the companies under the financial difficulties executes as the restructuring
of the business.
|
|
1)
|
|
Appointment of Accountant
|
|
|
|
To basically approve.
|
|
|
|
|
To basically disapprove on suspicion of its independency.
|
E-21
|
|
|
To scrutinize the subjects in case where the decline of the re-appointment
due to the conflict of the audit policy.
|
|
2)
|
|
Shareholders proposal
|
|
|
|
To basically analyze on a case by case basis.
|
|
|
|
|
The basic judgment criterion is the contribution to the increase of the
shareholders value. However, to basically disapprove in case where to
maneuver as a method to resolve the specific social and political problems.
|
E-22
Proxy policy applies to the following:
Invesco Australia Limited
|
1.1
|
|
Introduction
|
|
|
|
|
Invesco recognises its fiduciary obligation to act in the best interests of all
clients, be they superannuation trustees, institutional clients, unit-holders in
managed investment schemes or personal investors. One way Invesco represents its
clients in matters of corporate governance is through the proxy voting process.
|
|
|
|
|
This policy sets out Invesco Australias approach to proxy voting in the context of
portfolio management, client service responsibilities and corporate governance
principles.
|
|
|
|
|
This policy applies to;
|
|
|
|
all Australian based and managed funds and mandates, in accordance with
IFSA Standard No.13.00 October 2004, clause 9.1 and footnote #3.
|
|
|
|
This policy does not apply;
|
|
|
|
where investment management of an international fund has been delegated to
an overseas Invesco company, proxy voting will rest with that delegated
manager.
|
|
|
|
In order to facilitate its proxy voting process and to avoid conflicts of interest
where these may arise, Invesco may retain a professional proxy voting service to
assist with in-depth proxy research, vote recommendations, vote execution, and the
necessary record keeping.
|
|
1.2
|
|
Guiding Principles
|
|
|
1.2.1
|
|
The objective of Invescos Proxy Voting Policy is to promote the economic
interests of its clients. At no time will Invesco use the shareholding powers exercised
in respect of its clients investments to advance its own commercial interests, to
pursue a social or political cause that is unrelated to clients economic interests, or
to favour a particular client or other relationship to the detriment of others.
|
|
|
1.2.2
|
|
The involvement of Invesco as an institutional shareholder will not extend to
interference in the proper exercise of Board or management responsibilities, or impede
the ability of companies to take the calculated commercial risks which are essential
means of adding value for shareholders.
|
|
|
1.2.3
|
|
The primary aim of the policy is to encourage a culture of performance among
investee companies, rather than one of mere conformance with a prescriptive set of rules
and constraints.
|
|
|
1.2.4
|
|
Invesco considers that proxy voting rights are an important power, which if
exercised diligently can enhance client returns, and should be managed with the same
care as any other asset managed on behalf of its clients.
|
E-23
|
1.2.5
|
|
Invesco may choose not to vote on a particular issue if this results in shares
being blocked from trading for a period of more than 4 hours; it may not be in the
interest of clients if the liquidity of investment holdings is diminished at a
potentially sensitive time, such as that around a shareholder meeting.
|
|
|
1.3
|
|
Proxy Voting Authority
|
|
|
1.3.1
|
|
Authority Overview
|
|
|
|
|
An important dimension of Invescos approach to corporate governance is the
exercise of proxy voting authority at the Annual General Meetings or other
decision-making forums of companies in which we manage investments on behalf of
clients.
|
|
|
|
|
Proxy voting policy follows two streams, each defining where discretion to
exercise voting power should rest with Invesco as the investment manager
(including its ability to outsource the function), or with individual mandate
clients.
|
|
|
|
|
Under the first alternative, Invescos role would be both to make voting
decisions, for pooled funds and on individual mandate clients behalf, and to
implement those decisions.
|
|
|
|
|
Under the second alternative, where IM clients retain voting control, Invesco has no
role to play other than administering voting decisions under instructions from our
clients on a cost recovery basis.
|
|
|
1.3.2
|
|
Individually-Managed Clients
|
|
|
|
|
IM clients may elect to retain voting authority or delegate this authority to Invesco.
If delegated, Invesco will employ either ISS or ASCI guidelines (selected at
inception by the client) but at all times Invesco Investment Managers will retain the
ability to override any decisions in the interests of the client. Alternate overlays
and ad hoc intervention will not be allowed without Board approval.
|
|
|
|
|
In cases where voting authority is delegated by an individually-managed client,
Invesco recognises its responsibility to be accountable for the decisions it makes.
|
|
|
|
|
Some individually-managed clients may wish to retain voting authority for themselves,
or to place conditions on the circumstances in which it can be exercised by investment
managers
1
.
|
|
|
|
|
The choice of this directive will occur at inception or at major review events only.
Individually managed clients will not be allowed to move on an ad hoc basis between
delegating control to the funds manager and full direct control.
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1
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In practice, it is believed that this option
is generally only likely to arise with relatively large clients such as
trustees of major superannuation funds or statutory corporations that have the
resources to develop their own policies and to supervise their implementation
by investment managers and custodians. In particular, clients who have
multiple equity managers and utilise a master custody arrangement may be more
likely to consider retaining voting authority in order to ensure consistency of
approach across their total portfolio. Such arrangements will be costed into
administration services at inception.
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E-24
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1.3.3
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Pooled Fund Clients
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The funds manager is required to act solely in the collective
interests of unit holders at large rather than as a direct agent or delegate
of each unit holder. The legal relationship that exists means it is not
possible for the manager to accept instructions from a particular pooled fund
client as to how to exercise proxy voting authority in a particular instance.
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Invescos accountability to pooled fund clients in exercising its fiduciary
responsibilities is best addressed as part of the managers broader client
relationship and reporting responsibilities.
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In considering proxy voting issues arising in respect of
pooled fund shareholdings, Invesco will act solely in accordance with its
fiduciary responsibility to take account of the collective interests of unit
holders in the pooled fund as a whole.
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All proxy voting decisions may be delegated to an outsourced
provider, but Invesco investment managers will retain the ability to override
these decisions in the interests of fund unit holders.
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1.4
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Key Proxy Voting Issues
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1.4.1
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Issues Overview
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Invesco will consider voting requirements on all issues at all company meetings
directly or via an outsourced provider. We will generally not announce our voting
intentions and the reasons behind them.
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1.4.2
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Portfolio Management Issues
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Invesco does not consider it feasible or desirable to prescribe in advance
comprehensive guidelines as to how it will exercise proxy voting authority in all
circumstances. The primary aim of Invescos approach to corporate governance is
to encourage a culture of performance among the companies in which we invest in
order to add value to our clients portfolios, rather than one of mere conformance
with a prescriptive set of rules and constraints.
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As a general rule, Invesco will vote against any actions that will reduce the
rights or options of shareholders, reduce shareholder influence over the board of
directors and management, reduce the alignment of interests between management and
shareholders, or reduce the value of shareholders investments, unless balanced by
reasonable increase in net worth of the shareholding.
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Where appropriate, Invesco will also use voting powers to influence companies to
adopt generally accepted best corporate governance practices in areas such as
board composition, disclosure policies and the other areas of recommended
corporate governance practice.
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Administrative constraints are highlighted by the fact that many issues on which
shareholders are in practice asked to vote are routine matters relating to
the ongoing administration of the company eg. approval of financial
accounts or housekeeping
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E-25
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amendments to Articles of Association. Generally in such cases, Invesco will be
in favour of the motion as most companies take seriously their duties and are
acting in the best interests of shareholders. However, reasonable consideration
of issues and the actual casting of a vote on all such resolutions would entail an
unreasonable administrative workload and cost. For this reason, Invesco may
outsource all or part of the proxy voting function at the expense of individual
funds. Invesco believes that an important consideration in the framing of a proxy
voting policy is the need to avoid unduly diverting resources from our primary
responsibilities to add value to our clients investments through portfolio
management and client service.
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1.5
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Internal Proxy Voting Procedure
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In situations where an override decision is required to be made or where the
outsourced provider has recused itself from a vote recommendation, the
responsible Investment Manager will have the final say as to how a vote will be
cast.
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In the event that a voting decision is considered not to be in the best
interests of a particular client or where a vote is not able to be cast, a
meeting may be convened at any time to determine voting intentions. The meeting
will be made up of at least three of the following:
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Chief Executive Officer;
Head of Operations & Finance;
Head of either Legal or Compliance; and
Relevant Investment Manager(s).
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1.6
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Client Reporting
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Invesco will keep records of its proxy voting activities, directly or through outsourced
reporting.
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Upon client election, Invesco will report quarterly or annually to the client on proxy
voting activities for investments owned by the client.
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A record will be kept of the voting decision in each case by Invesco or its outsourced
provider. Invesco will disclose on an annual basis, a summary of its proxy voting
statistics on its website as required by IFSA standard No. 13 Proxy Voting.
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E-26
Invesco Hong Kong Limited
PROXY VOTING POLICY
8 April 2004
E-27
TABLE OF CONTENTS
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Introduction
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2
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1. Guiding Principles
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3
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2. Proxy Voting Authority
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4
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3. Key Proxy Voting Issues
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7
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4. Internal Admistration and Decision-Making Process
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10
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5. Client Reporting
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12
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E-28
INTRODUCTION
This policy sets out Invescos approach to proxy voting in the context of our broader
portfolio management and client service responsibilities. It applies to Asia related
equity portfolios managed by Invesco on behalf of individually-managed clients and
pooled fund clients
Invescos proxy voting policy is expected to evolve over time to cater for changing
circumstances or unforeseen events.
E-29
1. GUIDING PRINCIPLES
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1.1
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Invesco recognises its fiduciary obligation to act in the best interests of all
clients, be they retirement scheme trustees, institutional clients, unitholders in pooled
investment vehicles or personal investors. The application of due care and skill in
exercising shareholder responsibilities is a key aspect of this fiduciary obligation.
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1.2
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The sole objective of Invescos proxy voting policy is to promote the economic
interests of its clients. At no time will Invesco use the shareholding powers exercised
in respect of its clients investments to advance its own commercial interests, to pursue
a social or political cause that is unrelated to clients economic interests, or to favour
a particular client or other relationship to the detriment of others.
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1.3
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Invesco also recognises the broader chain of accountability that exists in the proper
governance of corporations, and the extent and limitations of the shareholders role in
that process. In particular, it is recognised that company management should ordinarily
be presumed to be best placed to conduct the commercial affairs of the enterprise
concerned, with prime accountability to the enterprises Board of Directors which is in
turn accountable to shareholders and to external regulators and exchanges. The
involvement of Invesco as an institutional shareholder will not extend to interference in
the proper exercise of Board or management responsibilities, or impede the ability of
companies to take the calculated commercial risks which are essential means of adding
value for shareholders.
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1.4
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The primary aim of the policy is to encourage a culture of performance among investee
companies, rather than one of mere conformance with a prescriptive set of rules and
constraints. Rigid adherence to a checklist approach to corporate governance issues is of
itself unlikely to promote the maximum economic performance of companies, or to cater for
circumstances in which non-compliance with a checklist is appropriate or unavoidable.
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1.5
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Invesco considers that proxy voting rights are an asset which should be managed with
the same care as any other asset managed on behalf of its clients.
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E-30
2. PROXY VOTING AUTHORITY
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2.1
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An important dimension of Invescos approach to corporate governance is the exercise
of proxy voting authority at the Annual General Meetings or other decision-making forums
of companies in which we manage investments on behalf of clients.
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2.2
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An initial issue to consider in framing a proxy voting policy is the question of
where discretion to exercise voting power should rest with Invesco as the investment
manager, or with each individual client? Under the first alternative, Invescos role
would be both to make voting decisions on clients behalf and to implement those
decisions. Under the second alternative, Invesco would either have no role to play, or
its role would be limited solely to implementing voting decisions under instructions from
our clients.
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2.3
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In addressing this issue, it is necessary to distinguish the different legal
structures and fiduciary relationships which exist as between individually-managed
clients, who hold investments directly on their own accounts, and pooled fund clients,
whose investments are held indirectly under a trust structure.
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2.4
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Individually-Managed Clients
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2.4.1
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As a matter of general policy, Invesco believes that unless a clients mandate gives
specific instructions to the contrary, discretion to exercise votes should normally rest
with the investment manager, provided that the discretion is always exercised in the
clients interests alone.
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2.4.2
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The reason for this position is that Invesco believes that, with its dedicated
research resources and ongoing monitoring of companies, an investment manager is usually
better placed to identify issues upon which a vote is necessary or desirable. We believe
it is also more practical that voting discretion rests with the party that has the
authority to buy and sell shares, which is essentially what investment managers have been
engaged to do on behalf of their clients.
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2.4.3
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In cases where voting authority is delegated by an individually-managed client,
Invesco recognises its responsibility to be accountable for the decisions it makes. If a
client requires, an appropriate reporting mechanism will be put in place.
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2.4.4
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While it is envisaged that the above arrangements will be acceptable in the majority
of cases, it is recognised that some individually-managed clients will wish to retain
voting authority for themselves, or to place conditions on the circumstances in which it
can be exercised by investment managers. In practice, it is believed that this option is
generally only likely to arise with relatively large clients such as trustees of major
superannuation funds or statutory corporations which have the resources to develop their
own policies and to supervise their implementation by investment managers and custodians.
In particular, clients who have multiple equity managers and utilise a master custody
arrangement may be more likely to consider retaining voting authority in order to ensure
consistency of approach across their total portfolio.
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E-31
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2.4.5
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In any event, whatever decision is taken as to where voting authority should lie,
Invesco believes that the matter should be explicitly covered by the terms of the
investment management agreement and clearly understood by the respective parties.
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2.4.6
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Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for individually-managed clients:
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PROXY VOTING AUTHORITY
Individually-Managed Clients
Unless an individually-managed client wishes to retain proxy voting authority, Invesco
will assume proxy voting authority by way of delegation from the client, provided that
the allocation of proxy voting responsibility is clearly set out in the investment
management agreement.
In the case of clients who wish to place special conditions on the delegation of proxy
voting powers, Invesco will endeavour to accommodate those clients requirements as far
as practicable, subject to any administrative obstacles or additional costs that might
arise in implementing the conditions.
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2.5
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Pooled Fund Clients
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2.5.1
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The legal relationship between an investment manager and its pooled fund clients is
different in a number of important respects from that applying to individually-managed
clients. These differences have a bearing on how proxy voting authority is exercised on
behalf of pooled fund clients.
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2.5.2
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These legal relationships essentially mean that the manager is required to act
solely in the collective interests of unitholders at large rather than as a direct agent
or delegate of each unitholder. On the issue of proxy voting, as with all other aspects
of our client relationships, Invesco will naturally continue to be receptive to any views
and concerns raised by its pooled fund clients. However, the legal relationship that
exists means it is not possible for the manager to accept instructions from a particular
pooled fund client as to how to exercise proxy voting authority in a particular instance.
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2.5.3
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As in the case of individually-managed clients who delegate their proxy voting
authority, Invescos accountability to pooled fund clients in exercising its fiduciary
responsibilities is best addressed as part of the managers broader client relationship
and reporting responsibilities.
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2.5.4
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Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for pooled fund clients:
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E-32
PROXY VOTING AUTHORITY
Pooled Fund Clients
In considering proxy voting issues arising in respect of pooled fund shareholdings,
Invesco will act solely in accordance with its fiduciary responsibility to take account
of the collective interests of unitholders in the pooled fund as a whole.
Invesco cannot accept instructions from individual unitholders as to the exercise of
proxy voting authority in a particular instance.
E-33
3. KEY PROXY VOTING ISSUES
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3.1
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This section outlines Invescos intended approach in cases where proxy voting
authority is being exercised on clients behalf.
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3.2
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Invesco will vote on all material issues at all company meetings where it has the
voting authority and responsibility to do so. We will not announce our voting intentions
and the reasons behind them.
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3.3
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Invesco applies two underlying principles. First, our interpretation of material
voting issues is confined to those issues which affect the value of shares we hold on
behalf of clients and the rights of shareholders to an equal voice in influencing the
affairs of companies in proportion to their shareholdings. We do not consider it
appropriate to use shareholder powers for reasons other than the pursuit of these economic
interests. Second, we believe that a critical factor in the development of an optimal
corporate governance policy is the need to avoid unduly diverting resources from our
primary responsibilities to add value to our clients portfolios through investment
performance and client service.
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3.4
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In order to expand upon these principles, Invesco believes it is necessary to
consider the role of proxy voting policy in the context of broader portfolio management
and administrative issues which apply to our investment management business as a whole.
These are discussed as follows.
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3.5
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Portfolio Management Issues Active Equity Portfolios
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3.5.1
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While recognising in general terms that issues concerning corporate governance
practices can have a significant bearing on the financial performance of companies, the
primary criterion for the selection and retention of a particular stock in active equity
portfolios remains our judgment that the stock will deliver superior investment
performance for our clients, based on our investment themes and market analysis.
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3.5.2
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In view of these dynamics, Invesco does not consider it feasible or desirable to
prescribe in advance comprehensive guidelines as to how it will exercise proxy voting
authority in all circumstances. The primary aim of Invescos approach to corporate
governance is to encourage a culture of performance among the companies in which we manage
investments in order to add value to our clients portfolios, rather than one of mere
conformance with a prescriptive set of rules and constraints.
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3.5.3
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Nevertheless, Invesco has identified a limited range of issues upon which it will
always exercise proxy voting authority either to register disapproval of management
proposals or to demonstrate support for company initiatives through positive use of voting
powers. These issues are outlined as follows:
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E-34
KEY VOTING ISSUES
Major Corporate Proposals
Invesco will always vote on the following issues arising in company General Meetings
where it has the authority to do so on behalf of clients.
contentious issues (eg. issues of perceived national interest, or where there has
been extensive press coverage or public comment);
approval of changes of substantial shareholdings;
mergers or schemes of arrangement; and
approval of major asset sales or purchases.
As a general rule, Invesco will vote against any actions that will reduce the rights or
options of shareholders, reduce shareholder influence over the board of directors and
management, reduce the alignment of interests between management and shareholders, or
reduce the value of shareholders investments, unless balanced by reasonable increase
in net worth of the shareholding.
Where appropriate, Invesco will also use voting powers to influence companies to adopt
generally accepted best corporate governance practices in areas such as board
composition, disclosure policies and the other areas of recommended corporate
governance practice.
Invescos approach to significant proxy voting issues which fall outside these areas
will be addressed on their merits.
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3.6
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Administrative Issues
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3.6.1
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In addition to the portfolio management issues outlined above, Invescos proxy
voting policy also takes account of administrative and cost implications, together with
the size of our holdings as compared to the issue size, involved in the exercise of proxy
voting authority on our clients behalf.
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3.6.2
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There are practical constraints to the implementation of proxy voting decisions.
Proxy voting is a highly seasonal activity, with most company Annual General Meetings
being collapsed into a few months, with short deadlines for the distribution and return of
notice papers, multiple resolutions from multiple companies being considered
simultaneously, and under a legal system which is essentially dependent upon paper-based
communication and record-keeping.
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3.6.3
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In addition, for investment managers such as Invesco who do not invest as
principals and who consequently do not appear directly on the share registers of
companies, all of these communications are channelled through external custodians, among
whom there is in turn a considerable variation in the nature and quality of systems to
deal with the flow of information.
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3.6.4
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While Invesco has the systems in place to efficiently implement proxy voting
decisions when required, it can be seen that administrative and cost considerations by
necessity play an important role in the
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E-35
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application of a responsible proxy voting policy.
This is particularly so bearing in mind the extremely limited time period within which
voting decisions must often be made and implemented (which can in practice be as little as
a few days). This factor also explains why Invesco resists any suggestion that there
should be compulsory proxy voting on all issues, as in our view this would only increase
the costs to be borne by our clients with very little practical improvement in corporate
performance in most cases.
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3.6.5
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These administrative constraints are further highlighted by the fact that many
issues on which shareholders are in practice asked to vote are routine matters relating to
the ongoing administration of the company eg. approval of financial accounts or
housekeeping amendments to Articles of Association. Generally in such cases, we will be
in favour of the motion as most companies take seriously their duties and are acting in
the best interests of shareholders. However, the actual casting of a yes vote on all
such resolutions in our view would entail an unreasonable administrative workload and
cost.
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3.6.6
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Accordingly, Invesco believes that an important consideration in the framing of a
proxy voting policy is the need to avoid unduly diverting resources from our primary
responsibilities to add value to our clients investments through portfolio management and
client service. The policies outlined below have been prepared on this basis.
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KEY PROXY VOTING ISSUES
Administrative Constraints
In view of the administrative constraints and costs involved in the exercise of proxy
voting powers, Invesco may (depending on circumstances) not exercise its voting right
unless its clients portfolios in aggregate represent a significant proportion of the
shareholdings of the company in question.
A significant proportion in this context means 5% or more of the market
capitalisation of the company.
E-36
4. INTERNAL ADMINISTRATION & DECISION-MAKING PROCESS
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4.1
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The following diagram illustrates the procedures adopted by Invesco for the
administration of proxy voting:
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4.2
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As shown by the diagram, a central administrative role is performed by our
Settlement Team, located within the Client Administration section. The initial role of
the Settlement Team is to receive company notice papers via the range of custodians who
hold shares on behalf of our clients, to ascertain which client portfolios hold the
stock, and to initiate the decision-making process by distributing the company notice
papers to the Primary Investment Manager responsible for the company in question.
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4.3
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A voting decision on each company resolution (whether a yes or no vote, or a
recommended abstention) is made by the Primary Investment Manager responsible for the
company in question. Invesco believes that this approach is preferable to the
appointment of a committee with responsibility for handling voting issues across all
companies, as it takes advantage of the expertise of individuals whose professional
lives are occupied by analysing particular companies and sectors, and who are familiar
with the issues facing particular companies through their regular company visits.
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4.4
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Moreover, the Primary Equity Manager has overall responsibility for the relevant
market and this ensures that similar issues which arise in different companies are
handled in a consistent way across the relevant market.
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E-37
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4.5
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The voting decision is then documented and passed back to the Settlement Team,
who issue the voting instructions to each custodian in advance of the closing date for
receipt of proxies by the company. At the same time, the Settlement Team logs all proxy
voting activities for record keeping or client reporting purposes.
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4.6
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A key task in administering the overall process is the capture and dissemination
of data from companies and custodians within a time frame that makes exercising votes
feasible in practice. This applies particularly during the company Annual General
Meeting season, when there are typically a large number of proxy voting issues under
consideration simultaneously. Invesco has no control over the former dependency and
Invescos ability to influence a custodians service levels are limited in the case of
individually-managed clients, where the custodian is answerable to the client.
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4.7
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The following policy commitments are implicit in these administrative and
decision-making processes:
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INTERNAL ADMINISTRATION AND DECISION-MAKING PROCESS
Invesco will consider all resolutions put forward in the Annual General Meetings or
other decision-making forums of all companies in which investments are held on behalf
of clients, where it has the authority to exercise voting powers. This consideration
will occur in the context of our policy on Key Voting Issues outlined in Section 3.
The voting decision will be made by the Primary Investment Manager responsible for the
market in question.
A written record will be kept of the voting decision in each case, and in case of an
opposing vote, the reason/comment for the decision.
Voting instructions will be issued to custodians as far as practicable in advance of
the deadline for receipt of proxies by the company. Invesco will monitor the
efficiency with which custodians implement voting instructions on clients behalf.
Invescos ability to exercise proxy voting authority is dependent on timely receipt of
notification from the relevant custodians.
E-38
5. CLIENT REPORTING
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5.1
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Invesco will keep records of its proxy voting activities.
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5.2
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Upon client request, Invesco will regularly report back to the client on proxy
voting activities for investments owned by the client.
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5.2
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The following points summarise Invescos policy commitments on the reporting of
proxy voting activities to clients (other than in cases where specific forms of client
reporting are specified in the clients mandate):
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CLIENT REPORTING
Where proxy voting authority is being exercised on a clients behalf, a statistical
summary of voting activity will be provided on request as part of the clients regular
quarterly report.
Invesco will provide more detailed information on particular proxy voting issues in
response to requests from clients wherever possible.
E-39
I.1. PROXY POLICIES AND PROCEDURES INSTITUTIONAL
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Applicable to
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Institutional Accounts
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Risk Addressed by Policy
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breach of fiduciary duty to client under
Investment Advisers Act of 1940 by placing
Invesco personal interests ahead of client
best economic interests in voting proxies
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Relevant Law and Other Sources
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Investment Advisers Act of 1940
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Last Tested Date
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Policy/Procedure Owner
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Advisory Compliance, Proxy Committee
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Policy Approver
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Invesco Risk Management Committee
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Approved/Adopted Date
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January 1, 2010
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The following policies and procedures apply to all institutional accounts, clients and
funds managed by Invesco Advisers, Inc. (Invesco). These policies and procedures do not apply to
any of the retail funds managed by Invesco. See Section I.2 for the proxy policies and procedures
applicable to Invescos retail funds.
A. POLICY STATEMENT
Invesco has responsibility for making investment decisions that are in the best interests of its
clients. As part of the investment management services it provides to clients, Invesco may be
authorized by clients to vote proxies appurtenant to the shares for which the clients are
beneficial owners.
Invesco believes that it has a duty to manage clients assets in the best economic interests of its
clients and that the ability to vote proxies is a client asset.
Invesco reserves the right to amend its proxy policies and procedures from time to time without
prior notice to its clients.
Voting of Proxies
Invesco will vote client proxies relating to equity securities in accordance with the procedures
set forth below unless a non-ERISA client retains in writing the right to vote, the named fiduciary
(e.g., the plan sponsor) of an ERISA client retains in writing the right to direct the plan trustee
or a third party to vote proxies, or Invesco determines that any benefit the client might gain from
voting a proxy
E-40
would be outweighed by the costs associated therewith. In addition, due to the
distinct nature of proxy voting for interests in fixed income assets and stable value wrap
agreements, the proxies for such fixed income assets and stable value wrap
agreements will be voted in accordance with the procedures set forth in the Proxy Voting for Fixed
Income Assets and Stable Value Wrap Agreements section below.
Best Economic Interests of Clients
In voting proxies, Invesco will take into consideration those factors that may affect the value of
the security and will vote proxies in a manner in which, in its opinion, is in the best economic
interests of clients. Invesco endeavors to resolve any conflicts of interest exclusively in the
best economic interests of clients.
B. OPERATING PROCEDURES AND RESPONSIBLE PARTIES
RiskMetrics Services
Invesco has contracted with RiskMetrics Group (RiskMetrics, formerly known as ISS), an
independent third party service provider, to vote Invescos clients proxies according to
RiskMetrics proxy voting recommendations determined by RiskMetrics pursuant to its then-current US
Proxy Voting Guidelines, a summary of which can be found at
http://www.riskmetrics.com
and which
are deemed to be incorporated herein. In addition, RiskMetrics will provide proxy analyses, vote
recommendations, vote execution and record-keeping services for clients for which Invesco has proxy
voting responsibility. On an annual basis, the Proxy Committee will review information obtained
from RiskMetrics to ascertain whether RiskMetrics (i) has the capacity and competency to adequately
analyze proxy issues, and (ii) can make such recommendations in an impartial manner and in the best
economic interests of Invescos clients. This may include a review of RiskMetrics Policies,
Procedures and Practices Regarding Potential Conflicts of Interest and obtaining information about
the work RiskMetrics does for corporate issuers and the payments RiskMetrics receives from such
issuers.
Custodians forward to RiskMetrics proxy materials for clients who rely on Invesco to vote proxies.
RiskMetrics is responsible for exercising the voting rights in accordance with the RiskMetrics
proxy voting guidelines. If Invesco receives proxy materials in connection with a clients account
where the client has, in writing, communicated to Invesco that the client, plan fiduciary or other
third party has reserved the right to vote proxies, Invesco will forward to the party appointed by
client any proxy materials it receives with respect to the account. In order to avoid voting
proxies in circumstances where Invesco, or any of its affiliates have or may have any conflict of
interest, real or perceived, Invesco has engaged RiskMetrics to provide the proxy analyses, vote
recommendations and voting of proxies.
In the event that (i) RiskMetrics recuses itself on a proxy voting matter and makes no
recommendation or (ii) Invesco decides to override the RiskMetrics vote recommendation, the Proxy
Committee will review the issue and direct RiskMetrics how to vote the proxies as described below.
E-41
Proxy Voting for Fixed Income Assets and Stable Value Wrap Agreements
Some of Invescos fixed income clients hold interests in preferred stock of companies and some of
Invescos stable value clients are parties to wrap agreements. From time to time, companies that
have issued preferred stock or that are parties to wrap agreements request that Invescos clients
vote proxies on particular matters. RiskMetrics does not currently provide proxy analysis or vote
recommendations with respect to such proxy votes. Therefore, when a particular matter arises in
this category, the investment team responsible for the particular mandate will review the matter
and make a recommendation to the Proxy Manager as to how to vote the associated proxy. The Proxy
Manager will complete the proxy ballots and send the ballots to the persons or entities identified
in the ballots.
Proxy Committee
The Proxy Committee shall have seven (7) members, which shall include representatives from
portfolio management, operations, and legal/compliance or other functional departments as deemed
appropriate and who are knowledgeable regarding the proxy process. A majority of the members of
the Proxy Committee shall constitute a quorum and the Proxy Committee shall act by a majority vote
of those members in attendance at a meeting called for the purpose of determining how to vote a
particular proxy. The Proxy Committee shall keep minutes of its meetings that shall be kept with
the proxy voting records of Invesco. The Proxy Committee will appoint a Proxy Manager to manage
the proxy voting process, which includes the voting of proxies and the maintenance of appropriate
records.
The Proxy Manager shall call for a meeting of the Proxy Committee (1) when override submissions are
made; and (2) in instances when RiskMetrics has recused itself or has not provided a vote
recommendation with respect to an equity security. At such meeting, the Proxy Committee shall
determine how proxies are to be voted in accordance with the factors set forth in the section
entitled Best Economic Interests of Clients, above.
The Proxy Committee also is responsible for monitoring adherence to these procedures and engaging
in the annual review described in the section entitled RiskMetrics Services, above.
Recusal by RiskMetrics or Failure of RiskMetrics to Make a Recommendation
When RiskMetrics does not make a recommendation on a proxy voting issue or recuses itself due to a
conflict of interest, the Proxy Committee will review the issue and determine whether Invesco has a
material conflict of interest as determined pursuant to the policies and procedures outlined in the
Conflicts of Interest section below. If Invesco determines it does not have a material conflict
of interest, Invesco will direct RiskMetrics how to vote the proxies. If Invesco determines it
does have a material conflict of interest, the Proxy Committee will follow the policies and
procedures set forth in such section.
E-42
Override of RiskMetrics Recommendation
There may be occasions where Invesco investment personnel, senior officers or a member of the Proxy
Committee seek to override a RiskMetrics recommendation if they believe that a RiskMetrics
recommendation is not in accordance with the best economic interests of clients. In the event that
an individual listed above in this section disagrees with a RiskMetrics recommendation on a
particular voting issue, the individual shall document in writing the reasons that he/she believes
that the RiskMetrics recommendation is not in accordance with clients best economic interests and
submit such written documentation to the Proxy Manager for consideration by the Proxy Committee
along with the certification attached as Appendix A hereto. Upon review of the documentation and
consultation with the individual and others as the Proxy Committee deems appropriate, the Proxy
Committee may make a determination to override the RiskMetrics voting recommendation if the
Committee determines that it is in the best economic interests of clients and the Committee has
addressed any conflict of interest.
Proxy Committee Meetings
When a Proxy Committee Meeting is called, whether because of a RiskMetrics recusal or request for
override of a RiskMetrics recommendation, the Proxy Committee shall request from the Chief
Compliance Officer as to whether any Invesco person has reported a conflict of interest.
The Proxy Committee shall review the report from the Chief Compliance Officer to determine whether
a real or perceived conflict of interest exists, and the minutes of the Proxy Committee shall:
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describe any real or perceived conflict of interest,
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(2)
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determine whether such real or perceived conflict of interest is material,
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(3)
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discuss any procedure used to address such conflict of interest,
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(4)
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report any contacts from outside parties (other than routine communications
from proxy solicitors), and
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(5)
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include confirmation that the recommendation as to how the proxies are to be
voted is in the best economic interests of clients and was made without regard to any
conflict of interest.
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Based on the above review and determinations, the Proxy Committee will direct RiskMetrics how to
vote the proxies as provided herein.
Certain Proxy Votes May Not Be Cast
In some cases, Invesco may determine that it is not in the best economic interests of clients to
vote proxies. For example, proxy voting in certain countries outside
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the United States requires share blocking. Shareholders who wish to vote their proxies must
deposit their shares 7 to 21 days before the date of the meeting with a designated depositary.
During the blocked period, shares to be voted at the meeting cannot be sold until the meeting has
taken place and the shares have been returned to the Custodian/Sub-Custodian bank. In addition,
voting certain international securities may involve unusual costs to clients, some of which may be
related to requirements of having a representative in person attend the proxy meeting. In other
cases, it may not be possible to vote certain proxies despite good faith efforts to do so, for
instance when inadequate notice of the matter is provided. In the instance of loan securities,
voting of proxies typically requires termination of the loan, so it is not usually in the best
economic interests of clients to vote proxies on loaned securities. Invesco typically will not,
but reserves the right to, vote where share blocking restrictions, unusual costs or other barriers
to efficient voting apply. Invesco will not vote if it determines that the cost of voting exceeds
the expected benefit to the client. The Proxy Manager shall record the reason for any proxy not
being voted, which record shall be kept with the proxy voting records of Invesco.
CONFLICTS OF INTEREST
Procedures to Address Conflicts of Interest and Improper Influence
In order to avoid voting proxies in circumstances where Invesco or any of its affiliates have or
may have any conflict of interest, real or perceived, Invesco has contracted with RiskMetrics to
provide proxy analyses, vote recommendations and voting of proxies. Unless noted otherwise by
RiskMetrics, each vote recommendation provided by RiskMetrics to Invesco shall include a
representation from RiskMetrics that RiskMetrics has no conflict of interest with respect to the
vote. In instances where RiskMetrics has recused itself or makes no recommendation on a particular
matter, or if an override submission is requested, the Proxy Committee shall determine how to vote
the proxy and instruct the Proxy Manager accordingly, in which case the conflict of interest
provisions discussed below shall apply.
In effecting the policy of voting proxies in the best economic interests of clients, there may be
occasions where the voting of such proxies may present a real or perceived conflict of interest
between Invesco, as the investment manager, and Invescos clients. For each director, officer and
employee of Invesco (Invesco person), the interests of Invescos clients must come first, ahead
of the interest of Invesco and any Invesco person, including Invescos affiliates. Accordingly, no
Invesco person may put personal benefit, whether tangible or intangible, before the interests of
clients of Invesco or otherwise take advantage of the relationship with Invescos clients.
Personal benefit includes any intended benefit for oneself or any other individual, company,
group or organization of any kind whatsoever, except a benefit for a client of Invesco, as
appropriate. It is imperative that each Invesco person avoid any situation that might compromise,
or call into question, the exercise of fully independent judgment that is in the interests of
Invescos clients.
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Occasions may arise where a person or organization involved in the proxy voting process may have a
conflict of interest. A conflict of interest may exist if Invesco has a business relationship with
(or is actively soliciting business from) either the company soliciting the proxy or a third party
that has a material interest in the outcome of a proxy vote or that is actively lobbying for a
particular outcome of a proxy vote. Additional examples of situations where a conflict may exist
include:
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Business Relationships where Invesco manages money for a company or an
employee group, manages pension assets or is actively soliciting any such business, or
leases office space from a company;
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Personal Relationships where an Invesco person has a personal
relationship with other proponents of proxy proposals, participants in proxy contests,
corporate directors, or candidates for directorships; and
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Familial Relationships where an Invesco person has a known familial
relationship relating to a company (e.g. a spouse or other relative who serves as a
director of a public company or is employed by the company).
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In the event that the Proxy Committee determines that Invesco (or an affiliate) has a material
conflict of interest, the Proxy Committee will not take into consideration the relationship giving
rise to the conflict of interest and shall, in its sole discretion, either (a) decide to vote the
proxies pursuant to RiskMetrics general proxy voting guidelines, (b) engage an independent third
party to provide a vote recommendation, or (c) contact Invescos client(s) for direction as to how
to vote the proxies.
In the event an Invesco person has a conflict of interest and has knowledge of such conflict of
interest, it is the responsibility of such Invesco person to disclose the conflict to the Chief
Compliance Officer. When a Proxy Committee meeting is called, the Chief Compliance Officer will
report to the Proxy Committee all real or potential conflicts of interest for the Proxy Committee
to review and determine whether such conflict is material. If the Proxy Committee determines that
such conflict is material and involves a person involved in the proxy voting process, the Proxy
Committee may require such person to recuse himself or herself from participating in the
discussions regarding the proxy vote item and from casting a vote regarding how Invesco should vote
such proxy. An Invesco person will not be considered to have a material conflict of interest if
the Invesco person did not know of the conflict of interest and did not attempt to influence the
outcome of a proxy vote.
In order to ensure compliance with these procedures, the Proxy Manager and each member of the Proxy
Committee shall certify annually as to their compliance with this policy. In addition, any Invesco
person who submits a RiskMetrics override recommendation to the Proxy Committee shall certify as to
their compliance with this policy concurrently with the submission of their override
recommendation. A form of such certification is attached as Appendix A.
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In addition, members of the Proxy Committee must notify Invescos Chief Compliance Officer, with
impunity and without fear of retribution or retaliation, of any direct, indirect or perceived
improper influence exerted by any Invesco person or by an affiliated companys representatives with
regard to how Invesco should vote proxies. The Chief Compliance Officer will investigate the
allegations and will report his or her findings to the Invesco Risk Management Committee. In the
event that it is determined that improper influence was exerted, the Risk Management Committee will
determine the appropriate action to take, which actions may include, but are not limited to, (1)
notifying the affiliated companys Chief Executive Officer, its Management Committee or Board of
Directors, (2) taking remedial action, if necessary, to correct the result of any improper
influence where clients have been harmed, or (3) notifying the appropriate regulatory agencies of
the improper influence and cooperating fully with these regulatory agencies as required. In all
cases, the Proxy Committee shall not take into consideration the improper influence in determining
how to vote proxies and will vote proxies solely in the best economic interests of clients.
C. RECORDKEEPING
Records are maintained in accordance with Invescos Recordkeeping Policy.
Proxy Voting Records
The proxy voting statements and records will be maintained by the Proxy Manager on-site (or
accessible via an electronic storage site of RiskMetrics) for the first two (2) years. Copies of
the proxy voting statements and records will be maintained for an additional five (5) years by
Invesco (or will be accessible via an electronic storage site of RiskMetrics). Clients may obtain
information about how Invesco voted proxies on their behalf by contacting their client services
representative. Alternatively, clients may make a written request for proxy voting information to:
Proxy Manager, 1555 Peachtree Street, N.E., Atlanta, Georgia 30309.
E-46
APPENDIX A
ACKNOWLEDGEMENT AND CERTIFICATION
I acknowledge that I have read the Invesco Proxy Voting Policy (a copy of which
has been supplied to me, which I will retain for future reference) and agree to comply
in all respects with the terms and provisions thereof. I have disclosed or reported
all real or potential conflicts of interest to the Invesco Chief Compliance Officer
and will continue to do so as matters arise. I have complied with all provisions of
this Policy.
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Print Name
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Signature
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I.1 Proxy Policy Appendix A
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Acknowledgement and Certification
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B6. Proxy Voting
Policy Number: B-6 Effective Date: May 1, 2001 Revision Date: December 2009
1.
Purpose and Background
In its trusteeship and management of mutual funds, Invesco Trimark acts as fiduciary to the
unitholders and must act in their best interests.
2.
Application
Invesco Trimark will make every effort to exercise all voting rights with respect to
securities held in the funds that it manages in Canada or to which it provides sub-advisory
services, including a fund registered under and governed by the US Investment Company Act of 1940,
as amended (the US Funds) (collectively, the Funds). Proxies for the funds distributed by
Invesco Trimark and managed by an affiliate or a third party (a Sub-Advisor) will be voted in
accordance with the Sub-Advisors policy, unless the sub-advisory agreement provides otherwise.
Invesco Trimarks portfolio managers have responsibility for exercising all proxy votes and in
doing so, for acting in the best interest of the Fund. Portfolio managers must vote proxies in
accordance with the Invesco Trimark Proxy Voting Guidelines (the Guidelines), as amended from time
to time, a copy of which is attached to this policy.
When a proxy is voted against the recommendation of the publicly traded companys Board, the
portfolio manager or designate will provide to the Chief Investment Officer (CIO) the reasons in
writing for any vote in opposition to managements recommendation.
Invesco Trimark may delegate to a third party the responsibility to vote proxies on behalf of
all or certain Funds, in accordance with the Guidelines.
3.
Proxy Administration, Records Management and Data Retention
3.1 Proxy Administration
Invesco Trimark has a dedicated proxy team within the Investment Operations and Support
department (Proxy Team). This team is responsible for managing all proxy voting materials. The
Proxy Team endeavours to ensure that all proxies and notices are received from all issuers on a
timely basis.
Proxy voting circulars for all companies are received electronically through an external
service provider. Circulars for North American companies and ADRs are generally also received in
paper format.
E-48
Once a circular is received, the Proxy Team verifies that all shares and Funds affected are
correctly listed. The Proxy Team then gives a copy of the proxy ballot to each affected portfolio
manager and maintains a tracking list to ensure that all proxies are voted within the prescribed
deadlines.
Once voting information has been received from the portfolio managers, voting instructions are
sent electronically to the service provider who then forwards the instructions to the appropriate
proxy voting agent or transfer agent.
3.2 Records Management and Data Retention
Invesco Trimark will maintain for all Funds a record of all proxies received, a record of
votes cast and a copy of the reasons for voting against management. In addition, for the US Funds
Invesco Trimark will maintain a copy of any document created by Invesco Trimark that was material
to making a decision how to vote proxies on behalf of a U.S. Fund and that memorializes the basis
of that decision.
The external proxy service provider retains on behalf of Invesco Trimark electronic records of
the votes cast and agrees to provide Invesco Trimark with a copy of proxy records promptly upon
request. The service provider must make all documents available to Invesco Trimark for a period of
7 years.
In the event that Invesco Trimark ceases to use an external service provider, all documents
would be maintained and preserved in an easily accessible place i) for a period of 2 years where
Invesco Trimark carries on business in Canada and ii) for a period of 5 years thereafter at the
same location or at any other location.
4.
Reporting
The CIO will report on proxy voting to the Fund Boards on an annual basis with respect to all
funds managed in Canada or distributed by Invesco Trimark and managed by a Sub-Advisor. The CIO
will report on proxy voting to the Board of Directors of the US Funds as required from time to
time.
In accordance with National Instrument 81-106 (NI 81-106), proxy voting records for all
Canadian mutual funds for years ending June 30th are posted on Invesco Trimarks website no later
than August 31st of each year.
The Invesco Trimark Compliance department (Compliance department) will review the proxy voting
records posted on Invesco Trimarks website on an annual basis to confirm that the records are
posted by the August 31st deadline under NI 81-106. A summary of the review will be maintained and
preserved by the Compliance department in an easily accessible place i) for a period of 2 years
where Invesco Trimark carries on business in Canada and ii) for a period of 5 years thereafter at
the same location or at any other location.
E-49
INVESCO TRIMARK
PROXY VOTING GUIDELINES
Purpose
The purpose of this document is to describe Invesco Trimarks general guidelines for voting
proxies received from companies held in Invesco Trimarks Toronto-based funds. Proxy voting for
the funds managed on behalf of Invesco Trimark on a sub-advised basis (i.e. by other Invesco
business units or on a third party basis) are subject to the proxy voting policies & procedures of
those other entities. As part of its regular due diligence, Invesco Trimark will review the proxy
voting policies & procedures of any new sub-advisors to ensure that they are appropriate in the
circumstances.
Introduction
Invesco Trimark has the fiduciary obligation to ensure that the long-term economic best
interest of unitholders is the key consideration when voting proxies of portfolio companies.
The default is to vote with the recommendation of the publicly traded companys Board.
As a general rule, Invesco Trimark shall vote against any actions that would:
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reduce the rights or options of shareholders,
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reduce shareholder influence over the board of directors and management,
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reduce the alignment of interests between management and shareholders, or
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reduce the value of shareholders investments.
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At the same time, since Invesco Trimarks Toronto-based portfolio managers follow an
investment discipline that includes investing in companies that are believed to have strong
management teams, the portfolio managers will generally support the management of companies in
which they invest, and will accord proper weight to the positions of a companys board of
directors. Therefore, in most circumstances, votes will be cast in accordance with the
recommendations of the companys board of directors.
While Invesco Trimarks proxy voting guidelines are stated below, the portfolio managers will
take into consideration all relevant facts and circumstances (including country specific
considerations), and retain the right to vote proxies as deemed appropriate.
These guidelines may be amended from time to time.
Conflicts of Interest
E-50
When voting proxies, Invesco Trimarks portfolio managers assess whether there are material
conflicts of interest between Invesco Trimarks interests and those of unitholders. A potential
conflict of interest situation may include where Invesco Trimark or an affiliate manages assets
for, provides other financial services to, or otherwise has a material business relationship with,
a company whose management is soliciting proxies, and failure to vote in favour of management of
the company may harm Invesco Trimarks relationship with the company. In all situations, the
portfolio managers will not take Invesco Trimarks relationship with the company into account, and
will vote the proxies in the best interest of the unitholders. To the extent that a portfolio
manager has any personal conflict of interest with respect to a company or an issue presented, that
portfolio manager should abstain from voting on that company or issue. Portfolio managers are
required to report to the CIO any such conflicts of interest and/or attempts by outside parties to
improperly influence the voting process. The CIO will report any conflicts of interest to the
Trading Committee and the Independent Review Committee on an annual basis.
I. BOARDS OF DIRECTORS
We believe that a board that has at least a majority of independent directors is integral to
good corporate governance. Unless there are restrictions specific to a companys home
jurisdiction, key board committees, including audit and compensation committees, should be
completely independent.
Voting on Director Nominees in Uncontested Elections
Votes in an uncontested election of directors are evaluated on a
case-by-case
basis,
considering factors that may include:
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Long-term company performance relative to a market index,
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Composition of the board and key board committees,
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Nominees attendance at board meetings,
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Nominees time commitments as a result of serving on other company boards,
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Nominees investments in the company,
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Whether the chairman is also serving as CEO, and
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Whether a retired CEO sits on the board.
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Voting on Director Nominees in Contested Elections
Votes in a contested election of directors are evaluated on a
case-by-case
basis, considering
factors that may include:
E-51
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Long-term financial performance of the target company relative to its industry,
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Managements track record,
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Background to the proxy contest,
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Qualifications of director nominees (both slates),
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Evaluation of what each side is offering shareholders as well as the likelihood
that the proposed objectives and goals can be met, and
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Stock ownership positions.
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Majority Threshold Voting for Director Elections
We will generally vote
for
proposals that require directors to be elected with an affirmative
majority of votes cast unless the relevant portfolio manager believes that the company has adopted
formal corporate governance principles that present a meaningful alternative to the majority voting
standard and provide an adequate and timely response to both new nominees as well as incumbent
nominees who fail to receive a majority of votes cast.
Separating Chairman and CEO
Shareholder proposals to separate the chairman and CEO positions should be evaluated on a
case-by-case
basis.
While we generally support these proposals, some companies have governance structures in place
that can satisfactorily counterbalance a combined position. Voting decisions will take into
account factors such as:
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Designated lead director, appointed from the ranks of the independent board members
with clearly delineated duties;
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Majority of independent directors;
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All-independent key committees;
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Committee chairpersons nominated by the independent directors;
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CEO performance is reviewed annually by a committee of outside directors; and
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Established governance guidelines.
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Majority of Independent Directors
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While we generally support shareholder proposals asking that a majority of directors be
independent, each proposal should be evaluated on a case-by-case basis.
We generally vote for shareholder proposals that request that the boards audit, compensation,
and/or nominating committees be composed exclusively of independent directors.
Stock Ownership Requirements
We believe that individual directors should be appropriately compensated and motivated to act
in the best interests of shareholders. Share ownership by directors better aligns their interests
with those of other shareholders. Therefore, we believe that meaningful share ownership by
directors is in the best interest of the company.
We generally vote
for
proposals that require a certain percentage of a directors compensation
to be in the form of common stock.
Size of Boards of Directors
We believe that the number of directors is important to ensuring the boards effectiveness in
maximizing long-term shareholder value. The board must be large enough to allow it to adequately
discharge its responsibilities, without being so large that it becomes cumbersome.
While we will prefer a board of no fewer than 5 and no more than 16 members, each situation
will be considered on a
case-by-case
basis taking into consideration the specific company
circumstances.
Classified or Staggered Boards
In a classified or staggered board, directors are typically elected in two or more classes,
serving terms greater than one year.
We prefer the annual election of all directors and will generally
not support
proposals that
provide for staggered terms for board members. We recognize that there may be jurisdictions where
staggered terms for board members is common practice and, in such situations, we will review the
proposals on a
case-by-case
basis.
Director Indemnification and Liability Protection
We recognize that many individuals may be reluctant to serve as corporate directors if they
were to be personally liable for
all
lawsuits and legal costs. As a result, limitations on
directors liability can benefit the corporation and its shareholders by helping to attract and
retain qualified directors while providing recourse to shareholders on areas of misconduct by
directors.
E-53
We generally vote
for
proposals that limit directors liability and provide indemnification as long
as the arrangements are limited to the director acting honestly and in good faith with a view to
the best interests of the corporation and, in criminal matters, are limited to the director having
reasonable grounds for believing the conduct was lawful.
II. AUDITORS
A strong audit process is a requirement for good corporate governance. A significant aspect
of the audit process is a strong relationship with a knowledgeable and independent set of auditors.
Ratification of Auditors
We believe a company should limit its relationship with its auditors to the audit engagement,
and certain closely related activities that do not, in the aggregate, raise an appearance of
impaired independence.
We generally vote
for
the reappointment of the companys auditors unless:
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It is not clear that the auditors will be able to fulfill their function;
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There is reason to believe the auditors have rendered an opinion that is neither
accurate nor indicative of the companys financial position; or
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The auditors have a significant professional or personal relationship with the
issuer that compromises their independence.
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Disclosure of Audit vs. Non-Audit Fees
Understanding the fees earned by the auditors is important for assessing auditor independence.
Our support for the re-appointment of the auditors will take into consideration whether the
management information circular contains adequate disclosure about the amount and nature of audit
vs. non-audit fees.
There may be certain jurisdictions that do not currently require disclosure of audit vs.
non-audit fees. In these circumstances, we will generally
support
proposals that call for this
disclosure.
III. COMPENSATION PROGRAMS
Appropriately designed equity-based compensation plans, approved by shareholders, can be an
effective way to align the interests of long-term shareholders and the interests of management,
employees and directors. Plans should not substantially dilute shareholders ownership interests
in the company, provide participants with excessive awards or have objectionable structural
features. We will consider each compensation plan in its entirety (including all incentives,
awards and other compensation) to determine
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if the plan provides the right incentives to managers and directors and is reasonable on the whole.
While we generally encourage companies to provide more transparent disclosure related to their
compensation programs, the following are specific guidelines dealing with some of the more common
features of these programs (features not specifically itemized below will be considered on a
case-by-case
basis taking into consideration the general principles described above):
Cash Compensation and Severance Packages
We will generally
support
the boards discretion to determine and grant appropriate cash
compensation and severance packages.
Executive Compensation (say on pay)
Proposals requesting that companies subject each years compensation record to a non binding
advisory shareholder vote, or so-called say on pay proposals will be evaluated on a
case-by-case
basis.
Equity Based Plans Dilution
Equity compensation plans can increase the number of shares of a company and therefore dilute
the value of existing shares. While such plans can be an effective compensation tool in moderation,
they can be a concern to shareholders and their cost needs to be closely watched. We assess
proposed equity compensation plans on a
case-by-case
basis.
Employee Stock Purchase Plans
We will generally vote
for
the use of employee stock purchase plans to increase company stock
ownership by employees, provided that shares purchased under the plan are acquired for no less than
85% of their market value. It is recognized that country specific circumstances may exist (e.g.
tax issues) that require proposals to be reviewed on a
case-by-case
basis.
Loans to Employees
We will vote
against
the corporation making loans to employees to allow employees to pay for
stock or stock options. It is recognized that country specific circumstances may exist that
require proposals to be reviewed on a
case-by-case
basis.
Stock Option Plans Board Discretion
We will vote
against
stock option plans that give the board broad discretion in setting the
terms and conditions of the programs. Such programs should be submitted with detail and be
reasonable in the circumstances regarding their cost, scope, frequency and schedule for exercising
the options.
E-55
Stock Option Plans Inappropriate Features
We will generally vote
against
plans that have any of the following structural features:
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ability to re-price underwater options without shareholder approval,
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ability to issue options with an exercise price below the stocks current market
price,
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ability to issue reload options, or
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automatic share replenishment (evergreen) features.
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Stock Option Plans Director Eligibility
While we prefer stock ownership by directors, we will
support
stock option plans for directors
as long as the terms and conditions of director options are clearly defined
Stock Option Plans Repricing
We will vote
for
proposals to re-price options if there is a value-for-value (rather than a
share-for-share) exchange.
Stock Option Plans Vesting
We will vote
against
stock option plans that are 100% vested when granted.
Stock Option Plans Authorized Allocations
We will generally vote
against
stock option plans that authorize allocation of 25% or more of
the available options to any one individual.
Stock Option Plans Change in Control Provisions
We will vote
against
stock option plans with change in control provisions that allow option
holders to receive more for their options than shareholders would receive for their shares.
IV. CORPORATE MATTERS
We will review management proposals relating to changes to capital structure and restructuring
on a case-by-case basis, taking into consideration the impact of the changes on corporate
governance and shareholder rights, anticipated financial and operating benefits, portfolio manager
views, level of dilution, and a companys industry and performance in terms of shareholder returns.
E-56
Common Stock Authorization
We will review proposals to increase the number of shares of common stock authorized for issue
on a
case-by-case
basis.
Dual Class Share Structures
Dual class share structures involve a second class of common stock with either superior or
inferior voting rights to those of another class of stock.
We will generally vote
against
proposals to create or extend dual class share structures where
classes have different voting rights.
Stock Splits
We will vote
for
proposals to increase common share authorization for a stock split, provided
that the increase in authorized shares would not result in excessive dilution given a companys
industry and performance in terms of shareholder returns.
Reverse Stock Splits
We will vote
for
management proposals to implement a reverse stock split, provided that the
reverse split does not result in an increase of authorized but unissued shares of more than 100%
after giving effect to the shares needed for the reverse split.
Share Repurchase Programs
We will vote
against
proposals to institute open-market share repurchase plans if all
shareholders do not participate on an equal basis.
Reincorporation
Reincorporation involves re-establishing the company in a different legal jurisdiction.
We will generally vote
for
proposals to reincorporate the company provided that the board and
management have demonstrated sound financial or business reasons for the move. Proposals to
reincorporate will
not be supported
if solely as part of an anti-takeover defense or as a way to
limit directors liability.
Mergers & Acquisitions
We will vote
for
merger & acquisition proposals that the relevant portfolio managers believe,
based on their review of the materials:
|
|
|
will result in financial and operating benefits,
|
|
|
|
|
have a fair offer price,
|
E-57
|
|
|
have favourable prospects for the combined companies, and
|
|
|
|
|
will not have a negative impact on corporate governance or shareholder rights.
|
V. SOCIAL RESPONSIBILITY
We recognize that to effectively manage a corporation, directors and management must consider
not only the interests of shareholders, but the interests of employees, customers, suppliers, and
creditors, among others.
We believe that companies and their boards must give careful consideration to social
responsibility issues in order to enhance long-term shareholder value.
We
support
efforts by companies to develop policies and practices that consider social
responsibility issues related to their businesses.
VI. SHAREHOLDER PROPOSALS
Shareholder proposals can be extremely complex, and the impact on the interests of all
stakeholders can rarely be anticipated with a high degree of confidence. As a result, shareholder
proposals will be reviewed on a
case-by-case
basis with consideration of factors such as:
|
|
|
the proposals impact on the companys short-term and long-term share value,
|
|
|
|
|
its effect on the companys reputation,
|
|
|
|
|
the economic effect of the proposal,
|
|
|
|
|
industry and regional norms applicable to the company,
|
|
|
|
|
the companys overall corporate governance provisions, and
|
|
|
|
|
the reasonableness of the request.
|
We will generally
support
shareholder proposals that require additional disclosure regarding
corporate responsibility issues where the relevant portfolio manager believes:
|
|
|
the company has failed to adequately address these issues with shareholders,
|
|
|
|
|
there is information to suggest that a company follows procedures that are not in
compliance with applicable regulations, or
|
E-58
|
|
|
the company fails to provide a level of disclosure that is comparable to industry
peers or generally accepted standards.
|
We will generally
not support
shareholder proposals that place arbitrary or artificial
constraints on the board, management or the company.
Ordinary Business Practices
We will generally
support
the boards discretion regarding shareholder proposals that involve
ordinary business practices.
Protection of Shareholder Rights
We will generally vote
for
shareholder proposals that are designed to protect shareholder
rights if the companys corporate governance standards indicate that such additional protections
are warranted.
Barriers to Shareholder Action
We will generally vote
for
proposals to lower barriers to shareholder action.
Shareholder Rights Plans
We will generally vote
for
proposals to subject shareholder rights plans to a shareholder vote.
VII. OTHER
We will vote
against
any proposal where the proxy materials lack sufficient information upon
which to base an informed decision.
We will vote
against
any proposals to authorize the company to conduct any other business that
is not described in the proxy statement (including the authority to approve any further amendments
to an otherwise approved resolution).
Reimbursement of Proxy Solicitation Expenses
Decisions to provide reimbursement for dissidents waging a proxy contest are made on a
case-by-case
basis.
E-59
APPENDIX F
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
To the best knowledge of the Trust, the names and addresses of the record and beneficial
holders of 5% or more of the outstanding shares of each class of the Trusts equity securities and
the percentage of the outstanding shares held by such holders are set forth below. Unless
otherwise indicated below, the Trust has no knowledge as to whether all or any portion of the
shares owned of record are also owned beneficially.
A shareholder who owns beneficially 25% or more of the outstanding securities of a Fund is
presumed to control that Fund as defined in the 1940 Act. Such control may affect the voting
rights of other shareholders.
All information listed below is as of September 1, 2010.
Invesco Alternative Opportunities Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Investor
|
|
Institutional
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Class Shares
|
|
Class Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Principal Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100.00
|
%
|
Maril & Co FBO NJ
C/O M& I Trust Co NA
Attn: MF
11270 W Park Pl Ste 400
Milwaukee, WI 53224-3638
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
83.31
|
%
|
|
|
|
|
|
|
|
|
Mitra & Co. FBO NJ
C/O M&I Trust Co NA
Attn: MF
11270 W Park Pl Ste 400
Milwaukee, WI 53224-3638
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.41
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07337
|
|
|
92.09
|
%
|
|
|
|
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-1
Invesco Commodities Strategy Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Investor
|
|
Institutional
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Class Shares
|
|
Class Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Charles Schwab & CO. Inc.
Special Custody FBO Customers
Attn: Mutual Funds
101 Montgomery St.
San Francisco, CA 94014-4151
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22.32
|
%
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
7.37
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Alternative Opportunities
Fund omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99.22
|
%
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07422
|
|
|
78.70
|
%
|
|
|
77.32
|
%
|
|
|
88.21
|
%
|
|
|
100.00
|
%
|
|
|
44.49
|
%
|
|
|
|
|
|
|
|
|
|
Invesco FX Alpha Plus Strategy Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Investor
|
|
Institutional
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Class Shares
|
|
Class Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
79.29
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Charles Schwab & CO. Inc.
Special Custody ACCT For
Exclusive Benefit of Customers
101 Montgomery St.
San Francisco, CA 94014-4151
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
36.33
|
%
|
|
|
|
|
|
|
|
|
Invesco Alternative Opportunities
Fund Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
98.62
|
%
|
|
F-2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
Class B
|
|
|
Class C
|
|
|
Class R
|
|
|
Class Y
|
|
|
Investor
|
|
|
Institutional
|
|
|
|
Shares
|
|
|
Shares
|
|
|
Shares
|
|
|
Shares
|
|
|
Shares
|
|
|
Class Shares
|
|
|
Class Shares
|
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
Names and Address of Principal
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
Holder
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
Morgan Stanley & Co Inc FBO
Equity Swaps
US Financing Products-MF
1585 Broadway
New York, NY 10036-8200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.37
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07345
|
|
|
70.94
|
%
|
|
|
|
|
|
|
91.25
|
%
|
|
|
20.71
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Natl Financial Services Corp
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street, 5
th
Floor
Attn: Kate Recon
New York, NY 10281-5503
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35.03
|
%
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13.47
|
%
|
|
|
|
|
|
|
|
|
Taynik & Co
c/o Investors Bank & Trust Co
200 Claredon Street FPG 90
Boston, MA 02116-5021
|
|
|
12.51
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco FX Alpha Strategy Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Investor
|
|
Institutional
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Class Shares
|
|
Class Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
AIM Advisors Inc.
Attn: Corporate Controller
1360 Peachtree St NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100
|
%
|
Charles Schwab & CO. Inc.
Special Custody ACCT For
Exclusive Benefit of Customers
101 Montgomery St.
San Francisco, CA 94014-4151
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19.34
|
%
|
|
|
|
|
|
|
|
|
LPL Financial
FBO Customer Accounts
T=Attn: Mutual Fund Operations
P. O. Box 509046
San Diego, CA 92150-9046
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.48
|
%
|
|
|
|
|
|
|
|
|
|
F-3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Investor
|
|
Institutional
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Class Shares
|
|
Class Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07492
|
|
|
68.13
|
%
|
|
|
|
|
|
|
94.25
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natl Financial Services Corp
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street, 5
th
Floor
Attn: Kate Recon
New York, NY 10281-5503
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
52.41
|
%
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
6.18
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.51
|
%
|
|
|
|
|
|
|
|
|
UBS WM USA
Omni Account M/F
Attn: Department Manager
499 Washington Blvd. Fl 9
Jersey City, NJ 07310-2055
|
|
|
10.83
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Global Advantage Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
Class B
|
|
|
Class C
|
|
|
Class R
|
|
|
Class Y
|
|
|
Investor
|
|
|
Institutional
|
|
|
|
Shares
|
|
|
Shares
|
|
|
Shares
|
|
|
Shares
|
|
|
Shares
|
|
|
Class Shares
|
|
|
Class Shares
|
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
|
Percentage
|
|
Names and Address of Principal
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Owned of
|
|
Holder
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
|
Record
|
|
Citigroup Global Markets
Attn: Mutual Funds Department
Reconciliation & Accounts Control
333 W. 34
th
Street 7
th
Floor
New York, NY 10001-2402
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.45
|
%
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Olga Hewis
10409 E Ravine View Ct
N Royalton, OH 44133-6074
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.81
|
%
|
|
|
|
|
|
|
|
|
First Clearing, LLC
John Orzalli Revocable Trust
John Orzalli TTEE
14 Scotland Point Rd
York, ME 03909-5222
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.61
|
%
|
|
|
|
|
|
|
|
|
Invesco Group Services Inc.
1555 Peachtree St NE
Atlanta, GA 30309-2460
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.74
|
%
|
|
|
|
|
|
|
|
|
|
F-4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Merrill Lynch Pierce Fenner
& Smith Inc For the Sole
Benefit If Its Customers
4800 Deer Lake Dr. E
Jacksonville, FL 32246-6484
|
|
|
|
|
|
|
5.49
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07492
|
|
|
79.32
|
%
|
|
|
76.97
|
%
|
|
|
83.40
|
%
|
|
|
|
|
|
|
54.48
|
%
|
|
|
|
|
|
|
|
|
|
Invesco Global Dividend Growth Securities Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Morgan Stanley & Co Inc FBO
Equity Swaps
US Financing Products-MF
1585 Broadway
New York, NY 10036-8200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.41
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07345
|
|
|
81.07
|
%
|
|
|
76.69
|
%
|
|
|
87.37
|
%
|
|
|
|
|
|
|
46.56
|
%
|
|
|
|
|
|
|
|
|
State Street Bank & Trust Co
FBO ADP/Morgan Stanley
Alliance
105 Rosemond Avenue
Westwood, MA 02090-2318
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26.47
|
%
|
|
|
|
|
|
|
|
|
|
Invesco Health Sciences Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
|
|
|
|
7.35
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
79.34
|
%
|
|
|
74.71
|
%
|
|
|
77.60
|
%
|
|
|
|
|
|
|
76.78
|
%
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.46
|
%
|
|
|
|
|
|
|
|
|
UBS WM USA
Omni Account M/F
Attn: Department Manager
499 Washington Blvd Floor 9
Jersey City, NJ 07310-2055
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.15
|
%
|
|
|
|
|
|
|
|
|
|
Invesco International Growth Equity Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
57.95
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
100.00
|
%
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ally Financial Inc
Retirement Savings Plan
Core
TTEE State Street Bank &
Trust Co
Attn: Christine Ginn
105 Rosemont Avenue
Westwood, MA 02090-2318
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.69
|
%
|
|
|
|
|
|
|
|
|
INTC Cust Rollover IRA FBO
Tsann-Hwang Chang
23 Hawthorn Dr
Plainsboro, NJ 08536-1933
|
|
|
11.11
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MAC & CO A
Attn: Mutual Fund Operations
P. O. Box 3198
525 William Penn Place
Pittsburgh, PA 15230-3198
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
37.15
|
%
|
|
|
|
|
|
|
|
|
|
F-6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
MAC & CO B
Attn: Mutual Fund Operations
P. O. Box 3198
525 William Penn Place
Pittsburgh, PA 15230-3198
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.17
|
%
|
|
|
|
|
|
|
|
|
Modern Woodmen of America
1701 1
st
Avenue
Rock Island, IL 61201-8780
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.97
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
28.40
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Pacific Growth Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
82.18
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley & Co Inc FBO
Equity Swaps
US Financing Products-MF
1585 Broadway
New York, NY 10036-8200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
90.46
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
74.50
|
%
|
|
|
76.90
|
%
|
|
|
81.32
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Starquest Solutions Inc.
Jerry B Cox
4814 River Point Rd.
Jacksonville, FL 32207-2118
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.82
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-7
Invesco Van Kampen Emerging Markets Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
BNY Mellon Distributors Inc
Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
|
|
|
11.64
|
%
|
|
|
24.37
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Citigroup Global Markets Inc.
Attn: Cindy Tempesta 7
th
Floor
333 W. 34
th
Street 7
th
Floor
New York, NY 10001-2402
|
|
|
|
|
|
|
|
|
|
|
6.12
|
%
|
|
|
|
|
|
|
9.58
|
%
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
5.16
|
%
|
|
|
5.64
|
%
|
|
|
8.59
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Asset Allocation Conservative
Fund Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.12
|
%
|
Invesco Van Kampen Asset Allocation Growth Fund
Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1188
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
46.00
|
%
|
Invesco Van Kampen Asset Allocation Moderate Fund
Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
47.84
|
%
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
11.08
|
%
|
|
|
6.36
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLPF&S For the Sole Benefit of
Its Customers
Attn: Fund Administration 97N71
4800 Deer Lake Dr E 2
nd
Fl
Jacksonville, FL 32246-6484
|
|
|
|
|
|
|
|
|
|
|
13.76
|
%
|
|
|
|
|
|
|
65.64
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
|
|
|
|
10.66
|
%
|
|
|
9.74
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
|
|
|
|
|
|
|
|
8.48
|
%
|
|
|
|
|
|
|
15.46
|
%
|
|
|
|
|
|
|
|
|
UBS WM USA
Omni Account M/F
Attn: Department Manager
499 Washington Blvd Floor 9
Jersey City, NJ 07310-2055
|
|
|
|
|
|
|
|
|
|
|
8.96
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Global Bond Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.**
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
7.69
|
%
|
|
|
12.05
|
%
|
|
|
84.09
|
%
|
|
|
99.99
1
|
%
|
|
|
|
|
|
|
|
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
51.83
|
%
|
|
|
41.84
|
%
|
|
|
8.26
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
5.40
|
%
|
|
|
9.05
|
%
|
|
|
31.16
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PS Reid Construction
Paul S Reid
20 Highland St
Rochester, NH 03868-8527
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.91
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Raymond James
Omnibus For Mutal Funds
Attn: Courtney Waller
880 Carillon Pkwy
St. Petersburg, FL 33716-1102
|
|
|
6.71
|
%
|
|
|
|
|
|
|
6.69
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
Owned of record and beneficially.
|
|
F-9
Invesco Van Kampen Global Equity Allocation Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.70
|
%
|
|
|
|
|
|
|
|
|
BNY Mellon Investment Servicing Inc FBO
Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
|
|
|
12.85
|
%
|
|
|
16.90
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Citigroup Global Markets Inc.
Attn: Cindy Tempesta 7
th
Floor
333 W. 34
th
Street 7
th
Floor
New York, NY 10001-2402
|
|
|
|
|
|
|
|
|
|
|
5.72
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
7.09
|
%
|
|
|
|
|
|
|
9.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
12.79
|
%
|
|
|
5.30
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLPF&S For the Sole Benefit of
Its Customers
Attn: Fund Administration 97N71
4800 Deer Lake Dr E 2
nd
Fl
Jacksonville, FL 32246-6484
|
|
|
|
|
|
|
|
|
|
|
7.42
|
%
|
|
|
|
|
|
|
94.30
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
|
|
|
|
|
|
|
|
5.73
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
|
|
|
|
|
|
|
|
5.98
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UBS WM USA
Omni Account M/F
Attn: Department Manager
499 Washington Blvd Floor 9
Jersey City, NJ 07310-2055
|
|
|
|
|
|
|
|
|
|
|
14.59
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-10
Invesco Van Kampen Global Franchise Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
American Enterprise investment Services
P. O. Box 9446
Minneapolis, MN 55440-9446
|
|
|
16.83
|
%
|
|
|
9.05
|
%
|
|
|
6.71
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNY Mellon Investment Servicing Inc FBO
Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
|
|
|
|
|
|
|
9.07
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Citigroup Global Markets Inc.
Attn: Cindy Tempesta 7
th
Floor
333 W. 34
th
Street 7
th
Floor
New York, NY 10001-2402
|
|
|
|
|
|
|
|
|
|
|
5.62
|
%
|
|
|
|
|
|
|
21.68
|
%
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
10.62
|
%
|
|
|
9.19
|
%
|
|
|
|
|
|
|
9.15
|
%
|
|
|
|
|
|
|
|
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
25.25
|
%
|
|
|
8.09
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLPF&S For the Sole Benefit of
Its Customers
Attn: Fund Administration 97N71
4800 Deer Lake Dr E 2
nd
Fl
Jacksonville, FL 32246-6484
|
|
|
|
|
|
|
|
|
|
|
17.80
|
%
|
|
|
|
|
|
|
40.41
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
7.66
|
%
|
|
|
11.09
|
%
|
|
|
14.99
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natl Financial Services Corp
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street 5
th
Flr
Attn: Kate Recon
New York, NY 10281-5503
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.73
|
%
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
5.29
|
%
|
|
|
7.88
|
%
|
|
|
9.53
|
%
|
|
|
|
|
|
|
5.42
|
%
|
|
|
|
|
|
|
|
|
F-11
Invesco Van Kampen Global Tactical Asset Allocation Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
AIM Advisors, Inc.
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
8.80
|
%
|
|
|
|
|
|
|
100.00
1
|
%
|
|
|
94.04
|
%
|
|
|
|
|
|
|
|
|
AIM Advisors Inc
Attn: Corporate Controller
1360 Peachtree St NE
Atlanta, GA 30309-3283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100.00
|
%
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
9.05
|
%
|
|
|
15.09
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INTC Cust 403B
ORP A/C Russel H Henk
Texas Transportation Institute
Texas A & M University
398 Madrona Ridge Dr
Bandera, TX 78003-4676
|
|
|
|
|
|
|
19.35
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
9.93
|
%
|
|
|
6.68
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
|
|
|
|
8.25
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
23.16
|
%
|
|
|
|
|
|
|
37.29
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Raymond James
Omnibus For Mutal Funds
Attn: Courtney Waller
880 Carillon Pkwy
St. Petersburg, FL 33716-1102
|
|
|
6.60
|
%
|
|
|
|
|
|
|
11.53
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
Owned of record and beneficially
|
F-12
Invesco Van Kampen International Advantage Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
BNY Mellon Investment Servicing Inc
FBO Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
|
|
|
7.13
|
%
|
|
|
12.73
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Citigroup Global Markets Inc.
Attn: Cindy Tempesta 7
th
Floor
333 W. 34
th
Street 7
th
Floor
New York, NY 10001-2402
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18.23
|
%
|
|
|
|
|
|
|
|
|
FIIOC
FBO Lucky Employee 401K
Retirement Plan
100 Magellan Way KWIC
Covington, KY 41015-1987
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.11
|
%
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
|
|
|
|
7.72
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First Clearing LLC
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.31
|
%
|
|
|
|
|
|
|
|
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
21.22
|
%
|
|
|
6.13
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLPF&S For the Sole Benefit of
Its Customers
Attn: Fund Administration 97N71
4800 Deer Lake Dr E 2
nd
Fl
Jacksonville, FL 32246-6484
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34.55
|
%
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
7.23
|
%
|
|
|
7.62
|
%
|
|
|
10.01
|
%
|
|
|
|
|
|
|
20.80
|
%
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
6.92
|
%
|
|
|
|
|
|
|
12.41
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UBS WM USA
Omni Account M/F
Attn: Department Manager
499 Washington Blvd Floor 9
Jersey City, NJ 07310-2055
|
|
|
|
|
|
|
|
|
|
|
5.48
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F-13
Invesco Van Kampen International Growth Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
American Enterprise investment
Services
P. O. Box 9446
Minneapolis, MN 55440-9446
|
|
|
7.50
|
%
|
|
|
|
|
|
|
5.25
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNY Mellon Investment Servicing Inc
FBO Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
|
|
|
5.80
|
%
|
|
|
18.30
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First Clearing, LLC
Special Custody Acct For The
Exclusive Benefit of Customer
2801 Market St.
Saint Louis, MO 63103-2523
|
|
|
|
|
|
|
|
|
|
|
7.96
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hartford Life Insurance Company
Separate Account 401
Attn: UIT Operation
200 Hopmeadow St
Weatogue, CT 06089-9793
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32.13
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
ING
Enhanced K-Choice
Trustee: Reliance Trust Company
400 Atrium Drive
Somerset, NJ 08873-4162
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.72
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Asset
Allocation
Conservative Fund
Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.93
|
%
|
Invesco Van Kampen Asset
Allocation
Growth Fund Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1188
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.19
|
%
|
Invesco Van Kampen Asset
Allocation
Moderate Fund Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25.30
|
%
|
F-14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor
|
|
Institutional
|
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Class R
|
|
Class Y
|
|
Class
|
|
Class
|
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
Shares
|
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
|
Percentage
|
Names and Address of Principal
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
|
Owned of
|
Holder
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
|
Record
|
Invesco Van Kampen Leaders
Fund
Omnibus Account
c/o Invesco Advisors
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
46.57
|
%
|
Edward Jones & Co
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
|
|
|
60.55
|
%
|
|
|
37.23
|
%
|
|
|
8.51
|
%
|
|
|
|
|
|
|
89.02
|
%
|
|
|
|
|
|
|
|
|
MLPF&S For the Sole Benefit of
Its Customers
Attn: Fund Administration 97N71
4800 Deer Lake Dr E 2
nd
Fl
Jacksonville, FL 32246-6484
|
|
|
|
|
|
|
|
|
|
|
11.26
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2, 3
rd
Floor
Jersey City, NJ 07495
|
|
|
|
|
|
|
|
|
|
|
8.82
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
|
|
|
|
|
|
|
|
|
|
5.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management Ownership
As of September 1, 2010, the trustees and officers as a group owned less than 1% of the shares
outstanding of each class of Fund.
F-15
APPENDIX G
MANAGEMENT FEES
The following information is that of the predecessor funds and their service provider who are
no longer providing services to the Fund.
For the fiscal years ended in 2007, 2008, 2009 and 2010, as applicable (the fiscal year end of
each Fund is indicated in parentheses following each Funds name), the predecessor funds of the
following Funds accrued compensation under their investment advisory agreement as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation Accrued for the
|
|
|
Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Alternative Opportunities Fund (7/31)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
16,316
|
|
|
|
N/A
|
|
Invesco Commodities Strategy Fund (7/31)
|
|
|
|
|
|
|
121,568
|
1
|
|
|
341,422
|
|
|
|
N/A
|
|
Invesco FX Alpha Plus Strategy Fund (10/31)
|
|
|
50,448
|
2
|
|
|
1,709,153
|
|
|
|
1,213,747
|
|
|
|
N/A
|
|
Invesco FX Alpha Strategy Fund (10/31)
|
|
|
9,480
|
2
|
|
|
317,855
|
|
|
|
196,444
|
|
|
|
N/A
|
|
Invesco Global Advantage Fund (5/31)
|
|
|
1,508,932
|
|
|
|
1,389,994
|
|
|
|
795,736
|
|
|
$
|
751,740
|
|
Invesco Global Dividend Growth Securities Fund (3/31)
|
|
|
8,945,898
|
|
|
|
8,466,875
|
|
|
|
4,825,993
|
|
|
|
2,857,815
|
|
Invesco Health Sciences Fund (7/31)
|
|
|
2,892,312
|
|
|
|
2,408,190
|
|
|
|
1,618,572
|
|
|
|
N/A
|
|
Invesco Pacific Growth Fund (10/31)
|
|
|
1,784,772
|
|
|
|
1,591,268
|
|
|
|
948,906
|
|
|
|
N/A
|
|
For the fiscal years ended in 2007, 2008, 2009, and 2010, as applicable (the fiscal year end
of each Fund is indicated in parentheses following each Funds name), advisory fees paid by the
predecessor funds were reduced by the following amounts, relating to each predecessor funds
short-term cash investments in the predecessor funds affiliated money market fund:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reduction of Advisory Fee Paid for the
|
|
|
Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
|
|
|
Invesco FX Alpha Plus Strategy Fund (10/31)
|
|
$
|
856
|
2
|
|
$
|
175,474
|
|
|
$
|
120,036
|
|
|
|
N/A
|
|
Invesco FX Alpha Strategy Fund (10/31)
|
|
|
508
|
2
|
|
|
61,624
|
|
|
|
14,796
|
|
|
|
N/A
|
|
Invesco Global Advantage Fund (5/31)
|
|
$
|
0
|
|
|
$
|
6,660
|
|
|
$
|
3,334
|
|
|
$
|
2,944
|
|
Invesco Global Dividend Growth Securities Fund (3/31)
|
|
|
0
|
|
|
|
9,581
|
|
|
|
7,159
|
|
|
|
8,643
|
|
Invesco Pacific Growth Fund (10/31)
|
|
|
265
|
|
|
|
4,746
|
|
|
|
1,523
|
|
|
|
N/A
|
|
The following table shows for the predecessor funds of the following Funds the advisory fee
paid for each of the past three fiscal years (the fiscal year end of each Fund is indicated in
parentheses following each Funds name):
|
|
|
1
|
|
Represents compensation accrued for the
period April 30, 2008 (commencement of operations) through July 31, 2008.
|
|
2
|
|
Represents compensation accrued for the
period August 15, 2007 (commencement of operations) through October 31, 2007.
|
G-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advisory Fee Paid ($000) for the
|
|
|
Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
Invesco International Growth Equity Fund (12/31)
|
|
$0
(net of fee waivers)
|
|
$415
(net of fee waivers)
|
|
$211
(net of fee waivers)
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
$7,513
(net of fee waivers)
|
|
$9,934
(net of fee waivers)
|
|
$4,421
(net of fee waivers)
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
$
|
|
|
|
$
|
|
|
|
$0
(net of fee waivers)
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
$3,204
(net of fee waivers)
|
|
$3,511
(net of fee waivers)
|
|
$1,443
(net of fee waivers)
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
$17,670
(net of fee waivers)
|
|
$16,470
(net of fee waivers)
|
|
$9,572
(net of fee waivers)
|
Invesco Van Kampen Global Tactical Asset Allocation Fund (10/31)
|
|
$
|
|
|
|
$
|
|
|
|
$0
(net of fee waivers)
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
$1,565
(net of fee waivers)
|
|
$1,439
(net of fee waivers)
|
|
$581
(net of fee waivers)
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
$4,156
(net of fee waivers)
|
|
$7,747
(net of fee waivers)
|
|
$5,536
(net of fee waivers)
|
The following table shows for the predecessor funds of the following Funds the
advisory fees waived for each of the past three fiscal years (the fiscal year end of each Fund is
indicated in parentheses following each Funds name):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advisory Fee Waived ($000) for the
|
|
|
Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
106
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
$
|
209
|
|
|
$
|
138
|
|
|
$
|
777
|
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
Invesco Van Kampen Global Tactical Asset Allocation Fund (10/31)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
141
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
G-2
APPENDIX H
PORTFOLIO MANAGERS
Portfolio Manager Fund Holdings and Information on Other Managed Accounts
Invescos portfolio managers develop investment models which are used in connection with the
management of certain Invesco Funds as well as other mutual funds for which Invesco or an affiliate
acts as sub-adviser, other pooled investment vehicles that are not registered mutual funds, and
other accounts managed for organizations and individuals. The following chart reflects the
portfolio managers investments in the Funds that they manage. The chart also reflects information
regarding accounts other than the Funds for which each portfolio manager has day-to-day management
responsibilities. Accounts are grouped into three categories: (i) other registered investment
companies, (ii) other pooled investment vehicles and (iii) other accounts. To the extent that any
of these accounts pay advisory fees that are based on account performance (performance-based fees),
information on those accounts is specifically broken out. In addition, any assets denominated in
foreign currencies have been converted into U.S. Dollars using the exchange rates as of the
applicable date.
The following information is as of the date indicated in parentheses adjacent to the Fund name:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered Investment
|
|
Other Pooled Investment
|
|
Other Accounts
|
|
|
Dollar
|
|
Companies managed
|
|
Vehicles Managed
|
|
Managed (assets in
|
|
|
Range of
|
|
(assets in millions)
|
|
(assets in millions)
|
|
millions)
|
|
|
Investments
|
|
Number
|
|
|
|
|
|
Number
|
|
|
|
|
|
Number
|
|
|
Portfolio
|
|
in Each
|
|
of
|
|
|
|
|
|
of
|
|
|
|
|
|
of
|
|
|
Manager
|
|
Fund
1
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
Invesco Alternative Opportunities Fund (May 31, 2010)
|
Mark Ahnrud
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Chris Devine
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Hixon
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Christian Ulrich
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Wolle
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Invesco Commodities Strategy Fund (May 31, 2010)
|
Mark Ahnrud
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Chris Devine
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Hixon
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Christian Ulrich
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Wolle
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Invesco FX Alpha Plus Strategy Fund (May 31, 2010)
|
Mark Ahnrud
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Chris Devine
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Hixon
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
|
|
|
1
|
|
This column reflects investments in a Funds shares owned
directly by a portfolio manager or beneficially owned by a portfolio manager
(as determined in accordance with Rule 16a-1(a)(2) under the Securities and
Exchange Act of 1934, as amended). A portfolio manager is presumed to be a
beneficial owner of securities that are held by his or her immediate family
members sharing the same household.
|
|
2
|
|
Messrs. Ahnrud, Devine, Hixon, Ulrich and Wolle will
begin serving as portfolio managers of Invesco Commodities Strategy Fund,
Invesco FX Alpha Plus Strategy Fund and Invesco FX Alpha Strategy Fund on July
1, 2010.
|
|
3
|
|
This amount includes 3 funds that pay performance-based
fees with $95.0 M in total assets under management.
|
|
4
|
|
This amount includes 1fund that pays performance-based
fees with $572.8 total assets under management.
|
H-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered Investment
|
|
Other Pooled Investment
|
|
Other Accounts
|
|
|
Dollar
|
|
Companies managed
|
|
Vehicles Managed
|
|
Managed (assets in
|
|
|
Range of
|
|
(assets in millions)
|
|
(assets in millions)
|
|
millions)
|
|
|
Investments
|
|
Number
|
|
|
|
|
|
Number
|
|
|
|
|
|
Number
|
|
|
Portfolio
|
|
in Each
|
|
of
|
|
|
|
|
|
of
|
|
|
|
|
|
of
|
|
|
Manager
|
|
Fund
1
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
Christian Ulrich
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Wolle
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Invesco FX Alpha Strategy Fund (May 31, 2010)
|
Mark Ahnrud
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Chris Devine
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Hixon
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Christian Ulrich
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Wolle
2
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Invesco Global Advantage Fund (May 31, 2010)
|
Matthew Dennis
5
|
|
None
|
|
|
10
|
|
|
$
|
6,732.5
|
|
|
|
4
|
|
|
$
|
278.2
|
|
|
|
4,304
|
6
|
|
$
|
1,327.2
|
6
|
Robert Lloyd
5
|
|
None
|
|
|
5
|
|
|
$
|
5,346.7
|
|
|
|
2
|
|
|
$
|
164.4
|
|
|
None
|
|
None
|
Clas Olsson
5
|
|
None
|
|
|
11
|
|
|
$
|
6,890.1
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Barrett Sides
5
|
|
None
|
|
|
11
|
|
|
$
|
6,557.3
|
|
|
|
3
|
|
|
$
|
390.2
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Invesco Global Dividend Growth Securities Fund (July 31, 2010)
|
Ingrid Baker
7
|
|
None
|
|
|
7
|
|
|
$
|
2,545.3
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
W. Lindsay
Davidson
7
|
|
None
|
|
|
7
|
|
|
$
|
2,545.3
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Sargent McGowan
7
|
|
None
|
|
|
7
|
|
|
$
|
2,545.3
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Anuja Singha
7
|
|
None
|
|
|
7
|
|
|
$
|
2,545.3
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Stephen Thomas
9
|
|
None
|
|
|
1
|
|
|
$
|
246.5
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Invesco Health Sciences Fund (May 31, 2010)
|
Dean Dillard
10
|
|
None
|
|
|
2
|
|
|
$
|
1,099.1
|
|
|
|
1
|
|
|
$
|
143.3
|
|
|
None
|
|
None
|
Derek Taner
9
|
|
None
|
|
|
3
|
|
|
$
|
1,417.9
|
|
|
|
1
|
|
|
$
|
143.3
|
|
|
None
|
|
None
|
Invesco International Growth Equity Fund (May 31, 2010)
|
Shuxin Cao
|
|
None
|
|
|
13
|
|
|
$
|
8,650.8
|
|
|
|
1
|
|
|
$
|
225.8
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Matthew Dennis
|
|
None
|
|
|
10
|
|
|
$
|
6,732.5
|
|
|
|
4
|
|
|
$
|
278.2
|
|
|
|
4,304
|
6
|
|
$
|
1,327.2
|
6
|
Jason Holzer
|
|
None
|
|
|
13
|
|
|
$
|
7,816.9
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
|
|
|
5
|
|
Messrs. Dennis, Lloyd, Olsson and Sides began serving as
portfolio manager of Invesco Global Advantage Fund on June 25, 2010.
|
|
6
|
|
These are accounts of individual investors for which
Invesco provides investment advice. Invesco offers separately managed accounts
that are managed according to the investment models developed by its portfolio
managers and used in connection with the management of certain Invesco Funds.
These accounts may be invested in accordance with one or more of those
investment models and investments held in those accounts are traded in
accordance with the applicable models.
|
|
7
|
|
Messrs. Granade, Davidson and McGowan and Mses. Baker and
Singha began serving as portfolio managers of Invesco Global Dividend Growth
Securities Fund on June 25, 2010.
|
|
8
|
|
This amount includes 2 funds that pay performance-based
fees with $242.9 M in total assets under management.
|
|
9
|
|
Mr. Thomas began serving as portfolio manager of Invesco
Global Dividend Growth Securities Fund, Invesco Van Kampen Global Equity
Allocation Fund and Invesco Van Kampen Global Franchise Fund on August 10,
2010.
|
|
10
|
|
Messrs. Messrs. Dillard and Taner began serving as
portfolio managers of Invesco Health Sciences Fund on June 25, 2010.
|
H-2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered Investment
|
|
Other Pooled Investment
|
|
Other Accounts
|
|
|
Dollar
|
|
Companies managed
|
|
Vehicles Managed
|
|
Managed (assets in
|
|
|
Range of
|
|
(assets in millions)
|
|
(assets in millions)
|
|
millions)
|
|
|
Investments
|
|
Number
|
|
|
|
|
|
Number
|
|
|
|
|
|
Number
|
|
|
Portfolio
|
|
in Each
|
|
of
|
|
|
|
|
|
of
|
|
|
|
|
|
of
|
|
|
Manager
|
|
Fund
1
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
Clas Olsson
|
|
None
|
|
|
11
|
|
|
$
|
6,890.1
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Barrett Sides
|
|
None
|
|
|
11
|
|
|
$
|
6,557.3
|
|
|
|
3
|
|
|
$
|
390.2
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Invesco Pacific Growth Fund (December 31, 2009)
|
Paul Chan
11
|
|
None
|
|
None
|
|
None
|
|
|
35
|
|
|
$
|
2,904.9
|
|
|
|
35
|
|
|
$
|
1,114.9
|
|
Kunihiko Sugio
|
|
None
|
|
|
2
|
|
|
$
|
680.5
|
|
|
|
2
|
|
|
$
|
795.9
|
|
|
|
15
|
|
|
$
|
4,600.0
|
|
Invesco Van Kampen Emerging Markets Fund December 31, 2009)
|
Shuxin Cao
|
|
None
|
|
|
13
|
|
|
$
|
9,896.4
|
|
|
|
1
|
|
|
$
|
203.3
|
|
|
|
4,046
|
6
|
|
$
|
1,441.5
|
6
|
Borge Endresen
|
|
None
|
|
|
5
|
|
|
$
|
3,468.6
|
|
|
|
2
|
|
|
$
|
154.4
|
|
|
None
|
|
None
|
Mark Jason
|
|
None
|
|
|
2
|
|
|
$
|
1,719.9
|
|
|
None
|
|
None
|
|
None
|
|
None
|
Invesco Van Kampen Global Bond Fund (December 31, 2009)
|
Claudia Calich
|
|
None
|
|
|
1
|
|
|
$
|
5.0
|
|
|
|
5
|
|
|
$
|
855.7
|
|
|
|
2
|
|
|
$
|
68.1
|
|
Avi Hooper
12
|
|
None
|
|
None
|
|
None
|
|
None
|
|
None
|
|
None
|
|
None
|
Mark Nash
|
|
None
|
|
|
1
|
|
|
$
|
78.5
|
|
|
|
1
|
|
|
$
|
45.0
|
|
|
|
3
|
|
|
$
|
360.0
|
|
Invesco Van Kampen Global Equity Allocation Fund (July 31, 2010)
|
Ingrid Baker
|
|
None
|
|
|
7
|
|
|
$
|
2,545.32,726.0
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
W. Lindsay Davidson
|
|
None
|
|
|
7
|
|
|
$
|
2,545.32,726.0
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Sargent McGowan
|
|
None
|
|
|
7
|
|
|
$
|
2,545.32,726.0
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Anuja Singha
|
|
None
|
|
|
7
|
|
|
$
|
2,545.32,726.0
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Stephen Thomas
9
|
|
None
|
|
|
1
|
|
|
$
|
246.5
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Invesco Van Kampen Global Franchise Fund (July 31, 2010)
|
Ingrid Baker
|
|
None
|
|
|
7
|
|
|
$
|
2,545.31,344.6
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
W. Lindsay Davidson
|
|
None
|
|
|
7
|
|
|
$
|
2,545.31,344.6
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Sargent McGowan
|
|
None
|
|
|
7
|
|
|
$
|
1,344.62,545.3
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Anuja Singha
|
|
None
|
|
|
7
|
|
|
$
|
1,344.62,545.3
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Stephen Thomas
9
|
|
None
|
|
|
1
|
|
|
$
|
246.5
|
|
|
|
9
|
|
|
$
|
1,139.4
|
|
|
|
77
|
8
|
|
$
|
8,230.9
|
8
|
Invesco Van Kampen Global Tactical Asset Allocation Fund (May 31, 2010)
|
Mark Ahnrud
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
|
|
|
11
|
|
On July 3, 2010, Paul Chan, an employee of Invesco Hong
Kong Limited, began serving as portfolio manager of Invesco Pacific Growth
Fund.
|
|
12
|
|
Mr. Hooper became an employee of Invesco in March 2010
and therefore, Mr. Hooper did not manage any Invesco assets as of December 31,
2009.
|
H-3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered Investment
|
|
Other Pooled Investment
|
|
Other Accounts
|
|
|
Dollar
|
|
Companies managed
|
|
Vehicles Managed
|
|
Managed (assets in
|
|
|
Range of
|
|
(assets in millions)
|
|
(assets in millions)
|
|
millions)
|
|
|
Investments
|
|
Number
|
|
|
|
|
|
Number
|
|
|
|
|
|
Number
|
|
|
Portfolio
|
|
in Each
|
|
of
|
|
|
|
|
|
of
|
|
|
|
|
|
of
|
|
|
Manager
|
|
Fund
1
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
|
Accounts
|
|
Assets
|
Chris Devine
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Hixon
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Scott Wolle
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Christian Ulrich
|
|
None
|
|
|
8
|
|
|
$
|
494.4
|
|
|
|
9
|
3
|
|
$
|
1,603.8
|
3
|
|
|
11
|
4
|
|
$
|
939.9
|
4
|
Invesco Van Kampen International Advantage Fund (May 31, 2010)
|
Shuxin Cao
13
|
|
None
|
|
|
13
|
|
|
$
|
8,650.8
|
|
|
|
1
|
|
|
$
|
225.8
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Matthew Dennis
13
|
|
None
|
|
|
10
|
|
|
$
|
6,732.5
|
|
|
|
4
|
|
|
$
|
278.2
|
|
|
|
4,304
|
6
|
|
$
|
1,327.2
|
6
|
Jason Holzer
13
|
|
None
|
|
|
13
|
|
|
$
|
7,816.9
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Clas Olsson
13
|
|
None
|
|
|
11
|
|
|
$
|
6,890.1
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Barrett Sides
13
|
|
None
|
|
|
11
|
|
|
$
|
6,557.3
|
|
|
|
3
|
|
|
$
|
390.2
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Invesco Van Kampen International Growth Fund (May 31, 2010)
|
Shuxin Cao
|
|
None
|
|
|
13
|
|
|
$
|
8,650.8
|
|
|
|
1
|
|
|
$
|
225.8
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Matthew Dennis
|
|
None
|
|
|
10
|
|
|
$
|
6,732.5
|
|
|
|
4
|
|
|
$
|
278.2
|
|
|
|
4,304
|
6
|
|
$
|
1,327.2
|
6
|
Jason Holzer
|
|
None
|
|
|
13
|
|
|
$
|
7,816.9
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Clas Olsson
|
|
None
|
|
|
11
|
|
|
$
|
6,890.1
|
|
|
|
9
|
|
|
$
|
3,114.4
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Barrett Sides
|
|
None
|
|
|
11
|
|
|
$
|
6,557.3
|
|
|
|
3
|
|
|
$
|
390.2
|
|
|
|
4,305
|
6
|
|
$
|
1,459.9
|
6
|
Potential Conflicts of Interest
Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day
management responsibilities with respect to more than one Fund or other account. More
specifically, portfolio managers who manage multiple Funds and/or other accounts may be presented
with one or more of the following potential conflicts:
|
|
|
The management of multiple Funds and/or other accounts may result in a
portfolio manager devoting unequal time and attention to the management
of each Fund and/or other account. The Adviser and each Sub-Adviser seek
to manage such competing interests for the time and attention of
portfolio managers by having portfolio managers focus on a particular
investment discipline. Most other accounts managed by a portfolio
manager are managed using the same investment models that are used in
connection with the management of the Funds.
|
|
|
|
|
|
If a portfolio manager identifies a limited investment opportunity which
may be suitable for more than one Fund or other account, a Fund may not
be able to take full advantage of that opportunity due to an allocation
of filled purchase or sale orders across all eligible Funds and other
accounts. To deal with these situations, the Adviser, each Sub-Adviser
and the Funds have adopted procedures for allocating portfolio
transactions across multiple accounts.
|
|
|
|
|
|
The Adviser and each Sub-Adviser determine which broker to use to execute
each order for securities transactions for the Funds, consistent with its
duty to seek best execution of the transaction. However, for certain
other accounts (such as mutual funds for which Invesco or an
|
|
|
|
|
13
|
|
Messrs. Cao, Dennis, Holzer, Olsson and Sides began
serving as portfolio managers of Invesco Van Kampen International Advantage
Fund on June 25, 2010.
|
H-4
|
|
|
affiliate
acts as sub-adviser, other pooled investment vehicles that are not
registered mutual funds, and other accounts managed for organizations and
individuals), the Adviser and each Sub-Adviser may be limited by the
client with respect to the selection of brokers or may be instructed to
direct trades through a particular broker. In these cases, trades for a
Fund in a particular security may be placed separately from, rather than
aggregated with, such other accounts. Having separate transactions with
respect to a security may temporarily affect the market price of the
security or the
execution of the transaction, or both, to the possible detriment of the Fund or other account(s) involved.
|
|
|
|
|
|
Finally, the appearance of a conflict of interest may arise where the
Adviser or Sub-Adviser has an incentive, such as a performance-based
management fee, which relates to the management of one Fund or account
but not all Funds and accounts for which a portfolio manager has
day-to-day management responsibilities.
|
|
The Adviser, each Sub-Adviser, and the Funds have adopted certain compliance procedures which
are designed to address these types of conflicts. However, there is no guarantee that such
procedures will detect each and every situation in which a conflict arises.
Description of Compensation Structure
For the Adviser and each affiliated Sub-Adviser
The Adviser and each Sub-Adviser seek to maintain a compensation program that is competitively
positioned to attract and retain high-caliber investment professionals. Portfolio managers receive
a base salary, an incentive bonus opportunity and an equity compensation opportunity. Portfolio
manager compensation is reviewed and may be modified each year as appropriate to reflect changes in
the market, as well as to adjust the factors used to determine bonuses to promote competitive Fund
performance. The Adviser and each Sub-Adviser evaluate competitive market compensation by reviewing
compensation survey results conducted by an independent third party of investment industry
compensation. Each portfolio managers compensation consists of the following three elements:
Base Salary.
Each portfolio manager is paid a base salary. In setting the base salary, the
Adviser and each Sub-Advisers intention is to be competitive in light of the particular portfolio
managers experience and responsibilities.
Annual Bonus.
The portfolio managers are eligible, along with other employees of the Adviser
and each Sub-Adviser, to participate in a discretionary year-end bonus pool. The Compensation
Committee of Invesco Ltd. reviews and approves the amount of the bonus pool available for the
Adviser and each of the Sub-Advisers investment centers. The Compensation Committee considers
investment performance and financial results in its review. In addition, while having no direct
impact on individual bonuses, assets under management are considered when determining the starting
bonus funding levels. Each portfolio manager is eligible to receive an annual cash bonus which is
based on quantitative (i.e. investment performance) and non-quantitative factors (which may
include, but are not limited to, individual performance, risk management and teamwork).
Each portfolio managers compensation is linked to the pre-tax investment performance of the
Funds/accounts managed by the portfolio manager as described in Table 1 below.
H-5
Table 1
|
|
|
Sub-Adviser
|
|
Performance time period
14
|
Invesco
15,16,17
Invesco Australia
Invesco Deutschland
|
|
One-, Three- and Five-year performance against Fund peer group.
|
|
|
|
Invesco Senior Secured
|
|
N/A
|
|
|
|
Invesco Trimark
15
|
|
One-year performance against Fund peer group.
Three- and Five-year performance against entire universe of Canadian funds.
|
|
|
|
Invesco Hong Kong
15
Invesco Asset Management
|
|
One-, Three- and Five-year performance against Fund peer group.
|
|
|
|
Invesco Japan
18
|
|
One-, Three- and Five-year performance against the appropriate Micropol benchmark.
|
Invesco Senior Secureds bonus is based on annual measures of equity return and standard tests
of collateralization performance.
High investment performance (against applicable peer group and/or benchmarks) would deliver
compensation generally associated with top pay in the industry (determined by reference to the
third-party provided compensation survey information) and poor investment performance (versus
applicable peer group) would result in low bonus compared to the applicable peer group or no bonus
at all. These decisions are reviewed and approved collectively by senior leadership which has
responsibility for executing the compensation approach across the organization.
Equity-Based Compensation.
Portfolio managers may be granted an award that allows them to
select receipt of shares of certain Invesco Funds with a vesting period as well as common shares
and/or restricted shares of Invesco Ltd. stock from pools determined from time to time by the
Compensation Committee of Invesco Ltd.s Board of Directors. Awards of equity-based compensation
typically vest over time, so as to create incentives to retain key talent.
Portfolio managers also participate in benefit plans and programs available generally to all
employees.
|
|
|
14
|
|
Rolling time periods based on calendar year-end.
|
|
15
|
|
Portfolio Managers may be granted a short-term award
that vests on a pro-rata basis over a four year period and final payments are
based on the performance of eligible Funds selected by the portfolio manager at
the time the award is granted.
|
|
16
|
|
Portfolio Managers for Invesco Global Real Estate Fund,
Invesco Real Estate Fund, Invesco Select Real Estate Income Fund and Invesco
V.I. Global Real Estate Fund base their bonus on new operating profits of the
U.S. Real Estate Division of Invesco.
|
|
17
|
|
Portfolio Managers for Invesco Balanced Fund, Invesco
Basic Balanced Fund, Invesco Basic Value Fund, Invesco Fundamental Value Fund,
Invesco Large Cap Basic Value Fund, Invesco Large Cap Relative Value Fund,
Invesco Mid Cap Basic Value Fund, Invesco Mid-Cap Value Fund, Invesco U.S. Mid
Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco V.I. Basic
Balanced Fund, Invesco V.I. Basic Value Fund, Invesco V.I. Select Dimensions
Balanced Fund, Invesco V.I. Income Builder Fund, Invesco Van Kampen American
Value Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Equity and
Income Fund, Invesco Van Kampen Growth and Income Fund, Invesco Van Kampen
Value Opportunities Fund, Invesco Van Kampen V.I. Comstock Fund, Invesco Van
Kampen V.I. Growth and Income Fund, Invesco Van Kampen V.I. Equity and Income
Fund, Invesco Van Kampen V.I. Mid Cap Value Fund and Invesco Van Kampen V.I.
Value Funds compensation is based on the one-, three- and five-year
performance against the Funds peer group. Furthermore, for the portfolio
manager(s) formerly managing the predecessor funds to the Funds in this
footnote 17, they also have a ten-year performance measure.
|
|
18
|
|
Portfolio Managers for Invesco Pacific Growth Funds
compensation is based on the one-, three- and five-year performance against the
appropriate Micropol benchmark. Furthermore, for the portfolio manager(s)
formerly managing the predecessor fund to Invesco Pacific Growth Fund, they
also have a ten-year performance measure.
|
H-6
APPENDIX I
ADMINISTRATIVE SERVICES FEES
The following information is that of the predecessor funds and their service provider who are
no longer providing services to the Fund.
For the fiscal years ended in 2007, 2008, 2009 and 2010, as applicable (the fiscal year end
of each Fund is indicated in parentheses following each Funds name), each predecessor fund of the
following Funds accrued compensation under its administration agreement as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation Accrued for the
|
|
|
Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
Invesco Commodities Strategy Fund (7/31)
|
|
$
|
|
|
|
$
|
12,157
|
1
|
|
$
|
34,142
|
|
|
|
N/A
|
|
Invesco FX Alpha Plus Strategy Fund (10/31)
|
|
|
3,669
|
2
|
|
|
124,302
|
|
|
|
88,273
|
|
|
|
N/A
|
|
Invesco FX Alpha Strategy Fund (10/31)
|
|
|
1,379
|
2
|
|
|
46,233
|
|
|
|
28,574
|
|
|
|
N/A
|
|
Invesco Global Advantage Fund (5/31)
|
|
|
211,780
|
|
|
|
195,087
|
|
|
|
111,682
|
|
|
$
|
105,508
|
|
Invesco Global Dividend Growth Securities Fund (3/31)
|
|
|
1,078,561
|
|
|
|
1,019,147
|
|
|
|
576,735
|
|
|
|
341,232
|
|
Invesco Health Sciences Fund (7/31)
|
|
|
251,505
|
|
|
|
209,408
|
|
|
|
140,745
|
|
|
|
N/A
|
|
Invesco Pacific Growth Fund (10/31)
|
|
|
164,117
|
|
|
|
146,323
|
|
|
|
87,256
|
|
|
|
N/A
|
|
The following table shows for each of the predecessor funds of the following Funds the
administration fee paid for the fiscal years ended in 2007, 2008 and 2009 (the fiscal year end of
each Fund is indicated in parentheses following each Funds name):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Administration Fee Paid($000) for
|
|
|
the Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
Invesco International Growth Equity Fund (12/31)
|
|
$
|
7
|
|
|
$
|
52
|
|
|
$
|
39
|
|
The predecessor funds of Invesco Van Kampen Emerging Markets Fund, Invesco Van Kampen Global
Bond Fund, Invesco Van Kampen Global Equity Allocation Fund, Invesco Van Kampen Global Franchise
Fund, Invesco Van Kampen Global Tactical Asset Allocation Fund, Invesco Van Kampen International
Advantage Fund and Invesco Van Kampen International Growth Fund (the Van Kampen predecessor funds)
entered into other agreements described below:
Accounting Services Agreement
The Van Kampen predecessor funds entered into an accounting services agreement pursuant to
which the adviser provided accounting services to the Van Kampen predecessor funds supplementary to
those provided by the custodian. Such services were expected to enable the Van Kampen predecessor
funds to more closely monitor and maintain their accounts and records. The Van Kampen predecessor
funds paid all costs and expenses related to such services, including all salary and related
benefits of accounting personnel, as well as the overhead and expenses of office space and the
equipment necessary to render such services. Each Van Kampen predecessor fund shared together with
the other Van Kampen funds in the cost of providing such services with 25% of such costs shared
proportionately
|
|
|
1
|
|
Represents compensation accrued for the
period April 30, 2008 (commencement of operations) through July 31, 2008.
|
|
2
|
|
Represents compensation accrued for the
period August 15, 2007 (commencement of operations) through October 31, 2007.
|
I-1
based on the respective number of classes of securities issued per fund and the remaining 75% of
such costs based proportionately on their respective net assets per fund.
Legal Services Agreement
The Van Kampen predecessor funds entered into legal services agreements pursuant to which Van
Kampen Investments provided legal services, including without limitation: accurate maintenance of
such funds minute books and records, preparation and oversight of such funds regulatory reports,
and other information provided to shareholders, as well as responding to day-to-day legal issues on
behalf of the predecessor funds. Payment by the fund for such services was made on a cost basis for
the salary and salary-related benefits, including but not limited to bonuses, group insurance and
other regular wages for the employment of personnel. Other funds distributed by the Van Kampen
predecessor funds distributor also received legal services from Van Kampen Investments. Of the
total costs for legal services provided to the Van Kampen predecessor funds distributed by the Van
Kampen predecessor funds distributor, one-half of such costs were allocated equally to each fund
and the remaining one-half of such costs were allocated among funds based on the type of fund and
the relative net assets of the fund.
Chief Compliance Officer Employment Agreement
The Van Kampen predecessor funds entered into an employment agreement with John Sullivan and
Morgan Stanley pursuant to which Mr. Sullivan, an employee of Morgan Stanley, served as Chief
Compliance Officer of each Van Kampen predecessor fund and other Van Kampen funds. The Van Kampen
predecessor funds Chief Compliance Officer and his staff were responsible for administering the
compliance policies and procedures of the Van Kampen predecessor funds and other Van Kampen funds.
The Van Kampen predecessor funds reimbursed Morgan Stanley for the costs and expenses of such
services, including compensation and benefits, insurance, occupancy and equipment, information
processing and communication, office services, conferences and travel, postage and shipping. The
Van Kampen predecessor funds shared together with other Van Kampen funds in the cost of providing
such services with 25% of such costs shared proportionately based on the respective number of
classes of securities issued per fund and the remaining 75% of such costs based proportionately on
the respective net assets per fund.
Portfolio Payments Pursuant to these Agreements
Pursuant to these agreements, for the fiscal years ended in 2007, 2008 and 2009 (the fiscal
year end of each Fund is indicated in parentheses following each Funds name), the predecessor
funds adviser or its affiliates received from each of the predecessor funds of the following Funds
the following approximate amounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year ended
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
$
|
81,800
|
|
|
$
|
92,300
|
|
|
$
|
65,600
|
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
41,100
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
|
54,700
|
|
|
|
59,100
|
|
|
|
57,600
|
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
|
183,600
|
|
|
|
176,800
|
|
|
|
135,900
|
|
Invesco Van Kampen Global Tactical Asset Allocation Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
39,600
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
75,900
|
|
|
|
51,000
|
|
|
|
40,500
|
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
|
84,600
|
|
|
|
124,800
|
|
|
|
109,500
|
|
I-2
APPENDIX J
BROKERAGE COMMISSIONS
The following information is that of the predecessor funds.
For the fiscal years ended in 2007, 2008 2009 and 2010, as applicable, (the fiscal year end of
each Fund is indicated in parentheses following each Funds name), the predecessor funds of the
following Funds paid brokerage commissions as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund Name
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
Invesco Alternative Opportunities Fund (7/31)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
2,863
|
|
|
|
N/A
|
|
Invesco Commodities Strategy Fund (7/31)
|
|
|
|
|
|
|
0
|
1
|
|
|
0
|
|
|
|
N/A
|
|
Invesco FX Alpha Plus Strategy Fund (10/31)
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
N/A
|
|
Invesco FX Alpha Strategy Fund (10/31)
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
N/A
|
|
Invesco Global Advantage Fund (5/31)
|
|
|
153,298
|
|
|
|
185,327
|
|
|
|
195,589
|
|
|
$
|
72,859
|
|
Invesco Global Dividend
Growth Securities Fund
(3/31)
|
|
|
769,663
|
|
|
|
960,760
|
|
|
|
1,566,604
|
|
|
|
952,305
|
|
Invesco Health Sciences Fund (7/31)
|
|
|
502,841
|
|
|
|
293,006
|
|
|
|
671,527
|
|
|
|
N/A
|
|
Invesco International Growth Equity Fund (12/31)
|
|
|
11,355
|
|
|
|
107,479
|
|
|
|
53,868
|
|
|
|
N/A
|
|
Invesco Pacific Growth Fund (10/31)
|
|
|
536,013
|
|
|
|
417,925
|
|
|
|
153,779
|
|
|
|
N/A
|
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
|
2,197,361
|
|
|
|
3,483,540
|
|
|
|
1,465,624
|
|
|
|
N/A
|
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
274
|
|
|
|
N/A
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
|
92,733
|
|
|
|
172,675
|
|
|
|
151,198
|
|
|
|
N/A
|
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
|
911,758
|
|
|
|
1,438,864
|
|
|
|
881,150
|
|
|
|
N/A
|
|
Invesco Van Kampen Global Tactical Asset Allocation Fund
(10/31)
|
|
|
|
|
|
|
|
|
|
|
9,615
|
|
|
|
N/A
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
99,055
|
|
|
|
172,591
|
|
|
|
106,397
|
|
|
|
N/A
|
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
|
441,930
|
|
|
|
1,274,342
|
|
|
|
1,117,266
|
|
|
|
N/A
|
|
The predecessor funds of Inveso Alternative Opportunities Fund, Invesco Commodities Strategy
Fund, Invesco FX Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund, Invesco Global Advantage
Fund, Invesco Global Dividend Growth Securities Fund, Invesco Health Sciences Fund, Invesco
International Growth Equity Fund and Invesco Pacific Growth Fund, pursuant to an order issued by
the SEC, were permitted to engage in principal transactions involving money market instruments,
subject to certain conditions, with Morgan Stanley & Co., a broker-dealer affiliated with the
predecessor funds investment adviser.
During the fiscal years ended in 2007, 2008
2
2009 and 2010, as applicable, the
predecessor funds of Inveso Alternative Opportunities Fund
3
, Invesco Commodities
Strategy Fund, Invesco FX Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund, Invesco Global
Advantage Fund, Invesco Global Dividend Growth Securities Fund, Invesco Health Sciences Fund,
Invesco International Growth Equity
|
|
|
1
|
|
Represents brokerage commissions paid for
the period April 30, 2008 (commencement of operations) through July 31, 2008.
|
|
2
|
|
During the period April 30, 2008
(commencement of operatiosn) through July 31, 2008 for the predecessor fund of
Invesco Commodities Strategy Fund.
|
|
3
|
|
For the predecessor fund of Invesco
Alternative Opportunities Fund, this representation is only made for the fiscal
year ended July 31, 2009.
|
J-1
Fund and Invesco Pacific Growth Fund did not effect any principal transactions with Morgan Stanley
& Co.
Brokerage transactions in securities listed on exchanges or admitted to unlisted trading
privileges could have been effected through Morgan Stanley & Co., China International Capital Corp.
Limited, Citigroup, Inc. and other brokers and dealers affiliated with the predecessor funds
investment advisers. In order for an affiliated broker or dealer to effect any portfolio
transaction on an exchange for the predecessor funds, the commissions, fees or other remuneration
received by the affiliated broker or dealer must have been reasonable and fair compared to the
commission, fees or other remuneration paid to other brokers in connection with comparable
transactions involving similar securities being purchased or sold on an exchange during a
comparable period of time. This standard would allow the affiliated broker or dealer to receive no
more than the remuneration which would be expected to be received by an unaffiliated broker in a
commensurate arms-length transaction. Furthermore, the predecessor fund trustees, including the
independent trustees, adopted procedures which they believed were reasonably designed to provide
that any commissions, fees or other remuneration paid to an affiliated broker or dealer were
consistent with the foregoing standard. A predecessor fund did not reduce the management fee it
paid to the investment adviser by any amount of the brokerage commissions it may have paid to an
affiliated broker or dealer.
During the fiscal years ended in 2007, 2008 and 2009 (the fiscal year end of each Fund is
indicated in parentheses following each Funds name), the predecessor funds of the following Funds
paid brokerage commissions to Morgan Stanley & Co. as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions paid to Morgan
|
|
|
Stanley & Co. for fiscal year ended
|
Fund Name:
|
|
2007
|
|
2008
|
|
2009
|
Invesco Global Advantage Fund (5/31)
|
|
$
|
4,133
|
|
|
$
|
10,843
|
|
|
$
|
13,976
|
|
Invesco Global Dividend Growth Securities Fund (3/31)
|
|
|
0
|
|
|
|
11,230
|
|
|
|
35,137
|
|
Invesco Health Sciences Fund (7/31)
|
|
|
21,639
|
|
|
|
43,011
|
|
|
|
N/A
|
|
Invesco International Growth Equity Fund (12/31)
|
|
|
0
|
|
|
|
|
|
|
|
N/A
|
|
Invesco Pacific Growth Fund (10/31)
|
|
|
42,228
|
|
|
|
2,297
|
|
|
|
N/A
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
0
|
|
|
|
6,660
|
|
|
|
N/A
|
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
|
314
|
|
|
|
3,884
|
|
|
|
N/A
|
|
For the fiscal year ended in 2009 and 2010, as applicable, (the fiscal year end of each Fund
is indicated in parentheses following each Funds name), the predecessor funds of the following
Funds paid brokerage commissions to Morgan Stanley & Co. as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of
|
|
|
|
|
|
|
|
|
|
|
aggregate dollar
|
|
|
|
|
|
|
|
|
|
|
amount of
|
|
|
|
|
|
|
Percentage
|
|
executed trades
|
|
|
Brokerage
|
|
of aggregate
|
|
on which
|
|
|
Commissions
|
|
brokerage
|
|
brokerage
|
|
|
paid to Morgan
|
|
commissions
|
|
commissions
|
|
|
Stanley & Co.
|
|
for fiscal
|
|
were paid for
|
Fund Name
|
|
for fiscal year
|
|
year
|
|
fiscal year
|
Invesco Global Advantage Fund (5/31/10)
|
|
$
|
10,836
|
|
|
|
14.87
|
%
|
|
|
13.77
|
%
|
Invesco Global Dividend Growth Securities Fund (3/31/10)
|
|
|
33,895
|
|
|
|
3.56
|
%
|
|
|
4.57
|
%
|
Invesco Health Sciences Fund (7/31/09)
|
|
|
36,784
|
|
|
|
5.48
|
%
|
|
|
5.99
|
%
|
Invesco International Growth Equity Fund (12/31/09)
|
|
|
1,577
|
|
|
|
2.93
|
%
|
|
|
1.44
|
%
|
Invesco Pacific Growth Fund (10/31/09)
|
|
|
1,102
|
|
|
|
0.72
|
%
|
|
|
0.73
|
%
|
Invesco Van Kampen International Advantage Fund
(8/31/09)
|
|
|
2,031
|
|
|
|
1.91
|
%
|
|
|
0.81
|
%
|
Invesco Van Kampen International Growth Fund (8/31/09)
|
|
|
27,552
|
|
|
|
2.47
|
%
|
|
|
0.39
|
%
|
J-2
During the fiscal years ended October 31, 2007 and 2008, the predecessor fund of Invesco
Pacific Growth Fund paid brokerage commissions to China International Capital Corp. Limited as
follows:
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions paid to
|
|
|
China International Capital Corp.
|
|
|
Limited for fiscal year ended
|
Fund Name:
|
|
10/31/07
|
|
10/31/08
|
Invesco Pacific Growth Fund
|
|
$
|
1,894
|
|
|
$
|
4,698
|
|
For the fiscal year ended October 31, 2009, the predecessor fund of Invesco Pacific Growth
Fund paid brokerage commissions to China International Capital Corp. Limited as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of
|
|
|
Brokerage
|
|
|
|
|
|
aggregate dollar
|
|
|
Commissions
|
|
|
|
|
|
amount of
|
|
|
paid to China
|
|
Percentage
|
|
executed trades
|
|
|
International
|
|
of aggregate
|
|
on which
|
|
|
Capital Corp.
|
|
brokerage
|
|
brokerage
|
|
|
Limited for
|
|
commissions
|
|
commissions
|
|
|
fiscal year
|
|
for fiscal
|
|
were paid for
|
|
|
ended
|
|
year ended
|
|
fiscal year ended
|
Fund Name
|
|
10/31/09
|
|
10/31/09
|
|
10/31/09
|
Invesco Pacific Growth Fund
|
|
$
|
202
|
|
|
|
0.13
|
%
|
|
|
0.11
|
%
|
During the fiscal years ended October 31, 2007, 2008 and 2009, the predecessor fund of Invesco
Pacific Growth Fund paid brokerage commissions to Morgan Stanley & Co. Asia Limited as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions paid to
|
|
|
Morgan Stanley & Co. Asia Limited for
|
|
|
fiscal year ended
|
Fund Name:
|
|
10/31/07
|
|
10/31/08
|
|
10/31/09
|
Invesco Pacific Growth Fund
|
|
$
|
41,584
|
|
|
$
|
31,983
|
|
|
$
|
0
|
|
During the fiscal years ended October 31, 2007, 2008 and 2009, the predecessor fund of Invesco
Pacific Growth Fund paid brokerage commissions to Morgan Stanley & Co. Japan Securities as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions paid to Morgan
|
|
|
Stanley & Co. Japan Securities for fiscal
|
|
|
year ended
|
Fund Name:
|
|
10/31/07
|
|
10/31/08
|
|
10/31/09
|
Invesco Pacific Growth Fund
|
|
$
|
0
|
|
|
$
|
266
|
|
|
$
|
0
|
|
During the period June 1, 2009 to October 31, 2009, the predecessor fund of Invesco Pacific
Growth Fund paid brokerage commissions to Citigroup, Inc. as follows:
J-3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of
|
|
|
|
|
|
|
|
|
|
|
aggregate dollar
|
|
|
|
|
|
|
Percentage of
|
|
amount of
|
|
|
|
|
|
|
aggregate
|
|
executed trades
|
|
|
Brokerage
|
|
brokerage
|
|
on which
|
|
|
Commissions
|
|
commissions
|
|
brokerage
|
|
|
paid to Citigroup,
|
|
for the period
|
|
commissions
|
|
|
Inc. for the period
|
|
ended
|
|
were paid for the
|
|
|
ended 06/01/09 to
|
|
06/01/09 to the
|
|
period ended
|
|
|
the end of fiscal
|
|
end of fiscal
|
|
06/01/09 to the
|
Fund Name
|
|
year
|
|
year
|
|
end of fiscal year
|
Invesco Global
Advantage Fund
(05/31/10)
|
|
$
|
2,236
|
|
|
|
3.07
|
%
|
|
|
5.04
|
%
|
Invesco Global
Dividend Growth
Securities Fund
(03/31/10)
|
|
$
|
13,659
|
|
|
|
1.43
|
%
|
|
|
1.12
|
%
|
Invesco Pacific
Growth Fund
(10/31/09)
|
|
$
|
2,062
|
|
|
|
1.34
|
%
|
|
|
0.55
|
%
|
|
During the fiscal years ended June 30, 2007 and 2008, the predecessor fund of Invesco Van
Kampen Global Franchise Fund paid brokerage commissions to Morgan Stanley Smith Barney as follows:
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions
|
|
|
paid to Morgan Stanley
|
|
|
Smith Barney for fiscal
|
|
|
year ended
|
Fund Name:
|
|
06/30/07
|
|
06/30/08
|
Invesco Van Kampen Global Franchise Fund
|
|
$
|
0
|
|
|
$
|
4,590
|
|
For the fiscal year ended June 30, 2009, the predecessor fund of Invesco Van Kampen Global
Franchise Fund paid brokerage commissions to Morgan Stanley Smith Barney as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of
|
|
|
|
|
|
|
|
|
|
|
aggregate dollar
|
|
|
|
|
|
|
|
|
|
|
amount of
|
|
|
|
|
|
|
|
|
|
|
executed trades
|
|
|
Brokerage
|
|
Percentage of
|
|
on which
|
|
|
Commissions
|
|
aggregate
|
|
brokerage
|
|
|
paid to Morgan
|
|
brokerage
|
|
commissions
|
|
|
Stanley Smith
|
|
commissions
|
|
were paid for
|
|
|
Barney for fiscal
|
|
for fiscal year
|
|
fiscal year
|
|
|
year ended
|
|
ended
|
|
ended
|
Fund Name
|
|
06/30/09
|
|
06/30/09
|
|
06/30/09
|
Invesco Van Kampen Global Franchise Fund
|
|
$
|
1,678
|
|
|
|
0.19
|
%
|
|
|
0.02
|
%
|
During the fiscal years ended in 2007 and 2008 (the fiscal year end of each Fund is indicated
in parentheses following each Funds name), the predecessor funds of the following Funds paid
brokerage commissions to Morgan Stanley DW Inc. as follows:
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions paid to
|
|
|
Morgan Stanley DW Inc. for
|
|
|
fiscal year ended
|
Fund Name:
|
|
2007
|
|
2008
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
$
|
5,715
|
|
|
$
|
1,061
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
1,162
|
|
|
|
0
|
|
J-4
For the fiscal year ended June 30, 2009, the predecessor fund of Invesco Van Kampen Emerging
Markets Fund paid brokerage commissions to Morgan Stanley DW Inc. as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of
|
|
|
|
|
|
|
|
|
|
|
aggregate dollar
|
|
|
|
|
|
|
|
|
|
|
amount of
|
|
|
|
|
|
|
|
|
|
|
executed trades
|
|
|
Brokerage
|
|
Percentage of
|
|
on which
|
|
|
Commissions
|
|
aggregate
|
|
brokerage
|
|
|
paid to Morgan
|
|
brokerage
|
|
commissions
|
|
|
Stanley DW
|
|
commissions
|
|
were paid for
|
|
|
Inc. for fiscal
|
|
for fiscal year
|
|
fiscal year
|
|
|
year ended
|
|
ended
|
|
ended
|
Fund Name
|
|
06/30/09
|
|
06/30/09
|
|
06/30/09
|
Invesco Van Kampen Emerging Markets Fund
|
|
$
|
26,668
|
|
|
|
1.82
|
%
|
|
|
0.59
|
%
|
J-5
APPENDIX K
DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF
SECURITIES OF REGULAR BROKERS OR DEALERS
The following information is that of the predecessor funds and their service provider who are
no longer providing services to the Fund.
Directed Brokerage
For the fiscal years ended in 2009 or 2010, as applicable, (the fiscal year end of each Fund
is indicated in parentheses following each Funds name), the predecessor funds of the following
Funds paid brokerage commissions to brokers in connection with transactions because of research
services provided as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Related Brokerage
|
|
|
|
|
Commissions for fiscal year
|
|
Transactions for
|
|
|
ended
|
|
fiscal year ended
|
Fund Name:
|
|
2009
|
|
2010
|
|
2009
|
|
2010
|
Invesco Global
Advantage Fund
(5/31)
|
|
$
|
349
|
|
|
$
|
0
|
|
|
$
|
174,376
|
|
|
$
|
0
|
|
Invesco Van Kampen
Emerging Markets
Fund (6/30)
|
|
|
753,376
|
|
|
|
N/A
|
|
|
|
504,899,368
|
|
|
|
N/A
|
|
Invesco Global
Dividend Growth
Securities Fund
(3/31)
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Invesco Van Kampen
Global Equity
Allocation Fund
(6/30)
|
|
|
11,205,809
|
|
|
|
N/A
|
|
|
|
23,648,950
|
|
|
|
N/A
|
|
Invesco Van Kampen
Global Franchise
Fund (6/30)
|
|
|
3,840,057
|
|
|
|
N/A
|
|
|
|
127,851,982,604
|
|
|
|
N/A
|
|
Invesco Van Kampen
Global Tactical
Asset Allocation
Fund (10/31)
|
|
|
9,610
|
|
|
|
N/A
|
|
|
|
21,901,435
|
|
|
|
N/A
|
|
Invesco Van Kampen
International
Advantage Fund
(8/31)
|
|
|
91,305
|
|
|
|
N/A
|
|
|
|
103,547,960
|
|
|
|
N/A
|
|
Invesco Van Kampen
International
Growth Fund (8/31)
|
|
|
915,754
|
|
|
|
N/A
|
|
|
|
1,326,491,142
|
|
|
|
N/A
|
|
|
Regular Broker-Dealers
During the fiscal year ended in 2009 and 2010, as applicable, the predecessor funds did not
purchase any securities issued by issuers who were among the ten brokers or ten dealers which
executed transactions for or with the predecessor funds in the largest dollar amounts during the
period.
K-1
APPENDIX L
PURCHASE, REDEMPTION AND PRICING OF SHARES
Class A2, A5, B5, C5 and R5 shares are closed to new investors. Only investors who have
continuously maintained an account in Class A2, A5, B5, C5 or R5 of a specific Fund may make
additional purchases into Class A2, A5, B5, C5 and R5, respectively, of such specific Fund. All
references in the following Purchase, Redemption and Pricing of Shares section of this SAI to
Class A, B, C and R shares, shall include Class A2 and A5 (except Invesco Money Market Fund), Class
B5, Class C5, and Class R5 shares, respectively, unless otherwise noted. All references in the
following Purchase, Redemption and Pricing of Shares section of this SAI to Invesco Cash Reserve
Shares of Invesco Money Market Fund, shall include Class A5 shares of Invesco Money Market Fund,
unless otherwise noted.
Transactions through Financial Intermediaries
If you are investing indirectly in an Invesco Fund through a financial intermediary such as a
broker-dealer, a bank (including a bank trust department), an insurance company separate account,
an investment adviser, an administrator or trustee of a retirement plan or a qualified tuition plan
or a sponsor of a fee-based program that maintains a master account (an omnibus account) with the
Invesco Fund for trading on behalf of its customers, different guidelines, conditions and
restrictions may apply than if you held your shares of the Invesco Fund directly. These
differences may include, but are not limited to: (i) different eligibility standards to purchase
and sell shares, different eligibility standards to invest in Funds with limited offering status
and different eligibility standards to exchange shares by telephone; (ii) different minimum and
maximum initial and subsequent purchase amounts; (iii) system inability to provide Letter of Intent
privileges; and (iv) different annual amounts (less than 12%) subject to withdrawal under a
Systematic Redemption Plan without being subject to a contingent deferred sales charge. The
financial intermediary through whom you are investing may also choose to adopt different exchange
and/or transfer limit guidelines and restrictions, including different trading restrictions
designed to discourage excessive or short-term trading. The financial intermediary through whom
you are investing may also choose to impose a redemption fee that has different characteristics,
which may be more or less restrictive, than the redemption fee currently imposed on certain Invesco
Funds.
If the financial intermediary is managing your account, you may also be charged a transaction
or other fee by such financial intermediary, including service fees for handling redemption
transactions. Consult with your financial intermediary (or, in the case of a retirement plan, your
plan sponsor) to determine what fees, guidelines, conditions and restrictions, including any of the
above, may be applicable to you.
Purchase and Redemption of Shares
Purchases of Class A Shares, Class A2 Shares of Invesco Limited Maturity Treasury Fund and
Invesco Tax-Free Intermediate Fund, Class A5 shares of Invesco Money Market Fund and Invesco
Balanced-Risk Retirement Funds and Invesco Cash Reserve Shares of Invesco Money Market Fund
Initial Sales Charges
.
Each Invesco Fund (other than Invesco Tax-Exempt Cash Fund) is grouped
into one of four categories to determine the applicable initial sales charge for its Class A
shares. The sales charge is used to compensate Invesco Distributors and participating dealers for
their expenses incurred in connection with the distribution of the Invesco Funds shares. You may
also be charged a transaction or other fee by the financial intermediary managing your account.
Class A shares of Invesco Tax-Exempt Cash Fund and Invesco Cash Reserve Shares of Invesco
Money Market Fund are sold without an initial sales charge.
L-1
Category I Funds
Invesco Alternative Opportunities Fund
Invesco Asia Pacific Growth Fund
Invesco Balanced Fund
Invesco Balanced-Risk Allocation Fund
Invesco Balanced-Risk Retirement 2010 Fund
Invesco Balanced-Risk Retirement 2020 Fund
Invesco Balanced-Risk Retirement 2030 Fund
Invesco Balanced-Risk Retirement 2040 Fund
Invesco Balanced-Risk Retirement 2050 Fund
Invesco Balanced-Risk Retirement Now Fund
Invesco Basic Balanced Fund
Invesco Basic Value Fund
Invesco Capital Development Fund
Invesco Charter Fund
Invesco China Fund
Invesco Commodities Strategy Fund
Invesco Conservative Allocation Fund
Invesco Constellation Fund
Invesco Convertible Securities Fund
Invesco Developing Markets Fund
Invesco Diversified Dividend Fund
Invesco Dividend Growth Securities Fund
Invesco Dynamics Fund
Invesco Endeavor Fund
Invesco Energy Fund
Invesco Equally-Weighted S&P 500 Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Financial Services Fund
Invesco Fundamental Value Fund
Invesco Global Advantage Fund
Invesco Global Core Equity Fund
Invesco Global Dividend Growth Securities Fund
Invesco Global Equity Fund
Invesco Global Fund
Invesco Global Growth Fund
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco Growth Allocation Fund
Invesco Health Sciences Fund
Invesco Income Allocation Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Growth Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco Japan Fund
Invesco Large Cap Basic Value Fund
Invesco Large Cap Growth Fund
Invesco Large Cap Relative Value Fund
Invesco Leisure Fund
Invesco Mid Cap Basic Value Fund
Invesco Mid Cap Core Equity Fund
Invesco Mid-Cap Value Fund
Invesco Moderate Allocation Fund
Invesco Moderate Growth Allocation Fund
Invesco Moderately Conservative Allocation Fund
Invesco Multi-Sector Fund
Invesco Pacific Growth Fund
Invesco Real Estate Fund
Invesco S&P 500 Index Fund
Invesco Select Equity Fund
Invesco Select Real Estate Income Fund
Invesco Small Cap Equity Fund
Invesco Small Cap Growth Fund
Invesco Small Companies Fund
Invesco Small-Mid Special Value Fund
Invesco Special Value Fund
Invesco Structured Core Fund
Invesco Structured Growth Fund
Invesco Structured Value Fund
Invesco Summit Fund
Invesco Technology Fund
Invesco Technology Sector Fund
Invesco U.S. Mid Cap Value Fund
Invesco U.S. Small Cap Value Fund
Invesco U.S. Small/Mid Cap Value Fund
Invesco Utilities Fund
Invesco Value Fund
Invesco Value II Fund
Invesco Van Kampen American Franchise Fund
Invesco Van Kampen American Value Fund
Invesco Van Kampen Asset Allocation Conservative Fund
Invesco Van Kampen Asset Allocation Growth Fund
Invesco Van Kampen Asset Allocation Moderate Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Core Equity Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen Enterprise Fund
Invesco Van Kampen Equity and Income Fund
Invesco Van Kampen Equity Premium Income Fund
Invesco Van Kampen Global Equity Allocation Fund
Invesco Van Kampen Global Franchise Fund
Invesco Van Kampen Global Tactical Asset Allocation Fund
Invesco Van Kampen Growth and Income Fund
Invesco Van Kampen Harbor Fund
Invesco Van Kampen International Advantage Fund
Invesco Van Kampen International Growth Fund
Invesco Van Kampen Leaders Fund
L-2
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Real Estate Securities Fund
Invesco Van Kampen Small Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen Technology Fund
Invesco Van Kampen Utility Fund
Invesco Van Kampen Value Opportunities Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dealer
|
|
|
Investors Sales Charge
|
|
Concession
|
|
|
|
|
|
|
As a
|
|
|
|
|
As a
|
|
Percentage
|
|
As a
|
|
|
Percentage
|
|
of the Net
|
|
Percentage
|
Amount of Investment in
|
|
of the Public
|
|
Amount
|
|
of the Net
|
Single Transaction
|
|
Offering Price
|
|
Invested
|
|
Amount
|
Less than $50,000
|
|
|
5.50
|
%
|
|
|
5.82
|
%
|
|
|
5.00
|
%
|
$50,000 but less than $100,000
|
|
|
4.50
|
|
|
|
4.71
|
|
|
|
4.00
|
|
$100,000 but less than $250,000
|
|
|
3.50
|
|
|
|
3.63
|
|
|
|
3.00
|
|
$250,000 but less than $500,000
|
|
|
2.75
|
|
|
|
2.83
|
|
|
|
2.25
|
|
$500,000 but less than $1,000,000
|
|
|
2.00
|
|
|
|
2.04
|
|
|
|
1.75
|
|
|
Category II Funds
Invesco California Tax-Free Income Fund
Invesco Core Bond Fund
Invesco Core Plus Bond Fund
Invesco Emerging Market Local Currency Debt Fund
Invesco FX Alpha Plus Strategy Fund
Invesco High Yield Securities Fund
Invesco International Total Return Fund
Invesco Municipal Fund
Invesco New York Tax-Free Income Fund
Invesco Tax-Exempt Securities Fund
Invesco U.S. Government Fund
Invesco Van Kampen California Insured Tax Free Fund
Invesco Van Kampen Core Plus Fixed Income Fund
Invesco Van Kampen Corporate Bond Fund
Invesco Van Kampen Global Bond Fund
Invesco Van Kampen Government Securities Fund
Invesco Van Kampen High Yield Fund
Invesco Van Kampen High Yield Municipal Fund
Invesco Van Kampen Insured Tax Free Income Fund
Invesco Van Kampen Intermediate Term Municipal Income Fund
Invesco Van Kampen Municipal Income Fund
Invesco Van Kampen New York Tax Free Income Fund
Invesco Van Kampen Pennsylvania Tax Free Income Fund
Invesco Van Kampen U.S. Mortgage Fund
Invesco High Income Municipal Fund
Invesco High Yield Fund
Invesco Income Fund
Invesco Municipal Bond Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dealer
|
|
|
Investors Sales Charge
|
|
Concession
|
|
|
|
|
|
|
As a
|
|
|
|
|
As a
|
|
Percentage
|
|
As a
|
|
|
Percentage
|
|
of the Net
|
|
Percentage
|
Amount of Investment in
|
|
of the Public
|
|
Amount
|
|
of the Net
|
Single Transaction
|
|
Offering Price
|
|
Invested
|
|
Amount
|
Less than $50,000
|
|
|
4.75
|
%
|
|
|
4.99
|
%
|
|
|
4.25
|
%
|
$50,000 but less than $100,000
|
|
|
4.25
|
|
|
|
4.44
|
|
|
|
4.00
|
|
$100,000 but less than $250,000
|
|
|
3.50
|
|
|
|
3.63
|
|
|
|
3.25
|
|
$250,000 but less than $500,000
|
|
|
2.50
|
|
|
|
2.56
|
|
|
|
2.25
|
|
$500,000 but less than $1,000,000
|
|
|
2.00
|
|
|
|
2.04
|
|
|
|
1.75
|
|
|
L-3
Category III Funds
Invesco
Limited Maturity Treasury Fund (Class A2 shares)
Invesco Tax-Free Intermediate Fund (Class A2 shares)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dealer
|
|
|
Investors Sales Charge
|
|
Concession
|
|
|
|
|
|
|
As a
|
|
|
|
|
As a
|
|
Percentage
|
|
As a
|
|
|
Percentage
|
|
of the Net
|
|
Percentage
|
Amount of Investment in
|
|
of the Public
|
|
Amount
|
|
of the Net
|
Single Transaction
|
|
Offering Price
|
|
Invested
|
|
Amount
|
Less than $100,000
|
|
|
1.00
|
%
|
|
|
1.01
|
%
|
|
|
0.75
|
%
|
$100,000 but less than $250,000
|
|
|
0.75
|
|
|
|
0.76
|
|
|
|
0.50
|
|
$250,000 but less than $1,000,000
|
|
|
0.50
|
|
|
|
0.50
|
|
|
|
0.40
|
|
|
As of the close of business on October 30, 2002, Class A2 shares of Invesco Limited
Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund were closed to new investors. Current
investors must maintain a share balance in order to continue to make incremental purchases.
Effective February 1, 2010, Class A shares of Invesco Limited Maturity Treasury Fund and Invesco
Tax-Free Intermediate Fund are renamed Class A2 shares.
Category IV Funds
Invesco Floating Rate Fund
Invesco FX Alpha Strategy Fund
Invesco LIBOR Alpha Fund
Invesco Limited Maturity Treasury Fund (Class A shares)
Invesco Short Term Bond Fund
Invesco Tax-Free Intermediate Fund (Class A shares)
Invesco Van Kampen Limited Duration Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dealer
|
|
|
Investors Sales Charge
|
|
Concession
|
|
|
|
|
|
|
As a
|
|
|
|
|
As a
|
|
Percentage
|
|
As a
|
|
|
Percentage
|
|
of the Net
|
|
Percentage
|
Amount of Investment in
|
|
of the Public
|
|
Amount
|
|
of the Net
|
Single Transaction
|
|
Offering Price
|
|
Invested
|
|
Amount
|
Less than $100,000
|
|
|
2.50
|
%
|
|
|
2.56
|
%
|
|
|
2.00
|
%
|
$100,000 but less than $250,000
|
|
|
1.75
|
|
|
|
1.78
|
|
|
|
1.50
|
|
$250,000 but less than $500,000
|
|
|
1.25
|
|
|
|
1.27
|
|
|
|
1.00
|
|
$500,000 but less than $1,000,000
|
|
|
1.00
|
|
|
|
1.01
|
|
|
|
1.00
|
|
|
Effective February 1, 2010, Class A3 shares of Invesco Limited Maturity Treasury Fund and
Invesco Tax-Free Intermediate Fund are renamed Class A shares.
Large Purchases of Class A Shares
.
Investors who purchase $1,000,000 or more of Class A
shares of Category I, II or IV Funds do not pay an initial sales charge. In addition, investors
who currently own Class A shares of Category I, II or IV Funds and make additional purchases that
result in account balances of $1,000,000 or more do not pay an initial sales charge on the
additional purchases. The additional purchases, as well as initial purchases of $1,000,000 or
more, are referred to as Large Purchases. If an investor makes a Large Purchase of Class A shares
of a Category I, II or IV Funds, each share will generally be subject to a 1.00% contingent
deferred sales charge (CDSC) if the investor redeems those shares within 18 months after purchase.
L-4
Invesco Distributors may pay a dealer concession and/or advance a service fee on Large
Purchases, as set forth below. Exchanges between the Invesco Funds may affect total compensation
paid.
Purchases of Class A Shares by Non-Retirement Plans
.
Invesco Distributors may make the
following payments to dealers of record for Large Purchases of Class A shares of Category I, II or
IV Funds by investors other than: (i) retirement plans that are maintained pursuant to Sections
401 and 457 of the Internal Revenue Code of 1986, as amended (the Code), and (ii) retirement plans
that are maintained pursuant to Section 403 of the Code if the employer or plan sponsor is a
tax-exempt organization operated pursuant to Section 501(c)(3) of the Code:
Percent of Purchases
1% of the first $2 million
plus 0.80% of the next $1 million
plus 0.50% of the next $17 million
plus 0.25% of amounts in excess of $20 million
If (i) the amount of any single purchase order plus (ii) the public offering price of all
other shares owned by the same customer submitting the purchase order on the day on which the
purchase order is received equals or exceeds $1,000,000, the purchase will be considered a jumbo
accumulation purchase. With regard to any individual jumbo accumulation purchase, Invesco
Distributors may make payment to the dealer of record based on the cumulative total of jumbo
accumulation purchases made by the same customer over the life of his or her account(s).
If an investor made a Large Purchase of Class A shares of Invesco Limited Maturity Treasury
Fund or Invesco Tax-Free Intermediate Fund (formerly the Class A3 funds) on and after October 31,
2002, and prior to February 1, 2010, and exchanges those shares for Class A shares of a Category I,
II or IV Fund, Invesco Distributors will pay 1.00% of such purchase as dealer compensation upon the
exchange. The Class A shares of the Category I, II or IV Fund received in exchange generally will
be subject to a 1.00% CDSC if the investor redeems such shares within 18 months from the date of
exchange.
Purchases of Class A Shares by Certain Retirement Plans at NAV.
For purchases of Class A
shares of Category I, II and IV Funds, Invesco Distributors may make the following payments to
investment dealers or other financial service firms for sales of such shares at net asset value
(NAV) to certain retirement plans provided that the applicable dealer of record is able to
establish that the retirement plans purchase of such Class A shares is a new investment (as
defined below):
Percent of Purchases
0.50% of the first $20 million
plus 0.25% of amounts in excess of $20 million
This payment schedule will be applicable to purchases of Class A shares at NAV by the
following types of retirement plans: (i) all plans maintained pursuant to Sections 401 and 457 of
the Code, and (ii) plans maintained pursuant to Section 403 of the Code if the employer or plan
sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code.
A new investment means a purchase paid for with money that does not represent (i) the
proceeds of one or more redemptions of Invesco Fund shares, (ii) an exchange of Invesco Fund
shares, (iii) the repayment of one or more retirement plan loans that were funded through the
redemption of
L-5
Invesco Fund shares, or (iv) money returned from another fund family. If Invesco
Distributors pays a
dealer concession in connection with a plans purchase of Class A shares at NAV, such shares may be
subject to a CDSC of 1.00% of net assets for 12 months, commencing on the date the plan first
invests in Class A shares of an Invesco Fund. If the applicable dealer of record is unable to
establish that a plans purchase of Class A shares at NAV is a new investment, Invesco Distributors
will not pay a dealer concession in connection with such purchase and such shares will not be
subject to a CDSC.
With regard to any individual jumbo accumulation purchase, Invesco Distributors may make
payment to the dealer of record based on the cumulative total of jumbo accumulation purchases made
by the same plan over the life of the plans account(s).
Purchasers Qualifying For Reductions in Initial Sales Charges
.
As shown in the tables above,
purchases of certain amounts of Invesco Fund shares may reduce the initial sales charges. These
reductions are available to purchasers that meet the qualifications listed below. We will refer to
purchasers that meet these qualifications as Qualified Purchasers.
Definitions
As used herein, the terms below shall be defined as follows:
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Individual refers to a person, as well as his or her Spouse or Domestic Partner
and his or her Children;
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Spouse is the person to whom one is legally married under state law;
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Domestic Partner is an adult with whom one shares a primary residence for at least
six-months, is in a relationship as a couple where one or each of them provides
personal or financial welfare of the other without a fee, is not related by blood and
is not married;
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Child or Children include a biological, adopted or foster son or daughter, a
Step-child, a legal ward or a Child of a person standing in
loco parentis
;
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Grandchild or Grandchildren include biological, adopted or foster son or
daughter, a Step-child, a legal ward or a Child of a Child of a person standing in
loco
parentis
;
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Parent is a persons biological or adoptive mother or father;
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Grandparent is a Parent of a persons biological or adoptive mother or father;
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Step-child is the child of ones Spouse by a previous marriage or relationship;
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Step-parent is the Spouse of a Childs Parent; and
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Immediate Family includes an Individual (including, as defined above, a person,
his or her Spouse or Domestic Partner and his or her Children or Grandchildren) as well
as his or her Parents, Step-parents and the Parents of Spouse or Domestic Partner.
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Individuals
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an Individual (including his or her spouse or domestic partner, and children);
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L-6
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a retirement plan established exclusively for the benefit of an Individual,
specifically including, but not limited to, a Traditional IRA, Roth IRA, SEP IRA,
SIMPLE IRA, Solo 401(k), Keogh plan, or a tax-sheltered 403(b)(7) custodial account;
and
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a qualified tuition plan account, maintained pursuant to Section 529 of the Code, or
a Coverdell Education Savings Account, maintained pursuant to Section 530 of the Code
(in either case, the account must be established by an Individual or have an Individual
named as the beneficiary thereof).
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Employer-Sponsored Retirement Plans
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a retirement plan maintained pursuant to Sections 401, 403 (only if the employer or
plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the
Code), 408 (includes SEP, SARSEP and SIMPLE IRA plans) or 457 of the Code, if:
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a.
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the employer or plan sponsor submits all contributions for all
participating employees in a single contribution transmittal (the Invesco Funds
will not accept separate contributions submitted with respect to individual
participants);
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b.
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each transmittal is accompanied by checks or wire transfers; and
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c.
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if the Invesco Funds are expected to carry separate accounts in the
names of each of the plan participants, (i) the employer or plan sponsor notifies
Invesco Distributors in writing that the separate accounts of all plan participants
should be linked, and (ii) all new participant accounts are established by
submitting an appropriate Account Application on behalf of each new participant
with the contribution transmittal.
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How to Qualify For Reductions in Initial Sales Charges
.
The following sections discuss
different ways that a Qualified Purchaser can qualify for a reduction in the initial sales charges
for purchases of Class A shares of the Invesco Funds.
Letters of Intent
A Qualified Purchaser may pay reduced initial sales charges by (i) indicating on the Account
Application that he, she or it intends to provide a Letter of Intent (LOI); and (ii) subsequently
fulfilling the conditions of that LOI. Employer-sponsored retirement plans, with the exception of
Solo 401(k) plans and SEP plans, are not eligible for a LOI.
The LOI confirms the total investment in shares of the Invesco Funds that the Qualified
Purchaser intends to make within the next 13 months. By marking the LOI section on the account
application and by signing the account application, the Qualified Purchaser indicates that he, she
or it understands and agrees to the terms of the LOI and is bound by the provisions described
below:
Calculating the Initial Sales Charge
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Each purchase of Fund shares normally subject to an initial sales charge made during
the 13-month period will be made at the public offering price applicable to a single
transaction of the total dollar amount indicated by the LOI (to determine what the
applicable public offering price is, look at the sales charge table in the section on
Initial Sales Charges above).
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It is the purchasers responsibility at the time of purchase to specify the account
numbers that should be considered in determining the appropriate sales charge.
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The offering price may be further reduced as described below under Rights of
Accumulation if Invesco Investment Services, Inc., the Invesco Funds transfer agent
(Transfer Agent) is advised of all other accounts at the time of the investment.
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L-7
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Reinvestment of dividends and capital gains distributions acquired during the
13-month LOI period will not be applied to the LOI.
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Calculating the Number of Shares to be Purchased
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Purchases made and shares acquired through reinvestment of dividends and capital
gains distributions prior to the LOI effective date will be applied toward the
completion of the LOI based on the value of the shares calculated at the public
offering price on the effective date of the LOI.
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If a purchaser wishes to revise the LOI investment amount upward, he, she or it may
submit a written and signed request at anytime prior to the completion of the original
LOI. This revision will not change the original expiration date.
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The Transfer Agent will process necessary adjustments upon the expiration or
completion date of the LOI.
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Fulfilling the Intended Investment
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By signing an LOI, a purchaser is not making a binding commitment to purchase
additional shares, but if purchases made within the 13-month period do not total the
amount specified, the purchaser will have to pay the increased amount of sales charge.
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To assure compliance with the provisions of the 1940 Act, the Transfer Agent will
reserve, in escrow or similar arrangement, in the form of shares, an appropriate dollar
amount computed to the nearest full share) out of the initial purchase (or subsequent
purchases if necessary). All dividends and any capital gain distributions on the
escrowed shares will be credited to the purchaser. All shares purchased, including
those reserved, will be registered in the purchasers name. If the total investment
specified under this LOI is completed within the 13-month period, the reserved shares
will be promptly released.
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If the intended investment is not completed, the purchaser will pay the Transfer
Agent the difference between the sales charge on the specified amount and the sales
charge on the total amount actually purchased. If the purchaser does not pay such
difference within 20 days of the expiration date, the Transfer Agent will surrender for
redemption any or all shares, to make up such difference within 60 days of the
expiration date.
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Canceling the LOI
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If at any time before completing the LOI Program, the purchaser wishes to cancel the
agreement, he or she must give written notice to Invesco Distributors or its designee.
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If at any time before completing the LOI Program the purchaser requests the Transfer
Agent to liquidate or transfer beneficial ownership of his total shares, the LOI will
be automatically canceled. If the total amount purchased is less than the amount
specified in the LOI, the Transfer Agent will redeem an appropriate number of reserved
shares equal to the difference between the sales charge actually paid and the sales
charge that would have been paid if the total purchases had been made at a single time.
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Other Persons Eligible for the LOI Privilege
The LOI privilege is also available to holders of the Connecticut General Guaranteed Account,
established for tax qualified group annuities, for contracts purchased on or before June 30, 1992.
LOIs and Contingent Deferred Sales Charges
L-8
All LOIs to purchase $1,000,000 or more of Class A shares of Category I, II and IV Funds are
subject to an 18-month, 1% CDSC.
Rights of Accumulation
A Qualified Purchaser may also qualify for reduced initial sales charges based upon his, her
or its existing investment in shares of any of the Invesco Funds at the time of the proposed
purchase. To determine whether or not a reduced initial sales charge applies to a proposed
purchase, Invesco Distributors takes into account not only the money which is invested upon such
proposed purchase, but also the value of all shares of the Invesco Funds owned by such purchaser,
calculated at their then current public offering price.
If a purchaser qualifies for a reduced sales charge, the reduced sales charge applies to the
total amount
of money being invested, even if only a portion of that amount exceeds the breakpoint
for the reduced sales charge. For example, if a purchaser already owns qualifying shares of any
Invesco Fund with a value of $30,000 and wishes to invest an additional $30,000 in a Fund with a
maximum initial sales charge of 5.50%, the reduced initial sales charge of 4.50% will apply to the
full $30,000 purchase and not just to the $10,000 in excess of the $50,000 breakpoint.
To qualify for obtaining the discount applicable to a particular purchase, the purchaser or
his dealer must furnish the Transfer Agent with a list of the account numbers and the names in
which such accounts of the purchaser are registered at the time the purchase is made.
Rights of Accumulation are also available to holders of the Connecticut General Guaranteed
Account, established for tax-qualified group annuities, for contracts purchased on or before June
30, 1992.
If an investors new purchase of Class A shares of a Category I, II or IV Fund is at net asset
value, the newly purchased shares will be subject to a 1% CDSC if the investor redeems them prior
to the end of the 18 month holding period.
Other Requirements For Reductions in Initial Sales Charges
.
As discussed above, investors or
dealers seeking to qualify orders for a reduced initial sales charge must identify such orders and,
if necessary, support their qualification for the reduced charge. Invesco Distributors reserves
the right to determine whether any purchaser is entitled to the reduced sales charge based on the
definition of a Qualified Purchaser listed above. No person or entity may distribute shares of the
Invesco Funds without payment of the applicable sales charge other than to Qualified Purchasers.
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund and Class A5 shares or Invesco
Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any Invesco Fund will
not be taken into account in determining whether a purchase qualifies for a reduction in initial
sales charges.
Purchases of Class A Shares at Net Asset Value
.
Invesco Distributors permits certain
categories of persons to purchase Class A shares of Invesco Funds without paying an initial sales
charge. These are typically categories of persons whose transactions involve little expense, such
as persons who have a relationship with the Invesco Funds or with Invesco and certain programs for
purchase. It is the purchasers responsibility to notify Invesco Distributors or its designee of
any qualifying relationship at the time of purchase.
Invesco Distributors believes that it is appropriate and in the Invesco Funds best interests
that such persons, and certain other persons whose purchases result in relatively low expenses of
distribution, be permitted to purchase shares through Invesco Distributors without payment of a
sales charge.
L-9
Accordingly, the following purchasers will not pay initial sales charges on purchases of Class
A shares because there is a reduced sales effort involved in sales to these purchasers:
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Any current, former or retired trustee, director, officer or employee (or immediate
family member of a current, former or retired trustee, director, officer or employee)
of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. This includes any
foundation, trust or employee benefit plan maintained by any of the persons listed
above;
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Any current or retired officer, director, or employee (and members of their
Immediate Family) of DST Systems, Inc. or Fiserv Output Solutions, a division of Fiserv
Solutions, Inc.;
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Any registered representative or employee of any intermediary who has an agreement
with Invesco Distributors to sell shares of the Invesco Funds (this includes any
members of their Immediate Family);
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Any investor who purchases their shares through an approved fee-based program (this
may include any type of account for which there is some alternative arrangement made
between the investor and the intermediary to provide for compensation of the
intermediary for services rendered in connection with the sale of the shares and
maintenance of the customer relationship);
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Any investor who purchases their shares with the proceeds of a rollover, transfer or
distribution from a retirement plan or individual retirement account for which Invesco
Distributors acts as the prototype sponsor to another retirement plan or individual
retirement account for which Invesco Distributors acts as the prototype sponsor, to the
extent that such proceeds are attributable to the redemption of shares of a Fund held
through the plan or account;
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Employer-sponsored retirement plans (the Plan or Plans) that are Qualified
Purchasers, as defined above, provided that such Plans:
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a.
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have assets of at least $1 million; or
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b.
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have at least 100 employees eligible to participate in the Plan; or
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c.
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execute through a single omnibus account per Fund; further provided
that Plans maintained pursuant to Section 403(b) of the Code are not eligible to
purchase shares without paying an initial sales charge based on the aggregate
investment made by the Plan or the number of eligible employees unless the employer
or Plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3)
of the Code;
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Grandfathered shareholders as follows:
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a.
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Shareholders of record of Advisor Class shares of AIM International
Growth Fund or AIM Worldwide Growth Fund on February 12, 1999 who have continuously
owned shares of the Invesco Funds;
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b.
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Shareholders of record of Class H, Class L, Class P and/or Class W of
applicable predecessor funds on May 28, 2010 who have continuously owned shares of
the corresponding Invesco Funds;
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c.
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Shareholders of record or discretionary advised clients of any
investment adviser holding shares of AIM Weingarten Fund or AIM Constellation Fund
on September 8, 1986, or of AIM Charter Fund on November 17, 1986, who have
continuously owned shares and who purchase additional shares of Invesco
Constellation Fund or Invesco Charter Fund, respectively;
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d.
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Unitholders of G/SET series unit investment trusts investing proceeds
from such trusts in shares of Invesco Constellation Fund; provided, however, prior
to the termination date of the trusts, a unitholder may invest proceeds from the
redemption or repurchase of his
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L-10
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units only when the investment in shares of Invesco Constellation Fund is effected
within 30 days of the redemption or repurchase;
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e.
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A shareholder of a Fund that merges or consolidates with an Invesco
Fund or that sells its assets to an Invesco Fund in exchange for shares of an
Invesco Fund;
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f.
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Shareholders of the former GT Global funds as of April 30, 1987 who
since that date continually have owned shares of one or more of these funds;
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g.
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Certain former AMA Investment Advisers shareholders who became
shareholders of the AIM Global Health Care Fund in October 1989, and who have
continuously held shares in the GT Global funds since that time;
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h.
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Shareholders of record of Advisor Class shares of an Invesco Fund on
February 11, 2000 who have continuously owned shares of that Invesco Fund, and who
purchase additional shares of that Invesco Fund; and
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i.
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Additional purchases of Class A shares by shareholders of record of
Class K shares on October 21, 2005 whose Class K shares were converted to Class A
shares.
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Any investor who maintains an account in Investor Class shares of a Fund (this
includes anyone listed in the registration of an account, such as a joint owner,
trustee or custodian, and members of their Immediate Family);
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Qualified Tuition Programs created and maintained in accordance with Section 529 of
the Code;
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Insurance company separate accounts;
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Retirement plan established exclusively for the benefit of an individual
(specifically including, but not limited to, a Traditional IRA, Roth IRA, SEP IRA,
SIMPLE IRA, Solo 401(k), Keogh plan, or a tax-sheltered 403(b)(7) custodial account)
if:
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a.
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such plan is funded by a rollover of assets from an Employer-Sponsored
Retirement Plan;
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b.
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the account being funded by such rollover is to be maintained by the
same trustee, custodian or administrator that maintained the plan from which the
rollover distribution funding such rollover originated, or an affiliate thereof;
and
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c.
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the dealer of record with respect to the account being funded by such
rollover is the same as the dealer of record with respect to the plan from which
the rollover distribution funding such rollover originated, or an affiliate
thereof.
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Transfers to IRAs that are attributable to Invesco Fund investments held in
4
03(b)(7)
s, SIMPLEs, SEPs, SARSEPs, Traditional or Roth IRAs; and
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Rollovers from Invesco held
403(b)(7)
s, 401(K)s, SEPs, SIMPLEs, SARSEPs, Money
Purchase Plans, and Profit Sharing Plans if the assets are transferred to an Invesco
IRA.
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In addition, an investor may acquire shares of any of the Invesco Funds at net asset value in
connection with:
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reinvesting dividends and distributions;
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exchanging shares of one Fund, that were previously assessed a sales charge, for
shares of another Fund; as more fully described in the Prospectus;
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the purchase of shares in connection with the repayment of a retirement plan loan
administered by Invesco Investment Services;
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as a result of a Funds merger, consolidation or acquisition of the assets of
another Fund;
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L-11
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the purchase of Class A shares with proceeds from the redemption of Class B, Class C
or Class Y shares where the redemption and purchase are effectuated on the same
business day; or
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when buying Class A shares of Invesco Tax-Exempt Cash Fund.
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Unit investments trusts sponsored by Invesco Distributors or its affiliates.
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Unitholders of Invesco Van Kampen unit investment trusts that enrolled in the
reinvestment program prior to December 3, 2007 to reinvest distributions from such
trusts in Class A shares of the Invesco Funds. The Invesco Funds reserve the right to
modify or terminate this program at any time.
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Payments to Dealers
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Invesco Distributors may elect to re-allow the entire initial sales
charge to dealers for all sales with respect to which orders are placed with Invesco Distributors
during a particular period. Dealers to whom substantially the entire sales charge is re-allowed
may be deemed to be underwriters as that term is defined under the 1933 Act.
The financial adviser through which you purchase your shares may receive all or a portion of
the sales charges and Rule 12b-1 distribution fees discussed above. In this context, financial
advisers include any broker, dealer, bank (including bank trust departments), insurance company
separate account, transfer agent, registered investment adviser, financial planner, retirement plan
administrator and any other financial intermediary having a selling, administration or similar
agreement with Invesco Distributors or one or more of its corporate affiliates (collectively, the
Invesco Distributors Affiliates). In addition to those payments, Invesco Distributors Affiliates
may make additional cash payments to financial advisers in connection with the promotion and sale
of shares of the Invesco Funds. Invesco Distributors Affiliates make these payments from their own
resources, from Invesco Distributors retention of underwriting concessions and from payments to
Invesco Distributors under Rule 12b-1 plans. In the case of sub-accounting payments, discussed
below, Invesco Distributors Affiliates will be reimbursed directly by the Invesco Funds for such
payments. These additional cash payments are described below. The categories described below are
not mutually exclusive. The same financial adviser, or one or more of its affiliates, may receive
payments under more than one or all categories. Most financial advisers that sell shares of the
Invesco Funds receive one or more types of these cash payments. Financial advisers negotiate the
cash payments to be paid on an individual basis. Where services are provided, the costs of
providing the services and the overall package of services provided may vary from one financial
adviser to another. Invesco Distributors Affiliates do not make an independent assessment of the
cost of providing such services.
Certain financial advisers listed below received one or more types of the following payments
during the prior calendar year. This list is not necessarily current and will change over time.
Certain arrangements are still being negotiated, and there is a possibility that payments will be
made retroactively to financial advisers not listed below. Accordingly, please contact your
financial adviser to determine whether they currently may be receiving such payments and to obtain
further information regarding any such payments.
Financial Support Payments.
Invesco Distributors Affiliates make financial support payments
as incentives to certain financial advisers to promote and sell shares of Invesco Funds. The
benefits Invesco Distributors Affiliates receive when they make these payments include, among other
things, placing Invesco Funds on the financial advisers funds sales system, and access (in some
cases on a preferential basis over other competitors) to individual members of the financial
advisers sales force or to the financial advisers management. Financial support payments are
sometimes referred to as shelf space payments because the payments compensate the financial
adviser for including Invesco Funds in its Fund sales system (on its sales shelf). Invesco
Distributors Affiliates compensate financial advisers differently depending typically on the level
and/or type of considerations provided by the financial adviser. In addition, payments typically
apply only to retail sales, and may not apply to other types of sales or assets (such as sales to
retirement plans, qualified tuition programs, or fee based adviser programs some of which may
generate certain other payments described below).
L-12
The financial support payments Invesco Distributors Affiliates make may be calculated on sales
of shares of Invesco Funds (Sales-Based Payments), in which case the total amount of such payments
shall not exceed 0.25% (for non-Institutional Class shares) or 0.10% (for Institutional Class
shares) of the public offering price of all such shares sold by the financial adviser during the
particular period. Such payments also may be calculated on the average daily net assets of the
applicable Invesco Funds attributable to that particular financial adviser (Asset-Based Payments),
in which case the total amount of such cash payments shall not exceed 0.25% per annum of those
assets during a defined period. Sales-Based Payments primarily create incentives to make new
sales of shares of Invesco Funds and Asset-Based Payments primarily create incentives to retain
previously sold shares of Invesco Funds in investor accounts. Invesco Distributors Affiliates may
pay a financial adviser either or both Sales-Based Payments and Asset-Based Payments.
Sub-Accounting and Networking Support Payments.
Invesco Investment Services, an Invesco
Distributors Affiliate, acts as the transfer agent for the Invesco Funds, registering the transfer,
issuance and redemption of Invesco Fund shares, and disbursing dividends and other distributions to
Invesco Funds shareholders. However, many Invesco Fund shares are owned or held by financial
advisers, as that term is defined above, for the benefit of their customers. In those cases, the
Invesco Funds often do not maintain an account for the shareholder. Thus, some or all of the
transfer agency functions for these accounts are performed by the financial adviser. In these
situations, Invesco Distributors Affiliates may make payments to financial advisers that sell
Invesco Fund shares for certain transfer agency services, including record keeping and
sub-accounting shareholder accounts. Payments for these services typically do not exceed 0.25%
(for non-Institutional Class shares) or 0.10% (for Institutional Class shares) of average annual
assets of such share classes or $19 per annum per shareholder account (for non-Institutional Class
shares only). Invesco Distributors Affiliates also may make payments to certain financial advisers
that sell Invesco Fund shares in connection with client account maintenance support, statement
preparation and transaction processing. The types of payments that Invesco Distributors Affiliates
may make under this category include, among others, payment of networking fees of up to $12 per
shareholder account maintained on certain mutual fund trading systems.
All fees payable by Invesco Distributors Affiliates pursuant to a sub-transfer agency, omnibus
account service or sub-accounting agreement are charged back to the Invesco Funds, subject to
certain limitations approved by the Board of the Trust.
Other Cash Payments.
From time to time, Invesco Distributors Affiliates, at their expense and
out of their own resources, may provide additional compensation to financial advisers which sell or
arrange for the sale of shares of a Fund. Such compensation provided by Invesco Distributors
Affiliates may include payment of ticket charges per purchase or exchange order placed by a
financial adviser, one-time payments for ancillary services such as setting up funds on a financial
advisers mutual fund trading systems, financial assistance to financial advisers that enable
Invesco Distributors Affiliates to participate in and/or present at conferences or seminars, sales
or training programs for invited registered representatives and other employees, client
entertainment, client and investor events, and other financial adviser-sponsored events, and travel
expenses, including lodging incurred by registered representatives and other employees in
connection with client prospecting, retention and due diligence trips. Other compensation may be
offered to the extent not prohibited by state laws or any self-regulatory agency, such as the
Financial Industry Regulatory Authority (FINRA) (formerly, NASD, Inc.). Invesco Distributors
Affiliates make payments for entertainment events it deems appropriate, subject to Invesco
Distributors Affiliates guidelines and applicable law. These payments may vary depending upon the
nature of the event or the relationship.
Invesco Distributors Affiliates are motivated to make the payments described above because
they promote the sale of Invesco Fund shares and the retention of those investments by clients of
financial advisers. To the extent financial advisers sell more shares of Invesco Funds or retain
shares of Invesco Funds in their clients accounts, Invesco Distributors Affiliates benefit from
the incremental management and other fees paid to Invesco Distributors Affiliates by the Invesco
Funds with respect to those assets.
L-13
In certain cases these payments could be significant to the financial adviser. Your financial
adviser may charge you additional fees or commissions other than those disclosed in the prospectus.
You can ask your financial adviser about any payments it receives from Invesco Distributors
Affiliates or the Invesco Funds, as well as about fees and/or commissions it charges. You should
consult disclosures made by your financial adviser at the time of purchase.
Certain Financial Advisers that Receive One or More Types of Payments
1st Global Capital Corporation
1
st
Partners, Inc.
401k Exchange, Inc.
A G Edwards & Sons, Inc.
ADP Broker Dealer, Inc.
Advantage Capital Corporation
Advest Inc.
AIG Financial Advisors, Inc.
Allianz Life
Allstate
American Portfolios Financial Services Inc.
American Skandia Life Assurance Corporation
American United Life Insurance Company
Ameriprise Financial Services, Inc.
APS Financial Corporation
Ascensus
Associated Securities Corporation
AXA Advisors, LLC
The Bank of New York
Bank of America
Bank of Oklahoma
Barclays Capital, Inc.
Bear Stearns Securities Corp.
BOSC, Inc.
Branch Banking & Trust Company
Brown Brothers Harriman & Co.
Buck Kwasha Securities LLC
Cadaret Grant & Company, Inc.
Cambridge Investment Research, Inc.
Cantella & Co., Inc.
Cantor Fitzgerald & Co.
Centennial Bank
Charles Schwab
Chase Citibank, N.A.
Citigroup
Citistreet
Comerica Bank
Commerce Bank
Commonwealth Financial Network LPL
Community National Bank
Compass Bank
Compass Brokerage, Inc.
Contemporary Financial Solutions, Inc.
CPI Qualified Plan Consultants, Inc.
Credit Suisse Securities
CUNA Brokerage Services, Inc.
CUSO Financial Services, Inc.
D.A. Davidson & Company
Daily Access Corporation
Deutsche Bank Securities, Inc.
Diversified Investment Advisors
Dorsey & Company Inc.
Dow Jones & Company, Inc.
Edward Jones & Co.
Equity Services, Inc.
Expertplan
Fidelity
Fifth Third Bank
Fifth Third Securities, Inc.
Financial Data Services Inc.
Financial Network Investment Corporation
Financial Planning Association
Financial Services Corporation
Financial Services Institute
First Clearing Corp.
First Command
First Financial Equity Corp.
First Southwest Company
Frost Brokerage Services, Inc.
Frost National Bank
FSC Securities Corporation
Fund Management Trust Company
Fund Services Advisors, Inc.
Gardner Michael Capital, Inc.
GE Capital Life Insurance Company of New York
GE Life & Annuity Company
Genworth Financial
Glenbrook Life and Annuity Company
Goldman, Sachs & Co.
Great West Life
Guaranty Bank & Trust
Guardian
GunnAllen Financial
GWFS Equities, Inc.
Hare and Company
Hartford
H.D. Vest
Hewitt Financial Services
Hightower Securities, LLC
Hornor, Townsend & Kent, Inc.
Huntington Capital
Huntington National Bank
The Huntington Investment Company
ICMA Retirement Corporation
ING
Intersecurities, Inc.
INVEST Financial Corporation, Inc.
Investacorp, Inc.
Investment Centers of America, Inc.
Jackson National Life
Jefferson National Life Insurance Company
Jefferson Pilot Securities Corporation
J.M. Lummis Securities
JP Morgan
Kanaly Trust Company
Kemper
LaSalle Bank
Lincoln Financial
Lincoln Investment Planning
Loop Capital Markets, LLC
LPL Financial
M & T Securities, Inc.
M M L Investors Services, Inc.
Marshall & Ilsley Trust Co., N.A.
Mass Mutual
Matrix
Mellon Bank N.A.
Mellon Financial
Mellon Financial Markets
Mercer Trust Company
Merrill Lynch
Metlife
Metropolitan Life
Meyer Financial Group, Inc.
Minnesota Life
Money Concepts
Money Counts, Inc.
Morgan Keegan & Company, Inc.
Morgan Stanley
MSCS Financial Services, LLC
Multi-Financial Securities Corporation
Municipal Capital Markets Group, Inc.
Mutual Service Corporation
Mutual Services, Inc.
N F P Securities, Inc.
NatCity Investments, Inc.
National Financial
National Planning Corporation
L-14
National Planning Holdings
National Retirement Partners Inc.
Nationwide
New York Life
Next Financial
NFP Securities Inc.
Northeast Securities, Inc.
Northwestern Mutual Investment Services
OneAmerica
Oppenheimer
Pacific Life
Penn Mutual
Penson Financial Services
Pershing
PFS Investments
Phoenix Life Insurance Company
Piper Jaffray
Plains Capital Bank
Planco
PNC
Primevest Financial Services, Inc.
Princeton Retirement Group, Inc.
Principal Financial
Principal Life
Proequities, Inc.
Prudential
R B C Dain Rauscher, Inc.
RBC Wealth Management
Raymond James
Retirement Plan Advisory Group
Ridge Clearing
Riversource
Robert W. Baird & Co.
Ross Sinclair & Associates LLC
Royal Alliance Associates
Riversource (Ameriprise)
RSBCO
S I I Investments, Inc.
Salomon Smith Barney
Sanders Morris Harris
SCF Securities, Inc.
Scott & Stringfellow, Inc.
Securities America, Inc.
Security Distributors, Inc.
Sentra Securities
Silverton Capital, Corp.
Simmons First Investment Group, Inc.
Smith Barney Inc.
Smith Hayes Financial Services
Southwest Securities
Sovereign Bank
Spelman & Company
State Farm
State Street Bank & Trust Company
Stifel Nicolaus & Company
SunAmerica Securities, Inc.
SunGard
Sun Life
Sun Trust
SunTrust Robinson Humphrey
SWS Financial Services, Inc.
Symetra Investment Services Inc.
TD Ameritrade
The (Wilson) William Financial Group
TFS Securities, Inc.
Transamerica
Treasury Curve
Treasury Strategies
T Rowe Price
Trust Management Network, LLC
U.S. Bancorp
UBS Financial Services Inc.
UMB Financial Services, Inc.
Union Bank
Union Bank of California, N.A.
Union Central
United Planners Financial
US Bancorp
US Bank
U.S. Bank, N.A.
UVEST
Vanguard Brokerage Services
Vanguard Marketing Corp.
V S R Financial Services, Inc.
VALIC Financial Advisors, Inc.
vFinance Investments, Inc.
Vining Sparks IBG, LP
Wachovia Capital Markets, LLC
Wachovia
Wadsworth Investment Co., Inc.
Waterstone Financial Group, Inc.
Wells Fargo
Woodbury Financial Services, Inc.
Zions First National Bank
L-15
Purchases of Class B Shares
Class B shares are sold at net asset value, and are not subject to an initial sales charge;
but investors may pay a CDSC if they redeem their shares within a specified number of years after
purchase. See the Prospectus for additional information regarding contingent deferred sales
charges. Invesco Distributors may pay sales commissions to dealers and institutions who sell Class
B shares of the Invesco Funds at the time of such sales. Payments are equal to 4.00% of the
purchase price, which generally consist of a sales commission equal to 3.75% plus an advance of the
first year service fee of 0.25%.
Purchases of Class C Shares
Class C shares are sold at net asset value, and are not subject to an initial sales charge.
Investors in Class C shares may pay a CDSC if they redeem their shares within the first year after
purchase (no CDSC applies to Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond
Fund unless you exchange shares of another Invesco Fund that are subject to a CDSC into Invesco
LIBOR Alpha Fund or Invesco Short Term Bond Fund). See the Prospectus for additional information
regarding this CDSC. Invesco Distributors may pay sales commissions to dealers and institutions
who sell Class C shares of the Invesco Funds (except for Class C shares of Invesco LIBOR Alpha Fund
and Invesco Short Term Bond Fund) at the time of such sales. Payments with respect to Invesco
Funds other than Invesco Floating Rate Fund will equal 1.00% of the purchase price and will consist
of a sales commission of 0.75% plus an advance of the first year service fee of 0.25%. Payments
with respect to Invesco Floating Rate Fund will equal 0.75% of the purchase price and will consist
of a sales commission of 0.50% plus an advance of the first year service fee of 0.25%. These
commissions are not paid on sales to investors exempt from the CDSC, including shareholders of
record of AIM Advisor Funds, Inc. on April 30, 1995, who purchase additional shares in any of the
Invesco Funds on or after May 1, 1995, and in circumstances where Invesco Distributors grants an
exemption on particular transactions.
Payments with Regard to Converted Class K Shares
For Class A shares acquired by a former Class K shareholder (i) as a result of a fund merger;
or (ii) as a result of the conversion of Class K shares into Class A shares on October 21, 2005,
Invesco Distributors will pay financial intermediaries 0.45% on such Class A shares as follows:
(i) 0.25% from the Class A shares Rule 12b-1 plan fees; and (ii) 0.20% from Invesco Distributors
own resources provided that, on an annualized basis for 2005 as of October 21, 2005, the 0.20%
exceeds $2,000 per year.
Purchase and Redemption of Class P Shares
Certain former investors in the AIM Summit Plans I and II may acquire Class P shares at net
asset value. Please see Invesco Summit Funds Prospectus for details.
Purchases of Class R Shares
Class R shares are sold at net asset value, and are not subject to an initial sales charge.
For purchases of Class R shares of Category I, II or IV Funds, Invesco Distributors may make the
following payments to dealers of record provided that the applicable dealer of record is able to
establish that the purchase of Class R shares is a new investment or a rollover from a retirement
plan in which an Invesco Fund was offered as an investment option:
L-16
Percent of Cumulative Purchases
0.75% of the first $5 million
plus 0.50% of amounts in excess of $5 million
With regard to any individual purchase of Class R shares, Invesco Distributors may make
payment to the dealer of record based on the cumulative total of purchases made by the same plan
over the life of the plans account(s).
Purchases of Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a
systematic contractual investment plan redemption within the 12-months prior to purchasing Class S
shares, and who purchase through an approved financial intermediary that has an agreement with the
distributor to sell Class S shares. Class S Shares are not otherwise sold to members of the general
public. An investor purchasing Class S shares will not pay an initial sales charge. The investor
will no longer be eligible to purchase additional Class S shares at that point where the value of
the contributions to the prior systematic contractual investment plan combined with the subsequent
Class S share contributions equals the face amount of what would have been the investors
systematic contractual investment plan under the 30-year investment option. The face amount of a
systematic contractual investment plan is the combined total of all scheduled monthly investments
under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would
have been $36,000.00 under the 30-year extended investment option. Class S shares have a 12b-1 fee
of 0.15%.
Purchases of Class Y Shares
Class Y shares are sold at net asset value, and are not subject to an initial sales charge or
to a CDSC. Please refer to the Prospectus for more information.
Purchases of Investor Class Shares
Investor Class shares are sold at net asset value, and are not subject to an initial sales
charge or to a CDSC. Invesco Distributors may pay dealers and institutions an annual service fee
of 0.25% of average daily net assets and such payments will commence immediately. The Investor
Class is closed to new investors.
Purchases of Institutional Class Shares
Institutional Class shares are sold at net asset value, and are not subject to an initial
sales charge or to a CDSC. Please refer to the Institutional Class Prospectus for more
information.
Exchanges
Terms and Conditions of Exchanges
.
Normally, shares of an Invesco Fund to be acquired by
exchange are purchased at their net asset value or applicable offering price, as the case may be,
determined on the date that such request is received, but under unusual market conditions such
purchases may be delayed for up to five business days if it is determined that a fund would be
materially disadvantaged by an immediate transfer of the proceeds of the exchange. If a
shareholder is exchanging into a Fund paying daily dividends, and the release of the exchange
proceeds is delayed for the foregoing five-day period, such shareholder will not begin to accrue
dividends until the sixth business day after the exchange.
L-17
Redemptions
General
.
Shares of the Invesco Funds may be redeemed directly through Invesco Distributors or
through any dealer who has entered into an agreement with Invesco Distributors. In addition to the
Funds obligation to redeem shares, Invesco Distributors may also repurchase shares as an
accommodation to shareholders. To effect a repurchase, those dealers who have executed Selected
Dealer Agreements with Invesco Distributors must phone orders to the order desk of the Funds at
(800) 959-4246 and guarantee delivery of all required documents in good order. A repurchase is
effected at the net asset value per share of the applicable Fund next determined after the
repurchase order is received in good order. Such an arrangement is subject to timely receipt by
Invesco Investment Services, the Funds transfer agent, of all required documents in good order.
If such documents are not received within a reasonable time after the order is placed, the order is
subject to cancellation. While there is no charge imposed by a Fund or by Invesco Distributors
(other than any applicable contingent deferred sales charge and any applicable redemption fee) when
shares are redeemed or repurchased, dealers may charge a fair service fee for handling the
transaction.
Suspension of Redemptions
.
The right of redemption may be suspended or the date of payment
postponed when (a) trading on the New York Stock Exchange (NYSE) is restricted, as determined by
applicable rules and regulations of the SEC, (b) the NYSE is closed for other than customary
weekend and holiday closings, (c) the SEC has by order permitted such suspension, or (d) an
emergency as determined by the SEC exists making disposition of portfolio securities or the
valuation of the net assets of Fund not reasonably practicable. With respect to the Invesco Money
Market Fund, in the event that the Board of Trustees, including a majority of Trustees who are not
interested persons of the trust as defined in the 1940 Act, determines that the extent of the
deviation between the Funds amortized cost per share and its current net asset value per share
calculated using available market quotations (or an appropriate substitute that reflects current
market conditions) may result in material dilution or other unfair results to the Funds investors
or existing shareholders, and irrevocably has approved the liquidation of the Fund, the Board of
Trustees has the authority to suspend redemptions of the Fund shares. In addition, with respect to
the Invesco Money Market Fund and the Invesco Tax-Exempt Cash Fund, in the event that the Board of
the Trustees, including a majority of trustees who are not interested persons of the Fund as
defined in the Investment Company Act of 1940, determines that the extent of the deviation between
the Funds amortized cost per share and its current net asset value per share calculated using
available market quotations (or an appropriate substitute that reflects current market conditions)
may result in material dilution or other unfair results to the Funds investors or existing
shareholders, and irrevocably has approved the liquidation of the Fund, the Funds Board of
Trustees has the authority to suspend redemptions of the Funds shares
Systematic Redemption Plan.
A Systematic Redemption Plan permits a shareholder of an Invesco
Fund to withdraw on a regular basis at least $50 per withdrawal. At the time the withdrawal plan
is established, the total account value must be $5,000 or more. Under a Systematic Redemption Plan,
all shares are to be held by Invesco Investment Services. To provide funds for payments made under
the Systematic Redemption Plan, Invesco Investment Services redeems sufficient full and fractional
shares at their net asset value in effect at the time of each such redemption.
Payments under a Systematic Redemption Plan constitute taxable events. Because such payments
are funded by the redemption of shares, they may result in a return of capital and in capital gains
or losses, rather than in ordinary income. Also because sales charges are imposed on additional
purchases of Class A shares, it is disadvantageous to effect such purchases while a Systematic
Redemption Plan is in effect.
Each Invesco Fund bears its share of the cost of operating the Systematic Redemption Plan.
Contingent Deferred Sales Charges Imposed upon Redemption of Shares
A CDSC may be imposed upon the redemption of Large Purchases of Class A shares of Category I,
II and IV Funds, upon the redemption of Class B shares or Class C shares (no CDSC applies
L-18
to Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you exchange
shares of another Invesco Fund that are subject to a CDSC into Invesco LIBOR Alpha Fund or Invesco
Short Term Bond Fund). (In addition, no CDSC applies to Class A2 shares.) See the Prospectus for
additional information regarding CDSCs.
Contingent Deferred Sales Charge Exceptions for Large Purchases of Class A Shares
.
An
investor who has made a Large Purchase of Class A shares of a Category I, II or IV Fund, will not
be subject to a CDSC upon the redemption of those shares in the following situations:
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Redemptions of shares of Category I, II or IV Funds held more than 18 months;
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Redemptions of shares held by retirement plans, maintained pursuant to Sections 403
(only if the employer or plan sponsor is a tax-exempt organization operated pursuant to
Section 501(c)(3) of the Code), 401 or 457 of the Code, in cases where (i) the plan has
remained invested in Class A shares of a Fund for at least 12 months, or (ii) the
redemption is not a complete redemption of shares held by the plan;
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Redemptions of shares by the investor where the investors dealer waives the amounts
otherwise payable to it by the distributor and notifies the distributor prior to the
time of investment;
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Minimum required distributions made in connection with an IRA, Keogh Plan or
custodial account under Section 403(b) of the Code or other retirement plan following
attainment of age 70
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;
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Redemptions following the death or post-purchase disability of (i) any registered
shareholders on an account or (ii) a settlor of a living trust, of shares held in the
account at the time of death or initial determination of post-purchase disability,
provided that shares have not been commingled with shares that are subject to CDSC; and
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Amounts from a monthly, quarterly or annual Systematic Redemption Plan of up to an
annual amount of 12% of the account value on a per fund basis provided the investor
reinvests his dividends. At the time the withdrawal plan is established, the total
account value must be $5,000 or more.
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Contingent Deferred Sales Charge Exceptions for Class B and C Shares
.
CDSCs will not apply to
the following redemptions of Class B or Class C shares, as applicable:
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Additional purchases of Class C shares of Invesco International Core Equity Fund and
Invesco Real Estate Fund by shareholders of record on April 30, 1995, of AIM
International Value Fund, predecessor to Invesco International Core Equity Fund, and
Invesco Real Estate Fund, except that shareholders whose broker-dealers maintain a
single omnibus account with Invesco Investment Services on behalf of those
shareholders, perform sub-accounting functions with respect to those shareholders, and
are unable to segregate shareholders of record prior to April 30, 1995, from
shareholders whose accounts were opened after that date will be subject to a CDSC on
all purchases made after March 1, 1996;
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Redemptions following the death or post-purchase disability of (1) any registered
shareholders on an account or (2) a settlor of a living trust, of shares held in the
account at the time of death or initial determination of post-purchase disability,
provided that shares have not been commingled with shares that are subject to CDSC;
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Certain distributions from individual retirement accounts, Section 403(b) retirement
plans, Section 457 deferred compensation plans and Section 401 qualified plans, where
redemptions result from (i) required minimum distributions to plan participants or
beneficiaries who are age 70
1
/
2
or older, and only with respect to that portion of such
distributions that does not exceed 12% annually of the participants or beneficiarys
account value in a particular Fund; (ii) in kind transfers of assets where the
participant or beneficiary notifies the distributor of the transfer no later than the
time the transfer occurs; (iii) tax-free rollovers or transfers of assets to another
plan of the type described above invested in Class B or Class C shares of one or more
of the Funds; (iv) tax-free returns of excess contributions or returns of excess
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L-19
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deferral amounts; and (v) distributions on the death or disability (as defined in the
Code) of the participant or beneficiary;
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Amounts from a monthly or quarterly Systematic Redemption Plan of up to an annual
amount of 12% of the account value on a per fund basis provided the investor reinvests
his dividends. At the time the withdrawal plan is established, the total account value
must be $5,000 or more;
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Liquidation initiated by the Fund when the account value falls below the minimum
required account size of $500; and
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Investment account(s) of Invesco and its affiliates.
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CDSCs will not apply to the following redemptions of Class C shares:
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A total or partial redemption of shares where the investors dealer of record
notifies the distributor prior to the time of investment that the dealer would waive
the upfront payment otherwise payable to him;
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Redemption of shares held by retirement plans, maintained pursuant to Sections 403
(only if the employer or plan sponsor is a tax-exempt organization operated pursuant to
Section 501(c)(3) of the Code), 401 or 457 of the Code, in cases where (i) the plan has
remained invested in Class C shares of a Fund for at least 12 months, or (ii) the
redemption is not a complete redemption of all Class C shares held by the plan; and
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Redemptions of Class C shares of a Fund other than Invesco LIBOR Alpha Fund or
Invesco Short Term Bond Fund if you received such Class C shares by exchanging Class C
shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund.
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General Information Regarding Purchases, Exchanges and Redemptions
Good Order.
Purchase, exchange and redemption orders must be received in good order in
accordance with Invesco Investment Services policy and procedures and U.S. regulations. Invesco
Investment Services reserves the right to refuse transactions. Transactions not in good order will
not be processed and once brought into good order, will receive the current price. To be in good
order, an investor or financial intermediary must supply Invesco Investment Services with all
required information and documentation, including signature guarantees when required. In addition,
if a purchase of shares is made by check, the check must be received in good order. This means
that the check must be properly completed and signed, and legible to Invesco Investment Services in
its sole discretion. If a check used to purchase shares does not clear, or if any investment order
must be canceled due to nonpayment, the investor will be responsible for any resulting loss.
Authorized Agents.
Invesco Investment Services and Invesco Distributors may authorize agents
to accept purchase and redemption orders that are in good order on behalf of the Invesco Funds. In
certain cases, these authorized agents are authorized to designate other intermediaries to accept
purchase and redemption orders on a Funds behalf. The Fund will be deemed to have received the
purchase or redemption order when the Funds authorized agent or its designee accepts the order.
The order will be priced at the net asset value next determined after the order is accepted by the
Funds authorized agent or its designee.
Signature Guarantees
.
In addition to those circumstances listed in the Shareholder
Information section of each Funds prospectus, signature guarantees are required in the following
situations: (1) requests to transfer the registration of shares to another owner; (2) telephone
exchange and telephone redemption authorization forms; (3) changes in previously designated wiring
or electronic funds transfer instructions; (4) written redemptions or exchanges of shares held in
certificate form previously reported to Invesco as lost, whether or not the redemption amount is
under $250,000 or the proceeds are to be sent to the address of record; and (5) requests to redeem
accounts where the proceeds are over $250,000 or the proceeds are to be sent to an address or a
bank other than the address or bank of record. Invesco Funds may waive or modify any signature
guarantee requirements at any time.
L-20
Acceptable guarantors include banks, broker-dealers, credit unions, national securities
exchanges, savings associations and any other organization, provided that such institution or
organization qualifies as an eligible guarantor institution as that term is defined in rules
adopted by the SEC, and further provided that such guarantor institution is listed in one of the
reference guides contained in Invesco Investment Services current Signature Guarantee Standards
and Procedures, such as certain domestic banks, credit unions, securities dealers, or securities
exchanges. Notary public signatures are not an acceptable replacement for a signature guarantee.
Invesco Investment Services will also accept signatures with either: (1) a signature guaranteed
with a medallion stamp of the STAMP Program, or (2) a signature guaranteed with a medallion stamp
of the NYSE Medallion Signature Program, provided that in either event, the amount of the total
transaction involved does not exceed the surety coverage amount indicated on the medallion. For
information regarding whether a particular institution or organization qualifies as an eligible
guarantor institution and to determine how to fulfill a signature guarantee requirement, an
investor should contact the Client Services Department of Invesco Investment Services.
Transactions by Telephone
.
By signing an account application form, an investor agrees that
Invesco Investment Services may surrender for redemption any and all shares held by Invesco
Investment Services in the designated account(s), or in any other account with any of the Invesco
Funds, present or future, which has the identical registration as the designated account(s).
Invesco Investment Services and Invesco Distributors are thereby authorized and directed to accept
and act upon any telephone redemptions of shares held in any of the account(s) listed, from any
person who requests the redemption proceeds to be applied to purchase shares in any one or more of
the Invesco Funds, provided that such Fund is available for sale and provided that the
registration and mailing address of the shares to be purchased are identical to the registration of
the shares being redeemed. An investor acknowledges by signing the form that he understands and
agrees that Invesco Investment Services and Invesco Distributors may not be liable for any loss,
expense or cost arising out of any telephone exchange requests effected in accordance with the
authorization set forth in these instructions if they reasonably believe such request to be
genuine, but may in certain cases be liable for losses due to unauthorized or fraudulent
transactions. Procedures for verification of telephone transactions may include recordings of
telephone transactions (maintained for six months), requests for confirmation of the shareholders
Social Security Number and current address, and mailings of confirmations promptly after the
transactions. Invesco Investment Services reserves the right to modify or terminate the telephone
exchange privilege at any time without notice. An investor may elect not to have this privilege by
marking the appropriate box on the application. Then any exchanges must be effected in writing by
the investor.
Internet Transactions
.
An investor may effect transactions in his account through the
internet by establishing a Personal Identification Number (PIN). By establishing a PIN the
investor acknowledges and agrees that neither Invesco Investment Services nor Invesco Distributors
will be liable for any loss, expense or cost arising out of any internet transaction effected by
them in accordance with any instructions submitted by a user who transmits the PIN as
authentication of his or her identity. Procedures for verification of internet transactions
include requests for confirmation of the shareholders personal identification number and mailing
of confirmations promptly after the transactions. The investor also acknowledges that the ability
to effect internet transactions may be terminated at any time by the Invesco Funds. Policies for
processing transactions via the Internet may differ from policies for transactions via telephone
due to system settings.
Abandoned Property.
It is the responsibility of the investor to ensure that Invesco
Investment Services maintains a correct address for his account(s). An incorrect address may cause
an investors account statements and other mailings to be returned to Invesco Investment Services.
Upon receiving returned mail, Invesco Investment Services will attempt to locate the investor or
rightful owner of the account. If Invesco Investment Services is unable to locate the investor,
then it will determine whether the investors account has legally been abandoned. Invesco
Investment Services is legally obligated to escheat (or transfer) abandoned property to the
appropriate states unclaimed property administrator in accordance with statutory requirements.
The investors last known address of record determines which state has jurisdiction.
L-21
Retirement Plans Sponsored by Invesco Distributors.
Invesco Distributors acts as the
prototype sponsor for certain types of retirement plan documents. These plan documents are
generally available to anyone wishing to invest plan assets in the Funds. These documents are
provided subject to terms, conditions and fees that vary by plan type. Contact your financial
adviser or other intermediary for details.
Miscellaneous Fees.
In certain circumstances, the intermediary maintaining the shareholder
account through which your Fund shares are held may assess various fees related to the maintenance
of that account, such as:
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an annual custodial fee on accounts where Invesco Distributors acts as the prototype
sponsor;
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|
expedited mailing fees in response to overnight redemption requests; and
|
|
|
|
|
|
|
copying and mailing charges in response to requests for duplicate statements.
|
|
Please consult with your intermediary for further details concerning any applicable fees.
Institutional Class Shares
Before the initial purchase of shares, an investor must submit a completed account application
to his financial intermediary, who should forward the application to Invesco Investment Services,
Inc. at P.O. Box 4739, Houston, Texas 77210-4739. An investor may change information in his
account application by submitting written changes or a new account application to his intermediary
or to Invesco Investment Services.
Purchase and redemption orders must be received in good order. To be in good order, the
financial intermediary must give Invesco Investment Services all required information and
documentation with respect to the investor. If the intermediary fails to deliver the investors
payment on the required settlement date, the intermediary must reimburse the Fund for any overdraft
charges incurred.
A financial intermediary may submit a written request to Invesco Investment Services for
correction of transactions involving Fund shares. If Invesco Investment Services agrees to correct
a transaction, and the correction requires a dividend adjustment, the intermediary must agree in
writing to reimburse the Fund for any resulting loss.
An investor may terminate his relationship with an intermediary and become the shareholder of
record on his account. However, until the investor establishes a relationship with an
intermediary, the investor will not be able to purchase additional shares of the Fund, except
through the reinvestment of distributions.
Generally payment for redeemed shares is made by Federal Reserve wire to the account
designated in the investors account application. By providing written notice to his financial
intermediary or to Invesco Investments Services, an investor may change the account designated to
receive redemption proceeds. Invesco Investment Services may request additional documentation.
Invesco Investment Services may request that an intermediary maintain separate master accounts
in the Fund for shares held by the intermediary (a) for its own account, for the account of other
institutions and for accounts for which the intermediary acts as a fiduciary; and (b) for accounts
for which the intermediary acts in some other capacity.
Offering Price
The following formula may be used to determine the public offering price per Class A share of
an investors investment:
L-22
Net Asset Value / (1 Sales Charge as % of Offering Price) = Offering Price. For example, at
the close of business on October 30, 2009, Invesco Balanced Risk Allocation Fund Class A
shares had a net asset value per share of $10.72. The offering price, assuming an initial sales
charge of 5.50%, therefore was $11.34.
Institutional Class shares of the Invesco Funds are offered at net asset value.
Calculation of Net Asset Value
Each Invesco Fund determines its net asset value per share once daily as of the close of the
customary trading session of the NYSE on each business day of the Invesco Fund. In the event the
NYSE closes early on a particular day, each Invesco Fund determines its net asset value per share
as of the close of the NYSE on such day. Futures contracts may be valued at the final settlement
price set by an exchange on which they are principally traded. Listed options are valued at the
mean between the last bid and ask prices from the exchange on which they are principally traded.
Options not listed on an exchange are valued by an independent source at the mean between the last
bid and ask prices. The Invesco Funds determine net asset value per share by dividing the value of
an Invesco Funds securities, cash and other assets (including interest accrued but not collected)
attributable to a particular class, less all its liabilities (including accrued expenses and
dividends payable) attributable to that class, by the total number of shares outstanding of that
class. Determination of an Invesco Funds net asset value per share is made in accordance with
generally accepted accounting principles. Generally, the portfolio securities for non-money market
funds are recorded in the NAV no later than trade date plus one, except on fiscal quarter ends,
such securities are recorded on trade date. For money market funds, portfolio securities are
recorded in the NAV on trade date. The net asset value for shareholder transactions may be
different than the net asset value reported in the Invesco Funds financial statement due to
adjustments required by generally accepted accounting principles made to the net asset value of the
Invesco Fund at period end.
A security listed or traded on an exchange (excluding convertible bonds) held by an Invesco
Fund is valued at its last sales price or official closing price on the exchange where the security
is principally traded or, lacking any sales or official closing price on a particular day, the
security may be valued at the closing bid price on that day. Each equity security traded in the
over-the-counter market is valued on the basis of prices furnished by independent pricing services
vendors or market makers. Debt securities (including convertible bonds) and unlisted equities are
fair valued using an evaluated quote provided by an independent pricing vendor. Evaluated quotes
provided by the pricing vendor may be determined without exclusive reliance on quoted prices, and
may reflect appropriate factors such as institution-size trading in similar groups of securities,
developments related to special securities, dividend rate, yield, quality, coupon rate, maturity,
type of issue, individual trading characteristics and other market data. Securities for which
market prices are not provided by any of the above methods may be valued based upon quotes
furnished by independent sources and are valued at the last bid price in the case of equity
securities and Corporate Loans and in the case of debt obligations (excluding Corporate Loans), the
mean between the last bid and ask prices. Senior secured floating rate loans and senior secured
floating rate debt securities are fair valued using an evaluated quote provided by an independent
pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors
such as ratings, tranche type, industry, company performance, spread, individual trading
characteristics, institution-size trading in similar groups of securities and other market data.
Investments in open-end and closed-end registered investment companies that do not trade on an
exchange are valued at the end of day net asset value per share.
Short-term investments (including commercial paper) are valued at amortized cost when the
security has 60 days or less to maturity.
Generally, trading in corporate bonds, U.S. Government securities and money market instruments
is substantially completed each day prior to the close of the customary trading session of the
NYSE. The values of such securities used in computing the net asset value of an Invesco Funds
shares are determined at such times. Occasionally, events affecting the values of such securities
may occur
L-23
between the times at which such values are determined and the close of the customary trading
session of the NYSE. If Invesco believes a development/event has actually caused a closing price
to no longer reflect current market value, the closing price may be adjusted to reflect the fair
value of the affected security as of the close of the NYSE as determined in good faith using
procedures approved by the Board.
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close
of the NYSE. If market quotations are available and reliable for foreign exchange traded equity
securities, the securities will be valued at the market quotations. Because trading hours for
certain foreign securities end before the close of the NYSE, closing market quotations may become
unreliable. If between the time trading ends on a particular security and the close of the
customary trading session on the NYSE, events occur that are significant and may make the closing
price unreliable, the Invesco Fund may fair value the security. If an issuer specific event has
occurred that Invesco determines, in its judgment, is likely to have affected the closing price of
a foreign security, it will price the security at fair value in good faith using procedures
approved by the Board. Adjustments to closing prices to reflect fair value may also be based on a
screening process from a pricing vendor to indicate the degree of certainty, based on historical
data, that the closing price in the principal market where a foreign security trades is not the
current market value as of the close of the NYSE. For foreign securities where Invesco believes,
at the approved degree of certainty, that the price is not reflective of current market value,
Invesco will use the indication of fair value from the pricing vendor to determine the fair value
of the security. The pricing vendor, pricing methodology or degree of certainty may change from
time to time. Multiple factors may be considered by the pricing vendor in determining adjustments
to reflect fair value and may include information relating to sector indices, ADRs, domestic and
foreign index futures, and exchange-traded funds.
Invesco Fund securities primarily traded in foreign markets may be traded in such markets on
days that are not business days of the Invesco Fund. Because the net asset value per share of each
Invesco Fund is determined only on business days of the Invesco Fund, the value of the portfolio
securities of an Invesco Fund that invests in foreign securities may change on days when an
investor cannot exchange or redeem shares of the Invesco Fund.
Securities for which market quotations are not available or are unreliable are valued at fair
value as determined in good faith by or under the supervision of the Trusts officers in accordance
with procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask
quotes of brokers and information providers and other market data may be reviewed in the course of
making a good faith determination of a securitys fair value.
Redemptions in Kind
Although the Invesco Funds generally intend to pay redemption proceeds solely in cash, the
Invesco Funds reserve the right to determine, in their sole discretion, whether to satisfy
redemption requests by making payment in securities or other property (known as a redemption in
kind). For instance, an Invesco Fund may make a redemption in kind if a cash redemption would
disrupt its operations or performance. Securities that will be delivered as payment in redemptions
in kind will be valued using the same methodologies that the Invesco Fund typically utilizes in
valuing such securities. Shareholders receiving such securities are likely to incur transaction
and brokerage costs on their subsequent sales of such securities, and the securities may increase
or decrease in value until the shareholder sells them. The Trust, on behalf of the Invesco Funds
made an election under Rule 18f-1 under the 1940 Act (a Rule 18f-1 Election) and therefore, the
Trust, on behalf of an Invesco Fund, is obligated to redeem for cash all shares presented to such
Invesco Fund for redemption by any one shareholder in an amount up to the lesser of $250,000 or 1%
of that Invesco Funds net assets in any 90-day period. The Rule 18f-1 Election is irrevocable
while Rule 18f-1 under the 1940 Act is in effect unless the SEC by order permits withdrawal of such
Rule 18f-1 Election.
L-24
Backup Withholding
Accounts submitted without a correct, certified taxpayer identification number (TIN) or,
alternatively, a correctly completed and currently effective Internal Revenue Service (IRS) Form
W-8 (for non-resident aliens) or Form W-9 (for U.S. persons including resident aliens) accompanying
the registration information will generally be subject to backup withholding.
Each Invesco Fund, and other payers, generally must withhold, 28% of reportable dividends
(whether paid in cash or reinvested in additional Invesco Fund shares), including exempt-interest
dividends, in the case of any shareholder who fails to provide the Invesco Fund with a TIN and a
certification that he is not subject to backup withholding.
An investor is subject to backup withholding if:
|
|
1.
|
|
the investor fails to furnish a correct TIN to the Invesco Fund;
|
|
|
|
|
2.
|
|
the IRS notifies the Invesco Fund that the investor furnished an incorrect TIN;
|
|
|
|
|
3.
|
|
the investor or the Invesco Fund is notified by the IRS that the investor is
subject to backup withholding because the investor failed to report all of the interest
and dividends on such investors tax return (for reportable interest and dividends
only);
|
|
|
|
|
4.
|
|
the investor fails to certify to the Invesco Fund that the investor is not
subject to backup withholding under (3) above (for reportable interest and dividend
accounts opened after 1983 only); or
|
|
|
|
|
5.
|
|
the investor does not certify his TIN. This applies only to non-exempt mutual
fund accounts opened after 1983.
|
|
Interest and dividend payments are subject to backup withholding in all five situations
discussed above. Redemption proceeds are subject to backup withholding only if (1), (2) or (5)
above applies.
Certain payees and payments are exempt from backup withholding and information reporting.
Invesco or Invesco Investment Services will not provide Form 1099 to those payees.
Investors should contact the IRS if they have any questions concerning withholding.
IRS Penalties
Investors who do not supply the Invesco Funds with a correct TIN will be
subject to a $50 penalty imposed by the IRS unless such failure is due to reasonable cause and not
willful neglect. If an investor falsifies information on this form or makes any other false
statement resulting in no backup withholding on an account which should be subject to backup
withholding, such investor may be subject to a $500 penalty imposed by the IRS and to certain
criminal penalties including fines and/or imprisonment.
Nonresident Aliens
Nonresident alien individuals and foreign entities with a valid Form W-8
are not subject to the backup withholding previously discussed. The Form W-8 generally remains in
effect for a period starting on the date the Form is signed and ending on the last day of the third
succeeding calendar year. Such shareholders may, however, be subject to federal income tax
withholding at a 30% rate on ordinary income dividends and other distributions. Under applicable
treaty law, residents of treaty countries may qualify for a reduced rate of withholding or a
withholding exemption. Nonresident alien individuals and some foreign entities failing to provide
a valid Form W-8 may be subject to backup withholding and Form 1099 reporting.
L-25
APPENDIX M
AMOUNTS PAID PURSUANT TO DISTRIBUTION PLANS
The following information is that of the predecessor funds and their service provider who are
no longer providing services to the Fund.
For the fiscal year ended in 2009 or 2010, as applicable (the fiscal year end of each Fund is
indicated in parentheses following each Funds name), shares of the predecessor funds of the
following Funds accrued amounts payable under the predecessor funds distribution plan as follows:
|
|
|
|
|
|
|
|
Compensation
|
|
|
accrued for the fiscal
|
|
|
year ended in 2009 or
|
Fund Name
|
|
2010, as applicable.
|
Invesco Alternative Opportunities Fund (7/31/09)
|
|
|
|
|
Class A
|
|
$
|
2,971
|
|
Class C
|
|
$
|
19,550
|
|
Class R
|
|
$
|
397
|
|
Class A (predecessor fund Class W)
|
|
$
|
281
|
|
Invesco Commodities Strategy Fund (7/31/09)
|
|
|
|
|
Class A
|
|
$
|
10,678
|
|
Class C
|
|
$
|
28,302
|
|
Class R
|
|
$
|
465
|
|
Class A (predecessor fund Class W)
|
|
$
|
210
|
|
Invesco FX Alpha Plus Strategy Fund (10/31/09)
|
|
|
|
|
Class A
|
|
$
|
110,919
|
|
Class C
|
|
$
|
420,416
|
|
Class R
|
|
$
|
476
|
|
Class A (predecessor fund Class W)
|
|
$
|
3,536
|
|
Invesco FX Alpha Strategy Fund (10/31/09)
|
|
|
|
|
Class A
|
|
$
|
35,186
|
|
Class C
|
|
$
|
93,456
|
|
Class R
|
|
$
|
492
|
|
Class A (predecessor fund Class W)
|
|
$
|
415
|
|
Invesco Global Advantage Fund (5/31/10)
|
|
|
|
|
Class A
|
|
$
|
281,814
|
|
Class B
|
|
$
|
58,376
|
|
Class C
|
|
$
|
131,341
|
|
Invesco Global Dividend Growth Securities Fund (3/31/10)
|
|
|
|
|
Class A
|
|
$
|
814,170
|
|
Class B
|
|
$
|
201,067
|
|
Class C
|
|
$
|
75,855
|
|
Invesco Health Sciences Fund (7/31/09)
|
|
|
|
|
Class A
|
|
$
|
289,061
|
|
Class B
|
|
$
|
506,664
|
|
Class C
|
|
$
|
88,206
|
|
Invesco Pacific Growth Fund (10/31/09)
|
|
|
|
|
Class A
|
|
$
|
231,370
|
|
Class B
|
|
$
|
111,755
|
|
Class C
|
|
$
|
47,609
|
|
Class R
|
|
$
|
348
|
|
Class A (predecessor fund Class W)
|
|
$
|
252
|
|
|
M-1
The following table describes the shareholder servicing fees paid by the predecessor fund of
Invesco International Growth Equity Fund with respect to Class A shares (predecessor fund Class P
shares) pursuant to its distribution plan and the distribution-related expenses for the predecessor
fund of Invesco International Growth Equity Fund with respect to Class A shares (predecessor fund
Class P shares) for the fiscal year ended December 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
Shareholder
|
|
Shareholder
|
|
|
servicing
|
|
Servicing
|
Fund Name
|
|
Fees Paid
|
|
Expenses
|
|
|
|
Invesco International Growth Equity Fund
|
|
$
|
340
|
|
|
$
|
149
|
|
For the fiscal year ended in 2009 (the fiscal year end of each Fund is indicated in
parentheses following each Funds name), the distributor of the predecessor funds of the following
Funds received the aggregate fees under the distribution plan as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of
|
|
Commissions
|
|
Servicing and
|
|
|
Aggregate
|
|
Average Daily
|
|
& Transaction
|
|
Administering
|
Fund Name
|
|
Fees
|
|
Net Assets
|
|
Fees
|
|
Plans
|
|
|
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
531,241
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
531,241
|
|
Class B
|
|
$
|
416,525
|
|
|
|
1.00
|
%
|
|
$
|
312,394
|
|
|
$
|
104,131
|
|
Class C
|
|
$
|
447,645
|
|
|
|
1.00
|
%
|
|
$
|
335,734
|
|
|
$
|
111,911
|
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
1,079
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
1,079
|
|
Class B
|
|
$
|
1,608
|
|
|
|
1.00
|
%
|
|
$
|
1,206
|
|
|
$
|
402
|
|
Class C
|
|
$
|
1,271
|
|
|
|
0.03
|
%
|
|
$
|
0
|
|
|
$
|
38
|
|
Class R
|
|
$
|
413
|
|
|
|
0.50
|
%
|
|
$
|
0
|
|
|
$
|
0
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
414,402
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
414,402
|
|
Class B
|
|
$
|
48,970
|
|
|
|
0.15
|
%
|
|
$
|
0
|
|
|
$
|
48,970
|
|
Class C
|
|
$
|
244,789
|
|
|
|
1.00
|
%
|
|
$
|
183,592
|
|
|
$
|
61,197
|
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
1,938,214
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
1,938,214
|
|
Class B
|
|
$
|
656,256
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
656,256
|
|
Class C
|
|
$
|
1,751,626
|
|
|
|
0.97
|
%
|
|
$
|
1,302,234
|
|
|
$
|
449,392
|
|
Invesco Van Kampen Global Tactical Asset Allocation
Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
2,028
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
2,028
|
|
Class B
|
|
$
|
3,238
|
|
|
|
0.93
|
%
|
|
$
|
2,363
|
|
|
$
|
875
|
|
Class C
|
|
$
|
5,918
|
|
|
|
0.96
|
%
|
|
$
|
4,377
|
|
|
$
|
1,541
|
|
Class R
|
|
$
|
431
|
|
|
|
0.50
|
%
|
|
$
|
215
|
|
|
$
|
216
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
114,316
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
114,316
|
|
Class B
|
|
$
|
36,154
|
|
|
|
0.36
|
%
|
|
$
|
10,982
|
|
|
$
|
25,173
|
|
Class C
|
|
$
|
57,115
|
|
|
|
1.00
|
%
|
|
$
|
42,836
|
|
|
$
|
14,279
|
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
$
|
902,921
|
|
|
|
0.25
|
%
|
|
$
|
0
|
|
|
$
|
902,921
|
|
Class B
|
|
$
|
290,014
|
|
|
|
1.00
|
%
|
|
$
|
217,510
|
|
|
$
|
72,504
|
|
Class C
|
|
$
|
192,275
|
|
|
|
0.99
|
%
|
|
$
|
143,805
|
|
|
$
|
48,470
|
|
Class R
|
|
$
|
3,102
|
|
|
|
0.50
|
%
|
|
$
|
1,551
|
|
|
$
|
1,551
|
|
M-2
For the fiscal year ended in 2009 or 2010, as applicable, (the fiscal year end of each
Fund is indicated in parentheses following each Funds name), there were unreimbursed
distribution-related expenses with respect to the predecessor funds of the following Funds:
|
|
|
|
|
|
|
Unreimbursed
|
|
|
Distribution-
|
Fund Name
|
|
Related Expenses
|
Invesco Commodities Strategy Fund (7/31/09)
|
|
|
|
|
Class C
|
|
$
|
27,451
|
1
|
Invesco Global Advantage Fund (5/31/10)
|
|
|
|
|
Class A
|
|
$
|
315
|
|
Class B
|
|
$
|
58,255,978
|
|
Class C
|
|
$
|
0
|
|
Invesco Global Dividend Growth Securities Fund (3/31/10)
|
|
|
|
|
Class A
|
|
$
|
299
|
|
Class B
|
|
$
|
0
|
|
Class C
|
|
$
|
0
|
|
Invesco Health Sciences Fund (7/31/09)
|
|
|
|
|
Class A
|
|
$
|
6,354
|
1
|
Class B
|
|
$
|
2,185,992
|
|
Class C
|
|
$
|
2,836
|
1
|
Invesco International Growth Equity Fund (12/31/09)
|
|
|
|
|
Class A (predecessor fund Class P)
|
|
$
|
191
|
|
Invesco Pacific Growth Fund (10/31/09)
|
|
|
|
|
Class A
|
|
$
|
80
|
1
|
Class B
|
|
$
|
42,781,834
|
|
Class C
|
|
$
|
1,592
|
1
|
Invesco Van Kampen Emerging Markets Fund (6/30/09)
|
|
|
|
|
Class B
|
|
$
|
3,997,100
|
|
Class C
|
|
$
|
3,018,700
|
|
Invesco Van Kampen Global Bond Fund (10/31/09)
|
|
|
|
|
Class B
|
|
$
|
1,000
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30/09)
|
|
|
|
|
Class B
|
|
$
|
424,700
|
|
Invesco Van Kampen Global Tactical Asset Allocation Fund (10/31/09)
|
|
|
|
|
Class B
|
|
$
|
10,100
|
|
Class C
|
|
$
|
3,400
|
|
Invesco Van Kampen International Advantage Fund (8/31/09)
|
|
|
|
|
Class C
|
|
$
|
400
|
|
Invesco Van Kampen International Growth Fund (8/31/09)
|
|
|
|
|
Class B
|
|
$
|
422,000
|
|
Class C
|
|
$
|
700
|
|
|
|
|
1
|
|
Represents unreimbursed
distribution-related expenses at December 31, 2008 (the end of the calendar
year).
|
M-3
APPENDIX N
ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS
Invesco Global Advantage Fund
For the fiscal year ended May 31, 2010, each class of the predecessor fund of Invesco Global
Advantage Fund paid 100% of the amounts accrued under its distribution plan with respect to that
Class. It is estimated that the distributor spent this amount in approximately the following ways:
(i) 0.00% ($0) advertising and promotional expenses; (ii) 0.00% ($0) printing and mailing of
prospectuses for distribution to other than current shareholders; and (iii) 100.00% ($866,137)
other expenses, including the gross sales credit and the carrying charge, of which 98.00%
($848,818) represents carrying charges, 0.83% ($7,170) represents commission credits to Morgan
Stanley Smith Barney and Morgan Stanley & Co. branch offices and other selected broker-dealers for
payments of commissions to Morgan Stanley authorized financial representatives, and 1.71% ($10,149)
represents overhead and other branch office distribution-related expenses. The amounts accrued by
Class A and a portion of the amounts accrued by Class C under the distribution plan during the
fiscal year ended May 31, 2010 were service fees. The remainder of the amounts accrued by Class C
were for expenses, which relate to compensation of sales personnel and associated overhead
expenses.
Invesco Global Dividend Growth Securities Fund
For the fiscal year ended March 31, 2010, each class of the predecessor fund of Invesco Global
Dividend Growth Securities Fund paid 100% of the amounts accrued under its distribution plan with
respect to that Class. It is estimated that the distributor spent this amount in approximately the
following ways: (i) 0% ($0) advertising and promotional expenses; (ii) 0% ($0) printing and
mailing of prospectuses for distribution to other than current shareholders; and (iii) 100%
($257,075) other expenses, including the gross sales credit and the carrying charge, of which 0%
($0) represents carrying charges, 41.40% ($106,429) represents commission credits to Morgan Stanley
Smith Barney and Morgan Stanley & Co. branch offices and other selected broker-dealers for payments
of commissions to Morgan Stanley authorized financial representatives, 58.60% ($150,646) represents
overhead and other branch office distribution-related expenses. The amounts accrued by Class A and
a portion of the amounts accrued by Class C under the distribution plan during the fiscal year
ended March 31, 2010 were service fees. The remainder of the amounts accrued by Class C were for
expenses, which relate to compensation of sales personnel and associated overhead expenses.
Invesco Health Sciences Fund
For the fiscal year ended July 31, 2009, each class of the predecessor fund of Invesco Health
Sciences Fund paid 100% of the amounts accrued under its distribution plan with respect to that
Class. It is estimated that the distributor spent this amount in approximately the following ways:
(i) 0% ($0) advertising and promotional expenses; (ii) 0% ($0) printing and mailing of
prospectuses for distribution to other than current shareholders; and (iii) 100% ($137,671)
other expenses, including the gross sales credit and the carrying charge, of which 0% ($0)
represents carrying charges, 41.40% ($56,996) represents commission credits to Morgan Stanley Smith
Barney and Morgan Stanley & Co. branch offices and other selected broker-dealers for payments of
commissions to Morgan Stanley authorized financial representatives, and 58.60% ($80,675) represents
overhead and other branch office distribution-related expenses. The amounts accrued by Class A and
a portion of the amounts accrued by Class C under the distribution plan during the fiscal year
ended July 31, 2009 were service fees. The remainder of the amounts accrued by Class C were for
expenses, which relate to compensation of sales personnel and associated overhead expenses.
Invesco Pacific Growth Fund
For the fiscal year ended October 31, 2009, each class of the predecessor fund of Invesco
Pacific Growth Fund paid 100% of the amounts accrued under its distribution plan with respect to
that Class. It is
N-1
estimated that the distributor spent this amount in approximately the following ways: (i)
0.00% ($0) advertising and promotional expenses; (ii) 0.00% ($0) printing and mailing of
prospectuses for distribution to other than current shareholders; and (iii) 100.00% ($690,141)
other expenses, including the gross sales credit and the carrying charge, of which 95.71%
($660,520) represents carrying charges, 1.78% ($12,263) represents commission credits to Morgan
Stanley Smith Barney and Morgan Stanley & Co. branch offices and other selected broker-dealers for
payments of commissions to the Morgan Stanley authorized financial representatives, and 2.51%
($17,358) represents overhead and other branch office distribution-related expenses. The amounts
accrued by Class A and a portion of the amounts accrued by Class C under the distribution plan
during the fiscal year ended October 31, 2009 were service fees. The remainder of the amounts
accrued by Class C were for expenses, which relate to compensation of sales personnel and
associated overhead expenses.
N-2
APPENDIX O
TOTAL SALES CHARGES
The following information is that of the predecessor funds and their service provider who are
no longer providing services to the Fund.
The following table describes the total sales charges paid in connection with the sale of
shares of the predecessor funds of the following Funds for the fiscal years ended in 2007, 2008,
2009 and 2010, as applicable, (the fiscal year end of each Fund is indicated in parentheses
following each Funds name):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund Name
|
|
|
|
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
Invesco Alternative Opportunities Fund (7/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
|
|
|
$
|
|
|
|
$
|
41,997
|
|
|
|
N/A
|
|
|
|
CDSCs
|
|
$
|
|
|
|
$
|
|
|
|
$
|
0
|
|
|
|
N/A
|
|
Class C
|
|
CDSCs
|
|
$
|
|
|
|
$
|
|
|
|
$
|
0
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Commodities Strategy Fund (7/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
|
|
|
$
|
218,101
|
|
|
$
|
40,860
|
|
|
|
N/A
|
|
|
|
CDSCs
|
|
$
|
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
|
N/A
|
|
Class C
|
|
CDSCs
|
|
$
|
|
|
|
$
|
2,484
|
|
|
$
|
10,776
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco FX Alpha Plus Strategy Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
631,976
|
1
|
|
$
|
828,707
|
|
|
$
|
14,057
|
|
|
|
N/A
|
|
|
|
CDSCs
|
|
$
|
0
|
1
|
|
$
|
86,973
|
|
|
$
|
64,018
|
|
|
|
N/A
|
|
Class C
|
|
CDSCs
|
|
$
|
0
|
1
|
|
$
|
83,123
|
|
|
$
|
42,711
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco FX Alpha Strategy Fund (10/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
88,086
|
1
|
|
$
|
135,705
|
|
|
$
|
4,105
|
|
|
|
N/A
|
|
|
|
CDSCs
|
|
$
|
0
|
1
|
|
$
|
30,418
|
|
|
$
|
19,317
|
|
|
|
N/A
|
|
Class C
|
|
CDSCs
|
|
$
|
387
|
1
|
|
$
|
30,155
|
|
|
$
|
7,435
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Global Advantage Fund (5/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
23,321
|
|
|
$
|
22,266
|
|
|
$
|
4,983
|
|
|
$
|
7,479
|
|
|
|
CDSCs
|
|
$
|
752
|
|
|
$
|
136
|
|
|
$
|
213
|
|
|
$
|
78
|
|
Class B
|
|
CDSCs
|
|
$
|
55,570
|
|
|
$
|
29,186
|
|
|
$
|
16,974
|
|
|
$
|
8,842
|
|
Class C
|
|
CDSCs
|
|
$
|
493
|
|
|
$
|
120
|
|
|
$
|
377
|
|
|
$
|
49
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Global Dividend Growth Securities
Fund (3/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
154,292
|
|
|
$
|
126,709
|
|
|
$
|
24,580
|
|
|
$
|
3,634
|
|
|
|
CDSCs
|
|
$
|
3,124
|
|
|
$
|
1,566
|
|
|
$
|
4,033
|
|
|
$
|
3,813
|
|
Class B
|
|
CDSCs
|
|
$
|
228,782
|
|
|
$
|
141,921
|
|
|
$
|
117,705
|
|
|
$
|
41,406
|
|
Class C
|
|
CDSCs
|
|
$
|
1,369
|
|
|
$
|
1,850
|
|
|
$
|
1,922
|
|
|
$
|
719
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Health Sciences Fund (7/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
29,149
|
|
|
$
|
37,334
|
|
|
$
|
27,115
|
|
|
|
N/A
|
|
|
|
CDSCs
|
|
$
|
279
|
|
|
$
|
165
|
|
|
$
|
1,324
|
|
|
|
N/A
|
|
Class B
|
|
CDSCs
|
|
$
|
301,069
|
|
|
$
|
107,249
|
|
|
$
|
42,853
|
|
|
|
N/A
|
|
Class C
|
|
CDSCs
|
|
$
|
865
|
|
|
$
|
834
|
|
|
$
|
976
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invesco Pacific Growth (10/31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
Front End
|
|
$
|
74,192
|
|
|
$
|
35,033
|
|
|
$
|
13,202
|
|
|
|
N/A
|
|
|
|
CDSCs
|
|
$
|
506
|
|
|
$
|
256
|
|
|
$
|
197
|
|
|
|
N/A
|
|
Class B
|
|
CDSCs
|
|
$
|
38,080
|
|
|
$
|
37,698
|
|
|
$
|
17,926
|
|
|
|
N/A
|
|
Class C
|
|
CDSCs
|
|
$
|
2,621
|
|
|
$
|
2,056
|
|
|
$
|
486
|
|
|
|
N/A
|
|
|
|
|
1
|
|
Represents total sales charges for the
period August 15, 2007 (commencement of operations) through October 31, 2007.
|
O-1
The following table describes the total underwriting commissions on the sale of shares of each
of the predecessor funds of the following Funds for the fiscal years ended in 2007, 2008 and 2009
(the fiscal year end of each Fund is indicated in parentheses following each Funds name):
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
Amounts
|
|
|
Underwriting
|
|
Retained by
|
Fund Name
|
|
Commissions
|
|
Distributor
|
Invesco Van Kampen Emerging Markets Fund (6/30)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
431,800
|
|
|
$
|
67,900
|
|
2008
|
|
$
|
1,589,500
|
|
|
$
|
242,200
|
|
2007
|
|
$
|
1,180,500
|
|
|
$
|
183,600
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Global Bond Fund (10/31)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
17,500
|
|
|
$
|
2,100
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Global Equity Allocation Fund (6/30)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
159,800
|
|
|
$
|
25,600
|
|
2008
|
|
$
|
387,100
|
|
|
$
|
60,600
|
|
2007
|
|
$
|
485,500
|
|
|
$
|
75,700
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Global Franchise Fund (6/30)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
355,800
|
|
|
$
|
50,900
|
|
2008
|
|
$
|
905,900
|
|
|
$
|
138,600
|
|
2007
|
|
$
|
1,737,900
|
|
|
$
|
258,800
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen Global Tactical Asset Allocation
Fund (10/31)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
62,500
|
|
|
$
|
10,000
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen International Advantage Fund (8/31)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
60,600
|
|
|
$
|
10,400
|
|
2008
|
|
$
|
314,900
|
|
|
$
|
50,300
|
|
2007
|
|
$
|
426,200
|
|
|
$
|
66,100
|
|
|
|
|
|
|
|
|
|
|
Invesco Van Kampen International Growth Fund (8/31)
|
|
|
|
|
|
|
|
|
2009
|
|
$
|
1,105,600
|
|
|
$
|
180,200
|
|
2008
|
|
$
|
4,746,400
|
|
|
$
|
788,100
|
|
2007
|
|
$
|
6,932,200
|
|
|
$
|
1,167,500
|
|
O-2
APPENDIX P
PENDING LITIGATION ALLEGING MARKET TIMING
Pursuant to an Order of the MDL Court, plaintiffs in related lawsuits, including purported
class action and shareholder derivative suits, consolidated their claims for pre-trial purposes
into three amended complaints against, depending on the lawsuit, various Invesco- and IFG-related
parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of
shareholders of the Invesco Funds (the Lepera lawsuit discussed below); (ii) a Consolidated Amended
Fund Derivative Complaint purportedly brought on behalf of the Invesco Funds and fund registrants
(the Essenmacher lawsuit discussed below); and (iii) an Amended Class Action Complaint for
Violations ERISA purportedly brought on behalf of participants in Invescos 401(k) plan (the
Calderon lawsuit discussed below).
RICHARD LEPERA, Individually and On Behalf of All Others Similarly Situated (LEAD
PLAINTIFF: CITY OF CHICAGO DEFERRED COMPENSATION PLAN), v. INVESCO FUNDS GROUP,
INC., AMVESCAP, PLC, AIM INVESTMENTS, AIM ADVISORS, INC., INVESCO INSTITUTIONAL
(N.A.), INC., INVESCO ASSETS MANAGEMENT LIMITED, INVESCO GLOBAL ASSETS MANAGEMENT
(N.A.), AIM STOCK FUNDS, AIM MUTUAL FUNDS, AIM COMBINATION STOCK & BOND FUNDS, AIM
SECTOR FUNDS, AIM TREASURERS SERIES TRUST, INVESCO DISTRIBUTORS, INC., AIM
DISTRIBUTORS, INC., RAYMOND R. CUNNINGHAM, TIMOTHY J. MILLER, THOMAS A. KOLBE,
MICHAEL D. LEGOSKI, MICHAEL K. BRUGMAN, MARK WILLIAMSON, EDWARD J. STERN, CANARY
CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS,
LTD., RYAN GOLDBERG, MICHAEL GRADY, CITIGROUP, INC., CITIGROUP GLOBAL MARKETS
HOLDINGS, INC., SALOMON SMITH BARNEY, INC., MORGAN STANLEY DW, ANNA BRUGMAN, ANB
CONSULTING, LLC, KAPLAN & CO. SECURITIES INC., SECURITY TRUST COMPANY, N.A., GRANT
D. SEEGER, JB OXFORD HOLDINGS, INC., NATIONAL CLEARING CORPORATION, JAMES G. LEWIS,
KRAIG L. KIBBLE, JAMES Y. LIN, BANK OF AMERICA CORPORATION, BANC OF AMERICA
SECURITIES LLC, THEODORE C. SIHPOL, III, BEAR STEARNS & CO., INC., BEAR STEARNS
SECURITIES CORP., CHARLES SCHWAB & CO., CREDIT SUISSE FIRST BOSTON (USA) INC.,
PRUDENTIAL FINANCIAL, INC., PRUDENTIAL SECURITIES, INC., CANADIAN IMPERIAL BANK OF
COMMERCE, JP MORGAN CHASE AND CO., AND JOHN DOE DEFENDANTS 1-100,
in the MDL Court
(Case No. 04-MD-15864; No. 04-CV-00814-JFM) (originally in the United States
District Court for the District of Colorado), filed on September 29, 2004. This
lawsuit alleges violations of Sections 11, 12(a) (2), and 15 of the Securities Act
of 1933 (the Securities Act); Section 10(b) of the Securities Exchange Act of 1934
(the Exchange Act) and Rule 10b-5 promulgated thereunder; Section 20(a) of the
Exchange Act; Sections 34(b), 36(a), 36(b) and 48(a) of the Investment Company Act
of 1940 (the Investment Company Act); breach of fiduciary duty/constructive fraud;
aiding and abetting breach of fiduciary duty; and unjust enrichment. The plaintiffs
in this lawsuit are seeking: compensatory damages, including interest; and other
costs and expenses, including counsel and expert fees.
CYNTHIA ESSENMACHER, SILVANA G. DELLA CAMERA, FELICIA BERNSTEIN AS CUSTODIAN FOR
DANIELLE BROOKE BERNSTEIN, EDWARD CASEY, TINA CASEY, SIMON DENENBERG, GEORGE L.
GORSUCH, PAT B. GORSUCH, L. SCOTT KARLIN, HENRY KRAMER, JOHN E. MORRISEY, HARRY
SCHIPPER, BERTY KREISLER, GERSON SMITH, CYNTHIA PULEO, ZACHARY ALAN STARR, JOSHUA
GUTTMAN, AND AMY SUGIN, Derivatively on Behalf of the Mutual Funds, Trusts and
Corporations Comprising the Invesco and AIM Family of Mutual Funds v. AMVESCAP, PLC,
INVESCO FUNDS GROUP, INC., INVESCO DISTRIBUTORS,
P-1
INC., INVESCO INSTITUTIONAL (N.A.), INC., INVESCO ASSETS MANAGEMENT LIMITED, INVESCO
GLOBAL ASSETS MANAGEMENT (N.A.), AIM MANAGEMENT GROUP, INC., AIM ADVISORS, INC., AIM
INVESTMENT SERVICES, INC., AIM DISTRIBUTORS, INC., FUND MANAGEMENT COMPANY, MARK H.
WILLIAMSON, RAYMOND R. CUNNINGHAM, TIMOTHY MILLER, THOMAS KOLBE, MICHAEL LEGOSKI,
MICHAEL BRUGMAN, FRED A. DEERING, VICTOR L. ANDREWS, BOB R. BAKER, LAWRENCE H.
BUDNER, JAMES T. BUNCH, GERALD J. LEWIS, JOHN W. MCINTYRE, LARRY SOLL, RONALD L.
GROOMS, WILLIAM J. GALVIN, JR., ROBERT H. GRAHAM, FRANK S. BAYLEY, BRUCE L.
CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JACK M. FIELDS, CARL FRISCHILING, PREMA
MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, LOUIS S. SKLAR, OWEN DALY II, AURUM
SECURITIES CORP., AURUM CAPITAL MANAGEMENT CORP., GOLDEN GATE FINANCIAL GROUP, LLC,
BANK OF AMERICA CORP., BANC OF AMERICA SECURITIES LLC, BANK OF AMERICA, N.A., BEAR
STEARNS & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY CAPITAL PARTNERS, LTD.,
CANARY INVESTMENT MANAGEMENT, LLC, EDWARD J. STERN, CANADIAN IMPERIAL BANK OF
COMMERCE, CIRCLE TRUST COMPANY, RYAN GOLDBERG, MICHAEL GRADY, KAPLAN & CO.
SECURITIES, INC., JP MORGAN CHASE & CO., OPPENHEIMER & CO., INC., PRITCHARD CAPITAL
PARTNERS LLC, TIJA MANAGEMENT, TRAUTMAN WASSERMAN & COMPANY, INC., Defendants, AND
THE INVESCO FUNDS AND THE AIM FUNDS AND ALL TRUSTS AND CORPORATIONS THAT COMPRISE
THE INVESCO FUNDS AND AIM FUNDS THAT WERE MANAGED BY INVESCO AND AIM, Nominal
Defendants
, in the MDL Court (Case No. 04-MD-15864-FPS; No. 04-819), filed on
September 29, 2004. This lawsuit alleges violations of Sections 206 and 215 of the
Investment Advisers Act of 1940, as amended (the Advisers Act); Sections 36(a),
36(b) and 47 of the Investment Company Act; control person liability under Section
48 of the Investment Company Act; breach of fiduciary duty; aiding and abetting
breach of fiduciary duty; breach of contract; unjust enrichment; interference with
contract; and civil conspiracy. The plaintiffs in this lawsuit are seeking: removal
of director defendants; removal of adviser, sub-adviser and distributor defendants;
rescission of management and other contracts between the Funds and defendants;
rescission of 12b-1 plans; disgorgement of management fees and other
compensation/profits paid to adviser defendants; compensatory and punitive damages;
and fees and expenses, including attorney and expert fees.
MIRIAM CALDERON, Individually and On Behalf of All Others Similarly Situated, v.
AVZ, INC., AMVESCAP RETIREMENT, INC., AMVESCAP NATIONAL TRUST COMPANY, INVESCO FUNDS
GROUP, INC., AMVESCAP, ROBERT F. MCCULLOUGH, GORDON NEBEKER, JEFFREY G. CALLAHAN,
AND RAYMOND R. CUNNINGHAM
, in the MDL Court (Case No. 1:04-MD-15864-FPS), filed on
September 29, 2004. This lawsuit alleges violations of ERISA Sections 404, 405 and
406. The plaintiffs in this lawsuit are seeking: declaratory judgment; restoration
of losses suffered by the plan; disgorgement of profits; imposition of a
constructive trust; injunctive relief; compensatory damages; costs and attorneys
fees; and equitable restitution.
On January 5, 2008, the parties reached an agreement in principle to settle both the class
action (Lepera) and the derivative (Essenmacher) lawsuits, subject to the MDL Court approval.
Individual class members have the right to object.
On December 15, 2008, the parties reached an agreement in principle to settle the ERISA
(Calderon) lawsuit, subject to the MDL Court approval. Individual class members have the right to
object. No payments are required under the settlement; however, the parties agreed that certain
limited changes to benefit plans and participants accounts would be made.
P-2
PART C
OTHER INFORMATION
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a(1)
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(a) Amended and Restated Agreement and Declaration of Trust of Registrant,
dated September 14, 2005.
(19)
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(b) Amendment No. 1, dated January 9, 2006, to the Amended and Restated
Agreement and Declaration of Trust of Registrant, dated September 14,
2005.
(20)
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(c) Amendment No. 2, dated May 24, 2006, to the Amended and Restated
Agreement and Declaration of Trust of Registrant, dated September 14,
2005.
(23)
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(d) Amendment No. 3, dated July 5, 2006, to the Amended and Restated
Agreement and Declaration of Trust of Registrant, dated September 14,
2005.
(23)
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(e) Amendment No. 4, dated February 28, 2007, to the Amended and Restated
Agreement and Declaration of Trust of Registrant, dated September 14,
2005.
(24)
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(f) Amendment No. 5, dated May 1, 2008, to Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14,
2005.
(27)
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(g) Amendment No. 6, dated June 19, 2008, to Amended and Restated Agreement
and Declaration of Trust of Registrant, adopted effective September 14,
2005.
(27)
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(h) Amendment No. 7, dated January 22, 2009, to Amended and Restated
Agreement and Declaration of Trust of Registrant, adopted effective September
14, 2005.
(30)
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(i) Amendment No. 8, dated April 14, 2009, to Amended and Restated Agreement
and Declaration of Trust of Registrant, adopted effective September 14,
2005.
(30)
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(j) Amendment No. 9, dated November 12, 2009, to Amended and Restated
Agreement and Declaration of Trust of Registrant, adopted effective September
14, 2005.
(31)
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(k) Amendment No. 10, dated February 12, 2010, to Amended and Restated
Agreement and Declaration of Trust of Registrant, adopted effective September
14, 2005.
(35)
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(l) Amendment No. 11, dated February 26, 2010, to Amended and Restated
Agreement and Declaration of Trust of Registrant, adopted effective September
14, 2005.
(36)
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(m) Amendment No. 12, dated March 12, 2010, to Amended and Restated Agreement
and Declaration of Trust of Registrant, adopted effective September 14,
2005.
(37)
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(n) Amendment No. 13, dated June 15, 2010, to Amended and Restated Agreement
and Declaration of Trust of Registrant, adopted effective September 14,
2002.
(40)
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(o) Amendment No. 14, dated June 16, 2010, to Amended and Restated Agreement
and Declaration of Trust of Registrant, adopted effective September 14,
2002.
(40)
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C-1
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(p) Amendment No. 15, dated July 16, 2010, to Amended and Restated Agreement
and Declaration of Trust of Registrant, adopted effective September 14,
2002.
(40)
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b
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(a) Amended and Restated By-Laws of Registrant, adopted effective September
14, 2005.
(19)
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(b) Amendment to Amended and Restated Bylaws of Registrant, adopted effective
August 1, 2006.
(23)
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(c) Amendment No 2, to Amended and Restated Bylaws of Registrant, adopted
effective March 23, 2007.
(25)
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(d) Amendment No 3, to Amended and Restated Bylaws of Registrant, adopted
effective January 1, 2008.
(25)
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(e) Amendment No 4, to Amended and Restated Bylaws of Registrant, adopted
effective April 30, 2010.
(39)
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c
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Articles II, VI, VII, VIII and IX of the Amended and Restated Agreement and
Declaration of Trust, as amended, and Articles IV, V and VI, of the Amended
and Restated By-Laws, as amended, both as previously filed, define rights of
holders of shares.
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d (1)
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(a) Master Investment Advisory Agreement, dated September 11, 2000, between
Registrant and A I M Advisors, Inc.
(5)
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(b) Amendment No. 1, dated September 1, 2001, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(6)
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(c) Amendment No. 2, dated December 28, 2001, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(7)
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(d) Amendment No. 3, dated July 1, 2002, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and A I M Advisors,
Inc.
(8)
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(e) Amendment No. 4, dated September 23, 2002, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(9)
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(f) Amendment No. 5, dated November 1, 2002, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(9)
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(g) Amendment No. 6, dated February 28, 2003, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(9)
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(h) Amendment No. 7, dated June 23, 2003, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and A I M Advisors,
Inc.
(10)
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C-2
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(i) Amendment No. 8, dated November 3, 2003, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(12)
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(j) Amendment No. 9, dated November 24, 2003, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(13)
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(k) Amendment No. 10, dated July 18, 2005, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and A I M Advisors,
Inc.
(18)
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(l) Amendment No. 11, dated March 31, 2006, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and A I M Advisors,
Inc.
(23)
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(m) Amendment No. 12, dated February 28, 2007, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and A I M
Advisors, Inc.
(25)
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(n) Amendment No. 13, dated July 1, 2007, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and A I M Advisors,
Inc.
(25)
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(o) Amendment No. 14, dated May 29, 2009, to Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and Invesco Aim
Advisors, Inc., formerly A I M Advisors, Inc.
(30)
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(p) Amendment No. 15, dated January 1, 2010, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and Invesco
Advisers, Inc., successor by merger to Invesco Aim Advisors,
Inc.
(34)
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(q) Amendment No. 16, dated February 12, 2010, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and Invesco
Advisers, Inc.
(35)
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(r) Amendment No. 17, dated April 30, 2010, to the Master Investment
Advisory Agreement, dated September 11, 2000, between Registrant and Invesco
Advisers, Inc.
(39)
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(s) Amendment No. 18, dated June 14, 2010, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and Invesco Advisers,
Inc.
(39)
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(t) Amendment No. 19, dated June 16, 2010, to the Master Investment Advisory
Agreement, dated September 11, 2000, between Registrant and Invesco Advisers,
Inc.
(40)
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(2)
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(a) Temporary Investment Services Agreement by and among Invesco Advisers,
Inc. and Morgan Stanley Investment Management Limited (Singapore) dated June
1, 2010.
(40)
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C-3
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(b) Temporary Investment Services Agreement by and among Invesco Advisers,
Inc. and Morgan Stanley Investment Management Limited (Japan) dated June 1,
2010.
(40)
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(c) Temporary Investment Services Agreement by and among Invesco Advisers,
Inc. and Morgan Stanley Investment Management Limited (United Kingdom) dated
June 1, 2010.
(40)
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(d) Temporary Investment Services Agreement by and among Invesco Advisers,
Inc. and Morgan Stanley Investment Management Limited (Cayman) dated June 1,
2010.
(40)
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(3)
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(a) Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1,
2008 between Invesco Aim Advisors, Inc. on behalf of Registrant, and each of
Invesco Trimark Investment Management Inc., Invesco Asset Management
Deutschland, GmbH, Invesco Asset Management Ltd., Invesco Asset Management
(Japan) Limited, Invesco Australia Limited, Invesco Global Asset Management
(N.A.), Inc., Invesco Hong Kong Limited, Invesco Institutional (N.A.), Inc.,
and Invesco Senior Secured Management, Inc. and AIM Funds Management Inc.
(now known as Invesco Trimark, Ltd.).
(27)
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(b) Amendment No. 1, dated May 29, 2009, to Master Intergroup Sub-Advisory
Contract for Mutual Funds, dated May 1, 2008 between Invesco Aim Advisors,
Inc., on behalf of Registrant, and each of Invesco Asset Management
Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management
(Japan) Limited, Invesco Australia Limited, Invesco Global Asset Management
(N.A.), Inc., Invesco Hong Kong Limited, Invesco Institutional (N.A.), Inc.,
Invesco Senior Secured Management, Inc. and Invesco Trimark
Ltd.
(34)
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(c) Amendment No. 2, dated January 1, 2010, to Master Intergroup Sub-Advisory
Contract for Mutual Funds, dated May 1, 2008 between Invesco Advisers, Inc.,
successor by merger to Invesco Aim Advisors, Inc., on behalf of Registrant,
and each of Invesco Asset Management Deutschland GmbH, Invesco Asset
Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia
Limited, Invesco Global Asset Management (N.A.), Inc., Invesco Hong Kong
Limited, Invesco Institutional (N.A.), Inc., Invesco Senior Secured
Management, Inc. and Invesco Trimark Ltd.
(34)
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(d) Amendment No. 3, dated February 12, 2010, to Master Intergroup
Sub-Advisory Contract for Mutual Funds, dated May 1, 2008 between Invesco
Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management
Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management
(Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited,
Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd.
(35)
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(e) Amendment No. 4, dated April 30, 2010, to Master Intergroup Sub-Advisory
Contract for Mutual Funds, dated May 1, 2008 between Invesco Advisers, Inc.,
on behalf of Registrant, and each of Invesco Asset Management Deutschland
GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan)
Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior
Secured Management, Inc. and Invesco Trimark Ltd.
(39)
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C-4
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(f) Amendment No. 5, dated June 14, 2010, to Master Intergroup Sub-Advisory
Contract for Mutual Funds, dated May 1, 2008 between Invesco Advisers, Inc.,
on behalf of Registrant, and each of Invesco Asset Management Deutschland
GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan)
Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior
Secured Management, Inc. and Invesco Trimark Ltd.
(40)
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e (1)
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(a) First Restated Master Distribution Agreement (all classes of shares
except Class B shares), dated August 18, 2003, and as subsequently amended
and as restated September 20, 2006, between Registrant and A I M
Distributors, Inc.
(23)
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(b) Amendment No. 1, dated December 8, 2006, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares), between
Registrant and A I M Distributors, Inc.
(24)
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(c) Amendment No. 2, dated January 31, 2007, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares), between
Registrant and A I M Distributors, Inc.
(24)
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(d) Amendment No. 3, dated February 28, 2007, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares), between
Registrant and A I M Distributors, Inc.
(25)
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(e) Amendment No. 4, dated March 9, 2007, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares), between
Registrant and A I M Distributors, Inc.
(25)
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(f) Amendment No. 5, dated April 23, 2007, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares), between
Registrant and A I M Distributors, Inc.
(25)
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(g) Amendment No. 6, dated September 28, 2007, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares), between
Registrant and A I M Distributors, Inc.
(25)
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(h) Amendment No. 7, dated December 20, 2007, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and A I M Distributors, Inc.
(25)
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(i) Amendment No. 8, dated April 28, 2008, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and Invesco Aim Distributors, Inc., formerly A
I M Distributors, Inc.
(27)
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(j) Amendment No. 9, dated April 30, 2008, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and Invesco Aim Distributors,
Inc.
(27)
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(k) Amendment No. 10, dated May 1, 2008, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and Invesco Aim Distributors,
Inc.
(27)
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C-5
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(l) Amendment No. 11, dated July 24, 2008, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and Invesco Aim Distributors,
Inc.
(27)
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(m) Amendment No. 12, dated October 3, 2008, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and Invesco Aim Distributors,
Inc.
(28)
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(n) Amendment No. 13, dated May 29, 2009, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently amended,
and as restated September 20, 2006, by and between Registrant (all classes of
shares except Class B shares) and Invesco Aim Distributors,
Inc.
(30)
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(o) Amendment No. 14, dated June 2, 2009, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares).
(35)
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(p) Amendment No. 15, dated July 14, 2009, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares).
(35)
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(q) Amendment No. 16, dated September 25, 2009, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares).
(35)
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|
|
|
|
|
|
(r) Amendment No. 17, dated November 4, 2009, to the First Restated Master
Distribution Agreement (all classes of shares except Class B shares).
(35)
|
|
|
|
|
|
|
|
|
|
(s) Amendment No. 18, dated February 1, 2010, to the First Restated Master
Distribution Agreement, (all Classes of Shares except Class B shares).
(35)
|
|
|
|
|
|
|
|
|
|
(t) Amendment No. 19, dated February 12, 2010, to the First Restated Master
Distribution Agreement, (all Classes of Shares except Class B shares).
(35)
|
|
|
|
|
|
|
|
|
|
(u) Amendment No. 20, dated February 12, 2010, to the First Restated Master
Distribution Agreement, (all Classes of Shares except Class B shares).
(35)
|
|
|
|
|
|
|
|
|
|
(v) Amendment No. 21, dated April 30, 2010, to the First Restated Master
Distribution Agreement, (all Classes of Shares except Class B shares).
(39)
|
|
|
|
|
|
|
|
|
|
(w) Amendment No. 22, dated June 14, 2010, to the First Restated Master
Distribution Agreement, (all Classes of Shares except Class B shares).
(40)
|
|
|
|
|
|
(2)
|
|
|
|
(a) Second Restated Master Distribution Agreement (Class B and Class B5)
dated August 18, 2003, as subsequently amended and restated September 20,
2006, and May 4, 2010 between Registrant and Invesco Distributors,
Inc.
(39)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated June 1, 2010, to the Second Restated Master
Distribution Agreement (Class B and B5 shares).
(41)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated June 14, 2010, to the Second Restated Master
Distribution Agreement (Class B and B5 shares).
(41)
|
|
|
|
|
|
(3)
|
|
|
|
Form of Selected Dealer Agreement between Invesco Aim Distributors, Inc. and
selected dealers.
(28)
|
C-6
|
|
|
|
|
(4)
|
|
|
|
Form of Bank Selling Group Agreement between Invesco Aim Distributors, Inc.
and banks.
(28)
|
|
|
|
|
|
f (1)
|
|
|
|
Form of AIM Funds Retirement Plan for Eligible Directors/Trustees, as amended
and restated as of January 1, 2008.
(28)
|
|
|
|
|
|
(2)
|
|
|
|
Form of Invesco Funds Trustee Deferred Compensation Agreement.
(41)
|
|
|
|
|
|
g
|
|
|
|
Amended and Restated Master Custodian Contract, dated June 1, 2010, between
Registrant and State Street Bank and Trust Company.
(40)
|
|
|
|
|
|
(2)
|
|
|
|
Subcustodian Agreement, dated January 20, 1993, between State Street Bank and
Trust Company and The Bank of New York.
(7)
|
|
|
|
|
|
h
|
|
|
|
Fourth Amended and Restated Transfer Agency and Service Agreement, dated July
1, 2010, between Registrant and Invesco Investment Services, Inc.
(42)
|
|
|
|
|
|
(2)
|
|
|
|
(a) Second Amended and Restated Master Administrative Services Agreement,
dated July 1, 2006, between Registrant and A I M Advisors,
Inc.
(23)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated February 28, 2007, to the Second Amended and
Restated Master Administrative Services Agreement, between Registrant and A I
M Advisors, Inc.
(25)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated May 29, 2009, to the Second Amended and Restated
Master Administrative Services Agreement, between Registrant and Invesco Aim
Advisors, Inc., formerly A I M Advisors, Inc.
(30)
|
|
|
|
|
|
|
|
|
|
(d) Amendment No. 3, dated January 1, 2010, to the Second Amended and
Restated Master Administrative Services Agreement, between Registrant and
Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors,
Inc.
(34)
|
|
|
|
|
|
|
|
|
|
(e) Amendment No. 4, dated February 12, 2010, to the Second Amended and
Restated Master Administrative Services Agreement, between Registrant and
Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors,
Inc.
(35)
|
|
|
|
|
|
|
|
|
|
(f) Amendment No. 5, dated April 30, 2010, to the Second Amended and Restated
Master Administrative Services Agreement, between Registrant and Invesco
Advisers, Inc.
(39)
|
|
|
|
|
|
|
|
|
|
(g) Amendment No. 6, dated June 14, 2010, to the Second Amended and Restated
Master Administrative Services Agreement, between Registrant and Invesco
Advisers, Inc.
(39)
|
|
|
|
|
|
(3)
|
|
|
|
Sixth Amended and Restated Memorandum of Agreement regarding securities
lending waiver, dated July 1, 2010, between Registrant (on behalf of all
Funds) and Invesco Advisers, Inc.
(41)
|
|
|
|
|
|
(4)
|
|
|
|
Memorandum of Agreement, regarding expense limitations, dated July 1, 2010,
between Registrant (on behalf of certain Funds) and Invesco Advisers,
Inc.
41)
|
|
|
|
|
|
(5)
|
|
|
|
Memorandum of Agreement, regarding advisory fee waivers, dated July 1, 2010,
between Registrant (on behalf of certain Funds) and Invesco Advisers,
Inc.
(41)
|
C-7
|
|
|
|
|
(6)
|
|
|
|
Memorandum of Agreement, regarding 12b-1 fee waivers, dated July 1, 2010,
between Registrant (on behalf of AIM LIBOR Alpha Fund) and Invesco
Distributors, Inc.
(41)
|
|
|
|
|
|
(7)
|
|
|
|
Third Amended and Restated Interfund Loan Agreement dated December 30, 2005,
between Registrant and A I M Advisors, Inc.
(23)
|
|
|
|
|
|
(8)
|
|
|
|
Expense Reimbursement Agreement, dated June 30, 2003, between Registrant and
A I M Fund Services, Inc. (now known as AIM Investment Services,
Inc.).
(13)
|
|
|
|
|
|
i
|
|
|
|
Legal Opinions None.
|
|
|
|
|
|
|
j (1)
|
|
|
|
Consent of Stradley Ronon Stevens & Young, LLP
(42)
|
|
|
|
|
|
|
|
j (2)
|
|
|
|
Consent of Deloitte & Touche LLP for the predecessor fund of Invesco Global
Dividend Growth Securities Fund
(42)
|
|
|
|
|
|
|
|
j (3)
|
|
|
|
Consent of PricewaterhouseCoopers LLP
(42)
|
|
|
|
|
|
|
k
|
|
|
|
Omitted Financial Statements Not applicable
|
|
|
|
|
|
l (1)
|
|
|
|
Agreement Concerning Initial Capitalization of Registrants AIM Trimark
Endeavor Fund, AIM Trimark Fund and AIM Trimark Small Companies Fund dated
November 3, 2003.
(12)
|
|
|
|
|
|
(2)
|
|
|
|
Agreement Concerning Initial Capitalization of Registrants AIM China Fund,
AIM Enhanced Short Bond Fund, AIM International Bond Fund and AIM Japan Fund
dated March 31, 2006.
(23)
|
|
|
|
|
|
(3)
|
|
|
|
Agreement Concerning Initial Capitalization of Registrants AIM Balanced-Risk
Allocation Fund dated May 29, 2009.
(30)
|
|
|
|
|
|
(4)
|
|
|
|
Initial Capitalization Agreement, dated October 2, 2008, for Class Y shares
of AIM Balanced-Risk Allocation Fund, AIM China Fund, AIM Developing Markets
Fund, AIM Global Healthcare Fund, AIM International Total Return Fund, AIM
Japan Fund, AIM LIBOR Alpha Fund, AIM Trimark Endeavor Fund, AIM Trimark Fund
and AIM Trimark Small Companies Fund.
(35)
|
|
|
|
|
|
(5)
|
|
|
|
Agreement concerning Initial Capital Investment in Portfolios of the
Registrant dated June 1, 2010, for Institutional Class Shares of Invesco
Alternative Opportunities Fund, Institutional Class Shares of Invesco
Commodities Strategy Fund, Institutional Class Shares of Invesco FX Alpha
Plus Strategy Fund, Institutional Class Shares of
Invesco FX
Alpha Strategy Fund,
Class B Shares and
Class C
Shares of Invesco International Growth Equity Fund, Institutional Class
Shares of Invesco Van Kampen Emerging Markets Fund, Class Y Shares of
Invesco Van Kampen Global Equity Allocation Fund, Institutional Class Shares
of Invesco Van Kampen Global Tactical Asset Allocation Fund, Institutional
Class Shares of Invesco Van Kampen International Growth Fund
(40)
|
|
|
|
|
|
(6)
|
|
|
|
Agreement concerning Initial Capital Investment of Registrants Invesco
Emerging Market Local Currency Debt Fund dated June 11, 2010.
(40)
|
C-8
|
|
|
|
|
m (1)
|
|
|
|
(a) First Restated Master Distribution Plan, effective as of August 18, 2003,
as subsequently amended, and as restated September 20, 2006 (Class A
shares).
(23)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated January 31, 2007, to the Registrants First
Restated Master Distribution Plan (Class A shares).
(25)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated February 28, 2007, to the Registrants First
Restated Master Distribution Plan (Class A shares).
(25)
|
|
|
|
|
|
|
|
|
|
(d) Amendment No. 3, dated March 9, 2007, to the Registrants First Restated
Master Distribution Plan (Class A shares).
(25)
|
|
|
|
|
|
|
|
|
|
(e) Amendment No. 4, dated April 23, 2007, to the Registrants First Restated
Master Distribution Plan (Class A shares).
(25)
|
|
|
|
|
|
|
|
|
|
(f) Amendment No. 5, dated April 30, 2008, to the Registrants First Restated
Master Distribution Plan (Class A shares).
(27)
|
|
|
|
|
|
|
|
|
|
(g) Amendment No. 6, dated May 1, 2008, to the Registrants First Restated
Master Distribution Plan (Class A shares).
(27)
|
|
|
|
|
|
|
|
|
|
(h) Amendment No. 7, dated July 24, 2008, to the Registrants First Restated
Master Distribution Plan (Class A shares).
(25)
|
|
|
|
|
|
|
|
|
|
(i) Amendment No. 8, dated May 29, 2009, to the Registrants First Restated
Master Distribution Plan (Class A shares).
(30)
|
|
|
|
|
|
|
|
|
|
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master
Distribution Plan (Class A shares).
(35)
|
|
|
|
|
|
|
|
|
|
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master
Distribution Plan (Class A shares).
(35)
|
|
|
|
|
|
|
|
|
|
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master
Distribution Plan (Class A shares).
(35)
|
|
|
|
|
|
|
|
|
|
(m) Amendment No. 12, dated February 1, 2010, to the First Restated Master
Distribution Plan (Class A shares).
(35)
|
|
|
|
|
|
|
|
|
|
(n) Amendment No. 13, dated February 12, 2010, to the First Restated Master
Distribution Plan (Class A shares).
(35)
|
|
|
|
|
|
|
|
|
|
(o) Amendment No. 14, dated April 30, 2010, to the First Restated Master
Distribution Plan (Class A shares).
(39)
|
|
|
|
|
|
|
|
|
|
(p) Amendment No. 15, dated May 5, 2010, to the First Restated Master
Distribution Plan (Class A shares).
(39)
|
|
|
|
|
|
|
|
|
|
(q) Amendment No. 16, dated June 14, 2010, to the First Restated Master
Distribution Plan (Class A shares).
(39)
|
|
|
|
|
|
(2)
|
|
|
|
(a) Plan of Distribution Pursuant to Rule 12b-1, dated February 12, 2010
(Class A, Class B and Class C Shares)(Reimbursement).
(42)
|
C-9
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated April 30, 2010, to Plan of Distribution Pursuant
to Rule 12b-1 (Class A, Class B and Class C Shares)
(Reimbursement).
(39)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated May 4, 2010, to Plan of Distribution Pursuant to
Rule 12b-1(Class A, Class B and Class C Shares) (Reimbursement).
(39)
|
|
|
|
|
|
(3)
|
|
|
|
(a) Plan of Distribution dated February 12, 2010, (Class R Shares)
(Reimbursement).
(39)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated April 30, 2010, to Plan of Distribution (Class R
Shares) (Reimbursement).
(39)
|
|
|
|
|
|
|
|
|
|
(c) Shareholder Service Plan, dated February 12, 2010 (Class R Shares)
(Reimbursement).
(39)
|
|
|
|
|
|
(4)
|
|
|
|
(a) Amended and Restated Plan of Distribution Pursuant to Rule 12b-1,
effective February 12, 2010, as amended February 12, 2010 (Class A, A5, B,
B5, C, C5, R and R5 Shares)(Reimbursement).
(39)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated April 30, 2010, to Amended and Restated Plan of
Distribution Pursuant to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5
Shares) (Reimbursement).
(39)
|
|
|
|
|
|
|
|
|
|
(c) Service Plan dated February 12, 2010 (Class A, A5, B, B5, C, C5, R and R5
Shares)(Reimbursement).
(39)
|
|
|
|
|
|
|
|
|
|
(d) Amendment 1 to the Service Plan dated April 30, 2010 (Class A, A5, B, B5,
C, C5, R and R5 Shares)(Reimbursement).
(41)
|
|
|
|
|
|
(5)
|
|
|
|
(a) First Restated Master Distribution Plan, effective as of August 18, 2003,
and as restated September 20, 2006 (Class B shares) (Securitization
Feature).
(23)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated January 31, 2007, to the Registrants First
Restated Master Distribution Plan (Class B shares) (Securitization
Feature).
(24)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated February 28, 2007, to the Registrants First
Restated Master Distribution Plan (Class B shares) (Securitization
Feature).
(25)
|
|
|
|
|
|
|
|
|
|
(d) Amendment No. 3, dated March 9, 2007, to the Registrants First Restated
Master Distribution Plan (Class B shares) (Securitization
Feature).
(25)
|
|
|
|
|
|
|
|
|
|
(e) Amendment No. 4, dated April 23, 2007, to the Registrants First Restated
Master Distribution Plan (Class B shares) (Securitization
Feature).
(25)
|
|
|
|
|
|
|
|
|
|
(f) Amendment No. 5, dated April 30, 2008, to the Registrants First Restated
Master Distribution Plan (Class B shares) (Securitization
Feature).
(27)
|
|
|
|
|
|
|
|
|
|
(g) Amendment No. 6, dated May 1, 2008, to the Registrants First Restated
Master Distribution Plan (Class B shares) (Securitization
Feature).
(27)
|
|
|
|
|
|
|
|
|
|
(h) Amendment No. 7, dated July 24, 2008, to the Registrants First Restated
Master Distribution Plan (Class B shares) (Securitization
Feature).
(27)
|
|
|
|
|
|
|
|
|
|
(i) Amendment No. 8, dated May 29, 2009, to the Registrants First Restated
Master Distribution Plan (Class B shares) (Securitization
Feature).
(30)
|
C-10
|
|
|
|
|
|
|
|
|
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(35)
|
|
|
|
|
|
|
|
|
|
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(35)
|
|
|
|
|
|
|
|
|
|
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(35)
|
|
|
|
|
|
|
|
|
|
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(35)
|
|
|
|
|
|
|
|
|
|
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(39)
|
|
|
|
|
|
|
|
|
|
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(39)
|
|
|
|
|
|
|
|
|
|
(p) Amendment No. 15, dated June 14, 2010, to the First Restated Master
Distribution Plan (Class B share) (Securitization Feature).
(39)
|
|
|
|
|
|
(6)
|
|
|
|
(a) First Restated Master Distribution Plan, effective as of August 18, 2003,
as subsequently amended, and as restated September 20, 2006 (Class C
shares).
(23)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(24)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated February 28, 2007, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(25)
|
|
|
|
|
|
|
|
|
|
(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(25)
|
|
|
|
|
|
|
|
|
|
(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(25)
|
|
|
|
|
|
|
|
|
|
(f) Amendment No. 5, dated April 30, 2008, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(27)
|
|
|
|
|
|
|
|
|
|
(g) Amendment No. 6, dated May 1, 2008, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(27)
|
|
|
|
|
|
|
|
|
|
(h) Amendment No. 7, dated July 24, 2008, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and A I M Distributors,
Inc.
(27)
|
|
|
|
|
|
|
|
|
|
(i) Amendment No. 8, dated May 29, 2009, to the First Restated Master
Distribution Plan between Registrant (Class C shares) and Invesco Aim
Distributors, Inc. formerly known as A I M Distributors, Inc.
(30)
|
|
|
|
|
|
|
|
|
|
(j) Amendment No. 9, dated June 6, 2009, to the First Restated Master
Distribution Plan (Class C shares).
(35)
|
|
|
|
|
|
|
|
|
|
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master
Distribution Plan (Class C shares).
(35)
|
C-11
|
|
|
|
|
|
|
|
|
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master
Distribution Plan (Class C shares).
(35)
|
|
|
|
|
|
|
|
|
|
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master
Distribution Plan (Class C shares).
(35)
|
|
|
|
|
|
|
|
|
|
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master
Distribution Plan (Class C shares).
(39)
|
|
|
|
|
|
|
|
|
|
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master
Distribution Plan (Class C shares).
(39)
|
|
|
|
|
|
|
|
|
|
(p) Amendment No. 15, dated June 14, 2010, to the First Restated Master
Distribution Plan (Class C shares).
(39)
|
|
|
|
|
|
(7)
|
|
|
|
(a) First Restated Master Distribution Plan, effective as of August 18, 2003,
as subsequently amended, and as restated September 20. 2006 (Class R
shares).
(23)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated January 31, 2007, to the Registrants First
Restated Master Distribution Plan (Class R shares).
(24)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated February 28, 2007, to the Registrants First
Restated Master Distribution Plan (Class R shares).
(25)
|
|
|
|
|
|
|
|
|
|
(d) Amendment No. 3, dated April 30, 2008, to the Registrants First Restated
Master Distribution Plan (Class R shares).
(27)
|
|
|
|
|
|
|
|
|
|
(e) Amendment No. 4, dated May 29, 2009, to the Registrants First Restated
Master Distribution Plan (Class R shares).
(30)
|
|
|
|
|
|
|
|
|
|
(f) Amendment No. 5, dated June 2, 2009, to the First Restated Master
Distribution Plan (Class R shares).
(35)
|
|
|
|
|
|
|
|
|
|
(g) Amendment No. 6, dated July 1, 2009, to the First Restated Master
Distribution Plan (Class R shares).
(35)
|
|
|
|
|
|
|
|
|
|
(h) Amendment No. 7, dated November 4, 2009, to the First Restated Master
Distribution Plan (Class R shares).
(35)
|
|
|
|
|
|
|
|
|
|
(i) Amendment No. 8, dated April 30, 2010, to the First Restated Master
Distribution Plan (Class R shares).
(39)
|
|
|
|
|
|
|
|
|
|
(j) Amendment No. 9, dated June 14, 2010, to the First Restated Master
Distribution Plan (Class R shares).
(39)
|
|
|
|
|
|
(8)
|
|
|
|
(a) First Restated Master Distribution Plan (Compensation) effective as of
July 1, 2004, as subsequently amended, and as restated September 20, 2006
(Investor Class shares).
(23)
|
|
|
|
|
|
|
|
|
|
(b) Amendment No. 1, dated December 20, 2007, to the Registrants First
Restated Master Distribution Plan (Compensation) (Investor Class
shares).
(25)
|
|
|
|
|
|
|
|
|
|
(c) Amendment No. 2, dated April 28, 2008, to the Registrants First Restated
Master Distribution Plan (Compensation) (Investor Class
shares).
(27)
|
C-12
|
|
|
|
|
|
|
|
|
(d) Amendment No. 3, dated April 30, 2010, to the Registrants First Restated
Master Distribution Plan (Compensation) (Investor Class
shares).
(39)
|
|
|
|
|
|
(9)
|
|
|
|
Master Related Agreement to First Restated Master Distribution Plan (Class A
shares).
(27)
|
|
|
|
|
|
(10)
|
|
|
|
Master Related Agreement to First Restated Master Distribution Plan (Class C
shares).
(27)
|
|
|
|
|
|
(11)
|
|
|
|
Master Related Agreement to Amended and Restated Master Distribution Plan
(Class R shares).
(27)
|
|
|
|
|
|
(12)
|
|
|
|
Master Related Agreement to First Restated Master Distribution Plan
(Compensation) (Investor Class).
(27)
|
|
|
|
|
|
n
|
|
|
|
Eighteenth Amended and Restated Multiple Class Plan of The AIM Family of
Funds
®
effective December 12, 2001, as amended and restated
effective April 1, 2010.
(37)
|
|
|
|
|
|
o
|
|
|
|
Reserved.
|
|
|
|
|
|
p (1)
|
|
|
|
Invesco Advisers, Inc. Code of Ethics, adopted January 1, 2010, relating to
Invesco Advisers, Inc. and any of its subsidiaries.
(35)
|
|
|
|
|
|
(2)
|
|
|
|
Invesco Perpetual Policy on Corporate Governance, updated February 2008,
relating to Invesco Asset Management Limited.
(35)
|
|
|
|
|
|
(3)
|
|
|
|
Invesco Asset Management (Japan) Limited Code of Ethics on behalf of AIM
Japan Fund.
(25)
|
|
|
|
|
|
(4)
|
|
|
|
Invesco Staff Ethics and Personal Share Dealing, dated September 2008,
relating to Invesco Hong Kong Limited.
(35)
|
|
|
|
|
|
(5)
|
|
|
|
Invesco Ltd. Code of Conduct, revised September 2009, Invesco Trimark Ltd.,
Policy No. D-6 Gifts and Entertainment, revised March 2008, and Policy No.
D-7 AIM Trimark Personal Trading Policy, revised February 2008, together the
Code of Ethics relating to Invesco Trimark Ltd.
(35)
|
|
|
|
|
|
(6)
|
|
|
|
Code of Ethics dated March 1, 2008, relating to Invesco Continental Europe
Invesco Asset Management Deutschland (GmbH).
(28)
|
|
|
|
|
|
(7)
|
|
|
|
Invesco Ltd. Code of Conduct, revised September 2009, relating to Invesco
Australia Limited.
(35)
|
|
|
|
|
|
q (1)
|
|
|
|
Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden, Fields,
Flanagan, Mathai-Davis, Pennock, Soll, Stickel and Taylor.
(33)
|
|
|
|
|
|
(2)
|
|
|
|
Power of Attorney for Mr. Frischling.
(33)
|
|
|
|
|
|
(3)
|
|
|
|
Powers of Attorney for Arch, Dammeyer, Sonnenschein and Whalen.
(41)
|
C-13
|
|
|
(1)
|
|
Incorporated herein by reference to PEA No. 55, filed on August 26, 1998.
|
|
(2)
|
|
Incorporated herein by reference to PEA No. 56, filed on December 30, 1998.
|
|
(3)
|
|
Incorporated herein by reference to PEA No. 57, filed on February 22, 1999.
|
|
(4)
|
|
Incorporated herein by reference to PEA No. 58, filed on February 24, 2000.
|
|
(5)
|
|
Incorporated herein by reference to PEA No. 59, filed on February 28, 2001.
|
|
(6)
|
|
Incorporated herein by reference to PEA No. 60, filed on October 12, 2001.
|
|
(7)
|
|
Incorporated herein by reference to PEA No. 61, filed on January 30, 2002.
|
|
(8)
|
|
Incorporated herein by reference to PEA No. 62, filed on August 14, 2002.
|
|
(9)
|
|
Incorporated herein by reference to PEA No. 63, filed on February 20, 2003.
|
|
(10)
|
|
Incorporated herein by reference to PEA No. 64, filed on August 20, 2003.
|
|
(11)
|
|
Incorporated herein by reference to PEA No. 65, filed on October 10, 2003.
|
|
(12)
|
|
Incorporated herein by reference to PEA No. 66, filed on February 25, 2004.
|
|
(13)
|
|
Incorporated herein by reference to PEA No. 67, filed August 31, 2004.
|
|
(14)
|
|
Incorporated herein by reference to PEA No. 70, filed on December 23, 2004.
|
|
(15)
|
|
Incorporated herein by reference to PEA No. 71, filed on February 23, 2005.
|
|
(16)
|
|
Incorporated herein by reference to PEA No. 72, filed on March 1, 2005.
|
|
(17)
|
|
Incorporated herein by reference to PEA No. 73, filed on March 30, 2005.
|
|
(18)
|
|
Incorporated herein by reference to PEA No. 74, filed on August 24, 2005.
|
|
(19)
|
|
Incorporated herein by reference to PEA No. 75, filed on December 15, 2005.
|
|
(20)
|
|
Incorporated herein by reference to PEA No. 76, filed on January 13, 2006.
|
|
(21)
|
|
Incorporated herein by reference to PEA No. 77, filed on February 23, 2006.
|
|
(22)
|
|
Incorporated herein by reference to PEA No. 78, filed on March 24, 2006.
|
|
(23)
|
|
Incorporated herein by reference to PEA No. 79, filed on December 20, 2006.
|
|
(24)
|
|
Incorporated herein by reference to PEA No. 80, filed on February 23, 2007.
|
|
(25)
|
|
Incorporated herein by reference to PEA No. 81, filed on February 6, 2008.
|
|
(26)
|
|
Incorporated herein by reference to PEA No. 82, filed on February 19, 2008.
|
|
(27)
|
|
Incorporated herein by reference to PEA No. 83, filed on September 22, 2008.
|
|
(28)
|
|
Incorporated herein by reference to PEA No. 84, filed on February 25, 2009.
|
|
(29)
|
|
Incorporated herein by reference to PEA No. 85, filed on March 10, 2009.
|
|
(30)
|
|
Incorporated herein by reference to PEA No. 86, filed on May 29, 2009.
|
|
(31)
|
|
Incorporated herein by reference to PEA No. 87, filed on November 25, 2009.
|
|
(32)
|
|
Incorporated herein by reference to PEA No. 88, filed on December 22, 2009.
|
|
(33)
|
|
Incorporated herein by reference to PEA No. 89, filed on February 5, 2010.
|
|
(34)
|
|
Incorporated herein by reference to PEA No. 90, filed on February 12, 2010.
|
|
(35)
|
|
Incorporated herein by reference to PEA No. 92, filed on February 26, 2010.
|
|
(36)
|
|
Incorporated herein by reference to PEA No. 93, filed on March 10, 2010.
|
|
(37)
|
|
Incorporated herein by reference to PEA No. 94, filed on March 24, 2010.
|
|
(38)
|
|
Incorporated herein by reference to PEA No. 95, filed on May 27, 2010.
|
|
(39)
|
|
Incorporated herein by reference to PEA No. 96, filed on June 11, 2010.
|
|
(40)
|
|
Incorporated herein by reference to PEA No. 97, filed on July 16, 2010
|
|
|
(41)
|
|
Incorporated herein by reference to PEA NO 98, filed on July 26, 2010.
|
|
|
|
(42)
|
|
Filed herewith electronically.
|
|
|
|
|
Item 29.
|
|
Persons Controlled by or Under Common Control With the Fund
|
None
C-14
Indemnification provisions for officers, trustees, and employees of the Registrant are set forth in
Article VIII of the Registrants Amended and Restated Agreement and Declaration of Trust and
Article VIII of its Amended and Restated Bylaws, and are hereby incorporated by reference. See
Item 28(a) and (b) above. Under the Amended and Restated Agreement and Declaration of Trust,
effective as of September 14, 2005, as amended, (i) Trustees or officers, when acting in such
capacity, shall not be personally liable for any act, omission or obligation of the Registrant or
any Trustee or officer except by reason of willful misfeasance, bad faith, gross negligence or
reckless disregard of the duties involved in the conduct of his office with the Trust; (ii) every
Trustee, officer, employee or agent of the Registrant shall be indemnified to the fullest extent
permitted under the Delaware Statutory Trust act, the Registrants Bylaws and other applicable law;
(iii) in case any shareholder or former shareholder of the Registrant shall be held to be
personally liable solely by reason of his being or having been a shareholder of the Registrant or
any portfolio or class and not because of his acts or omissions or for some other reason, the
shareholder or former shareholder (or his heirs, executors, administrators or other legal
representatives, or, in the case of a corporation or other entity, its corporate or general
successor) shall be entitled, out of the assets belonging to the applicable portfolio (or allocable
to the applicable class), to be held harmless from and indemnified against all loss and expense
arising from such liability in accordance with the Bylaws and applicable law. The Registrant, on
behalf of the affected portfolio (or class), shall upon request by the shareholder, assume the
defense of any such claim made against the shareholder for any act or obligation of that portfolio
(or class).
The Registrant and other investment companies and their respective officers and trustees are
insured under a joint Mutual Fund Directors and Officers Liability Policy, issued by ICI Mutual
Insurance Company and certain other domestic issuers, with a $60,000,000 limit of liability (plus
an additional $20,000,000 limit that applies to independent directors/trustees only).
Section 16 of the Master Investment Advisory Agreement between the Registrant and Invesco Advisers,
Inc. (Invesco Advisers) provides that in the absence of willful misfeasance, bad faith, gross
negligence or reckless disregard of obligations or duties hereunder on the part of Invesco Advisers
or any of its officers, directors or employees, that Invesco Advisers shall not be subject to
liability to the Registrant or to any series of the Registrant, or to any shareholder of any series
of the Registrant for any act or omission in the course of, or connected with, rendering services
hereunder or for any losses that may be sustained in the purchase, holding or sale of any security.
Any liability of Invesco Advisers to any series of the Registrant shall not automatically impart
liability on the part of Invesco Advisers to any other series of the Registrant. No series of the
Registrant shall be liable for the obligations of any other series of the Registrant.
Section 9 of the Master Intergroup Sub-Advisory Contract for Mutual Funds (the Sub-Advisory
Contract) between Invesco Advisers, on behalf of Registrant, and each of Invesco Asset Management
Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco
Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco
Trimark Ltd. (each a Sub-Adviser, collectively the Sub-Advisers) provides that the Sub-Adviser
shall not be liable for any costs or liabilities arising from any error of judgment or mistake of
law or any loss suffered by any series of the Registrant or the Registrant in connection with the
matters to which the Sub-Advisory Contract relates except a loss resulting from willful
misfeasance, bad faith or gross negligence on the part of the Sub-Adviser in the performance by the
Sub-Adviser of its duties or from reckless disregard by the Sub-Adviser of its obligations and
duties under the Sub-Advisory Contract.
C-15
Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the Act) may
be permitted to trustees, officers and controlling persons of the Registrant pursuant to the
foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public policy as expressed in
the Act and is therefore, unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Registrant of expenses incurred or paid by a trustee,
officer or controlling person of the Registrant in connection with the successful defense of any
action suit or proceeding) is asserted by such trustee, officer or controlling person in connection
with the shares being registered, such indemnification by it is against public policy, as expressed
in the Act and will be governed by final adjudication of such issue.
|
|
|
Item 31.
|
|
Business and Other Connections of Investment Advisor
|
The only employment of a substantial nature of the Advisers directors and officers is with Invesco
Advisers and its affiliated companies. For information as to the business, profession, vocation or
employment of a substantial nature of each of the officers and directors of Invesco Asset
Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan)
Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management,
Inc. and Invesco Trimark Ltd. (each a Sub-Adviser, collectively the Sub-Advisers) reference is
made to Form ADV filed under the Investment Advisers Act of 1940 by each Sub-Advisor herein
incorporated by reference. Reference is also made to the caption Fund Management The Advisor
in the Prospectus which comprises Part A of the Registration Statement, and to the caption
Investment Advisory and Other Services of the Statement of Additional Information which comprises
Part B of the Registration Statement, and to Item 32(b) of this Part C.
C-16
|
|
|
Item 32.
|
|
Principal Underwriters
|
(a)
|
|
Invesco Distributors, Inc., the Registrants principal underwriter,
also acts as a principal underwriter to the following investment
companies:
|
AIM Counselor Series Trust (Invesco Counselor Series Trust)
AIM Equity Funds (Invesco Equity Funds)
AIM Funds Group (Invesco Funds Group)
AIM Growth Series (Invesco Growth Series)
AIM International Mutual Funds (Invesco International Mutual Funds)
AIM Investment Securities Funds (Invesco Investment Securities Funds)
AIM Sector Funds (Invesco Sector Funds)
AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds)
AIM Treasurers Series Trust (Invesco Treasurers Series Trust)
AIM Variable Insurance Funds (Invesco Variable Insurance Funds)
PowerShares Actively Managed Exchange-Traded Fund Trust
PowerShares Exchange-Traded Fund Trust
PowerShares Exchange-Traded Fund Trust II
PowerShares India Exchange-Traded Fund Trust
Short-Term Investments Trust
C-17
(b)
|
|
The following table sets forth information with respect to each
director, officer or partner of Invesco Distributors, Inc
.
|
|
|
|
|
|
Name and Principal
|
|
Position and Offices with
|
|
Positions and Offices
|
Business Address*
|
|
Underwriter
|
|
with Registrant
|
|
|
|
|
|
Robert Brooks
|
|
Director
|
|
None
|
|
|
|
|
|
John S. Cooper
|
|
Director & President
|
|
None
|
|
|
|
|
|
William Hoppe, Jr.
|
|
Director & Executive Vice President
|
|
None
|
|
|
|
|
|
Karen Dunn Kelley
|
|
Executive Vice President
|
|
Vice President
|
|
|
|
|
|
Brian Lee
|
|
Executive Vice President
|
|
None
|
|
|
|
|
|
Ben Utt
|
|
Executive Vice President
|
|
None
|
|
|
|
|
|
LuAnn S. Katz
|
|
Senior Vice President
|
|
None
|
|
|
|
|
|
Ivy B. McLemore
|
|
Senior Vice President
|
|
None
|
|
|
|
|
|
Lyman Missimer III
|
|
Senior Vice President
|
|
Assistant Vice President
|
|
|
|
|
|
David J. Nardecchia
|
|
Senior Vice President
|
|
None
|
|
|
|
|
|
Margaret A. Vinson
|
|
Senior Vice President
|
|
None
|
|
|
|
|
|
Gary K. Wendler
|
|
Senior Vice President
|
|
None
|
|
|
|
|
|
John M. Zerr
|
|
Senior Vice President & Secretary
|
|
Senior Vice President,
Secretary and Chief
Legal Officer
|
|
|
|
|
|
David A. Hartley
|
|
Treasurer & Chief Financial Officer
|
|
None
|
|
|
|
|
|
Lisa O. Brinkley
|
|
Chief Compliance Officer
|
|
Vice President
|
|
|
|
|
|
Lance A. Rejsek
|
|
Anti-Money Laundering Compliance Officer
|
|
Anti-Money Laundering
Compliance Officer
|
|
|
|
*
|
|
11 Greenway Plaza, Suite 2500, Houston, Texas 77046-1173
|
C-18
|
|
|
Item 33.
|
|
Location of Accounts and Records
|
Invesco Advisers, Inc., 1555 Peachtree Street, N.E., Atlanta, GA 30309, will maintain physical
possession of each such account, book or other document of the Registrant at the Registrants
principal executive offices, 11 Greenway Plaza, Suite 2500, Houston, Texas 77046-1173, except for
those maintained by the Registrants Custodian, State Street Bank and Trust Company, 225 Franklin
Street, Boston, Massachusetts 02110, and the Registrants Transfer Agent and Dividend Paying Agent,
Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739.
Records may also be maintained at the offices of:
Invesco Asset Management Deutschland GmbH
An der Welle 5
1st Floor
Frankfurt, Germany 60322
Invesco Asset Management Ltd.
30 Finsbury Square
London, United Kingdom
EC2A 1AG
Invesco Asset Management (Japan) Limited
25
th
Floor, Shiroyama Trust Tower
3-1, Toranoman 4-chome, Minato-Ku
Tokyo, Japan 105-6025
Invesco Australia Limited
333 Collins Street, Level 26
Melbourne Vic 3000, Australia
Invesco Hong Kong Limited
32
nd
Floor
Three Pacific Place
1 Queens Road East
Hong Kong
Invesco Senior Secured Management, Inc.
1166 Avenue of the Americas
New York, NY 10036
Invesco Trimark Ltd.
5140 Yonge Street
Suite 900
Toronto, Ontario
Canada M2N 6X7
|
|
|
Item 34.
|
|
Management Services
|
None.
Not applicable.
C-19
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant certifies that it meets all of the requirements for effectiveness of this
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Amendment to its Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the city of Houston, Texas on the 22
nd
day of September,
2010.
|
|
|
|
|
|
|
|
|
Registrant:
|
|
AIM INVESTMENT FUNDS
(INVESCO INVESTMENT FUNDS)
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Philip A. Taylor
Philip A. Taylor, President
|
|
|
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration
Statement has been signed below by the following persons in the capacities and on the dates
indicated:
|
|
|
|
|
SIGNATURES
|
|
TITLE
|
|
DATE
|
|
|
|
|
|
/s/ Philip A. Taylor
(Philip A. Taylor)
|
|
Trustee & President
(Principal Executive Officer)
|
|
September 22, 2010
|
|
|
|
|
|
/s/ David C. Arch**
(David C. Arch)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Bob R. Baker*
(Bob R. Baker)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Frank S. Bayley*
(Frank S. Bayley)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ James T. Bunch*
(James T. Bunch)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Bruce L. Crockett*
(Bruce L. Crockett)
|
|
Chair & Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Rod Dammeyer**
(Rod Dammeyer)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Albert R. Dowden*
(Albert R. Dowden)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Martin L. Flanagan*
(Martin L. Flanagan)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Jack M. Fields*
(Jack M. Fields)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Carl Frischling*
(Carl Frischling)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Prema Mathai-Davis*
(Prema Mathai-Davis)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
SIGNATURES
|
|
TITLE
|
|
DATE
|
|
|
|
|
|
/s/ Lewis F. Pennock*
(Lewis F. Pennock)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Larry Soll*
(Larry Soll)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Hugo F. Sonnenschein**
(Hugo F. Sonnenschein)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Raymond Stickel, Jr.*
(Raymond Stickel, Jr.)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Wayne W. Whalen**
(Wayne W. Whalen)
|
|
Trustee
|
|
September 22, 2010
|
|
|
|
|
|
/s/ Sheri Morris
(Sheri Morris)
|
|
Vice President & Treasurer
(Principal Financial and
Accounting Officer)
|
|
September 22, 2010
|
|
|
|
|
|
*By
|
|
/s/ Philip A. Taylor
Philip A. Taylor
Attorney-in-Fact
|
|
|
|
|
|
*
|
|
Philip A. Taylor, pursuant to powers of attorney filed in Registrants Post-Effective Amendment No. 89 on February 5, 2010.
|
|
**
|
|
Philip A. Taylor, pursuant to powers of attorney filed in Registrants Post-Effective Amendment No. 98 on July 26, 2010.
|
INDEX
|
|
|
|
|
Exhibit
|
|
|
|
|
Number
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Description
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h
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Fourth Amended and Restated Transfer Agency and Service
Agreement, dated July 1, 2010, between Registrant and
Invesco Investment Services, Inc.
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j (1)
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Consent of Stradley Ronon Stevens & Young, LLP
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j (2)
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Consent of Deloitte & Touche LLP for the predecessor fund
of Invesco Global Dividend Growth Securities Fund
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j (3)
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Consent of PricewaterhouseCoopers LLP
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m (2) a
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Plan of Distribution Pursuant to Rule 12b-1, dated
February 12, 2010 (Class A, Class B and Class C
Shares)(Reimbursement)
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C-20