REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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Pre-Effective Amendment No. __
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Post-Effective Amendment No. 44
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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Amendment No. 45
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Stephen R. Rimes, Esquire
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E. Carolan Berkley, Esquire | |
Invesco Advisers, Inc.
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Stradley Ronon Stevens & Young, LLP | |
11 Greenway Plaza, Suite 2500
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2600 One Commerce Square | |
Houston, TX 77046
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Philadelphia, PA 19103-7599 |
Prospectus | December 17, 2010 |
Class: A (ACPSX), B (CPBBX), C (CPCFX), R (CPBRX), Y (CPBYX) | ||
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Invesco Core Plus Bond Fund |
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1 | ||||
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3 | ||||
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5 | ||||
Adviser Compensation
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5 | |||
Portfolio Managers
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5 | |||
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5 | ||||
Sales Charges
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5 | |||
Dividends and Distributions
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5 | |||
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5 | ||||
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5 | ||||
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7 | ||||
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A-1 | ||||
Choosing a Share Class
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A-1 | |||
Share Class Eligibility
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A-2 | |||
Distribution and Service
(12b-1)
Fees
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A-2 | |||
Initial Sales Charges (Class A Shares Only)
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A-3 | |||
Contingent Deferred Sales Charges (CDSCs)
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A-4 | |||
Redemption Fees
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A-5 | |||
Purchasing Shares
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A-6 | |||
Redeeming Shares
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A-7 | |||
Exchanging Shares
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A-9 | |||
Rights Reserved by the Funds
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A-10 | |||
Excessive Short-Term Trading Activity (Market Timing) Disclosures
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A-10 | |||
Pricing of Shares
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A-11 | |||
Taxes
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A-13 | |||
Payments to Financial Intermediaries
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A-14 | |||
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 |
1
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The Adviser has contractually agreed, through at least December 31, 2011 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 in the SAI) of Class A, Class B, Class C, Class R and Class Y shares to 0.90%, 1.65%, 1.65%, 1.15% and 0.65%, respectively, of average daily net assets. Unless the Board of Trustees and Invesco Advisers, Inc. mutually agree to amend or continue the fee waiver agreement, it will terminate on December 31, 2011. |
1 Year | 3 Years | 5 Years | 10 Years | |||||||||||||||
Class A
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$ | $ | $ | $ | ||||||||||||||
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Class B
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Class C
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Class R
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Class Y
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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1 Year | 3 Years | 5 Years | 10 Years | |||||||||||||||
Class A
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$ | $ | $ | $ | ||||||||||||||
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Class B
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Class C
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Class R
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Class Y
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[ ] | [ ] | [ ] | [ ] | ||||||||||||||
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Portfolio Managers | Title | Length of Service on the Fund | ||||
Cynthia Brien | Portfolio Manager | 2009 | ||||
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Chuck Burge | Portfolio Manager | 2009 | ||||
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Claudia Calich | Portfolio Manager | 2009 | ||||
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John Craddock | Portfolio Manager | 2010 | ||||
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Peter Ehret | Portfolio Manager | 2009 | ||||
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Initial Investment
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Additional Investments
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Type of Account | Per Fund | Per Fund | ||||||
Asset or fee-based accounts managed by your financial adviser | None | None | ||||||
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Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans | None | None | ||||||
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IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan | $25 | $25 | ||||||
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All other types of accounts if the investor is purchasing shares through a systematic purchase plan | 50 | 50 | ||||||
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IRAs, Roth IRAs and Coverdell ESAs | 250 | 25 | ||||||
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All other accounts | 1,000 | 50 | ||||||
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n | Cynthia Brien, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 1996. |
n | Chuck Burge, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2002. |
n | Claudia Calich, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2004. |
n | John Craddock, Portfolio Manager, who has been responsible for the Fund since 2010 and has been associated with Invesco and/or its affiliates since 1999. |
n | Peter Ehret, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2001. |
n | You invest $10,000 in the fund and hold it for the entire 10-year period; | |
n | Your investment has a 5% return before expenses each year; | |
n | Hypotheticals both with and without any applicable initial sales charge applied; and | |
n | There is no sales charge on reinvested dividends. |
Class A (Includes Maximum
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Sales Charge) | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | ||||||||||||||||||||||||||||||
Annual Expense
Ratio
1
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return Before Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return After Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
End of Year Balance
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Estimated Annual Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
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Class A (Without Maximum
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Sales Charge) | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | ||||||||||||||||||||||||||||||
Annual Expense
Ratio
1
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return Before Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return After Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
End of Year Balance
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Estimated Annual Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
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Class B 2 | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | ||||||||||||||||||||||||||||||
Annual Expense
Ratio
1
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return Before Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return After Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
End of Year Balance
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Estimated Annual Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
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Class C 2 | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | ||||||||||||||||||||||||||||||
Annual Expense
Ratio
1
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return Before Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return After Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
End of Year Balance
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Estimated Annual Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
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Class R | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | ||||||||||||||||||||||||||||||
Annual Expense
Ratio
1
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return Before Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return After Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
End of Year Balance
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Estimated Annual Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
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Class Y | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | ||||||||||||||||||||||||||||||
Annual Expense
Ratio
1
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return Before Expenses
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Cumulative Return After Expenses
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
End of Year Balance
|
[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
Estimated Annual Expenses
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[% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | [% ] | ||||||||||||||||||||||||||||||
1
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Your actual expenses may be higher or lower than those shown. | |
2
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The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted. |
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79
80
A-1
A-2
A-3
A-4
A-5
A-6
A-7
B-1
B-2
B-3
C-1
C-2
C-3
C-4
C-5
C-6
C-7
C-8
C-9
C-10
C-11
C-12
D-1
E-1
E-2
E-3
E-4
E-5
E-6
E-7
E-8
E-9
E-10
E-11
E-12
E-13
E-14
E-15
E-16
E-17
E-18
E-19
E-20
E-21
E-22
E-23
E-24
E-25
E-26
E-27
E-28
E-29
E-30
E-31
E-32
E-33
E-34
E-35
E-36
E-37
E-38
E-39
E-40
E-41
E-42
E-43
E-44
E-45
E-46
E-47
E-48
E-49
E-50
E-51
E-52
E-53
E-54
E-55
E-56
E-57
E-58
E-59
F-1
F-2
F-3
F-4
F-5
F-6
F-7
F-8
F-9
F-10
F-11
G-1
H-1
H-2
H-3
H-4
H-5
I-1
J-1
K-1
L-1
L-2
L-3
L-4
L-5
L-6
L-7
L-8
L-9
L-10
L-11
L-12
L-13
L-14
L-15
L-16
L-17
L-18
L-19
L-20
L-21
L-22
L-23
L-24
L-25
M-1
N-1
N-2
O-1
P-1
P-2
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A-1
A-2
A-3
A-4
A-5
A-6
A-7
B-1
B-2
B-3
C-1
C-2
C-3
C-4
C-5
C-6
C-7
C-8
C-9
C-10
C-11
C-12
D-1
E-1
E-2
E-3
E-4
E-5
E-6
E-7
E-8
E-9
E-10
E-11
E-12
E-13
E-14
E-15
E-16
E-17
E-18
E-19
E-20
E-21
E-22
E-23
E-24
E-25
E-26
E-27
E-28
E-29
E-30
E-31
E-32
E-33
E-34
E-35
E-36
E-37
E-38
E-39
E-40
E-41
E-42
E-43
E-44
E-45
E-46
E-47
E-48
E-49
E-50
E-51
E-52
E-53
E-54
E-55
E-56
E-57
E-58
E-59
F-1
F-2
F-3
F-4
G-1
H-1
H-2
H-3
I-1
J-1
K-1
L-1
L-2
L-3
L-4
L-5
L-6
L-7
L-8
L-9
L-10
L-11
L-12
L-13
L-14
L-15
L-16
L-17
L-18
L-19
L-20
L-21
L-22
L-23
L-24
L-25
L-26
M-1
N-1
O-1
P-1
P-2
P-3
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A-1
A-2
A-3
A-4
A-5
A-6
A-7
A-8
B-1
B-2
B-3
C-1
C-2
C-3
C-4
C-5
C-6
C-7
C-8
C-9
C-10
C-11
D-1
E-1
E-2
E-3
E-4
E-5
E-6
E-7
E-8
E-9
E-10
E-11
E-12
E-13
E-14
E-15
E-16
E-17
E-18
E-19
E-20
E-21
E-22
E-23
E-24
E-25
E-26
E-27
E-28
E-29
E-30
E-31
E-32
E-33
E-34
E-35
E-36
E-37
E-38
E-39
E-40
E-41
E-42
E-43
E-44
E-45
E-46
E-47
E-48
E-49
E-50
E-51
E-52
E-53
E-54
E-55
E-56
E-57
E-58
E-59
F-1
F-2
G-1
H-1
H-2
H-3
H-4
I-1
I-2
J-1
K-1
L-1
L-2
L-3
L-4
L-5
L-6
L-7
L-8
L-9
L-10
L-11
L-12
L-13
L-14
L-15
L-16
L-17
L-18
L-19
L-20
L-21
L-22
L-23
L-24
L-25
L-26
L-27
L-28
M-1
O-1
P-1
P-2
C-1
C-2
C-3
C-4
C-5
C-6
C-7
C-8
C-9
C-10
C-11
C-12
C-13
C-14
C-15
C-16
C-17
Share Classes
Class A
Class B
Class C
Class R
Class Y
Investor Class
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.
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.
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.
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.
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
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.
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.
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
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%
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
Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
n
a. have assets of at least $1 million; or
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.
n
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
Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
n
Insurance company separate accounts.
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
When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
n
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
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.
CDSC Category I
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
3.00
2.00
1.00
None
CDSC Category II
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.00
2.00
1.00
None
CDSC Category III
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.50
1.50
None
CDSC Category IV
Year since purchase made
Class B CDSC
4.00
%
3.75
3.50
2.50
1.50
1.00
None
CDSC Category V
Year since purchase made
Class B CDSC
2.00
%
1.50
1.00
0.50
None
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
3.00
%
4.00
%
2.50
4.00
2.00
3.00
1.00
2.50
None
1.50
None
None
CDSC Category VII
Year since purchase made
Class B CDSC
4.00
%
4.00
3.00
2.50
1.50
None
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.
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
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.
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 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 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
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.
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.
Additional
Initial Investment
Investments
Type of Account
Per Fund
Per Fund
None
None
None
None
$
25
$
25
50
50
250
25
1,000
50
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*.
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.
n
Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
n
Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
By Mail
Send a written request to the transfer agent which includes:
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.
By Telephone
Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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.
Automated Investor Line
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.
By Internet
Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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.
n
Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
n
Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
n
Premier Portfolio, Investor Class shares
n
Premier Tax-Exempt Portfolio, Investor Class shares
n
Premier U.S. Government Money Portfolio, Investor Class
shares
n
When your redemption proceeds will equal or exceed $250,000 per
Fund.
n
When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
n
When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
n
When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
Exchange From
Exchange To
Class A, B, C, R, Y*, Investor Class
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class
Class A, Invesco Cash Reserve Shares
Class A, S, Invesco Cash Reserve Shares
Class B
Class B
Class C, Y*
Class C, C5, Y*
Class R
Class R, R5
Class Y
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.
n
Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
n
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.
n
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.
n
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.
n
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.
n
All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
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.
n
Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
n
Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
n
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).
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
n
Suspend, change or withdraw all or any part of the offering made
by this prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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
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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
By Telephone:
(800) 959-4246
On the Internet:
You can send us a request by e-mail or download prospectuses,
SAIs, annual or semiannual reports via our Web site:
www.invesco.com/us
Prospectus
December 17, 2010
Class: A (AFRAX), C (AFRCX), R (AFRRX), Y (AFRYX)
Invesco Floating Rate Fund
1
3
5
5
5
5
5
5
6
6
7
A-1
A-1
A-2
A-2
A-3
A-4
A-5
A-6
A-7
A-9
A-10
A-10
A-11
A-13
A-14
A-15
Back Cover
Shareholder Fees
(fees paid directly from your
investment)
Class:
A
C
R
Y
Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
2.50
%
None
None
None
Maximum Deferred Sales Charge (Load) (as a percentage of
original purchase price or redemption proceeds, whichever is
less)
None
1.00
%
None
None
Redemption/Exchange Fee (as a percentage of amount
redeemed/exchanged within 31 days of purchase)
2.00
%
2.00
%
2.00
%
2.00
%
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
5
10
Since
Year
Years
Years
Inception
Class A
1
:
Inception (5/1/1997)
[ ]
%
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
The return shown for the one year period is the performance of
the Funds Class A shares. The returns shown for the
other periods are the blended returns of the actual performance
of the Funds Class A shares since April 13,
2006 and the historical performance of the Closed-End
Funds Class B shares for periods prior to
April 13, 2006, which historical performance reflects the
higher annual management fee applicable to the Closed-End Fund
and the 0.25 annual 12b-1 fee applicable to the Closed-End
Funds Class B shares. The inception date shown in the
table is that of the Closed-Ends Class B shares.
The return shown for the one year period is the performance of
the Funds Class C shares. The returns shown for the
other periods are the blended returns of the actual performance
of the Funds Class C shares since April 13,
2006 and the historical performance of the Closed-End
Funds Class C shares for periods prior to
April 13, 2006. The inception date shown in the table is
that of the Closed-End Funds Class C shares.
The return shown for the one year period is the performance of
the Funds Class R shares. The returns shown for the
other periods are the blended returns of the actual performance
of the Funds Class R shares since April 13,
2006 and the historical performance of the Closed-End
Funds Class B shares for periods prior to
April 13, 2006, which historical performance reflects the
higher annual management fee applicable to the Closed-End Fund
and the 0.25 annual 12b-1 fee applicable to the Closed-End
Funds Class B shares. The inception date shown in the
table is that of the Closed-Ends Class B shares. The
inception date of the Funds Class R shares is
April 13, 2006.
The returns shown for these periods are the historical
performance of the Funds Class A shares at net
asset value, which reflects the Rule 12b-1 fee applicable to
Class A shares. The inception date shown in the table is
that of the Funds Class A shares. The inception date
of the Funds Class Y shares is October 3, 2008.
(See footnote 1)
Portfolio Managers
Title
Length of Service on the Fund
Thomas Ewald
Portfolio Manager (lead)
2006
Gregory Stoeckle
Portfolio Manager
2006
Initial Investment
Additional 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 ESA accounts if the new investor
is purchasing shares through a systematic purchase plan
$25
$25
All other types of 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
n
Thomas Ewald, (lead manager), Portfolio Manager, who has been
responsible for the Fund since 2006. He has been responsible
for the Closed-End Fund, the Funds predecessor since 2004
and has been associated with Invesco Senior Secured and/or its
affiliates since 2000.
n
Gregory Stoeckle, Portfolio Manager, who has been responsible
for the Fund since 2006 and has been associated with Invesco
Senior Secured and/or its affiliates since 1999.
n
You invest $10,000 in the fund and hold it for the entire
10-year
period;
n
Your investment has a 5% return before expenses each year;
n
Hypotheticals both with and without any applicable initial sales
charge applied; and
n
There is no sales charge on reinvested dividends.
Class A (Includes Maximum
Sales Charge)
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class A (Without Maximum
Sales Charge)
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class C
2
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class R
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class Y
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Your actual expenses may be higher or lower than those shown.
The hypothetical assumes you hold your investment for a full
10 years. Therefore, any applicable deferred sales charge
that might apply in year one for Class C has not been
deducted.
Share Classes
Class A
Class B
Class C
Class R
Class Y
Investor Class
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.
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.
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.
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.
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
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.
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.
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
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%
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
Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
n
a. have assets of at least $1 million; or
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.
n
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
Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
n
Insurance company separate accounts.
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
When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
n
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
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.
CDSC Category I
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
3.00
2.00
1.00
None
CDSC Category II
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.00
2.00
1.00
None
CDSC Category III
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.50
1.50
None
CDSC Category IV
Year since purchase made
Class B CDSC
4.00
%
3.75
3.50
2.50
1.50
1.00
None
CDSC Category V
Year since purchase made
Class B CDSC
2.00
%
1.50
1.00
0.50
None
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
3.00
%
4.00
%
2.50
4.00
2.00
3.00
1.00
2.50
None
1.50
None
None
CDSC Category VII
Year since purchase made
Class B CDSC
4.00
%
4.00
3.00
2.50
1.50
None
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.
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
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.
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 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 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
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.
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.
Additional
Initial Investment
Investments
Type of Account
Per Fund
Per Fund
None
None
None
None
$
25
$
25
50
50
250
25
1,000
50
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*.
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.
n
Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
n
Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
By Mail
Send a written request to the transfer agent which includes:
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.
By Telephone
Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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.
Automated Investor Line
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.
By Internet
Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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.
n
Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
n
Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
n
Premier Portfolio, Investor Class shares
n
Premier Tax-Exempt Portfolio, Investor Class shares
n
Premier U.S. Government Money Portfolio, Investor Class
shares
n
When your redemption proceeds will equal or exceed $250,000 per
Fund.
n
When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
n
When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
n
When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
Exchange From
Exchange To
Class A, B, C, R, Y*, Investor Class
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class
Class A, Invesco Cash Reserve Shares
Class A, S, Invesco Cash Reserve Shares
Class B
Class B
Class C, Y*
Class C, C5, Y*
Class R
Class R, R5
Class Y
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.
n
Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
n
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.
n
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.
n
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.
n
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.
n
All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
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.
n
Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
n
Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
n
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).
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
n
Suspend, change or withdraw all or any part of the offering made
by this prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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
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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
By Telephone:
(800) 959-4246
On the Internet:
You can send us a request by e-mail or download prospectuses,
SAIs, annual or semiannual reports via our Web site:
www.invesco.com/us
Prospectus
December 17, 2010
Class: A (IAMSX), B (IBMSX), C (ICMSX), Y (IAMYX)
Invesco Multi-Sector Fund
1
3
5
5
5
5
5
6
6
6
7
A-1
A-1
A-2
A-2
A-3
A-4
A-5
A-6
A-7
A-9
A-10
A-10
A-11
A-13
A-14
A-15
Back Cover
Shareholder Fees
(fees paid directly from your
investment)
Class:
A
B
C
Y
Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
5.50
%
None
None
None
Maximum Deferred Sales Charge (Load) (as a percentage of
original purchase price or redemption proceeds, whichever is
less)
None
5.00
%
1.00
%
None
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
5
Since
Year
Years
Inception
Class A: Inception (9/3/2002)
[ ]
%
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Class Y shares performance shown prior to the
inception date is that of Class A shares and includes
the 12b-1 fees applicable to Class A shares. Class A
shares performance reflects any applicable fee waivers or
expense reimbursements.
Portfolio Managers
Title
Length of Service on the Fund
Juan Hartsfield
Portfolio Manager (lead)
2009
Andrew Lees
Portfolio Manager (lead)
2009
Derek Taner
Portfolio Manager (lead)
2006
Warren Tennant
Portfolio Manager (lead)
2008
Meggan Walsh
Portfolio Manager (lead)
2010
Initial Investment
Additional 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 ESA accounts if the new investor
is purchasing shares through a systematic purchase plan
$25
$25
All other types of 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
n
Juan Hartsfield, (lead manager with respect to the Funds
investments in the leisure sector), Portfolio Manager, who has
been responsible for the Fund since 2009 and has been associated
with Invesco and/or its affiliates since 2004.
n
Andrew Lees, (lead manager with respect to the Funds
investments in the energy sector), Portfolio Manager, who has
been responsible for the Fund since 2009 and has been associated
with Invesco and/or its affiliates since 2005. From 2004 to
2005, he was the director of investment banking for Trinity
Capital Services, LLC.
n
Derek Taner, (lead manager with respect to the Funds
investments in the health care sector), Portfolio Manager, who
has been responsible for the Fund since 2006 and has been
associated with Invesco and/or its affiliates since 2005. From
2000 to 2005, he was a portfolio manager and analyst for
Franklin Advisers, Inc.
n
Warren Tennant, (lead manager with respect to the Funds
investments in the technology sector), Portfolio Manager, who
has been responsible for the Fund since 2008 and has been
associated with Invesco and/or its affiliates since 2000.
n
Meggan Walsh, (lead manager with respect to the Funds
investments in the financial sector), Portfolio Manager, who has
been responsible for the Fund since 2010 and has been associated
with Invesco and/or its affiliates since 1991.
n
You invest $10,000 in the fund and hold it for the entire
10-year
period;
n
Your investment has a 5% return before expenses each year;
n
Hypotheticals both with and without any applicable initial sales
charge applied; and
n
There is no sales charge on reinvested dividends.
Class A (Includes Maximum
Sales Charge)
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class A (Without Maximum
Sales Charge)
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class B
2
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class C
2
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class Y
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Your actual expenses may be higher or lower than those shown.
The hypothetical assumes you hold your investment for a full
10 years. Therefore, any applicable deferred sales charge
that might apply in years one through six for Class B and
year one for Class C has not been deducted.
Share Classes
Class A
Class B
Class C
Class R
Class Y
Investor Class
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.
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.
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.
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.
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
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.
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.
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
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%
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
Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
n
a. have assets of at least $1 million; or
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.
n
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
Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
n
Insurance company separate accounts.
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
When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
n
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
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.
CDSC Category I
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
3.00
2.00
1.00
None
CDSC Category II
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.00
2.00
1.00
None
CDSC Category III
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.50
1.50
None
CDSC Category IV
Year since purchase made
Class B CDSC
4.00
%
3.75
3.50
2.50
1.50
1.00
None
CDSC Category V
Year since purchase made
Class B CDSC
2.00
%
1.50
1.00
0.50
None
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
3.00
%
4.00
%
2.50
4.00
2.00
3.00
1.00
2.50
None
1.50
None
None
CDSC Category VII
Year since purchase made
Class B CDSC
4.00
%
4.00
3.00
2.50
1.50
None
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.
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
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.
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 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 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
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.
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.
Additional
Initial Investment
Investments
Type of Account
Per Fund
Per Fund
None
None
None
None
$
25
$
25
50
50
250
25
1,000
50
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*.
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.
n
Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
n
Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
By Mail
Send a written request to the transfer agent which includes:
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.
By Telephone
Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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.
Automated Investor Line
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.
By Internet
Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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.
n
Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
n
Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
n
Premier Portfolio, Investor Class shares
n
Premier Tax-Exempt Portfolio, Investor Class shares
n
Premier U.S. Government Money Portfolio, Investor Class
shares
n
When your redemption proceeds will equal or exceed $250,000 per
Fund.
n
When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
n
When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
n
When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
Exchange From
Exchange To
Class A, B, C, R, Y*, Investor Class
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class
Class A, Invesco Cash Reserve Shares
Class A, S, Invesco Cash Reserve Shares
Class B
Class B
Class C, Y*
Class C, C5, Y*
Class R
Class R, R5
Class Y
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.
n
Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
n
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.
n
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.
n
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.
n
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.
n
All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
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.
n
Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
n
Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
n
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).
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
n
Suspend, change or withdraw all or any part of the offering made
by this prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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
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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
By Telephone:
(800) 959-4246
On the Internet:
You can send us a request by e-mail or download prospectuses,
SAIs, annual or semiannual reports via our Web site:
www.invesco.com/us
Prospectus
December 17, 2010
Class: A (ASRAX), B (SARBX), C (ASRCX), Y (ASRYX)
Invesco Select Real Estate
Income Fund
1
3
5
5
5
5
5
5
6
6
7
A-1
A-1
A-2
A-2
A-3
A-4
A-5
A-6
A-7
A-9
A-10
A-10
A-11
A-13
A-14
A-15
Back Cover
Shareholder Fees
(fees paid directly from your
investment)
Class:
A
B
C
Y
Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
5.50
%
None
None
None
Maximum Deferred Sales Charge (Load) (as a percentage of
original purchase price or redemption proceeds, whichever is
less)
None
5.00
%
1.00
%
None
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
5
Since
Year
Years
Inception
Class A
1
:
Inception (5/31/2002)
[ ]
%
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
The returns shown for the periods prior to March 12, 2007
are those of the Closed-End Funds common shares and
do not reflect the 0.25 annual 12b-1 fee applicable to
Class A shares or the annual other expenses of
Class A shares, which are estimated to be 0.10 higher than
those of the Closed-End Fund. If the 12b-1 fee and other
expenses of Class A shares were reflected, returns for
all periods prior to March 12, 2007 may be lower than those
shown in the bar chart.
The returns shown for the one year period is the performance of
the Funds Class B shares. The returns shown for the
other periods are the blended returns of the actual performance
of the Funds Class B shares since March 12,
2007 and the historical performance of the Closed-End
Funds common shares, which are estimated to be 0.10 higher
than those of the Closed-End Fund. The inception date shown in
the table is that of the Closed-End Funds common shares.
The inception date of the Funds Class B
shares is March 9, 2007.
The returns shown for the one year period is the performance of
the Funds Class C shares. The returns shown for the
other periods are the blended returns of the actual performance
of the Funds Class C shares since March 12,
2007 and the historical performance of the Closed-End
Funds common shares, which are estimated to be 0.10 higher
than those of the Closed-End Fund. The inception date shown in
the table is that of the Closed-End Funds common shares.
The inception date of the Funds Class C
shares is March 9, 2007.
The returns shown for these periods are the historical
performance of the Funds Class A shares at net
asset value, which reflects the Rule 12b-1 fee applicable to
Class A shares. The inception date shown in the table is
that of the Funds Class A shares. The inception date
of the Funds Class Y shares is October 3, 2008.
(See footnote 1)
Portfolio Managers
Title
Length of Service on the Fund
Joe Rodriguez, Jr.
Portfolio Manager (lead)
2007
Mark Blackburn
Portfolio Manager
2007
Paul Curbo
Portfolio Manager
2007
James Trowbridge
Portfolio Manager
2007
Darin Turner
Portfolio Manager
2009
Initial Investment
Additional 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 ESA accounts if the new investor
is purchasing shares through a systematic purchase plan
$25
$25
All other types of 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
n
Joe Rodriguez, Jr., (lead manager), Portfolio Manager, who has
been responsible for the Fund since 2007. He has been
responsible for the Closed-End Fund, the Funds
predecessor, since inception and has been associated with
Invesco and/or its affiliates since 1990.
n
Mark Blackburn, Portfolio Manager, who has been responsible for
the Fund since 2007. He has been responsible for the Closed-End
Fund, the Funds predecessor, since inception and has been
associated with Invesco and/or its affiliates since 1998.
n
Paul Curbo, Portfolio Manager, who has been responsible for the
Fund since 2007 and has been associated with Invesco and/or its
affiliates since 1998.
n
James Trowbridge, Portfolio Manager, who has been responsible
for the Fund since 2007. He has been responsible for the
Closed-End Fund, the Funds predecessor, since 2007 and has
been associated with Invesco and/or its affiliates since 1989.
n
Darin Turner, Portfolio Manager, who has been responsible for
the Fund since 2009 and has been associated with Invesco and/or
its affiliates since 2005. Prior to 2005, he was a financial
analyst in the corporate finance group of ORIX Capital Markets.
n
You invest $10,000 in the fund and hold it for the entire
10-year
period;
n
Your investment has a 5% return before expenses each year;
n
Hypotheticals both with and without any applicable initial sales
charge applied; and
n
There is no sales charge on reinvested dividends.
Class A (Includes Maximum
Sales Charge)
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Class A (Without Maximum
Sales Charge)
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
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Year 8
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[% ]
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[% ]
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[$
]
[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
]
[$
]
[$
]
Class B
2
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
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[% ]
[% ]
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[% ]
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[$
]
[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
]
[$
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[$
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[$
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[$
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[$
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[$
]
[$
]
[$
]
[$
]
Class C
2
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
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[% ]
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[$
]
[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
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[$
]
[$
]
Class Y
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Your actual expenses may be higher or lower than those shown.
The hypothetical assumes you hold your investment for a full
10 years. Therefore, any applicable deferred sales charge
that might apply in years one through six for Class B and
year one for Class C has not been deducted.
Share Classes
Class A
Class B
Class C
Class R
Class Y
Investor Class
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.
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.
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.
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.
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
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.
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.
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
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%
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
Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
n
a. have assets of at least $1 million; or
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.
n
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
Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
n
Insurance company separate accounts.
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
When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
n
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
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.
CDSC Category I
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
3.00
2.00
1.00
None
CDSC Category II
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.00
2.00
1.00
None
CDSC Category III
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.50
1.50
None
CDSC Category IV
Year since purchase made
Class B CDSC
4.00
%
3.75
3.50
2.50
1.50
1.00
None
CDSC Category V
Year since purchase made
Class B CDSC
2.00
%
1.50
1.00
0.50
None
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
3.00
%
4.00
%
2.50
4.00
2.00
3.00
1.00
2.50
None
1.50
None
None
CDSC Category VII
Year since purchase made
Class B CDSC
4.00
%
4.00
3.00
2.50
1.50
None
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.
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
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.
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 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 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
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.
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.
Additional
Initial Investment
Investments
Type of Account
Per Fund
Per Fund
None
None
None
None
$
25
$
25
50
50
250
25
1,000
50
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*.
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.
n
Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
n
Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
By Mail
Send a written request to the transfer agent which includes:
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.
By Telephone
Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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.
Automated Investor Line
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.
By Internet
Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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.
n
Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
n
Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
n
Premier Portfolio, Investor Class shares
n
Premier Tax-Exempt Portfolio, Investor Class shares
n
Premier U.S. Government Money Portfolio, Investor Class
shares
n
When your redemption proceeds will equal or exceed $250,000 per
Fund.
n
When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
n
When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
n
When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
Exchange From
Exchange To
Class A, B, C, R, Y*, Investor Class
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class
Class A, Invesco Cash Reserve Shares
Class A, S, Invesco Cash Reserve Shares
Class B
Class B
Class C, Y*
Class C, C5, Y*
Class R
Class R, R5
Class Y
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.
n
Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
n
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.
n
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.
n
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.
n
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.
n
All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
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.
n
Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
n
Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
n
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).
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
n
Suspend, change or withdraw all or any part of the offering made
by this prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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
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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
By Telephone:
(800) 959-4246
On the Internet:
You can send us a request by e-mail or download prospectuses,
SAIs, annual or semiannual reports via our Web site:
www.invesco.com/us
Prospectus
December 17, 2010
Class: A (SCAUX), B (SBCUX), C (SCCUX), INVESTOR (SCNUX), R
(SCRUX), Y (SCAYX)
Invesco Structured Core Fund
1
1
3
4
4
4
4
4
5
5
5
6
A-1
A-1
A-2
A-2
A-3
A-4
A-5
A-6
A-7
A-9
A-10
A-10
A-11
A-13
A-14
A-15
Back Cover
Shareholder Fees
(fees paid directly from your
investment)
Class:
A
B
C
R
Y
Investor
Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
5.50
%
None
None
None
None
None
Maximum Deferred Sales Charge (Load) (as a percentage of
original purchase price or redemption proceeds, whichever is
less)
None
5.00
%
1.00
%
None
None
None
The Adviser has contractually agreed, through at least
December 31, 2011 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 in
the SAI) of Class A, Class B, Class C,
Class R, Class Y and Investor
Class shares to 1.00%, 1.75%, 1.75%, 1.25%, 0.75% and
1.00%, respectively, of average daily net assets. Unless
the Board of Trustees and Invesco Advisers, Inc. mutually agree
to amend or continue the fee waiver agreement, it will terminate
on December 31, 2011.
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
1 Year
3 Years
5 Years
10 Years
$
$
$
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
Since
Year
Inception
Class A: Inception (3/31/2006)
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Class R shares performance shown prior to the
inception date is that of Class A shares restated to
reflect the higher 12b-1 fees applicable to Class R shares.
Class A shares performance reflects any applicable fee
waivers.
Class Y shares and Investor
Class shares performance shown prior to the inception
date is that of Class A shares and includes the 12b-1
fees applicable to Class A shares. Class A
shares performance reflects any applicable fee waivers or
expense reimbursements.
Portfolio Managers
Title
Length of Service on the Fund
Ralph Coutant
Portfolio Manager
2009
W. Lawson McWhorter
Portfolio Manager
2006
Glen Murphy
Portfolio Manager
2010
Anthony Shufflebotham
Portfolio Manager
2009
Anne Unflat
Portfolio Manager
2010
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Asset or fee-based accounts managed by your financial adviser
None
None
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
None
None
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor
is purchasing shares through a systematic purchase plan
$25
$25
All other types of 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
n
Ralph Coutant, Portfolio Manager, who has been responsible for
the Fund since 2009 and has been associated with Invesco and/or
its affiliates since 1999.
n
W. Lawson McWhorter, Portfolio Manager, who has been responsible
for the Fund since 2006 and has been associated with Invesco
and/or its affiliates since 2005.
n
Glen Murphy, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco and/or its
affiliates since 1995.
n
Anthony Shufflebotham, Portfolio Manager, who has been
responsible for the Fund since 2009 and has been associated with
Invesco and/or its affiliates since 1998.
n
Anne Unflat, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco and/or its
affiliates since 1988.
n
You invest $10,000 in the fund and hold it for the entire
10-year
period;
n
Your investment has a 5% return before expenses each year;
n
Hypotheticals both with and without any applicable initial sales
charge applied; and
n
There is no sales charge on reinvested dividends.
INVESTOR
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Your actual expenses may be higher or lower than those shown.
The hypothetical assumes you hold your investment for a full
10 years. Therefore, any applicable deferred sales charge
that might apply in years one through six for Class B and
year one for Class C has not been deducted.
Share Classes
Class A
Class B
Class C
Class R
Class Y
Investor Class
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.
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.
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.
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.
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
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.
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.
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
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%
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
Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
n
a. have assets of at least $1 million; or
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.
n
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
Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
n
Insurance company separate accounts.
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
When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
n
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
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.
CDSC Category I
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
3.00
2.00
1.00
None
CDSC Category II
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.00
2.00
1.00
None
CDSC Category III
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.50
1.50
None
CDSC Category IV
Year since purchase made
Class B CDSC
4.00
%
3.75
3.50
2.50
1.50
1.00
None
CDSC Category V
Year since purchase made
Class B CDSC
2.00
%
1.50
1.00
0.50
None
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
3.00
%
4.00
%
2.50
4.00
2.00
3.00
1.00
2.50
None
1.50
None
None
CDSC Category VII
Year since purchase made
Class B CDSC
4.00
%
4.00
3.00
2.50
1.50
None
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.
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
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.
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 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 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
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.
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.
Additional
Initial Investment
Investments
Type of Account
Per Fund
Per Fund
None
None
None
None
$
25
$
25
50
50
250
25
1,000
50
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*.
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.
n
Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
n
Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
By Mail
Send a written request to the transfer agent which includes:
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.
By Telephone
Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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.
Automated Investor Line
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.
By Internet
Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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.
n
Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
n
Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
n
Premier Portfolio, Investor Class shares
n
Premier Tax-Exempt Portfolio, Investor Class shares
n
Premier U.S. Government Money Portfolio, Investor Class
shares
n
When your redemption proceeds will equal or exceed $250,000 per
Fund.
n
When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
n
When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
n
When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
Exchange From
Exchange To
Class A, B, C, R, Y*, Investor Class
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class
Class A, Invesco Cash Reserve Shares
Class A, S, Invesco Cash Reserve Shares
Class B
Class B
Class C, Y*
Class C, C5, Y*
Class R
Class R, R5
Class Y
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.
n
Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
n
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.
n
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.
n
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.
n
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.
n
All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
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.
n
Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
n
Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
n
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).
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
n
Suspend, change or withdraw all or any part of the offering made
by this prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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
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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
By Telephone:
(800) 959-4246
On the Internet:
You can send us a request by e-mail or download prospectuses,
SAIs, annual or semiannual reports via our Web site:
www.invesco.com/us
Prospectus
December 17, 2010
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A-7
Back Cover
The Adviser has contractually agreed, through at least
December 31, 2011 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 in
the SAI) of Institutional Class shares to 0.65% of
average daily net assets. Unless the Board of Trustees and
Invesco Advisers, Inc. mutually agree to amend or continue the
fee waiver agreement, it will terminate on December 31,
2011.
1 Year
3 Years
5 Years
10 Years
$
$
$
$
Portfolio Managers
Title
Length of Service on the Fund
Cynthia Brien
Portfolio Manager
2009
Chuck Burge
Portfolio Manager
2009
Claudia Calich
Portfolio Manager
2009
John Craddock
Portfolio Manager
2010
Peter Ehret
Portfolio Manager
2009
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Defined Contribution Plan (for which sponsor has
$100 million in combined defined contribution and defined
benefit assets)
$0
$0
Defined Contribution Plan (for which a sponsor has less than
$100 million in combined defined contribution and defined
benefit assets)
$10 Million
$0
Banks, trust companies and certain other financial intermediaries
$10 Million
$0
Financial intermediaries and other corporations acting for their
own accounts
$1 Million
$0
Foundations or Endowments
$1 Million
$0
Other institutional investors
$1 Million
$0
Defined Benefit Plan
$0
$0
Pooled investment vehicles (e.g., Funds of Funds)
$0
$0
1 Year
3 Years
5 Years
10 Years
$
$
$
$
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
5
10
Year
Years
Years
Institutional
Class
1
:
Inception (5/1/1997)
[ ]
%
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
The return shown for the one year period is the historical
performance of the Fund. The returns shown for the other periods
are the blended returns of the actual performance of the Fund
since April 13, 2006, and the historical performance of the
Closed-End Funds Class B shares for periods
prior to April 13, 2006, which historical performance
reflects the higher annual management fee applicable to the
Closed-End Fund and the 0.25 annual 12b-1 fee applicable to the
Closed-End Funds Class B shares. The inception date
shown in the table is that of the Closed-End Funds
Class B shares. The inception date of the Fund is
April 13, 2006.
Portfolio Managers
Title
Length of Service on the Fund
Thomas Ewald
Portfolio Manager (lead)
2006
Gregory Stoeckle
Portfolio Manager
2006
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Defined Contribution Plan (for which sponsor has
$100 million in combined defined contribution and defined
benefit assets)
$0
$0
Defined Contribution Plan (for which a sponsor has less than
$100 million in combined defined contribution and defined
benefit assets)
$10 Million
$0
Banks, trust companies and certain other financial intermediaries
$10 Million
$0
Financial intermediaries and other corporations acting for their
own accounts
$1 Million
$0
Foundations or Endowments
$1 Million
$0
Other institutional investors
$1 Million
$0
Defined Benefit Plan
$0
$0
Pooled investment vehicles (e.g., Funds of Funds)
$0
$0
1 Year
3 Years
5 Years
10 Years
$
$
$
$
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
5
Since
Year
Years
Inception
Institutional Class: Inception (5/3/2004)
[ ]
%
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Portfolio Managers
Title
Length of Service on the Fund
Juan Hartsfield
Portfolio Manager (lead)
2009
Andrew Lees
Portfolio Manager (lead)
2009
Derek Taner
Portfolio Manager (lead)
2006
Warren Tennant
Portfolio Manager (lead)
2008
Meggan Walsh
Portfolio Manager (lead)
2010
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Defined Contribution Plan (for which sponsor has
$100 million in combined defined contribution and defined
benefit assets)
$0
$0
Defined Contribution Plan (for which a sponsor has less than
$100 million in combined defined contribution and defined
benefit assets)
$10 Million
$0
Banks, trust companies and certain other financial intermediaries
$10 Million
$0
Financial intermediaries and other corporations acting for their
own accounts
$1 Million
$0
Foundations or Endowments
$1 Million
$0
Other institutional investors
$1 Million
$0
Defined Benefit Plan
$0
$0
Pooled investment vehicles (e.g., Funds of Funds)
$0
$0
1 Year
3 Years
5 Years
10 Years
$
$
$
$
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
5
Since
Year
Years
Inception
Institutional
Class
1
:
Inception (5/31/2002)
[ ]
%
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
The return shown for the one year period is the historical
performance of the Fund. The returns shown for the other periods
are the blended returns of the actual performance of the Fund
since April 13, 2006, and the historical performance of the
Closed-End Funds common shares at net asset value for
periods prior to March 12, 2007, restated to reflect the
annual other expenses of the Fund, which are estimated to be
0.04 higher than those of the Closed-End Fund. The inception
date shown in the table is that of the Closed-End Funds
common shares. The inception date of the Fund is March 9,
2007.
Portfolio Managers
Title
Length of Service on the Fund
Joe Rodriguez, Jr.
Portfolio Manager (lead)
2007
Mark Blackburn
Portfolio Manager
2007
Paul Curbo
Portfolio Manager
2007
James Trowbridge
Portfolio Manager
2007
Darin Turner
Portfolio Manager
2009
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Defined Contribution Plan (for which sponsor has
$100 million in combined defined contribution and defined
benefit assets)
$0
$0
Defined Contribution Plan (for which a sponsor has less than
$100 million in combined defined contribution and defined
benefit assets)
$10 Million
$0
Banks, trust companies and certain other financial intermediaries
$10 Million
$0
Financial intermediaries and other corporations acting for their
own accounts
$1 Million
$0
Foundations or Endowments
$1 Million
$0
Other institutional investors
$1 Million
$0
Defined Benefit Plan
$0
$0
Pooled investment vehicles (e.g., Funds of Funds)
$0
$0
The Adviser has contractually agreed, through at least
December 31, 2011 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 in
the SAI) of Institutional Class shares to 0.75% of
average daily net assets. Unless the Board of Trustees and
Invesco Advisers, Inc. mutually agree to amend or continue the
fee waiver agreement, it will terminate on December 31,
2011.
1 Year
3 Years
5 Years
10 Years
$
$
$
$
Average Annual Total Returns
(for the periods ended
December 31, 2009)
1
Since
Year
Inception
Institutional Class: Inception (3/31/2006)
[ ]
%
[ ]
%
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Portfolio Managers
Title
Length of Service on the Fund
Ralph Coutant
Portfolio Manager
2009
W. Lawson McWhorter
Portfolio Manager
2006
Glen Murphy
Portfolio Manager
2010
Anthony Shufflebotham
Portfolio Manager
2009
Anne Unflat
Portfolio Manager
2010
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Defined Contribution Plan (for which sponsor has
$100 million in combined defined contribution and defined
benefit assets)
$0
$0
Defined Contribution Plan (for which a sponsor has less than
$100 million in combined defined contribution and defined
benefit assets)
$10 Million
$0
Banks, trust companies and certain other financial intermediaries
$10 Million
$0
Financial intermediaries and other corporations acting for their
own accounts
$1 Million
$0
Foundations or Endowments
$1 Million
$0
Other institutional investors
$1 Million
$0
Defined Benefit Plan
$0
$0
Pooled investment vehicles (e.g., Funds of Funds)
$0
$0
n
Cynthia Brien, Portfolio Manager, who has been responsible for
the Fund since 2009 and has been associated with Invesco and/or
its affiliates since 1996.
n
Chuck Burge, Portfolio Manager, who has been responsible for the
Fund since 2009 and has been associated with Invesco and/or its
affiliates since 2002.
n
Claudia Calich, Portfolio Manager, who has been responsible for
the Fund since 2009 and has been associated with Invesco and/or
its affiliates since 2004.
n
John Craddock, Portfolio Manager, who has been responsible for
the Fund since 2010 and has been associated with Invesco and/or
its affiliates since 1999.
n
Peter Ehret, Portfolio Manager, who has been responsible for the
Fund since 2009 and has been associated with Invesco and/or its
affiliates since 2001.
n
Thomas Ewald, (lead manager), Portfolio Manager, who has been
responsible for the Fund since 2006. He has been responsible
for the Closed-End Fund, the Funds predecessor since 2004
and has been associated with Invesco Senior Secured and/or its
affiliates since 2000.
n
Gregory Stoeckle, Portfolio Manager, who has been responsible
for the Fund since 2006 and has been associated with Invesco
Senior Secured and/or its affiliates since 1999.
n
Juan Hartsfield, (lead manager with respect to the Funds
investments in the leisure sector), Portfolio Manager, who has
been responsible for the Fund since 2009 and has been associated
with Invesco and/or its affiliates since 2004.
n
Andrew Lees, (lead manager with respect to the Funds
investments in the energy sector), Portfolio Manager, who has
been responsible for the Fund since 2009 and has been associated
with Invesco and/or its
affiliates since 2005. From 2004 to 2005, he was the director
of investment banking for Trinity Capital Services, LLC.
n
Derek Taner, (lead manager with respect to the Funds
investments in the health care sector), Portfolio Manager, who
has been responsible for the Fund since 2006 and has been
associated with Invesco and/or its affiliates since 2005. From
2000 to 2005, he was a portfolio manager and analyst for
Franklin Advisers, Inc.
n
Warren Tennant, (lead manager with respect to the Funds
investments in the technology sector), Portfolio Manager, who
has been responsible for the Fund since 2008 and has been
associated with Invesco and/or its affiliates since 2000.
n
Meggan Walsh, (lead manager with respect to the Funds
investments in the financial sector), Portfolio Manager, who has
been responsible for the Fund since 2010 and has been associated
with Invesco and/or its affiliates since 1991.
n
Joe Rodriguez, Jr., (lead manager), Portfolio Manager, who has
been responsible for the Fund since 2007. He has been
responsible for the Closed-End Fund, the Funds
predecessor, since inception and has been associated with
Invesco and/or its affiliates since 1990.
n
Mark Blackburn, Portfolio Manager, who has been responsible for
the Fund since 2007. He has been responsible for the Closed-End
Fund, the Funds predecessor, since inception and has been
associated with Invesco and/or its affiliates since 1998.
n
Paul Curbo, Portfolio Manager, who has been responsible for the
Fund since 2007 and has been associated with Invesco and/or its
affiliates since 1998.
n
James Trowbridge, Portfolio Manager, who has been responsible
for the Fund since 2007. He has been responsible for the
Closed-End Fund, the Funds predecessor, since 2007 and has
been associated with Invesco and/or its affiliates since 1989.
n
Darin Turner, Portfolio Manager, who has been responsible for
the Fund since 2009 and has been associated with Invesco and/or
its affiliates since 2005. Prior to 2005, he was a financial
analyst in the corporate finance group of ORIX Capital Markets.
n
Ralph Coutant, Portfolio Manager, who has been responsible for
the Fund since 2009 and has been associated with Invesco and/or
its affiliates since 1999.
n
W. Lawson McWhorter, Portfolio Manager, who has been responsible
for the Fund since 2006 and has been associated with Invesco
and/or its affiliates since 2005.
n
Glen Murphy, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco and/or its
affiliates since 1995.
n
Anthony Shufflebotham, Portfolio Manager, who has been
responsible for the Fund since 2009 and has been associated with
Invesco and/or its affiliates since 1998.
n
Anne Unflat, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco and/or its
affiliates since 1988.
n
You invest $10,000 in the fund and hold it for the entire
10-year
period; and
n
Your investment has a 5% return before expenses each year.
Invesco Core Plus Bond Fund INSTITUTIONAL
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
Invesco Floating Rate Fund INSTITUTIONAL
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Invesco Multi-Sector Fund INSTITUTIONAL
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Invesco Select Real Estate Income Fund
INSTITUTIONAL
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
Invesco Structured Core Fund INSTITUTIONAL
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
Year 10
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[% ]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
[$
]
1 Your actual expenses may be higher or lower than those
shown.
Initial
Additional
Type of Account
Investments
Investments
$
0
$
0
$
10 M
$
0
$
10 M
$
0
$
1 M
$
0
$
1 M
$
0
$
1 M
$
0
$
0
$
0
$
0
$
0
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator). Redemption
proceeds will be sent in accordance with the wire instructions
specified in the account application provided to the transfer
agent. The transfer agent must receive your financial
advisers or financial intermediarys call before the
close of the customary trading session of the New York Stock
Exchange (NYSE) on days the NYSE is open for business in order
to effect the redemption at that days closing price.
By Telephone
A person who has been authorized in the account application to
effect transactions may make redemptions by telephone. You must
call the transfer agent before the close of the customary
trading session of the NYSE on days the NYSE is open for
business in order to effect the redemption at that days
closing price.
Invesco Developing Markets Fund
Invesco Emerging Market Local Currency Debt Fund
Invesco Floating Rate Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Fund
Invesco Global Growth Fund
Invesco Global Real Estate Fund
Invesco High Yield Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco Japan Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen High Yield Fund
Invesco Van Kampen International Growth Fund
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 an
intermediarys 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.
n
Shares acquired through the reinvestment of dividends and
distributions.
n
Shares acquired in connection with a rollover or transfer of
assets from the trustee or custodian of an employee benefit plan
or individual retirement account (IRA) to the trustee or
custodian of another employee benefit plan or IRA.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
Exchanges of shares held by funds of funds and insurance company
separate accounts which use the funds as underlying investments.
n
Exchanges effectuated pursuant to automatic investment
rebalancing or dollar cost averaging programs.
n
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).
n
If you acquire shares in connection with a rollover or transfer
of assets from the trustee or custodian of an employee benefit
plan or IRA to the trustee or custodian of a new employee
benefit plan or IRA, your first reallocation of those assets
will not count toward the exchange limitation.
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Suspend, change or withdraw all or any part of the offering made
by this Prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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 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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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 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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
By Telephone:
(800) 659-1005
On the Internet:
You can send us a request by e-mail or download prospectuses,
SAIs, annual or semiannual reports via our Web site:
www.invesco.com/us
Invesco Floating Rate Fund
Invesco Multi-Sector Fund and
Invesco Select Real Estate Income Fund
Invesco Structured Core Fund
Statement of Additional Information
December 17, 2010
FUND Class:
A
B
C
R
Y
Investor
Institutional
ACPSX
CPBBX
CPCFX
CPBRX
CPBYX
N/A
CPIIX
IAMSX
IBMSX
ICMSX
N/A
IAMYX
N/A
IIMSX
ASRAX
SARBX
ASRCX
N/A
ASRYX
N/A
ASRIX
SCAUX
SBCUX
SCCUX
SCRUX
SCAYX
SCNUX
SCIUX
Statement of Additional Information
December 17, 2010
P.O. Box 4739
Houston, Texas 77210-4739
or by calling (800) 959-4246
or on the Internet: www.invesco.com/us
Fund
Retail Classes
Institutional Class
December 17, 2010
December 17, 2010
December 17, 2010
December 17, 2010
December 17, 2010
December 17, 2010
December 17, 2010
December 17, 2010
Page
1
1
1
3
3
37
37
40
50
52
55
55
56
56
57
57
59
59
61
62
62
62
75
75
77
79
79
A-1
B-1
C-1
Page
D-1
E-1
F-1
G-1
H-1
I-1
J-1
K-1
L-1
M-1
N-1
O-1
P-1
i.
Restriction, to varying degrees, on foreign investment in stocks;
ii.
Repatriation of investment income, capital, and the proceeds of sales in foreign
countries may require foreign governmental registration and/or approval;
iii.
Greater risk of fluctuation in value of foreign investments due to changes in
currency exchange rates, currency control regulations or currency devaluation;
iv.
Inflation and rapid fluctuations in inflation rates may have negative effects on
the economies and securities markets of certain developing countries;
v.
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
vi.
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.
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.
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.
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.
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.
(i)
general economic and financial conditions;
(ii)
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,
(iii)
other considerations deemed appropriate.
Turnover Rates
2010
2009
%
140
%
%
31
%
%
59
%
%
77
%
Information
Approximate Date of Website Posting
Information Remains Posted on Website
15 days after month-end
Until replaced with the following months top ten holdings
29 days after calendar quarter-end
Until replaced with the following quarters Quarterly Performance Update
30 days after calendar quarter-end
For one year
60-70 days after fiscal quarter-end
For one year
1
Commenced operations on June 3, 2009.
2
To locate the Funds portfolio holdings
information on
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 website page.
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.
Fund
Adviser/Sub-Adviser
Invesco Institutional a division of Invesco
Invesco Aim a division of Invesco
Invesco Institutional a division of Invesco
Invesco Institutional a division of Invesco
Fund Name
Annual Rate/Net Asset Per Advisory Agreement
0.450% on the first $500M
0.425% on the next $500M
0.400% on the next $1.5B
0.375% on the next $2.5B
0.350% on amounts over $5B
0.695% of the first $250M
0.67% of the next $250M
0.645% of the next $500M
0.62% of the next $1.5B
0.595% of the next $2.5B
0.57% of the next $2.5B
0.545% of the next $2.5B
0.52% of the excess over $10B
0.75% of the first $250M
0.74% of the next $250M
0.73% of the next $50M
0.72% of the next $1.5B
0.71% of the next $2.5B
0.70% of the next $2.5B
0.69% of the next $2.5B
0.68% of the excess over $10B
0.60% of first $250M
0.575% of next $250M
0.55% of next $500M
0.525% of next $1.5B
0.50% of next $2.5B
0.475% of next $2.5B
0.45% of next 2.5B
0.425% of excess over $10B
0.90
%
1.65
%
1.65
%
1.15
%
0.65
%
0.65
%
2.00
%
2.75
%
2.75
%
1.75
%
1.75
%
2.00
%
2.75
%
2.75
%
1.75
%
1.75
%
1.00
%
1.75
%
1.75
%
1.25
%
0.75
%
1.00
%
0.75
%
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).
The dollar range of the managers investments in each Fund.
A description of the managers compensation structure.
proprietary research created by the Broker executing the trade, and
other products created by third parties that are supplied to Invesco or the
Sub-Advisers through the Broker executing the trade.
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.
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).
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).
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.
provide your correct Social Security or taxpayer identification number,
certify that this number is correct,
certify that you are not subject to backup withholding, and
certify that you are a U.S. person (including a U.S. resident alien).
exempt-interest dividends paid by the Fund from its net interest income
earned on municipal securities;
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 the United States for a period or
periods aggregating 183 days or more during the calendar year; and
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.
Investor
Fund
Class A
Class B
Class C
Class R
Class
0.25
%
1.00
%
1.00
%
50
%
N/A
0.25
%
1.00
%
1.00
%
N/A
N/A
0.25
%
1.00
%
1.00
%
N/A
N/A
0.25
%
1.00
%
1.00
%
0.50
%
0.25
%
Non-Public Portfolio Holdings on an Ongoing Basis
(as of June 30, 2010)
Service Provider
Disclosure Category
Broker (for certain Invesco Funds)
Financial Printer
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Securities Lender (for certain Invesco Funds)
Broker (for certain Invesco Funds)
System Provider
Financial Printer
Broker (for certain Invesco Funds)
Trading System
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor
Broker (for certain Invesco Funds)
Software Provider (for certain Invesco Funds)
Software Provider (for certain Invesco Funds)
Broker (for certain Invesco Funds)
System Provider (for certain Invesco Funds)
Software Provider
Analyst (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Rating & Ranking Agency (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Rating & Ranking Agency (for certain Invesco Funds)
Pricing Vendor
Proxy Voting Service (for certain Invesco Funds)
Transfer Agent
System Provider (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Service Provider
Disclosure Category
Analyst (for certain Invesco Funds)
Lender (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Sub-advisor (for certain sub-advised accounts)
Special Insurance Counsel
Broker (for certain Invesco Funds)
Legal Counsel
Rating & Ranking Agency (for certain Invesco Funds)
Pricing Service (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Software Provider
Rating & Ranking Agency (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Securities Lender (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
System provider
Analyst (for certain Invesco Funds)
Trading System
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Independent Registered Public Accounting Firm (for all Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Service (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Financial Printer
Pricing Service and Rating and Ranking Agency
(each, respectively, for certain Invesco Funds)
System Provider
Custodian, Lender, Securities Lender, and System
Provider (each, respectively, for certain Invesco
Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Service Provider
Disclosure Category
Legal Counsel
Custodian and Securities Lender (each,
respectively, for certain Invesco Funds)
Software Provider
Broker (for certain Invesco Funds)
Software Provider
Broker (for certain Invesco Funds)
Financial Printer
Broker (for Certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Software Provider
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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
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)
214
None
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.
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 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.
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.
Trustee and Chair
2003
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
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
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.
1983
Retired
Formerly: President and Chief
Executive Officer, AMC Cancer Research
Center; and Chairman and Chief
Executive Officer, First Columbia
Financial Corporation
214
None
2003
Retired
Formerly: Director, Badgley Funds,
Inc. (registered investment company)
(2 portfolios) and Partner, law firm
of Baker & McKenzie
214
None
2000
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
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.
Trustee
2003
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.
2003
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)
214
Administaff
Formerly: Chief Executive Officer,
Texana Timber LP (sustainable forestry
company) and member of the U.S. House
of Representatives
2003
Partner, law firm of Kramer Levin
Naftalis and Frankel LLP
214
Director, Reich &
Tang Funds (16
portfolios)
Trustee
2003
Retired
Formerly: Chief Executive Officer,
YWCA of the U.S.A.
214
None
Trustee
2003
Partner, law firm of Pennock & Cooper
214
None
1997
Retired
Formerly, Chairman, Chief Executive
Officer and President, Synergen Corp.
(a biotechnology company)
214
None
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,
Trustee of the
University of
Rochester and a
member of its
investment
President of the University of Chicago.
232
committee. Member
of the National
Academy of
Sciences, the
American
Philosophical
Society and a
fellow of the
American Academy of
Arts and Sciences
Trustee
2005
Retired
Formerly: Director, Mainstay VP
Series Funds, Inc. (25 portfolios) and
Partner, Deloitte & Touche
214
None
2005
Senior Vice President and Senior
Officer, The Invesco Funds
N/A
N/A
2006
Director, Senior Vice President,
Secretary and General Counsel, Invesco
Management Group, Inc. (formerly known
as Invesco Aim Management Group,
Inc.), 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
N/A
N/A
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)
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
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.
2003
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)
N/A
N/A
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.
Vice President
2003
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
N/A
N/A
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).
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)
2005
Anti-Money Laundering Compliance
Officer, Invesco Advisers, Inc.
(formerly known as Invesco
Institutional (N.A.), Inc.)
(registered investment adviser);
Invesco 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.
N/A
N/A
Formerly: Anti-Money Laundering
Compliance Officer, Fund Management
Company, Invesco Advisers, Inc.,
Invesco Aim Capital Management, Inc.
and Invesco Aim Private Asset
Management, Inc.
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
Aggregate Dollar Range of
Equity Securities in All
Registered Investment
Companies Overseen by
Dollar Range of Equity Securities
Trustee in The Invesco
Name of Trustee
Per Fund
Family of Funds
®
Over $100,000
-0-
N/A
N/A
N/A
N/A
Over $100,000
Over $100,000
Over $100,000
4
Over $100,000
4
N/A
N/A
Over $100,000
Over $100,000
4
Over $100,000
4
Over $100,000
4
Over $100,000
Over $100,000
4
N/A
N/A
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 invested in one or more of the Invesco Funds.
Retirement
Estimated
Benefits
Annual Benefits
Aggregate
Accrued
Upon
Total
Compensation
by All
Retirement
Compensation
From the
Invesco
for Invesco
From All Invesco
Trustee
Trust
(1)
Funds
(2)
Funds
(3)
Funds
(4)
(1)
Amounts shown are based on the fiscal year ended August 31, 2010. The total amount of
compensation deferred by all trustees of the Trust during the fiscal year ended August 31,
2010, including earnings, was $ .
(2)
During the fiscal year ended August 31, 2010, the total amount of expenses allocated to the
Trust in respect of such retirement benefits was $ .
(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, Dammayer, Sonnenschein and Whalen currently serve as trustee of 29
registered investment companies advised by Invesco. Messrs, Arch, Dammayer, Sonnenschein and
Whalen currently serve as trustee of 47 registered investment companies advised by Invesco.
(5)
Messrs, Arch, Dammayer, Sonnenschein and Whalen were elected trustees of the Trust effective
June 15, 2010.
(6)
During the fiscal year ended August 31, 2010, the Trust paid __ 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.
Retail Accounts
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
Investment Advisers Act of 1940
Advisory Compliance
Fund Board
January 1, 2010
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.
Contested director elections are evaluated on a case-by-case basis and are decided within
the context of Invescos investment thesis on a company.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
Version: 1.2: Descriptions; Update of Names; Update of Appendix B
Version: 1.1: Format; Update of Appendix B
Version: 1.0: Initial Version
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;
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
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).
POLICY ON CORPORATE GOVERNANCE
(Updated February 2008)
1.
Introduction
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.
2.
Responsible Voting
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.
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.
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)
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:
i) To protect the rights of its clients
ii) To minimise the risk of financial or business impropriety within the companies in which
its clients are invested, and
iii) To protect the long-term value of its clients investments.
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.
IP will exercise actively the voting rights represented by the shares it manages on behalf
of its investors.
Note: 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.
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
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.
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.
Invesco Asset Management (Japan) Limited
1.
Domestic Equities
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.
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.
2.
Foreign Equities
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.
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.
Voting Screening Criteria & Decision Making Documents
(Attachment 1)
Company Name :
Year
Month
Yes
No
Yes
No
Yes
No
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)
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
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)
General Subjects
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.
2)
Loss Disposal Plan
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
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
1)
Officer Remuneration
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
To basically approve.
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.
2)
Capital Reduction
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.
(7)
Others
1)
Appointment of Accountant
To basically approve.
To basically disapprove on suspicion of its independency.
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.
Invesco Australia Limited
1.
Proxy Voting Policy
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.
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.
1
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.
1.3.3
Pooled Fund Clients
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.
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.
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.
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.
1.4
Key Proxy Voting Issues
1.4.1
Issues Overview
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.
1.4.2
Portfolio Management Issues
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.
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.
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
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.
1.5
Internal Proxy Voting Procedure
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.
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:
1.6
Client Reporting
Invesco will keep records of its proxy voting activities, directly or through outsourced
reporting.
Upon client election, Invesco will report quarterly or annually to the client on proxy
voting activities for investments owned by the client.
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.
2
3
4
7
10
12
1.1
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.
1.2
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.
1.3
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.
1.4
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.
1.5
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.
2.1
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.
2.2
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.
2.3
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.
2.4
Individually-Managed Clients
2.4.1
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.
2.4.2
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.
2.4.3
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.
2.4.4
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.
2.4.5
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.
2.4.6
Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for individually-managed clients:
2.5
Pooled Fund Clients
2.5.1
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.
2.5.2
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.
2.5.3
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.
2.5.4
Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for pooled fund clients:
3.1
This section outlines Invescos intended approach in cases where proxy voting
authority is being exercised on clients behalf.
3.2
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.
3.3
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.
3.4
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.
3.5
Portfolio Management Issues Active Equity Portfolios
3.5.1
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.
3.5.2
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.
3.5.3
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:
3.6
Administrative Issues
3.6.1
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.
3.6.2
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.
3.6.3
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.
3.6.4
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
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.
3.6.5
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.
3.6.6
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.
4.1
The following diagram illustrates the procedures adopted by Invesco for the
administration of proxy voting:
4.2
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.
4.3
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.
4.4
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.
4.5
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.
4.6
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.
4.7
The following policy commitments are implicit in these administrative and
decision-making processes:
5.1
Invesco will keep records of its proxy voting activities.
5.2
Upon client request, Invesco will regularly report back to the client on proxy
voting activities for investments owned by the client.
5.2
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):
Institutional Accounts
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
Investment Advisers Act of 1940
Advisory Compliance, Proxy Committee
Invesco Risk Management Committee
January 1, 2010
(1)
describe any real or perceived conflict of interest,
(2)
determine whether such real or perceived conflict of interest is material,
(3)
discuss any procedure used to address such conflict of interest,
(4)
report any contacts from outside parties (other than routine communications
from proxy solicitors), and
(5)
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.
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;
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
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).
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.
Long-term company performance relative to a market index,
Composition of the board and key board committees,
Nominees attendance at board meetings,
Nominees time commitments as a result of serving on other company boards,
Nominees investments in the company,
Whether the chairman is also serving as CEO, and
Whether a retired CEO sits on the board.
Long-term financial performance of the target company relative to its industry,
Managements track record,
Background to the proxy contest,
Qualifications of director nominees (both slates),
Evaluation of what each side is offering shareholders as well as the likelihood
that the proposed objectives and goals can be met, and
Stock ownership positions.
Designated lead director, appointed from the ranks of the independent board members
with clearly delineated duties;
Majority of independent directors;
All-independent key committees;
Committee chairpersons nominated by the independent directors;
CEO performance is reviewed annually by a committee of outside directors; and
Established governance guidelines.
It is not clear that the auditors will be able to fulfill their function;
There is reason to believe the auditors have rendered an opinion that is neither
accurate nor indicative of the companys financial position; or
The auditors have a significant professional or personal relationship with the
issuer that compromises their independence.
ability to re-price underwater options without shareholder approval,
ability to issue options with an exercise price below the stocks current market
price,
ability to issue reload options, or
automatic share replenishment (evergreen) features.
will result in financial and operating benefits,
have a fair offer price,
have favourable prospects for the combined companies, and
will not have a negative impact on corporate governance or shareholder rights.
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.
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
the company fails to provide a level of disclosure that is comparable to industry
peers or generally accepted standards.
Institutional
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Owned of
Owned of
Owned of
Owned of
Owned of
Owned of
Name and Address of Principal Holder
Record
Record
Record
Record
Record
Record
Attn: Corporate Controller
1360 Peachtree St NE
Atlanta, GA 30309-3283
%
%
%
%
%
%
Carolina Chalko UTMA/TN
9124 Saddlebow Dr
Brentwood, TN 37027-6020
%
Special Custody Acct FBO
Customers
Attn: Mutual Funds
101 Montgomery St
San Francisco, CA 94104-4151
%
1
Owned of record and beneficially
Institutional
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Owned of
Owned of
Owned of
Owned of
Owned of
Owned of
Name and Address of Principal Holder
Record
Record
Record
Record
Record
Record
Samuel Jerome Hais
100 S Brentwood Blvd Ste 400
Clayton, MO 63105-1635
%
Susan M Hais
100 S Brentwood Blvd
Clayton, MO 63105-1635
%
Sara Jane McLaughlin
107 Winding LN
Newtown, PA 18940-1220
%
Lucy Kennelty
6 Rosewood Dr
Lakewood, NJ 08701-5709
%
Stratford Board of Education
FBO Heidi D Kaplan
11 Wexford LN
Shelton, CT 06484-5459
%
Virginia School Boards
Association
FBO Frank E Barham
1535 Ingleside Dr
Charlottesvle, VA 22901-8896
%
1 Pershing Plz
Jersey City, NJ 07399-0001
%
Institutional
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Owned of
Owned of
Owned of
Owned of
Owned of
Name and Address of Principal Holder
Record
Record
Record
Record
Record
Omnibus Account
c/o AIM Advisors
11 E. Greenway Plz, Ste 100
Houston, TX 77046-1113
%
Omnibus Account
c/o AIM Advisors
11 E. Greenway Plz, Ste 100
Houston, TX 77046-1113
%
Omnibus Account
c/o AIM Advisors
11 E. Greenway Plz, Ste 100
Houston, TX 77046-1113
%
Special Custody Acct for the
Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4122
%
Attn Cindy Tempesta 7
th
Fl
333 W 34
th
St
New York, NY 10001-2402
%
Deferred Compensation Plan
FBO Bruce L. Crockett
Attn: Sheri Morris
P.O. Box 4333
Houston, TX 77210-4333
%
Institutional
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Owned of
Owned of
Owned of
Owned of
Owned of
Name and Address of Principal Holder
Record
Record
Record
Record
Record
FBO Customer Accounts
ATTN: Mutual Fund Operations
PO Box 509046
San Diego, CA 92150-9046
%
Security
4800 Deer Lake Drive East
Jacksonville, FL 32246-6484
%
1 Pershing Plz
Jersey City, NJ 07399-0001
%
%
%
Institutional
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
c/o AIM Advisors
11E. Greenway Plz, Ste. 100
Houston, TX 77046-1113
%
11E. Greenway Plz, Ste. 100
Houston, TX 77046-1113
%
c/o AIM Advisors
11E. Greenway Plz, Ste. 100
Houston, TX 77046-1113
%
101 Montgomery St.
San Francisco, CA 94104-4151
%
Attn: Cindy Tempesta, 7
th
Floor
333 W. 34
th
St.
New York, NY 10001-2402
%
%
%
FBO First Command SIP
Attnetion: Trust Department
PO Box 901075
Fort Worth, TX 76101-2075
%
Institutional
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
A/C
Special Custody Acct for the
Exclusive Benefit of Customer
2801 Market St
Saint Louis, MO 63103-2523
%
%
Williams Ristoff Proper PLC FBO
Stephen R Williams
670 Old East Lake RD
Tarpon Spgs, FL 34688-8404
%
FBO The Sole Benefit of Customers
Attn: Fund Administration
4800 Deer Lake Dr. East,
2
nd
Floor
Jacksonville, FL 32246-6484
%
%
Attn Mutual Fund Operations
3 Harborside PL FL 6
Jersey City, NJ 07311-3907
%
%
FBO OUR
Customers
Russ Lennon
200 Liberty, Street
New York, NY 10281-1003
%
1 Pershing Plz
Jersey City, NJ 07399-0001
%
%
%
Class A
Class B
Class C
Class R
Class Y
Investor Class
Institutional
Shares
Shares
Shares
Shares
Shares
Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name 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
Attn: Corporate Controller
1360 Peachtree St. NE
Atlanta, GA 30309-3283
%
GDN Anesthesia INC 401K PSP
8515 E Orchard RD 2T2
Greenwood Village, CO 80111-5002
%
TTEE JKA Technologies Inc 401K
c/o Fascore LLC
8515 E Orchard RD 2T2
Greenwood Village, CO 80111-5002
%
Deferred Fee Agreement
FBO John W. McIntyre
ATTN Sheri Morris
PO Box 4333
Houston, Texas 77210-4333
%
Deferred Retirement Benefits Acct
FBO John W. McIntyre
ATTN Sheri Morris
PO Box 4333
Houston, Texas 77210-4333
%
1
Owned of record and beneficially
Class A
Class B
Class C
Class R
Class Y
Investor Class
Institutional
Shares
Shares
Shares
Shares
Shares
Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name 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
Deferred Retirement Benefits Acct
FBO Victor L Andrews
ATTN Sheri Morris
PO Box 4333
Houston, Texas 77210-4333
%
FBO Various Qualified Plans
711 High St.
Des Moines, IA 50309-2732
%
Brian D Bending
1027 W Willow St
Palatine, IL 60067-4857
%
Michael P Frank
1106 N Carlyle CT
Arlington Hts, IL 60004-5044
%
James A Rokosz
2611 Bagert Ct
Naperville, IL 60564
%
SNE, Inc. Employee Ret Tr Pl
PO Box 10758
Fargo, ND 58106-0759
%
401 (K) Plan
Gregg C. Mazonas Trustee
2158 Intelliplex Dr., Ste 114
Shelbyville, IN 46176-8549
%
Class A
Class B
Class C
Class R
Class Y
Investor Class
Institutional
Shares
Shares
Shares
Shares
Shares
Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name 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
Mitra & CO FBO 98
C/O Marshall
11270 West Park Pl, Ste 400
Milwaukee, WI 53224-3638
%
Rona Yan Want
10201 Lindley Ave Apt C42
Northridge, CA 91325-1012
%
Martin A Gleason Funeral Home
LLC
Vincent C Carey
2502 8
th
St.
East Meadow,
NY 11554-3252
%
Sharp & Company CPAS
R Patrick Sharp III
2439 Manhattan BLVD Ste 205
Harvey, LA 70058-5342
%
Mark F Moots Jr
4340 Hammerstone CT
Norcross, GA 30092-1339
%
William H Gumm
2657 Kummer Dr
Columbus,
NE 68601-2510
%
Joseph J Katzmarek
1123 Del Norte St
Houston, TX 77018-1345
%
Class A
Class B
Class C
Class R
Class Y
Investor Class
Institutional
Shares
Shares
Shares
Shares
Shares
Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name 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
1555 Peachtree St. NE
Atlanta, GA 30309-2460
%
%
401 (K) Plan
Deborah Bolin Trustee
310 E. Johnston St.
Smithfield, NC 27577-4569
%
9785 Towne Centre Dr
San Diego, CA 92121-1968
%
Security
4800 Deer Lake Dr. East
Jacksonville, FL 32246-6484
%
FBO The Sole Benefit of
Customers
Attn: Fund Administration
4800 Deer Lake Dr. East
2nd Floor
Jacksonville, FL 32246-6484
%
Tom Merryman or Tara Hoover
TTEE
Omnibus Account
1501 Lamb Rd
Woodstock, IL 60098-9677
%
The Executive Benefit of
Customers
One World Financial Center
200 Liberty St., 5
th
Floor
Attn: Kate- Recon
New York, NY 10281-5503
%
Class A
Class B
Class C
Class R
Class Y
Investor Class
Institutional
Shares
Shares
Shares
Shares
Shares
Shares
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name 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
Gary Chaiklin SEP IRA
501 North Broadway
Saint Louis, MO 63102-2131
%
Acct #
TD Ameritrade Trustco
PO Box 17748
Denver, CO 80217-0748
%
2010
2009
2008
Net
Net
Net
Management
Management
Management
Management
Management
Management
Management
Management
Management
Fund Name
Fee Payable
Fee Waivers
Fees Paid
Fee Payable
Fee Waivers
Fees Paid
Fee Payable
Fee Waivers
Fees Paid
$
3,547
$
3,547
$
0
N/A
N/A
N/A
2,791,827
21,799
2,770,028
$
5,410,151
$
55,104
$
5,355,047
655,360
655,360
0
441,031
441,031
0
$
3,547
$
3,547
$
0
N/A
N/A
N/A
1
Commenced operations on June 3, 2009.
PORTFOLIO MANAGERS
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 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.
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 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.
Sub-Adviser
Performance time period
2
One-, Three- and Five-year performance against Fund peer group.
N/A
One-year performance against Fund peer group.
Three- and Five-year performance against
entire universe of Canadian funds.
One-, Three- and Five-year performance against Fund peer group.
One-, Three- and Five-year performance
against the appropriate Micropol benchmark.
2
Rolling time periods based on calendar
year-end.
3
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.
4
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.
5
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 5, they also have a ten-year performance measure.
6
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.
Fund Name
2010
2009
2008
$
12,329
N/A
132,734
$
216,234
50,000
50,000
50,000
50,000
1
Commenced operations on June 3, 2009
Fund
2010
2009
2008
$
60
N/A
655,896
$
911,878
807,123
307,273
$
112,296
$
188,149
1
Disclosure regarding brokerage
commissions are limited to commissions paid on agency trades and designated as
such on the trade confirms.
2
Commenced operations on June 3, 2009
Related
Fund
Transactions
1
Brokerage Commissions
1
1
Amount is inclusive of commissions paid to, and brokerage transactions placed
with, certain brokers that provide execution, research and other services.
Market Value
Issuer
Security
(as of August 31, 2010)
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 Leaders Fund
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
Investors Sales Charge
Dealer
As a
Concession
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
5.50
%
5.82
%
5.00
%
4.50
4.71
4.00
3.50
3.63
3.00
2.75
2.83
2.25
2.00
2.04
1.75
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 Yield Fund
Invesco Income Fund
Invesco Municipal Bond Fund
Investors Sales Charge
As a
Dealer
As a
Percentage
Concession
Percentage
of the Net
As a Percentage
Amount of Investment in
of the Public
Amount
of the Net
Single Transaction
Offering Price
Invested
Amount
4.75
%
4.99
%
4.25
%
4.25
4.44
4.00
3.50
3.63
3.25
2.50
2.56
2.25
2.00
2.04
1.75
Invesco Tax-Free Intermediate Fund (Class A2 shares)
Investors Sales Charge
Dealer
As a
Concession
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
1.00
%
1.01
%
0.75
%
0.75
0.76
0.50
0.50
0.50
0.40
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
Investors Sales Charge
Dealer
As a
Concession
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
2.50
%
2.56
%
2.00
%
1.75
1.78
1.50
1.25
1.27
1.00
1.00
1.01
1.00
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
plus 0.25% of amounts in excess of $20 million
Individual refers to a person, as well as his or her Spouse or Domestic Partner
and his or her Children;
Spouse is the person to whom one is legally married under state law;
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;
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
;
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
;
Parent is a persons biological or adoptive mother or father;
Grandparent is a Parent of a persons biological or adoptive mother or father;
Step-child is the child of ones Spouse by a previous marriage or relationship;
Step-parent is the Spouse of a Childs Parent; and
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.
an Individual (including his or her spouse or domestic partner, and children);
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
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).
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:
a.
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);
b.
each transmittal is accompanied by checks or wire transfers; and
c.
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.
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).
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.
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.
Reinvestment of dividends and capital gains distributions acquired during the
13-month LOI period will not be applied to the LOI.
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.
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.
The Transfer Agent will process necessary adjustments upon the expiration or
completion date of the LOI.
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.
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.
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.
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.
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.
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;
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.;
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);
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);
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;
Employer-sponsored retirement plans (the Plan or Plans) that are Qualified
Purchasers, as defined above, provided that such Plans:
a.
have assets of at least $1 million; or
b.
have at least 100 employees eligible to participate in the Plan; or
c.
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;
Grandfathered shareholders as follows:
a.
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;
b.
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;
c.
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;
d.
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 units only when the investment in shares of Invesco
Constellation Fund is effected within 30 days of the redemption or repurchase;
e.
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;
f.
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;
g.
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;
h.
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
i.
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.
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);
Qualified Tuition Programs created and maintained in accordance with Section 529 of
the Code;
Insurance company separate accounts;
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:
a.
such plan is funded by a rollover of assets from an Employer-Sponsored
Retirement Plan;
b.
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
c.
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.
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
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.
reinvesting dividends and distributions;
exchanging shares of one Fund, that were previously assessed a sales charge, for
shares of another Fund; as more fully described in the Prospectus;
the purchase of shares in connection with the repayment of a retirement plan loan
administered by Invesco Investment Services;
as a result of a Funds merger, consolidation or acquisition of the assets of
another Fund;
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
when buying Class A shares of Invesco Tax-Exempt Cash Fund.
Unit investments trusts sponsored by Invesco Distributors or its affiliates.
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.
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
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
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.
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
plus 0.50% of amounts in excess of $5 million
Redemptions of shares of Category I, II or IV Funds held more than 18 months;
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;
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;
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
1
/
2
;
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
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.
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;
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;
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
deferral amounts; and (v) distributions on the death or disability (as defined in the
Code) of the participant or beneficiary;
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;
Liquidation initiated by the Fund when the account value falls below the minimum
required account size of $500; and
Investment account(s) of Invesco and its affiliates.
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;
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
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.
an annual custodial fee on accounts where Invesco Distributors acts as the prototype
sponsor;
expedited mailing fees in response to overnight redemption requests; and
copying and mailing charges in response to requests for duplicate statements.
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.
Class A
Class B
Class C
Class R
Fund
Shares
Shares
Shares
Shares
Investor Class Shares
$
$
$
$
$
Printing &
Underwriters
Dealers
Travel Relating to
Advertising
Mailing
Seminars
Compensation
Compensation
Marketing
Personnel
Printing &
Underwriters
Dealers
Travel Relating to
Advertising
Mailing
Seminars
Compensation
Compensation
Marketing
Personnel
Printing &
Underwriters
Dealers
Travel Relating to
Advertising
Mailing
Seminars
Compensation
Compensation
Marketing
Personnel
Printing &
Underwriters
Dealers
Travel Relating to
Advertising
Mailing
Seminars
Compensation
Compensation
Marketing
Personnel
Printing &
Underwriters
Dealers
Travel Relating to
Advertising
Mailing
Seminars
Compensation
Compensation
Marketing
Personnel
2010
2009
2008
Sales
Amount
Sales
Amount
Sales
Amount
Charges
Retained
Charges
Retained
Charges
Retained
$
755
$
145
N/A
N/A
233,580
36,103
$
741,083
$
119,391
116,494
18,147
162,068
24,610
8,406
1,580
3,903
853
2010
2009
2008
N/A
$
99,521
$
129,524
2,945
793
1,865
9,751
Statement of Additional Information
December 17, 2010
FUND Class:
A
C
R
Y
Institutional
AFRAX
AFRCX
AFRRX
AFRYX
AFRIX
Statement of Additional Information
December 17, 2010
P.O. Box 4739
Houston, Texas 77210-4739
or by calling (800) 959-4246
or on the Internet: www.invesco.com/us
Fund
Retail Classes
Institutional Class
December 13, 2010
December 13, 2010
Statement of Additional Information
Page
1
1
1
2
2
2
2
3
9
9
9
11
14
23
25
25
28
28
34
39
39
39
39
40
40
40
41
41
41
43
43
43
44
44
45
45
46
47
49
49
49
50
50
51
Page
51
51
63
63
64
67
67
A-1
B-1
C-1
D-1
E-1
F-1
G-1
H-1
I-1
J-1
K-1
L-1
M-1
N-1
O-1
P-1
Turnover Rates
2010
2009
[ ]
%
52
%
1
To locate the Funds portfolio
holdings information on
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 website page.
Approximate Date of
Information Remains
Information
Website Posting
Posted on Website
15 days after month-end
Until replaced with
the following
months top ten
holdings
29 days after calendar
quarter-end
Until replaced with
the following
quarters Quarterly
Performance Update
30 days after calendar
quarter-end
For one year
60-70 days after fiscal
quarter-end
For one year
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.
Fund
Adviser/Sub-Adviser
Invesco Aim a division of Invesco
Fund Name
Annual Rate/Net Assets Per Advisory Agreements
0.65% of the first $500 million
0.60% of the next $4.5 billion
0.575% of the next $5 billion
0.55% of amount over $10 billion
1.50
%
2.00
%
1.75
%
1.25
%
1.25
%
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).
The dollar range of the managers investments in the Fund.
A description of the managers compensation structure.
proprietary research created by the Broker executing the trade, and
other products created by third parties that are supplied to Invesco or the
Sub-Advisers through the Broker executing the trade.
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.
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).
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).
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.
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. 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.
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.
provide your correct Social Security or taxpayer identification number,
certify that this number is correct,
certify that you are not subject to backup withholding, and
certify that you are a U.S. person (including a U.S. resident alien).
exempt-interest dividends paid by the Fund from its net interest income earned on
municipal securities;
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 the United States for a period or periods aggregating 183 days or more
during the calendar year; and
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.
Fund
Class A
Class C
Class R
0.25
%
0.75
%
0.50
%
Non-Public Portfolio Holdings on an Ongoing Basis
(as of June 30, 2010)
Service Provider
Disclosure Category
Broker (for certain Invesco Funds)
Financial Printer
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Securities Lender (for certain Invesco Funds)
Broker (for certain Invesco Funds)
System Provider
Financial Printer
Broker (for certain Invesco Funds)
Trading System
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor
Broker (for certain Invesco Funds)
Software Provider (for certain Invesco Funds)
Software Provider (for certain Invesco Funds)
Broker (for certain Invesco Funds)
System Provider (for certain Invesco Funds)
Software Provider
Analyst (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Rating & Ranking Agency (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Rating & Ranking Agency (for certain Invesco Funds)
Pricing Vendor
Proxy Voting Service (for certain Invesco Funds)
Transfer Agent
System Provider (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Service Provider
Disclosure Category
Analyst (for certain Invesco Funds)
Lender (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Sub-advisor (for certain sub-advised accounts)
Special Insurance Counsel
Broker (for certain Invesco Funds)
Legal Counsel
Rating & Ranking Agency (for certain Invesco Funds)
Pricing Service (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Software Provider
Rating & Ranking Agency (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Securities Lender (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
System provider
Analyst (for certain Invesco Funds)
Trading System
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Independent Registered Public Accounting Firm (for
all Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Service (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Financial Printer
Pricing Service and Rating and Ranking Agency
(each, respectively, for certain Invesco Funds)
System Provider
Custodian, Lender, Securities Lender, and System
Provider (each, respectively, for certain Invesco
Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Service Provider
Disclosure Category
Custodian and Securities Lender (each,
respectively, for certain Invesco Funds)
Software Provider
Broker (for certain Invesco Funds)
Software Provider
Broker (for certain Invesco Funds)
Financial Printer
Broker (for Certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Software Provider
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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
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)
214
None
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.
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the 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.
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
214
None
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
and President, AIM
Trimark Corporate Class Inc. and AIM
Trimark Canada Fund Inc.; Senior
Managing Director, Invesco 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.
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.
Trustee and Chair
2003
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
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
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.
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
Humanities,
University of
Michigan
Trustee
1983
Retired
Formerly: President and Chief
Executive Officer, AMC Cancer Research
Center; and Chairman and Chief
Executive Officer, First Columbia
Financial Corporation
214
None
Trustee
2000
Retired
Formerly: Director, Badgley Funds,
Inc. (registered investment company)
(2 portfolios) and Partner, law firm
of Baker & McKenzie
214
None
Trustee
2000
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
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.
Trustee
2003
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.
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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.
Trustee
2003
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
Trustee
2003
Partner, law firm of Kramer Levin
Naftalis and Frankel LLP
214
Director, Reich &
Tang Funds (16
portfolios)
Trustee
2003
Retired
Formerly: Chief Executive Officer,
YWCA of the U.S.A.
214
None
Trustee
2003
Partner, law firm of Pennock & Cooper
214
None
Trustee
2003
Retired
Formerly, Chairman, Chief Executive
Officer and President, Synergen Corp.
(a biotechnology company)
214
None
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,
Trustee of the
University of
Rochester and a
member of its
investment
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
President of the University of Chicago.
232
committee. Member
of the National
Academy of
Sciences, the
American
Philosophical
Society and a
fellow of the
American Academy of
Arts and Sciences
Trustee
2005
Retired
Formerly: Director, Mainstay VP
Series Funds, Inc. (25 portfolios) and
Partner, Deloitte & Touche
214
None
Senior Vice President
and Senior
Officer
2005
Senior Vice President and Senior
Officer, The Invesco Funds
N/A
N/A
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.), 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,
N/A
N/A
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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)
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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
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
N/A
N/A
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.
N/A
N/A
Vice President,
Treasurer and
Principal Financial
Officer
2003
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
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
Vice President
2003
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).
Formerly: Vice President, Invesco
Advisers, Inc. (formerly known as
Invesco Institutional (N.A.), Inc.);
Director of Cash
N/A
N/A
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)
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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 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.
N/A
N/A
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
N/A
N/A
Number of
Other
Trustee
Funds in Fund
Trusteeship(s)/
Name, Year of Birth
and/or
Complex
Directorships(s)
and Position(s) Held
Officer
Principal Occupation(s)
Overseen by
Held by
with the Trust
Since
During Past 5 Years
Trustee
Trustee/Director
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.
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
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 Invesco Funds
$
50,001 $100,000
-0-
N/A
N/A
Over $100,000
Over $100,000
Over
$100,000
4
Over $100,000
4
N/A
Over $100,000
Over $100,000
4
Over $100,000
4
Over $100,000
4
Over $100,000
Over $100,000
4
N/A
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 invested in one or more of the Invesco Funds.
Aggregate
Retirement
Compensation
Benefits Accrued
Estimated Annual
Total Compensation
from the
by All
Benefits Upon
From all Invesco
Trustee
Trust
(1)
Invesco Funds
(2)
Retirement
(3)
Funds
(4)
$[
]
$
42,315
$
105,000
$
227,131
$[
]
125,039
197,868
259,100
$[
]
115,766
154,500
275,700
$[
]
142,058
154,500
235,000
$[
]
104,012
154,500
509,900
$[
]
86,550
105,000
227,131
$[
]
142,622
154,500
275,700
$[
]
122,608
154,500
235,500
$[
]
124,703
154,500
269,950
$[
]
120,758
154,500
256,600
$[
]
107,130
154,500
235,000
$[
]
161,084
176,202
256,600
$[
]
87,154
105,000
227,131
$[
]
107,154
154,500
299,800
$[
]
82,190
105,000
227,131
(1)
Amounts shown are based upon the fiscal year ended August 31, 2010. The total
amount of compensation deferred by all trustees of the Trust during the fiscal year ended
August 31, 2010 including earnings was $[
].
(2)
During the fiscal year ended August 31, 2010, the total amount of expenses
allocated to the Trust in respect of such retirement benefits was $[
].
(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 registered investment companies
advised by Invesco.
(5)
During the fiscal year ended August 31, 2010, the Trust paid $[
]
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.
(6)
Messrs. Arch, Dammeyer, Sonnenschein and Whalen were elected as trustees
of the Trust effective June 15, 2010.
Retail Accounts
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
Investment Advisers Act of 1940
Advisory Compliance
Fund Board
January 1, 2010
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.
Contested director elections are evaluated on a case-by-case basis and are decided within
the context of Invescos investment thesis on a company.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
Version: 1.2: Descriptions; Update of Names; Update of Appendix B
Version: 1.1: Format; Update of Appendix B
Version: 1.0: Initial Version
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;
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
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).
POLICY ON CORPORATE GOVERNANCE
(Updated February 2008)
1.
Introduction
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.
2.
Responsible Voting
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.
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.
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)
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:
i) To protect the rights of its clients
ii) To minimise the risk of financial or business impropriety within the companies in which
its clients are invested, and
iii) To protect the long-term value of its clients investments.
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.
IP will exercise actively the voting rights represented by the shares it manages on behalf
of its investors.
Note: 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.
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
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.
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.
Invesco Asset Management (Japan) Limited
1.
Domestic Equities
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.
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.
2.
Foreign Equities
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.
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.
Voting Screening Criteria & Decision Making Documents
(Attachment 1)
Company Name :
Year
Month
Yes
No
Yes
No
Yes
No
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)
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
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)
General Subjects
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.
2)
Loss Disposal Plan
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
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
1)
Officer Remuneration
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
To basically approve.
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.
2)
Capital Reduction
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.
(7)
Others
1)
Appointment of Accountant
To basically approve.
To basically disapprove on suspicion of its independency.
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.
Invesco Australia Limited
1.
Proxy Voting Policy
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.
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.
1
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.
1.3.3
Pooled Fund Clients
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.
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.
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.
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.
1.4
Key Proxy Voting Issues
1.4.1
Issues Overview
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.
1.4.2
Portfolio Management Issues
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.
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.
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
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.
1.5
Internal Proxy Voting Procedure
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.
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:
1.6
Client Reporting
Invesco will keep records of its proxy voting activities, directly or through outsourced
reporting.
Upon client election, Invesco will report quarterly or annually to the client on proxy
voting activities for investments owned by the client.
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.
2
3
4
7
10
12
1.1
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.
1.2
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.
1.3
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.
1.4
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.
1.5
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.
2.1
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.
2.2
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.
2.3
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.
2.4
Individually-Managed Clients
2.4.1
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.
2.4.2
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.
2.4.3
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.
2.4.4
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.
2.4.5
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.
2.4.6
Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for individually-managed clients:
2.5
Pooled Fund Clients
2.5.1
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.
2.5.2
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.
2.5.3
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.
2.5.4
Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for pooled fund clients:
3.1
This section outlines Invescos intended approach in cases where proxy voting
authority is being exercised on clients behalf.
3.2
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.
3.3
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.
3.4
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.
3.5
Portfolio Management Issues Active Equity Portfolios
3.5.1
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.
3.5.2
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.
3.5.3
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:
3.6
Administrative Issues
3.6.1
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.
3.6.2
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.
3.6.3
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.
3.6.4
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
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.
3.6.5
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.
3.6.6
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.
4.1
The following diagram illustrates the procedures adopted by Invesco for the
administration of proxy voting:
4.2
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.
4.3
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.
4.4
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.
4.5
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.
4.6
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.
4.7
The following policy commitments are implicit in these administrative and
decision-making processes:
5.1
Invesco will keep records of its proxy voting activities.
5.2
Upon client request, Invesco will regularly report back to the client on proxy
voting activities for investments owned by the client.
5.2
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):
Institutional Accounts
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
Investment Advisers Act of 1940
Advisory Compliance, Proxy Committee
Invesco Risk Management Committee
January 1, 2010
(1)
describe any real or perceived conflict of interest,
(2)
determine whether such real or perceived conflict of interest is material,
(3)
discuss any procedure used to address such conflict of interest,
(4)
report any contacts from outside parties (other than routine communications
from proxy solicitors), and
(5)
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.
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;
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
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).
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.
Long-term company performance relative to a market index,
Composition of the board and key board committees,
Nominees attendance at board meetings,
Nominees time commitments as a result of serving on other company boards,
Nominees investments in the company,
Whether the chairman is also serving as CEO, and
Whether a retired CEO sits on the board.
Long-term financial performance of the target company relative to its industry,
Managements track record,
Background to the proxy contest,
Qualifications of director nominees (both slates),
Evaluation of what each side is offering shareholders as well as the likelihood
that the proposed objectives and goals can be met, and
Stock ownership positions.
Designated lead director, appointed from the ranks of the independent board members
with clearly delineated duties;
Majority of independent directors;
All-independent key committees;
Committee chairpersons nominated by the independent directors;
CEO performance is reviewed annually by a committee of outside directors; and
Established governance guidelines.
It is not clear that the auditors will be able to fulfill their function;
There is reason to believe the auditors have rendered an opinion that is neither
accurate nor indicative of the companys financial position; or
The auditors have a significant professional or personal relationship with the
issuer that compromises their independence.
ability to re-price underwater options without shareholder approval,
ability to issue options with an exercise price below the stocks current market
price,
ability to issue reload options, or
automatic share replenishment (evergreen) features.
will result in financial and operating benefits,
have a fair offer price,
have favourable prospects for the combined companies, and
will not have a negative impact on corporate governance or shareholder rights.
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.
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
the company fails to provide a level of disclosure that is comparable to industry
peers or generally accepted standards.
Class A
Class C
Class R
Class Y
Institutional
Shares
Shares
Shares
Shares*
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
Fund
Omnibus Account
c/o AIM Advisors
11 E. Greenway Plaza, Ste 100
Houston, TX 77046-1113
Omnibus Account
c/o AIM Advisors
11 E. Greenway Plaza, Ste 100
Houston, TX 77046-1113
Omnibus
Account
c/o AIM Advisors
11 E. Greenway Plaza, Ste 100
Houston, TX 77046-1113
Class A
Class C
Class R
Class Y
Institutional
Shares
Shares
Shares
Shares*
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
Allocation Fund
Omnibus Account
c/o AIM Advisors
11 Greenway Plaza, Ste. 100
Houston, TX 77046-1113
Special Custody FBO Customers (SIM)
Attn: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4151
Attn: Cindy Tempesta, 7
th
Floor
333 W. 34
th
St.
New York, NY 10001-2402
Special Custody ACCT For The
Exclusive Benefit of Customer
2801 Market St
Saint Louis, MO 63103-2523
Judith C. Foss
336 Cousins St.
Yarmouth, ME 04096-5508
Jennifer R. Jacobson
89 Tuttle Rd
Cumberland, ME 04021-4110
Karen D. Kramer
3 Decary Rd.
Biddeford, ME 04005-9711
FBO Customer Accounts
ATTN: Mutual Fund Operations
PO Box 509046
San Diego, CA 92150-9046
Class A
Class C
Class R
Class Y
Institutional
Shares
Shares
Shares
Shares*
Class Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
FBO The Sole Benefit of Customers
Attn: Fund Administration
4800 Deer Lake Dr. East, 2
nd
Floor
Jacksonville, FL 32246-6484
Ebner Furnaces, Inc.
Employees 401k
700 17th Street, Suite 300
Denver, CO 80202-3531
Glaser & Solomon LLC Retirement Pl
700 17
th
St., Ste 300
Denver, CO 80202-3531
Attn: Mutual Fund Operations
3 Harborside Pl.
Floor 6
Jersey City, NJ 07311-3907
William M Owen
PO Box 380968
Birmingham, AL 35238-0968
1 Pershing Plaza
Jersey City, NJ 07339-0001
George E. Prescott
4 Windward Ln
Scarborough, ME 04074-8244
FBO: Customer Accounts
Attn: Mutual Fund Operations
625 Marquette Ave. Fl. 13
Minneapolis, MN 55402-2323
*
Class Y Shares commenced operations on October 3, 2008
2010
2009
2008
Net
Net
Net
Management
Management
Management
Management
Management
Management
Management
Management
Management
Fund Name
Fee Payable
Fee Waivers
Fee Paid
Fee Payable
Fee Waivers
Fee Paid
Fee Payable
Fee Waivers
Fee Paid
$
[ ]
$
[ ]
$
[ ]
$
1,603,455
$
30,264
$
1,573,191
$
1,840,374
$
9,954
$
1,830,420
PORTFOLIO MANAGERS
The management of multiple Funds and/or other accounts may result
in a portfolio manager devoting unequal time and attention to the
management of the 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
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 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.
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 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.
Sub-Adviser
Performance time period
2
One-, Three- and Five-year performance against Fund peer group.
N/A
One-year performance against Fund peer
group.
Three- and Five-year performance
against entire universe of Canadian
funds.
One-, Three- and Five-year performance against Fund peer group.
One-, Three- and Five-year
performance against the appropriate
Micropol benchmark.
2
Rolling time periods based on
calendar year-end.
3
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.
4
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.
5
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 5, they also have a ten-year performance measure.
6
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.
ADMINISTRATIVE SERVICES FEES
FUND NAME
2010
2009
2008
$
[ ]
$
95,779
$
95,121
Fund
2010
2009
2008
$
-0-
$
-0-
$
-0-
1
Disclosure regarding brokerage commissions are limited to commissions paid on
agency trades and designated as such on the trade confirm.
Related
Fund
Transactions
Brokerage Commissions
$0
$0
Invesco Asia Pacific Growth Fund
Invesco Balanced Fund
Invesco Balanced-Risk Allocation Fund
Invesco Balanced-Risk Commodity 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
Invesco Van Kampen Mid Cap Growth 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
Investors Sales Charge
Dealer
As a
Concession
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
5.50
%
5.82
%
5.00
%
4.50
4.71
4.00
3.50
3.63
3.00
2.75
2.83
2.25
2.00
2.04
1.75
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 High Income Municipal Fund
Invesco High Yield Fund
Invesco Income Fund
Invesco Municipal Bond Fund
Investors Sales Charge
Dealer
As a
Concession
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
4.75
%
4.99
%
4.25
%
4.25
4.44
4.00
3.50
3.63
3.25
2.50
2.56
2.25
2.00
2.04
1.75
Invesco Tax-Free Intermediate Fund (Class A2 shares)
Investors Sales Charge
Dealer
As a
Concession
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
1.00
%
1.01
%
0.75
%
0.75
0.76
0.50
0.50
0.50
0.40
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
Investors Sales Charge
Dealer
As a
Concession
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
2.50
%
2.56
%
2.00
%
1.75
1.78
1.50
1.25
1.27
1.00
1.00
1.01
1.00
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
plus 0.25% of amounts in excess of $20 million
Individual refers to a person, as well as his or her Spouse or Domestic Partner
and his or her Children;
Spouse is the person to whom one is legally married under state law;
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;
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
;
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
;
Parent is a persons biological or adoptive mother or father;
Grandparent is a Parent of a persons biological or adoptive mother or father;
Step-child is the child of ones Spouse by a previous marriage or relationship;
Step-parent is the Spouse of a Childs Parent; and
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.
an Individual (including his or her spouse or domestic partner, and children);
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
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).
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:
a.
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);
b.
each transmittal is accompanied by checks or wire transfers; and
c.
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.
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).
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.
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.
Reinvestment of dividends and capital gains distributions acquired during the
13-month LOI period will not be applied to the LOI.
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.
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.
The Transfer Agent will process necessary adjustments upon the expiration or
completion date of the LOI.
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.
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.
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.
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.
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.
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;
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.;
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);
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);
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;
Employer-sponsored retirement plans (the Plan or Plans) that are Qualified
Purchasers, as defined above, provided that such Plans:
a.
have assets of at least $1 million; or
b.
have at least 100 employees eligible to participate in the Plan; or
c.
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;
Grandfathered shareholders as follows:
a.
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;
b.
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;
c.
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;
d.
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
units only when the investment in shares of Invesco Constellation Fund is effected
within 30 days of the redemption or repurchase;
e.
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;
f.
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;
g.
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;
h.
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
i.
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.
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);
Qualified Tuition Programs created and maintained in accordance with Section 529 of
the Code;
Insurance company separate accounts;
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:
a.
such plan is funded by a rollover of assets from an Employer-Sponsored
Retirement Plan;
b.
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
c.
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.
Transfers to IRAs that are attributable to Invesco Fund investments held in
403(b)(7)s, SIMPLEs, SEPs, SARSEPs, Traditional or Roth IRAs; and
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.
reinvesting dividends and distributions;
exchanging shares of one Fund, that were previously assessed a sales charge, for
shares of another Fund; as more fully described in the Prospectus;
the purchase of shares in connection with the repayment of a retirement plan loan
administered by Invesco Investment Services;
as a result of a Funds merger, consolidation or acquisition of the assets of
another Fund;
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
when buying Class A shares of Invesco Tax-Exempt Cash Fund.
Unit investments trusts sponsored by Invesco Distributors or its affiliates.
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.
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
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
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.
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
plus 0.50% of amounts in excess of $5 million
Redemptions of shares of Category I, II or IV Funds held more than 18 months;
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;
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;
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
1
/
2
;
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
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.
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;
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;
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
deferral amounts; and (v) distributions on the death or disability (as defined in the
Code) of the participant or beneficiary;
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;
Liquidation initiated by the Fund when the account value falls below the minimum
required account size of $500; and
Investment account(s) of Invesco and its affiliates.
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;
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
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.
an annual custodial fee on accounts where Invesco Distributors acts as the prototype
sponsor;
expedited mailing fees in response to overnight redemption requests; and
copying and mailing charges in response to requests for duplicate statements.
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.
Class A
Class C
Class R
Fund
Shares
Shares
Shares
$
[ ]
$
[ ]
$
[ ]
Printing &
Underwriters
Dealers
Travel Relating
Advertising
Mailing
Seminars
Compensation
Compensation
to Marketing
Personnel
$
0
$
0
$
0
$
0
$
0
$
0
$
0
Printing &
Underwriters
Dealers
Travel Relating
Advertising
Mailing
Seminars
Compensation
Compensation
to Marketing
Personnel
$
0
$
0
$
0
$
0
$
0
$
0
$
0
Printing &
Underwriters
Dealers
Travel Relating
Advertising
Mailing
Seminars
Compensation
Compensation
to Marketing
Personnel
$
0
$
0
$
0
$
0
$
0
$
0
$
0
2010
2009
2008
Sales
Amount
Sales
Amount
Sales
Amount
Charges
Retained
Charges
Retained
Charges
Charged
$
[ ]
$
[ ]
$
285,532
$
57,809
$
107,830
$
23,496
2010
2009
2008
$
[ ]
$
24,878
$
91,388
PENDING LITIGATION ALLEGING MARKET TIMING
OTHER ACTIONS INVOLVING INVESCO FLOATING RATE FUND
The
information in this prospectus is not complete and may be
changed. We may not sell these securities until the registration
statement filed with the Securities and Exchange Commission is
effective. This prospectus is not an offer to sell these
securities and is not soliciting an offer to buy these
securities in any state where the offer or sale is not
permitted.
Prospectus
December 17, 2010
1
3
5
5
5
5
5
5
5
5
5
6
7
A-1
A-1
A-2
A-2
A-3
A-4
A-5
A-6
A-7
A-9
A-10
A-10
A-11
A-13
A-14
A-15
Back Cover
Other Expenses and Total Annual
Fund Operating Expenses are based on estimated
amounts for the current fiscal year.
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 1.35%, Class B shares to 2.10%,
Class C shares to 2.10%, Class R shares to
[ ]% and Class Y shares to
1.10% 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.
1 Year
3 Years
5 Years
10 Years
$
[ ]
$
[ ]
$
[ ]
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
1 Year
3 Years
5 Years
10 Years
$
[ ]
$
[ ]
$
[ ]
$
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
[ ]
Class R shares performance shown prior to the inception
date is that of Class A shares restated to reflect the
higher 12b-1 fees applicable to Class R shares.
Class A shares performance reflects any applicable fee
waivers.
Length of Service
Portfolio Managers
Title
on the Fund
Erik Voss
Portfolio Manager (lead)
2010
Ido Cohen
Portfolio Manager
2010
Initial Investment
Additional 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
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor
is purchasing shares through a systematic purchase plan
$25
$25
All other types of 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
Average Daily Net Assets
% Per Annum
0.700
%
0.650
%
0.600
%
n
Erik Voss, (lead manager), Portfolio Manager, who has been
responsible for the Fund since 2010 and has been associated with
Invesco
and/or
its
affiliates since 2010. From 2006 to 2010, he was a portfolio
manager with Columbia Management Investment Advisers, LLC
(formerly known as RiverSource Investments, LLC). Prior to 2006,
he was a portfolio manager with Wells Capital Management.
n
Ido Cohen, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco
and/or
its
affiliates since 2010. From 2007 to 2010, he was a vice
president and senior analyst with Columbia Management Investment
Advisers, LLC (formerly known as RiverSource Investments, LLC).
Prior to 2007, he was a member of a technology, media and
telecom-focused investment team at Diamondback Capital.
Year Ended August 31,
Class A Shares
2010
2009
2008
2007
2006
$
$
$
$
$
$
$
$
$
$
%
%
%
%
%
$
$
$
$
$
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
Year Ended August 31,
Class B Shares
2010
2009
2008
2007
2006
$
$
$
$
$
$
$
$
$
$
%
%
%
%
%
$
$
$
$
$
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
Year Ended August 31,
Class C Shares
2010
2009
2008
2007
2006
$
$
$
$
$
$
$
$
$
$
%
%
%
%
%
$
$
$
$
$
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
Year Ended August 31,
Class I Shares
2010
2009
2008
2007
2006
$
$
$
$
$
$
$
$
$
$
%
%
%
%
%
$
$
$
$
$
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
Share Classes
Class A
Class B
Class C
Class R
Class Y
Investor Class
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.
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.
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.
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.
Class C shares of Invesco Floating Rate Fund have a
12b-1
fee of
0.75%.
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.
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
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%
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
Certain retirement plans (the Plan or
Plans); provided, however, that such Plans:
n
a. have assets of at least $1 million; or
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.
n
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
Qualified Tuition Programs created and maintained in accordance
with Section 529 of the Code.
n
Insurance company separate accounts.
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
When exchanging shares of one Fund, that were previously
assessed a sales charge, for shares of another Fund.
n
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
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.
CDSC Category I
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
3.00
2.00
1.00
None
CDSC Category II
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.00
2.00
1.00
None
CDSC Category III
Year since purchase made
Class B CDSC
5.00
%
4.00
3.00
2.50
1.50
None
CDSC Category IV
Year since purchase made
Class B CDSC
4.00
%
3.75
3.50
2.50
1.50
1.00
None
CDSC Category V
Year since purchase made
Class B CDSC
2.00
%
1.50
1.00
0.50
None
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
3.00
%
4.00
%
2.50
4.00
2.00
3.00
1.00
2.50
None
1.50
None
None
CDSC Category VII
Year since purchase made
Class B CDSC
4.00
%
4.00
3.00
2.50
1.50
None
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.
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.
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 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 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
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.
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.
Additional
Initial Investment
Investments
Type of Account
Per Fund
Per Fund
None
None
None
None
$
25
$
25
50
50
250
25
1,000
50
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*.
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.
n
Your account balance in the Fund paying the dividend or
distribution must be at least $5,000; and
n
Your account balance in the Fund receiving the dividend or
distribution must be at least $500.
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator).
By Mail
Send a written request to the transfer agent which includes:
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.
By Telephone
Call the transfer agent at
1-800-959-4246.
You will be allowed to redeem by telephone if:
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.
Automated Investor Line
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.
By Internet
Place your redemption request at www.invesco.com/us. You will be
allowed to redeem by Internet if:
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.
n
Invesco Money Market Fund, Invesco Cash Reserve Shares,
Class A5 shares, Class Y shares and Investor Class
shares
n
Invesco Tax-Exempt Cash Fund, Class A shares, Class Y
shares and Investor Class shares
n
Premier Portfolio, Investor Class shares
n
Premier Tax-Exempt Portfolio, Investor Class shares
n
Premier U.S. Government Money Portfolio, Investor Class
shares
n
When your redemption proceeds will equal or exceed $250,000 per
Fund.
n
When you request that redemption proceeds be paid to someone
other than the registered owner of the account.
n
When you request that redemption proceeds be sent somewhere
other than the address of record or bank of record on the
account.
n
When you request that redemption proceeds be sent to a new
address or an address that changed in the last 30 days.
Exchange From
Exchange To
Class A, B, C, R, Y*, Investor Class
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, A5, Y*, Investor Class, Invesco Cash Reserve Shares
Class A, Y*, Investor Class
Class A, Invesco Cash Reserve Shares
Class A, S, Invesco Cash Reserve Shares
Class B
Class B
Class C, Y*
Class C, C5, Y*
Class R
Class R, R5
Class Y
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.
n
Investor Class shares cannot be exchanged for Class A
shares of any Fund which offers Investor Class shares.
n
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.
n
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.
n
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.
n
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.
n
All existing systematic exchanges and reallocations will cease
and these options will no longer be available on all 403(b)
prototype plans.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
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.
n
Generally, exchanges effectuated pursuant to automatic
investment rebalancing or dollar cost averaging programs.
n
Generally, exchanges on fee-based advisory accounts which
involve a periodic rebalancing feature.
n
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).
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Reject or cancel any request to establish a Systematic Purchase
Plan, Systematic Redemption Plan or Portfolio Rebalancing
Program.
n
Suspend, change or withdraw all or any part of the offering made
by this prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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
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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX
77210-4739
By Telephone:
(800) 959-4246
On the Internet:
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
The
information in this prospectus is not complete and may be
changed. We may not sell these securities until the registration
statement filed with the Securities and Exchange Commission is
effective. This prospectus is not an offer to sell these
securities and is not soliciting an offer to buy these
securities in any state where the offer or sale is not
permitted.
Prospectus
December 17, 2010
1
2
4
4
4
5
5
5
5
5
5
6
A-1
A-1
A-2
A-2
A-3
A-3
A-4
A-5
A-7
A-7
Back Cover
Shareholder Fees
(fees paid directly from your
investment)
Institutional Class
Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
None
Maximum Deferred Sales Charge (Load) (as a percentage of
original purchase price or redemption proceeds, whichever is
less)
None
Other Expenses and Total Annual
Fund Operating Expenses are based on estimated
amounts for the current fiscal year.
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 Institutional Class shares to [ ]% 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.]
1 Year
3 Years
5 Years
10 Years
$
$
$
$
Institutional Class shares performance shown prior to the
inception date is that of the predecessor funds
Class A shares and includes the 12b-1 fees applicable to
Class A shares. The inception date of the predecessor
funds Class A shares is June 23, 2005.
Length of Service
Portfolio Managers
Title
on the Fund
Erik Voss
Portfolio Manager (lead)
2010
Ido Cohen
Portfolio Manager
2010
Initial Investment
Additional Investments
Type of Account
Per Fund
Per Fund
Defined Contribution Plan (for which sponsor has
$100 million in combined defined contribution and defined
benefit assets)
$0
$0
Defined Contribution Plan (for which a sponsor has less than
$100 million in combined defined contribution and defined
benefit assets)
$10 Million
$0
Banks, Trust Companies and certain other financial
intermediaries
$10 Million
$0
Financial Intermediaries and other Corporations acting for their
own accounts
$1 Million
$0
Foundations or Endowments
$1 Million
$0
Other institutional investors
$1 Million
$0
Defined Benefit Plan
$0
$0
Pooled investment vehicles (e.g. Funds of Funds)
$0
$0
Average Daily Net Assets
% Per Annum
0.700
%
0.650
%
0.600
%
n
Erik Voss, (lead manager), Portfolio Manager, who has been
responsible for the Fund since 2010 and has been associated with
Invesco
and/or
its
affiliates since 2010. From 2006 to 2010, he was a portfolio
manager with Columbia Management Investment Advisers, LLC
(formerly known as RiverSource Investments, LLC). Prior to 2006,
he was a portfolio manager with Wells Capital Management.
n
Ido Cohen, Portfolio Manager, who has been responsible for the
Fund since 2010 and has been associated with Invesco
and/or
its
affiliates since 2010. From 2007 to 2010, he was a vice
president and senior analyst with Columbia Management Investment
Advisers, LLC (formerly known as RiverSource Investments, LLC).
Prior to 2007, he was a member of a technology, media and
telecom-focused investment team at Diamondback Capital.
Initial
Additional
Type of Account
Investments
Investments
$
0
$
0
$
10 M
$
0
$
10 M
$
0
$
1 M
$
0
$
1 M
$
0
$
1 M
$
0
$
0
$
0
$
0
$
0
How to Redeem Shares
Through a Financial Adviser or Financial Intermediary
Contact your financial adviser or financial intermediary
(including your retirement plan administrator). Redemption
proceeds will be sent in accordance with the wire instructions
specified in the account application provided to the transfer
agent. The transfer agent must receive your financial
advisers or financial intermediarys call before the
close of the customary trading session of the New York Stock
Exchange (NYSE) on days the NYSE is open for business in order
to effect the redemption at that days closing price.
By Telephone
A person who has been authorized in the account application to
effect transactions may make redemptions by telephone. You must
call the transfer agent before the close of the customary
trading session of the NYSE on days the NYSE is open for
business in order to effect the redemption at that days
closing price.
Invesco Developing Markets Fund
Invesco Emerging Market Local Currency Debt Fund
Invesco Floating Rate Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Fund
Invesco Global Growth Fund
Invesco Global Real Estate Fund
Invesco High Yield Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco Japan Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen High Yield Fund
Invesco Van Kampen International Growth Fund
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 an
intermediarys 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.
n
Shares acquired through the reinvestment of dividends and
distributions.
n
Shares acquired in connection with a rollover or transfer of
assets from the trustee or custodian of an employee benefit plan
or individual retirement account (IRA) to the trustee or
custodian of another employee benefit plan or IRA.
n
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
n
If you have physical share certificates, you must return them to
the transfer agent in order to effect the exchange.
n
Exchanges of shares held in accounts maintained by
intermediaries that do not have the systematic capability to
apply the exchange limitation.
n
Exchanges of shares held by funds of funds and insurance company
separate accounts which use the funds as underlying investments.
n
Exchanges effectuated pursuant to automatic investment
rebalancing or dollar cost averaging programs.
n
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).
n
If you acquire shares in connection with a rollover or transfer
of assets from the trustee or custodian of an employee benefit
plan or IRA to the trustee or custodian of a new employee
benefit plan or IRA, your first reallocation of those assets
will not count toward the exchange limitation.
n
Reject or cancel all or any part of any purchase or exchange
order.
n
Modify any terms or conditions related to the purchase,
redemption or exchange of shares of any Fund.
n
Suspend, change or withdraw all or any part of the offering made
by this Prospectus.
n
Trade activity monitoring.
n
Trading guidelines.
n
Redemption fees on trades in certain Funds.
n
The use of fair value pricing consistent with procedures
approved by the Board.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
Fund distributions and gains from sale or exchange of your Fund
shares generally are subject to state and local income taxes.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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 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.
n
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.
n
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.
n
A Fund does not anticipate realizing any long-term capital gains.
n
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.
n
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.
n
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.
n
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.
n
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.
n
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 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.
n
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.
n
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.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX
77210-4739
By Telephone:
(800) 959-4246
On the Internet:
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
December 17, 2010
Class
Class
Class
Class
Class
Fund
A
B
C
R
Y
Institutional
VAFAX
VAFBX
VAFCX
VAFRX
VAFIX
VAFNX
December 17, 2010
P.O. Box 4739
Houston, Texas 77210-4739
or by calling (800) 959-4246
Institutional
Retail Classes
Classes
December 17, 2010
December 17, 2010
1
1
2
3
3
3
3
6
8
8
9
35
39
43
50
53
53
57
57
66
66
66
67
67
67
67
68
68
68
70
70
70
71
71
72
72
73
73
76
76
76
76
76
90
90
92
98
98
A-1
B-1
C-1
D-1
E-1
F-1
G-1
H-1
I-1
J-1
K-1
L-1
M-1
N-1
O-1
P-1
Fund
Predecessor Fund
Morgan Stanley Balanced Fund
Morgan Stanley California Tax-Free Income Fund
Morgan Stanley Dividend Growth Securities Inc.
Morgan Stanley Equally-Weighted S&P 500 Fund
Morgan Stanley Fundamental Value Fund
Large Cap Relative Value Portfolio
Morgan Stanley New York Tax-Free Income Fund
Morgan Stanley S&P 500 Index Fund
Van Kampen American Franchise Fund
Van Kampen Core Equity Fund
Van Kampen Equity and Income Fund
Van Kampen Equity Premium Income Fund
Van Kampen Growth and Income Fund
Van Kampen Pennsylvania Tax Free Income Fund
Van Kampen Small Cap Growth Fund
i.
Restriction, to varying degrees, on foreign investment in stocks;
ii.
Repatriation of investment income, capital, and the proceeds of sales in
foreign countries may require foreign governmental registration and/or approval;
iii.
Greater risk of fluctuation in value of foreign investments due to changes in
currency exchange rates, currency control regulations or currency devaluation;
iv.
Inflation and rapid fluctuations in inflation rates may have negative effects
on the economies and securities markets of certain developing countries;
v.
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
vi.
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.
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.
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.
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.
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.
(i)
general economic and financial conditions;
(ii)
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,
(iii)
other considerations deemed appropriate.
Fund
2010
2009
2008
____
105
%
18
%
Approximate Date of Web
Information Remains
Information
site Posting
Posted on Web site
15 days after month-end
Until replaced with
the following
months top ten
holdings
29 days after calendar
quarter-end
Until replaced with
the following
quarters Quarterly
Performance Update
30 days after calendar
quarter-end
For one year
60-70 days after fiscal
quarter-end
For one year
Attorneys and accountants;
Securities lending agents;
Lenders to the Invesco Funds;
Rating and rankings agencies;
1
To locate a Funds portfolio holdings
information on
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.
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.
Fund
Adviser/Sub-Adviser
Invesco Aim- a division of Invesco
Annual Rate/Net Assets Per
Fund Name
Advisory Agreement
First $500 million 0.70%
Next $500 million 0.65%
Over $1 billion 0.60%
Fund
Expense Limitation
1.35
%
2.10
%
2.10
%
____
1.10
%
____
The dollar range of the managers investments in each Fund.
A description of the managers compensation structure.
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.
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.
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).
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).
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.
the Fund qualifies as a regulated investment company under the Code and at the close
of each quarter of its taxable year, at least 50 percent of the value of its total
assets consists of obligations the interest on which is exempt from taxation by the
State of California when held by an individual;
the dividends are derived from interest on obligations of the State of California
and its political subdivisions or qualifying obligations of U.S. territories and
possessions that are exempt from state taxation under federal law;
the dividends paid do not exceed the amount of interest (minus certain
non-deductible expenses) the Fund receives, during its taxable year, on obligations
that, when held by an individual, pay interest exempt from taxation by California; and
the Fund properly identifies the dividends as California exempt interest dividends
in a written notice mailed to the investor.
obligations of the State of New York or its political subdivisions; or
qualifying obligations of possessions of the United States that are exempt from
state taxation under federal law.
provide your correct Social Security or taxpayer identification number,
certify that this number is correct,
certify that you are not subject to backup withholding, and
certify that you are a U.S. person (including a U.S. resident alien).
exempt-interest dividends paid by the Fund from its net interest income earned on
municipal securities;
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 the United States for a period or periods aggregating 183
days or more during the calendar year; and
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.
Fund
Class A
Class B
Class C
Class P
Class R
Class S
0.25
%
1.00
%
1.00
%
N/A
[___]
N/A
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 Japan Fund
Invesco Large Cap Basic Value 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 Sector 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
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
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
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
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 Van Kampen Limited Duration Fund
RATINGS OF DEBT SECURITIES
Note:
In addition, in certain countries the prime rating may be modified by the issuers or
guarantors senior unsecured long-term debt rating.
NON-PUBLIC PORTFOLIO HOLDINGS ON AN ONGOING BASIS
(as of June 30, 2010)
Service Provider
Disclosure Category
Broker (for certain Invesco Funds)
Financial Printer
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Securities Lender (for certain Invesco Funds)
Broker (for certain Invesco Funds)
System Provider
Financial Printer
Broker (for certain Invesco Funds)
Trading System
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor
Broker (for certain Invesco Funds)
Software Provider (for certain Invesco Funds)
Software Provider (for certain Invesco Funds)
Broker (for certain Invesco Funds)
System Provider (for certain Invesco Funds)
Software Provider
Analyst (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Service Provider
Disclosure Category
Rating & Ranking Agency (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Rating & Ranking Agency (for certain Invesco Funds)
Pricing Vendor
Proxy Voting Service (for certain Invesco Funds)
Transfer Agent
System Provider (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Lender (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Sub-advisor (for certain sub-advised accounts)
Special Insurance Counsel
Broker (for certain Invesco Funds)
Legal Counsel
Rating & Ranking Agency (for certain Invesco Funds)
Pricing Service (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Software Provider
Rating & Ranking Agency (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Securities Lender (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
System provider
Analyst (for certain Invesco Funds)
Trading System
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Independent Registered Public Accounting Firm (for all Invesco Funds)
Service Provider
Disclosure Category
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Service (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Financial Printer
Pricing Service and Rating and Ranking Agency (each, respectively, for certain Invesco Funds)
System Provider
Custodian, Lender, Securities Lender, and System Provider (each, respectively, for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Custodian and Securities Lender (each, respectively, for certain Invesco Funds)
Software Provider
Broker (for certain Invesco Funds)
Software Provider
Broker (for certain Invesco Funds)
Financial Printer
Broker (for Certain Invesco Funds)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Software Provider
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
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
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)
214
None
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.
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by 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.
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,
214
None
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
Invesco 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.
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.
Trustee and Chair
2003
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
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
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.
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
Trustee
1983
Retired
Formerly: President and Chief
Executive Officer, AMC Cancer
Research Center; and Chairman and
Chief Executive Officer, First
Columbia Financial Corporation
214
None
Trustee
2003
Retired
Formerly: Director, Badgley Funds,
Inc. (registered investment company)
(2 portfolios) and Partner, law firm
of Baker & McKenzie
214
None
Trustee
2000
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
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.
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
Trustee
2003
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)
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.
Trustee
2003
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
Trustee
2003
Partner, law firm of Kramer Levin
Naftalis and Frankel LLP
214
Director, Reich &
Tang Funds (16
portfolios)
Trustee
2003
Retired
Formerly: Chief Executive Officer,
YWCA of the U.S.A.
214
None
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
Trustee
2003
Partner, law firm of Pennock & Cooper
214
None
Trustee
1997
Retired
Formerly, Chairman, Chief Executive
Officer and President, Synergen
Corp. (a biotechnology company)
214
None
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
Trustee
2005
Retired
Formerly: Director, Mainstay VP
Series Funds, Inc. (25 portfolios)
and Partner, Deloitte & Touche
214
None
Senior Vice President and Senior
Officer
2005
Senior Vice President and Senior
Officer, The Invesco Funds
N/A
N/A
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
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.), 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,
N/A
N/A
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
Old Mutual Capital, Inc. (an
investment adviser); and Vice
President and Secretary, Old Mutual
Advisors Funds (an investment
company)
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
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
N/A
N/A
Vice President, Treasurer and
Principal Financial Officer
2003
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
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
Vice President
2003
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)
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 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
N/A
N/A
Other
Trusteeship(s)/
Number of Funds in
Directorships(s)
Name, Year of Birth and
Trustee and/or
Principal Occupation(s)
Fund Complex
Held by
Position(s) Held with the Trust
Officer Since
During Past 5 Years
Overseen by Trustee
Trustee/Director
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.
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.
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
N/A
N/A
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 Invesco Funds
$
50,001 - $100,000
-0-
N/A
N/A
Over $100,000
Over $100,000
Over
$100,000
4
Over $100,000
4
N/A
Over $100,000
Over $100,000
4
Over $100,000
4
Over $100,000
4
Over $100,000
Over $100,000
4
N/A
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 invested in one or more of the Invesco Funds.
Estimated
Total
Aggregate
Retirement Benefits
Annual Benefits
Compensation
Compensation
Accrued by All
Upon
From all Invesco
Trustee
from the Trust
(1)
Invesco Funds
(2)
Retirement
(3)
Funds
(4)
___
42,315
105,000
227,131
$
___
$
125,039
$
197,868
$
259,100
___
115,766
154,500
275,700
___
142,058
154,500
235,000
___
104,012
154,500
509,900
___
86,550
105,000
227,131
___
142,622
154,500
275,700
___
122,608
154,500
235,000
___
124,703
154,500
269,950
___
120,758
154,500
256,600
___
107,130
154,500
235,000
___
161,084
176,202
256,600
___
87,154
105,000
227,131
___
107,154
154,500
299,800
___
82,190
105,000
227,131
(1)
Amounts shown are based on the fiscal year ended August 31, 2010. The total amount of
compensation deferred by all trustees of the Trust during the fiscal year ended August 31,
2010, including earnings, was $_____.
(2)
During the fiscal year ended August 31, 2010, the total amount of expenses allocated to the
Trust in respect of such retirement benefits was $_____
(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 registered investment companies advised by Invesco.
(5)
During the fiscal year ended August 31, 2010, the Trust paid $____ 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.
(6)
Messrs. Arch, Dammeyer, Sonnenschein and Whalen were elected as trustees of the Trust
effective June 15, 2010.
Retail Accounts
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
Investment Advisers Act of 1940
Advisory Compliance
Fund Board
January 1, 2010
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.
Contested director elections are evaluated on a case-by-case basis and are decided within
the context of Invescos investment thesis on a company.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
Version: 1.2: Descriptions; Update of Names; Update of Appendix B
Version: 1.1: Format; Update of Appendix B
Version: 1.0: Initial Version
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;
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
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).
POLICY ON CORPORATE GOVERNANCE
(Updated February 2008)
1.
Introduction
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.
2.
Responsible Voting
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.
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.
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)
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:
i) To protect the rights of its clients
ii) To minimise the risk of financial or business impropriety within the companies in which
its clients are invested, and
iii) To protect the long-term value of its clients investments.
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.
IP will exercise actively the voting rights represented by the shares it manages on behalf
of its investors.
Note: 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.
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
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.
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.
Invesco Asset Management (Japan) Limited
1.
Domestic Equities
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.
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.
2.
Foreign Equities
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.
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.
Voting Screening Criteria & Decision Making Documents
(Attachment 1)
Company Name :
Year
Month
Yes
No
Yes
No
Yes
No
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)
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
For
Against
Initial
Signature
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)
General Subjects
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.
2)
Loss Disposal Plan
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
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
1)
Officer Remuneration
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
To basically approve.
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.
2)
Capital Reduction
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.
(7)
Others
1)
Appointment of Accountant
To basically approve.
To basically disapprove on suspicion of its independency.
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.
Invesco Australia Limited
1.
Proxy Voting Policy
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.
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.
1
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.
1.3.3
Pooled Fund Clients
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.
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.
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.
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.
1.4
Key Proxy Voting Issues
1.4.1
Issues Overview
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.
1.4.2
Portfolio Management Issues
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.
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.
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
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.
1.5
Internal Proxy Voting Procedure
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.
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:
1.6
Client Reporting
Invesco will keep records of its proxy voting activities, directly or through outsourced
reporting.
Upon client election, Invesco will report quarterly or annually to the client on proxy
voting activities for investments owned by the client.
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.
2
3
4
7
10
12
1.1
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.
1.2
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.
1.3
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.
1.4
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.
1.5
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.
2.1
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.
2.2
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.
2.3
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.
2.4
Individually-Managed Clients
2.4.1
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.
2.4.2
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.
2.4.3
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.
2.4.4
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.
2.4.5
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.
2.4.6
Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for individually-managed clients:
2.5
Pooled Fund Clients
2.5.1
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.
2.5.2
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.
2.5.3
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.
2.5.4
Accordingly, Invesco will pursue the following policies with respect to the exercise
of proxy voting authority for pooled fund clients:
3.1
This section outlines Invescos intended approach in cases where proxy voting
authority is being exercised on clients behalf.
3.2
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.
3.3
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.
3.4
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.
3.5
Portfolio Management Issues Active Equity Portfolios
3.5.1
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.
3.5.2
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.
3.5.3
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:
3.6
Administrative Issues
3.6.1
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.
3.6.2
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.
3.6.3
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.
3.6.4
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
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.
3.6.5
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.
3.6.6
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.
4.1
The following diagram illustrates the procedures adopted by Invesco for the
administration of proxy voting:
4.2
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.
4.3
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.
4.4
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.
4.5
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.
4.6
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.
4.7
The following policy commitments are implicit in these administrative and
decision-making processes:
5.1
Invesco will keep records of its proxy voting activities.
5.2
Upon client request, Invesco will regularly report back to the client on proxy
voting activities for investments owned by the client.
5.2
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):
Institutional Accounts
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
Investment Advisers Act of 1940
Advisory Compliance, Proxy Committee
Invesco Risk Management Committee
January 1, 2010
(1)
describe any real or perceived conflict of interest,
(2)
determine whether such real or perceived conflict of interest is material,
(3)
discuss any procedure used to address such conflict of interest,
(4)
report any contacts from outside parties (other than routine communications
from proxy solicitors), and
(5)
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.
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;
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
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).
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.
Long-term company performance relative to a market index,
Composition of the board and key board committees,
Nominees attendance at board meetings,
Nominees time commitments as a result of serving on other company boards,
Nominees investments in the company,
Whether the chairman is also serving as CEO, and
Whether a retired CEO sits on the board.
Long-term financial performance of the target company relative to its industry,
Managements track record,
Background to the proxy contest,
Qualifications of director nominees (both slates),
Evaluation of what each side is offering shareholders as well as the likelihood
that the proposed objectives and goals can be met, and
Stock ownership positions.
Designated lead director, appointed from the ranks of the independent board members
with clearly delineated duties;
Majority of independent directors;
All-independent key committees;
Committee chairpersons nominated by the independent directors;
CEO performance is reviewed annually by a committee of outside directors; and
Established governance guidelines.
It is not clear that the auditors will be able to fulfill their function;
There is reason to believe the auditors have rendered an opinion that is neither
accurate nor indicative of the companys financial position; or
The auditors have a significant professional or personal relationship with the
issuer that compromises their independence.
ability to re-price underwater options without shareholder approval,
ability to issue options with an exercise price below the stocks current market
price,
ability to issue reload options, or
automatic share replenishment (evergreen) features.
will result in financial and operating benefits,
have a fair offer price,
have favourable prospects for the combined companies, and
will not have a negative impact on corporate governance or shareholder rights.
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.
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
the company fails to provide a level of disclosure that is comparable to industry
peers or generally accepted standards.
Class A
Class B
Class C
Class R
1
Class Y
Institutional Class
Shares
Shares
Shares
Shares
Shares
Shares
2
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
Record
P. O. Box 9446
Minneapolis, MN 55440-9446
Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
Attn: Mutual Funds Department
Reconciliation & Accounts Control
333 West
34
th
Street
7
th
Floor
New York, NY 10001-2402
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3003
A/C
Special Custody Acct for the
Exclusive Benefit of
Customer
2801 Market St
Saint Louis, MO 63103-2523
1
Class R Shares have not yet commenced
operations.
2
Institutional Class Shares have not yet
commenced operations.
Class A
Class B
Class C
Class R
1
Class Y
Institutional Class
Shares
Shares
Shares
Shares
Shares
Shares
2
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of
Owned of
Owned of
Owned of
Owned of
Owned of
Owned of
Principal Holder
Record
Record
Record
Record
Record
Record
OMNIBUS for Mutual Funds
Attn: Courtney Waller
880 Carillon Pkwy
St. Petersburg, FL 33716-1102
FBO Customer Accounts
Attn Mutual Fund Operations
PO BOX 509046
San Diego, CA 92150-9046
Attn: Fund
Administration
4800 Deer Lake Dr E
2
nd
Fl
Jacksonville, FL 32246-6484
Harborside Financial Center
Plaza II 3
rd
Floor
Jersey City, NJ 07311
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street 5
th
Flr
Attn: Kate Recon
New York, NY 10281-5503
1 Pershing Plaza
Jersey City, NJ 07399-0001
FBO: Customer Accounts
Attn: Mutual Fund Operations
625 Marquette Ave S 13
th
Floor
Minneapolis, MN 55402-2323
1
Class R Shares have not yet commenced operations.
2
Institutional Class Shares have not yet commenced operations.
Advisory Fee Paid ($000)
for the Fiscal Year ended
Fund Name
2010 ($000)
2009 ($000)
2008 ($000)
2007 ($000)
$
_____
$1,655 (net of
fee waivers)
$2,626 (net of
fee waivers)
$3,016 (net of
fee waivers)
Advisory Fees Waived ($000)
for the Fiscal Year ended
Fund Name
2010
2009
2008
[____]
$
133
$
0
PORTFOLIO MANAGERS
Other Pooled
Registered Investment
Investment Vehicles
Dollar
Companies Managed
Managed (assets in
Other Accounts Managed
Range of
(assets in millions)
millions)
(assets in millions)
Investments
Number
Number
Number
in Each
of
of
of
Portfolio Manager
Fund
1
Accounts
Assets
Accounts
Assets
Accounts
Assets
Invesco Van Kampen American Franchise Fund (May 31, 2010)
___
___
___
___
___
___
___
___
___
___
___
___
___
___
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 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. Cohen and Voss began serving as
portfolio managers of Invesco Van Kampen American Franchise Fund on June 25,
2010.
3
This amount includes 9 funds that pay performance-based
fees with [$1,850.0 M] in total assets under management.
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 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.
Sub-Adviser
Performance time period
4
Invesco Australia
Invesco Deutschland
One-, Three- and Five-year performance
against Fund peer group.
N/A
One-year performance against Fund peer group.
Three- and Five-year performance against
entire universe of Canadian funds.
Invesco Asset Management
One-, Three- and Five-year performance
against Fund peer group.
One-, Three- and Five-year performance
against the appropriate Micropol benchmark.
4
Rolling time periods based on calendar
year-end.
5
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.
6
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.
7
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 6, they also have a ten-year performance measure.
8
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.
ADMINISTRATIVE SERVICE FEES
Fund
2010
2009
2008
[_]
$
59,600
$
73,400
Fund
2008
2009
2010
$
196,132
$
495,536
[_]
293
5,995
0
0
0.15
%
1.21
%
0.02
%
0.16
%
193,405
223,193
247,461,900
347,038,688
DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF SECURITIES OF
REGULAR BROKERS OR DEALERS
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
Amount of Investment in
of the Public
of the Net
of the
Single Transaction
Offering Price
Amount Invested
Net Amount
5.50
%
5.82
%
5.00
%
4.50
4.71
4.00
3.50
3.63
3.00
2.75
2.83
2.25
2.00
2.04
1.75
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
Amount of Investment in
of the Public
of the Net
of the
Single Transaction
Offering Price
Amount Invested
Net Amount
4.75
%
4.99
%
4.25
%
4.25
4.44
4.00
3.50
3.63
3.25
2.50
2.56
2.25
2.00
2.04
1.75
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
Amount of Investment in
of the Public
of the Net
of the
Single Transaction
Offering Price
Amount Invested
Net Amount
1.00
%
1.01
%
0.75
%
0.75
0.76
0.50
0.50
0.50
0.40
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
Amount of Investment in
of the Public
of the Net
of the
Single Transaction
Offering Price
Amount Invested
Net Amount
2.50
%
2.56
%
2.00
%
1.75
1.78
1.50
1.25
1.27
1.00
1.00
1.01
1.00
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
plus 0.25% of amounts in excess of $20 million
Individual refers to a person, as well as his or her Spouse or Domestic Partner
and his or her Children;
Spouse is the person to whom one is legally married under state law;
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;
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
;
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
;
Parent is a persons biological or adoptive mother or father;
Grandparent is a Parent of a persons biological or adoptive mother or father;
Step-child is the child of ones Spouse by a previous marriage or relationship;
Step-parent is the Spouse of a Childs Parent; and
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.
an Individual (including his or her spouse or domestic partner, and children);
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
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).
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:
a.
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);
b.
each transmittal is accompanied by checks or wire transfers; and
c.
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.
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).
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.
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.
Reinvestment of dividends and capital gains distributions acquired during the
13-month LOI period will not be applied to the LOI.
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.
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.
The Transfer Agent will process necessary adjustments upon the expiration or
completion date of the LOI.
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.
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.
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.
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.
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.
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;
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.;
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);
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);
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;
Employer-sponsored retirement plans (the Plan or Plans) that are Qualified
Purchasers, as defined above, provided that such Plans:
a.
have assets of at least $1 million; or
b.
have at least 100 employees eligible to participate in the Plan; or
c.
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;
Grandfathered shareholders as follows:
a.
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;
b.
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;
c.
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;
d.
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 units only when the investment in shares of Invesco
Constellation Fund is effected within 30 days of the redemption or repurchase;
e.
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;
f.
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;
g.
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;
h.
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
i.
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.
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);
Qualified Tuition Programs created and maintained in accordance with Section 529 of
the Code;
Insurance company separate accounts;
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:
a.
such plan is funded by a rollover of assets from an Employer-Sponsored
Retirement Plan;
b.
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
c.
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.
Transfers to IRAs that are attributable to Invesco Fund investments held in
403(b)(7)s, SIMPLEs, SEPs, SARSEPs, Traditional or Roth IRAs; and
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.
reinvesting dividends and distributions;
exchanging shares of one Fund, that were previously assessed a sales charge, for
shares of another Fund; as more fully described in the Prospectus;
the purchase of shares in connection with the repayment of a retirement plan loan
administered by Invesco Investment Services;
as a result of a Funds merger, consolidation or acquisition of the assets of
another Fund;
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
when buying Class A shares of Invesco Tax-Exempt Cash Fund.
Unit investments trusts sponsored by Invesco Distributors or its affiliates.
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.
plus 0.50% of amounts in excess of $5 million
Redemptions of shares of Category I, II or IV Funds held more than 18 months;
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;
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;
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
1
/
2
;
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
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.
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;
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;
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
deferral amounts; and (v) distributions on the death or disability (as defined in the
Code) of the participant or beneficiary;
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;
Liquidation initiated by the Fund when the account value falls below the minimum
required account size of $500; and
Investment account(s) of Invesco and its affiliates.
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;
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
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.
an annual custodial fee on accounts where Invesco Distributors acts as the prototype
sponsor;
expedited mailing fees in response to overnight redemption requests; and
copying and mailing charges in response to requests for duplicate statements.
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.
Percentage
of Average
Commissions
Servicing and
Aggregate
Daily Net
& Transaction
Administering
Fund Name
Fees
Assets
Fees
Plans
$
0.25
%
$
$
1.00
%
1.00
%
Unreimbursed
Approximate
Distribution-Related
Percentage of
Fund Name
Expenses
Funds Net Assets
1.89
%
0.01
%
Total Underwriting
Amounts Retained by
Fund Name
Commissions
Distributor
$
$
PENDING LITIGATION ALLEGING MARKET TIMING
OTHER INFORMATION
(a) Second Amended and Restated Agreement and Declaration of Trust of Registrant dated
December 6, 2005.
(9)
(b) Amendment No. 1, dated January 9, 2006, to the Second Amended and Restated Agreement
and Declaration of Trust of Registrant.
(11)
(c) Amendment No. 2, dated May 24, 2006, to the Second Amended and Restated Agreement and
Declaration of Trust of Registrant.
(15)
(d) Amendment No. 3, dated July 5, 2006, to the Second Amended and Restated Agreement and
Declaration of Trust of Registrant.
(15)
(e) Amendment No. 4, dated September 19, 2006, to the Second Amended and Restated
Agreement and Declaration of Trust of Registrant.
(15)
(f) Amendment No. 5, dated April 23, 2007, to the Second Amended and Restated Agreement
and Declaration of Trust of Registrant.
(19)
(g) Amendment No. 6, dated October 16, 2007, to the Second Amended and Restated Agreement
and Declaration of Trust of Registrant.
(19)
(h) Amendment No. 7, dated May 1, 2008, to Amended and Restated Agreement and Declaration
of Trust of Registrant, effective September 14, 2005.
(22)
(i) Amendment No. 8, dated June 19, 2008, to Amended and Restated Agreement and
Declaration of Trust of Registrant, effective September 14, 2005.
(22)
(j) Amendment No. 9, dated March 3, 2009, to Amended and Restated Agreement and
Declaration of Trust of Registrant, effective September 14, 2005.
(25)
(k) Amendment No. 10, dated April 14, 2009, to Amended and Restated Agreement and
Declaration of Trust of Registrant, effective September 14, 2005.
(25)
(l) Amendment No. 11, dated November 12, 2009, to Amended and Restated Agreement and
Declaration of Trust of Registrant, effective September 14, 2005.
(26)
(m) Amendment No. 12, dated February 12, 2010 to Amended and Restated Agreement and
Declaration of Trust of Registrant, effective September 14, 2005.
(29)
(n) Amendment No. 13 dated April 30, 2010 to Amend and Restated Agreement and Declaration
of Trust of Registrant, effective September 14, 2005.
(29)
(o) Amendment No. 14 dated June 15, 2010 to Amend and Restated Agreement and Declaration
of Trust of Registrant, effective September 14, 2005.
(31)
(p) Amendment No. 15 dated October 14, 2010 to Amend and Restated Agreement and
Declaration of Trust of Registrant, effective September 14, 2005.
(32)
(a) Amended and Restated Bylaws of Registrant, adopted effective September 14,
2005.
(8)
(b) Amendment, dated August 1, 2006, to Amended and Restated Bylaws of
Registrant.
(15)
(c) Amendment No. 2, dated March 23, 2007, to Amended and Restated Bylaws of
Registrant.
(19)
(d) Amendment No. 3, dated January 1, 2008, to Amended and Restated Bylaws of
Registrant.
(21)
(e) Amendment No. 4, dated April 30, 2010, to Amended and Restated Bylaws of
Registrant.
(29)
Articles II, VI, VII, VIII and IX of the Second Amended and Restated Agreement and
Declaration of Trust, as amended, and Articles IV, V and VI of the Amended and Restated
Bylaws, as amended, of the define rights of holders of shares.
(a) Master Investment Advisory Agreement dated November 25, 2003 between Registrant and A
I M Advisors, Inc.
(6)
(b) Amendment No. 1, dated October 15, 2004, to the Master Investment Advisory Agreement
between the Registrant and A I M Advisors, Inc.
(7)
(c) Amendment No. 2, dated March 31, 2006, to the Master Investment Advisory Agreement
between the Registrant and A I M Advisors, Inc.
(14)
(d) Amendment No. 3, dated April 14, 2006, to the Master Investment Advisory Agreement
between the Registrant and A I M Advisors, Inc.
(15)
(e) Amendment No. 4, dated March 9, 2007, to the Master Investment Advisory Agreement
between the Registrant and A I M Advisors, Inc.
(19)
(f) Amendment No. 5, dated April 23, 2007, to the Master Investment Advisory Agreement
between the Registrant and A I M Advisors, Inc.
(19)
(g) Amendment No. 6, dated July 1, 2007, to the Master Investment Advisory Agreement
between the Registrant and A I M Advisors, Inc.
(19)
(h) Amendment No. 7, dated June 2, 2009, to the Master Investment Advisory Agreement
between the Registrant and Invesco Aim Advisors, Inc., formerly A I M Advisors,
Inc.
(26)
(i) Amendment No. 8, dated January 1, 2010, to the Master Investment Advisory Agreement
between the Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim
Advisors, Inc.
(28)
(j) Amendment No. 9, dated February 12, 2010, to the Master Investment Advisory Agreement
between the Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim
Advisors, Inc.
(29)
(k) Amendment No. 10, dated April 30, 2010, to the Master Investment Advisory Agreement
between the Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim
Advisors, Inc.
(29)
(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 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 AIM Funds Management Inc. (now known as Invesco Trimark Ltd.)
(22)
(b) Amendment No. 1 to Master Intergroup Sub-Advisory Contract for Mutual Funds, dated
June 2, 2009, between Invesco Aim Advisors, Inc., on behalf of Registrant, and 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.
(28)
(c) Amendment No. 2 to Master Intergroup Sub-Advisory Contract for Mutual Funds, dated
January 1, 2010 between Invesco Advisers, Inc., successor by merger to Invesco Aim
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.
(28)
(d) Amendment No. 3 to Master Intergroup Sub-Advisory Contract for Mutual Funds, dated
February 12, 2010 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.
(29)
(e) Amendment No. 4 to Master Intergroup Sub-Advisory Contract for Mutual Funds, dated
April 30, 2010 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.
(29)
Form of Temporary Sub-Advisory Agreement between Invesco Advisers, Inc. and Morgan
Stanley Investment Management and affiliates.
(28)
(a) First Restated Master Distribution Agreement (all classes of shares except Class B
shares), dated August 18, 2003, as subsequently amended and as restated September 20,
2006, between Registrant and A I M Distributors, Inc.
(16)
(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.
(18)
(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.
(18)
(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.
(18)
(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.
(19 )
(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.
(19)
(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.
(19)
(h) Amendment No. 7 dated December 20, 2007, to the First Restated Master Distribution
Agreement (all classes of shares except Class B shares) between Registrant and A I M
Distributors, Inc.
(21)
(i) Amendment No. 8, dated April 28, 2008, to the First Restated Master Distribution
Agreement (all classes of shares except Class B shares).
(22)
(j) Amendment No. 9, dated April 30, 2008, to the First Restated Master Distribution
Agreement (all classes of shares except Class B shares).
(22)
(k) Amendment No. 10, dated May 1, 2008, to the First Restated Master Distribution
Agreement (all classes of shares except Class B shares).
(22)
(l) Amendment No. 11, dated July 24, 2008, to the First Restated Master Distribution
Agreement (all classes of shares except Class B shares).
(22)
(m) Amendment No. 12, dated October 3, 2008, to the First Restated Master Distribution
Agreement (all classes of shares except Class B shares).
(23)
(n) Amendment No. 13, dated May 29, 2009, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(25)
(o) Amendment No. 14, dated June 2, 2009, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(26)
(p) Amendment No. 15, dated July 14 2009, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(26)
(q) Amendment No. 16, dated September 25, 2009, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(26)
(r) Amendment No. 17, dated October 5, 2009, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(26)
(s) Amendment No. 18, dated February 1, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(28)
(t) Amendment No. 19, dated February 12, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(29)
(u) Amendment No. 20, dated February 12, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(29)
(v) Amendment No. 21, dated April 30, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(29)
(w) Amendment No. 22, dated June 14, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(31)
(a) Second Restated Master Distribution Agreement, dated August 18, 2003, as subsequently
amended and restated May 4, 2010, between Registrant (Class B and Class B5 shares) and
Invesco Distributors, Inc.
(31)
(b) Amendment No. 1, dated June 1, 2010, to the Second Restated Master Distribution
Agreement (Class B and Class B5 shares) between Registrant and Invesco Distributors,
Inc.
(31)
(c) Amendment No. 2, dated June 14, 2010, to the First Restated Master Distribution
Agreement (Class B and Class B5 shares) between Registrant and Invesco Distributors,
Inc.
(31)
Form of Selected Dealer Agreement between Invesco Aim Distributors, Inc. and selected
dealers.
(24)
Form of Bank Selling Group Agreement between Invesco Aim Distributors, Inc. and
banks.
(24)
Form of AIM Funds Retirement Plan for Eligible Directors/Trustees, as amended and
restated January 1, 2008.
(24)
Form of Invesco Funds Trustee Deferred Compensation Agreement, as amended June 16,
2010.
(31)
Amended and Restated Master Custodian Contract between Registrant and State Street Bank
and Trust Company dated June 1, 2010.
(31)
Fourth Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2010,
between Registrant and Invesco Investment Services, Inc.
(32)
(a) Second Amended and Restated Master Administrative Services Agreement, dated July 1,
2006, between Registrant and A I M Advisors, Inc.
(15)
(b) Amendment No. 1, dated March 9, 2007, to the Second Amended and Restated Master
Administrative Services Agreement.
(19)
(c) Amendment No. 2, dated April 23, 2007, to the Second Amended and Restated Master
Administrative Services Agreement.
(19)
(d) Amendment No. 3, June 2, 2009, to the Second Amended and Restated Master
Administrative Services Agreement.
(26)
(e) Amendment No. 4, January 1, 2010, to the Second Amended and Restated Master
Administrative Services Agreement.
(28)
(f) Amendment No. 5, dated February 12, 2010, to the Second Amended and Restated Master
Administrative Services Agreement.
(29)
(g) Amendment No. 6, dated April 30, 2010, to the Second Amended and Restated Master
Administrative Services Agreement.
(29)
Memorandum of Agreement, regarding expense limits, dated July 1, 2010, between Registrant
and Invesco Advisers, Inc.
(31)
Memorandum of Agreement, regarding advisory fee waivers and affiliated money market fee
waivers, dated July 1, 2010, between Registrant and Invesco Advisers, Inc.
(31)
Sixth Amended and Restated Memorandum of Agreement, regarding securities lending
administrative fee waiver, dated July 1, 2010, between Registrant and Invesco Advisers,
Inc.
(31)
Third Amended and Restated Interfund Loan Agreement, dated December 30, 2005, between
Registrant and A I M Advisors, Inc.
(17)
Agreement and Plan of Reorganization, dated September 19, 2006 for AIM Select Real Estate
Income Fund.
(19)
Agreement and Plan of Reorganization, dated November 8, 2006 for AIM Advantage Health
Sciences Fund.
(19)
Agreement and Plan of Reorganization, dated December 6, 2005, for AIM Floating Rate
Fund.
(19)
Legal Opinion None
Consent of Stradley Ronon Stevens & Young, LLP
(32)
Omitted Financial Statements Not Applicable
(a) Initial Capitalization Agreement of Registrants AIM Structured Core Fund, AIM
Structured Growth Fund and AIM Structured Value Fund, dated March 29,
2006.
(14)
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution
Plan (Class A shares).
(26)
(m) Amendment No. 12, dated February 1, 2010, to the First Restated Master Distribution
Plan (Class A shares).
(29)
(n) Amendment No. 13, dated February 12, 2010, to the First Restated Master Distribution
Plan (Class A shares).
(29)
(o) Amendment No. 14, dated April 30, 2010, to the First Restated Master Distribution
Plan (Class A shares).
(29)
(p) Amendment No. 15, dated May 4, 2010, to the First Restated Master Distribution Plan
(Class A shares).
(29)
(q) Amendment No. 16, dated June 14, 2010 to the First Restated Master Distribution Plan
(Class A shares).
(31)
(a) First Restated Master Distribution Plan (Class B shares) effective August 18,
2003.
(15)
(b) Amendment No. 1, dated January 31, 2007, to the Registrants First Restated Master
Distribution Plan (Class B shares).
(18)
(c) Amendment No. 2, dated February 28, 2007, to the Registrants First Restated Master
Distribution Plan (Class B shares).
(18)
(d) Amendment No. 3, dated March 9, 2007, to the Registrants First Restated Master
Distribution Plan (Class B shares).
(19)
(e) Amendment No. 4, dated April 23, 2007, to the Registrants First Restated Master
Distribution Plan (Class B shares).
(19)
(f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan
(Class B shares).
(22)
(g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan
(Class B shares).
(22)
(h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan
(Class B shares).
(22)
(i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan
(Class B shares).
(25)
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan
(Class B shares).
(26)
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan
(Class B shares).
(26)
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution
Plan (Class B shares).
(26)
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution
Plan (Class B shares).
(29)
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution
Plan (Class B shares).
(29)
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan
(Class B shares).
(29)
(p) Amendment No. 15, dated June 14, 2010, to the First Restated Master Distribution Plan
(Class B shares).
(31)
(a) First Restated Master Distribution Plan (Class C shares) effective as of August 18,
2003 and as subsequently amended.
(15)
(b) Amendment No. 1, dated January 31, 2007, to the Registrants First Restated Master
Distribution Plan (Class C shares).
(18)
(c) Amendment No. 2, dated February 28, 2007, to the Registrants First Restated Master
Distribution Plan (Class C shares).
(18)
(d) Amendment No. 3, dated March 9, 2007, to the Registrants First Restated Master
Distribution Plan (Class C shares).
(19)
(e) Amendment No. 4, dated April 23, 2007, to the Registrants First Restated Master
Distribution Plan (Class C shares).
(19)
(f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan
(Class C shares).
(22)
(g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan
(Class C shares).
(22)
(h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan
(Class C shares).
(22)
(i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan
(Class C shares).
(25)
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan
(Class C shares).
(26)
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan
(Class C shares).
(26)
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution
Plan (Class C shares).
(26)
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution
Plan (Class C shares).
(29)
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution
Plan (Class C shares).
(29)
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan
(Class C shares).
(29)
(p) Amendment No. 15, dated June 14, 2010, to the First Restated Master Distribution Plan
(Class C shares).
(31)
(a) First Restated Master Distribution Plan (Class R shares) effective as of August 18,
2003 and as subsequently amended.
(15)
(b) Amendment No. 1, dated January 31, 2007, to the Registrants First Restated Master
Distribution Plan (Class R shares).
(18)
(c) Amendment No. 2, dated February 28, 2007, to the Registrants First Restated Master
Distribution Plan (Class R shares).
(18)
(d) Amendment No. 3, dated April 30, 2008, to the First Restated Master Distribution Plan
(Class R shares).
(22)
(e) Amendment No. 4, dated May 29, 2009, to the First Restated Master Distribution Plan
(Class R shares).
(25)
(f) Amendment No. 5, dated June 2, 2009, to the First Restated Master Distribution Plan
(Class R shares).
(26)
(g) Amendment No. 6, dated July 1, 2009, to the First Restated Master Distribution Plan
(Class R shares).
(26)
(h) Amendment No. 7, dated November 4, 2009, to the First Restated Master Distribution
Plan (Class R shares).
(26)
(i) Amendment No. 8, dated April 30, 2010, to the First Restated Master Distribution Plan
(Class R shares).
(29)
(j) Amendment No. 9, dated June 14, 2010, to the First Restated Master Distribution Plan
(Class R shares).
(31)
(a) First Restated Master Distribution Plan (Compensation), effective July 1, 2004 as
subsequently amended (Investor Class Shares).
(19)
(b) Amendment No. 1 dated December 20, 2007, to the Registrants First Restated Master
Distribution Plan (Compensation) effective July 1, 2004 as subsequently amended (Investor
Class Shares).
(21)
(c) Amendment No. 2, dated April 28, 2008, to the First Restated Master Distribution Plan
(Compensation) effective July 1, 2004 as subsequently amended (Investor Class
Shares).
(22)
(d) Amendment No. 3, dated April 30, 2010, to the First Restated Master Distribution Plan
(Compensation) effective July 1, 2004 as subsequently amended (Investor Class
Shares).
(29)
(a) Plan of Distribution Pursuant to Rule 12b-1, dated February 12, 2010 (Class A, Class
B, Class C Shares) (Reimbursement).
(32)
Invesco Advisers, Inc. Code of Ethics, adopted January 1, 2010, relating to Invesco
Advisers, Inc. and any of its subsidiaries.
(29)
Invesco Perpetual Policy on Corporate Governance, updated February 2008, relating to
Invesco Asset Management Limited.
(29)
Invesco Asset Management (Japan) Limited Code of Ethics on behalf of Invesco Japan Fund
(29)
Invesco Staff Ethics and Personal Share Dealing, dated September 2008, relating to
Invesco Hong Kong Limited.
(24)
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.
(29)
Code of Ethics dated March 1, 2008, relating to Invesco Continental Europe (Invesco Asset
Management Deutschland GmbH).
(24)
Code of Ethics, revised 2008, relating to Invesco Asset Management Limited.
(24)
Invesco Ltd. Code of Conduct, revised September 2009, relating to Invesco Australia
Limited.
(29)
Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden, Fields, Flanagan,
Mathai-Davis, Pennock, Soll, Stickel and Taylor.
(27)
Power of Attorney for Mr. Frischling.
(27)
Powers of Attorney for Arch, Dammeyer, Sonnenschein and Whalen.
(30)
(1)
Previously filed with PEA No. 13 to the Registration Statement on August 28, 2003 and incorporated by reference herein.
(2)
Previously filed with PEA No. 38 to the Registration Statement of INVESCO Sector Funds, Inc. on July 15, 2003 and incorporated
herein by reference (Identical except for the name of the Registrant (AIM Counselor Series Trust) and the date).
(3)
Previously filed with the Registration Statement on Form N-14 of AIM Special Opportunities Funds on August 13, 2003 and
incorporated herein by reference.
(4)
Previously filed with PEA No. 77 to the Registration Statement of AIM Equity Funds filed on July 7, 2003 and incorporated by
reference herein.
(5)
Previously filed with PEA No. 15 to the Registration Statement of Registrant filed on November 25, 2003 and incorporated by
reference herein.
(6)
Previously filed with PEA No. 16 to the Registration Statement of Registrant filed on March 1, 2004 and incorporated by reference
herein.
(7)
Previously filed with PEA No. 17 to the Registration Statement of Registrant filed on November 30, 2004 and incorporated by
reference herein.
(8)
Previously filed with PEA No. 18 to the Registration Statement of Registrant filed on October 19, 2005 and incorporated by
reference herein.
(9)
Previously filed with PEA No. 19 to the Registration Statement of Registrant filed on December 7, 2005 and incorporated by
reference herein.
(10)
Previously filed with PEA No. 20 to the Registration Statement of Registrant filed on December 20, 2005 and incorporated by
reference herein.
(11)
Previously filed with PEA No. 21 to the Registration Statement of Registrant filed on January 13, 2006 and incorporated by
reference herein.
(12)
Previously filed with PEA No. 22 to the Registration Statement of Registrant filed on February 17, 2006 and incorporated by
reference herein.
(13)
Previously filed with PEA No. 23 to the Registration Statement of Registrant filed on March 24, 2006 and incorporated by reference
herein.
(14)
Previously filed with PEA No. 24 to the Registration Statement of Registrant filed on April 13, 2006 and incorporated by reference
herein.
(15)
Previously filed with PEA No. 25 to the Registration Statement of Registrant filed on September 22, 2006 and incorporated by
reference herein.
(16)
Previously filed with PEA No. 26 to the Registration Statement of Registrant filed on October 13, 2006 and incorporated by
reference herein.
(17)
Previously filed with PEA No. 28 to the Registration Statement of Registrant filed on December 28, 2006 and incorporated by
reference herein.
(18)
Previously filed with PEA No. 29 to the Registration Statement of Registrant filed on March 12, 2007 and incorporated by reference
herein.
(19)
Previously filed with PEA No. 30 to the Registration Statement of Registrant filed on October 18, 2007 and incorporated by
reference herein.
(20)
Previously filed with PEA No. 31 to the Registration Statement of Registrant filed on December 20, 2007 and incorporated by
reference herein.
(21)
Previously filed with PEA No. 32 to the Registration Statement of Registrant filed on February 15, 2008 and incorporated by
reference herein.
(22)
Previously filed with PEA No. 33 to the Registration Statement of Registrant filed on September 23, 2008 and incorporated by
reference herein.
(23)
Previously filed with PEA No. 34 to the Registration Statement of Registrant filed on December 17, 2008 and incorporated by
reference herein.
(24)
Previously filed with PEA No. 35 to the Registration Statement of Registrant filed on March 11, 2009 and incorporated by reference
herein
(25)
Previously filed with PEA No. 36 to the Registration Statement of Registrant filed on May 28, 2009 and incorporated by reference
herein
(26)
Previously filed with PEA No. 38 to the Registration Statement of Registrant filed on December 3, 2009 and incorporated by
reference herein
(27)
Previously filed with PEA No. 39 to the Registration Statement of Registrant filed on February 5, 2010 and incorporated by
reference herein
(28)
Previously filed with PEA No. 40 to the Registration Statement of Registrant filed on February 12, 2010 and incorporated by
reference herein
(29)
Previously filed with PEA No. 41 to the Registration Statement of Registrant filed on May 28, 2010 and incorporated by reference
herein
(30)
Previously filed with PEA No. 42 to the Registration Statement of Registrant filed on June 29, 2010 and incorporated by reference
herein
(31)
Previously filed with PEA No. 43 to the Registration Statement of Registrant filed on July 26, 2010 and incorporated by reference
herein
(32)
Filed herewith electronically
Persons Controlled by or Under Common Control With the Fund
None
Indemnification provisions for officers, trustees and employees of the Registrant are set forth in Article VIII of the
Registrants Second 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 Second Amended and Restated Agreement and Declaration of Trust
dated December 6, 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 insurers, with limits
up to $60,000,000 (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) 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 to any series of the Registrant shall not automatically
impart liability on the part of Invesco 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, on behalf
of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, 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.
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 the
successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection
with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against
public policy as expressed in the Act and will be governed by the final adjudication of such issue.
The only employment of a substantial nature of Invesco Advisers directors and officers is with the 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-Adviser herein incorporated by reference. Reference is also made to the caption Fund Management The Advisers in
the Prospectuses which comprises Part A of this Registration Statement, and to the caption Investment Advisory and Other
Services of the Statement of Additional Information which comprises Part B of this Registration Statement, and to Item 32(b) of
this Part C.
Invesco Distributors, Inc., the Registrants principal underwriter, also acts as principal underwriter to the following investment
companies:
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 Funds (Invesco Investment 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
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
Director
None
Director & President
None
Director & Executive
Vice President
None
Executive Vice President
Vice President
Executive Vice President
None
Executive Vice President
None
Senior Vice President
None
Senior Vice President
None
Senior Vice President
Assistant Vice President
Senior Vice President
None
Senior Vice President
None
Senior Vice President
None
Senior Vice President &
Secretary
Senior Vice President,
Secretary & Chief Legal
Officer
Treasurer & Chief
Financial Officer
None
Chief Compliance Officer
Vice President
Anti-Money Laundering
Compliance Officer
Anti-Money Laundering
Compliance Officer
*
11 Greenway Plaza, Suite 2500, Houston, Texas 77046-1173
(c)
Not applicable.
None
Not applicable.
Registrant:
AIM COUNSELOR SERIES TRUST
(INVESCO COUNSELOR SERIES TRUST)
By:
/s/ Philip A. Taylor
Philip A. Taylor, President
SIGNATURES
TITLE
DATE
/s/ Philip A. Taylor
Trustee & President
(Principal Executive Officer)
October 15, 2010
/s/ David C. Arch**
Trustee
October 15, 2010
(David C. Arch)
/s/ Bob R. Baker*
Trustee
October 15, 2010
(Bob R. Baker)
/s/ Frank S. Bayley*
Trustee
October 15, 2010
(Frank S. Bayley)
/s/ James T. Bunch*
Trustee
October 15, 2010
(James T. Bunch)
/s/ Bruce L. Crockett*
Chair & Trustee
October 15, 2010
(Bruce L. Crockett)
/s/ Rod Dammeyer**
Trustee
October 15, 2010
(Rod Dammeyer)
/s/ Albert R. Dowden*
Trustee
October 15, 2010
(Albert R. Dowden)
/s/ Martin L. Flanagan*
Trustee
October 15, 2010
(Martin L. Flanagan)
/s/ Jack M. Fields*
Trustee
October 15, 2010
(Jack M. Fields)
/s/ Carl Frischling*
Trustee
October 15, 2010
(Carl Frischling)
/s/ Prema Mathai-Davis*
Trustee
October 15, 2010
(Prema Mathai-Davis)
/s/ Lewis F. Pennock*
Trustee
October 15, 2010
(Lewis F. Pennock)
SIGNATURES
TITLE
DATE
/s/ Larry Soll*
Trustee
October 15, 2010
(Larry Soll)
/s/ Hugo F. Sonnenschein**
Trustee
October 15, 2010
(Hugo F. Sonnenschein)
/s/ Raymond Stickel, Jr.*
Trustee
October 15, 2010
(Raymond Stickel, Jr.)
/s/ Wayne W. Whalen**
Trustee
October 15, 2010
(Wayne W. Whalen)
/s/ Sheri Morris
Vice President & Treasurer
(Principal Financial and
Accounting Officer)
October 15, 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. 39 on February 5, 2010.
**
Philip A. Taylor, pursuant to powers of attorney filed in Registrants Post-Effective Amendment
No. 42 on June 29, 2010.
Exhibit
Number
Description
Amendment No. 15 dated October 14, 2010 to Amend and Restated
Agreement and Declaration of Trust of Registrant, effective
September 14, 2005.
Fourth Amended and Restated Transfer Agency and Service
Agreement, dated July 1, 2010, between Registrant and Invesco Investment Services, Inc.
Consent of Stradley Ronon Stevens & Young, LLP
Plan of Distribution Pursuant to Rule 12b-1, dated February 12,
2010 (Class A, Class B, Class C Shares) (Reimbursement).
By: | /s/ John M. Zerr | |||
Name: | John M. Zerr | |||
Title: | Senior Vice President |
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
PORTFOLIOS AND CLASSES THEREOF
PORTFOLIO
CLASSES OF EACH PORTFOLIO
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Class A Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
PORTFOLIO
CLASSES OF EACH PORTFOLIO
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Investor Class Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
PORTFOLIO
CLASSES OF EACH PORTFOLIO
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Class A Shares
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ARTICLE 1
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TERMS OF APPOINTMENT; DUTIES OF THE TRANSFER AGENT | 3 | ||||
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ARTICLE 2
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FEES AND EXPENSES | 5 | ||||
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ARTICLE 3
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REPRESENTATIONS AND WARRANTIES OF THE TRANSFER AGENT | 5 | ||||
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ARTICLE 4
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REPRESENTATIONS AND WARRANTIES OF THE FUND | 6 | ||||
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ARTICLE 5
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INDEMNIFICATION | 6 | ||||
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ARTICLE 6
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COVENANTS OF THE FUND AND THE TRANSFER AGENT | 8 | ||||
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ARTICLE 7
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TERMINATION OF AGREEMENT | 8 | ||||
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ARTICLE 8
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ADDITIONAL FUNDS | 8 | ||||
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ARTICLE 9
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LIMITATION OF SHAREHOLDER LIABILITY | 9 | ||||
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ARTICLE 10
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ASSIGNMENT | 9 | ||||
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ARTICLE 11
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AMENDMENT | 9 | ||||
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ARTICLE 12
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TEXAS LAW TO APPLY | 9 | ||||
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ARTICLE 13
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MERGER OF AGREEMENT | 9 | ||||
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ARTICLE 14
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COUNTERPARTS | 10 |
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(i) | receive for acceptance, orders for the purchase of Shares, and promptly deliver payment and appropriate documentation thereof to the Custodian of the Fund authorized pursuant to the Charter of the Fund (the Custodian); | ||
(ii) | pursuant to purchase orders, issue the appropriate number of Shares and hold such Shares in the appropriate Shareholder account; |
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(iii) | receive for acceptance redemption requests and redemption directions and deliver the appropriate documentation thereof to the Custodian; | ||
(iv) | at the appropriate time as and when it receives monies paid to it by the Custodian with respect to any redemption, pay over or cause to be paid over in the appropriate manner such monies as instructed by the Fund; | ||
(v) | effect transfers of Shares by the registered owners thereof upon receipt of appropriate instructions; | ||
(vi) | prepare and transmit payments for dividends and distributions declared by the Fund on behalf of the Shares; | ||
(vii) | maintain records of account for and advise the Fund and its Shareholders as to the foregoing; and | ||
(viii) | record the issuance of Shares of the Fund and maintain pursuant to SEC Rule 17Ad-10(e) a record of the total number of Shares which are authorized, based upon data provided to it by the Fund, and issued and outstanding. |
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AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR
SERIES TRUST)
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By: | /s/ Philip A. Taylor | |||
President | ||||
ATTEST:
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/s/ Peter Davidson | ||||
Assistant Secretary | ||||
INVESCO INVESTMENT SERVICES, INC.
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By: | /s/ William J. Galvin, Jr. | |||
President | ||||
ATTEST:
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/s/ Peter Davidson | ||||
Assistant Secretary | ||||
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(a) | Remote access, license and usage charges paid by the Transfer Agent for use of shareholder record keeping and related systems provided by DST Systems, Inc., and used by the Transfer Agent to service Shareholder accounts, including but not limited to: |
(i) | TA2000 ® , the record keeping system on which records related to most Shareholder accounts will be maintained; | ||
(ii) | TRAC2000 ® , the record keeping system on which records related to Shareholder accounts held by and through employer-sponsored retirement plans are maintained; | ||
(iii) | Automated Work Distributor TM , a document imaging, storage and distribution system; | ||
(iv) | Financial Access Network, a computer system and related software applications which will provide the necessary interfaces to allow customers to access account information residing on the TA2000 and TRAC2000 systems through invesco.com; | ||
(v) | PowerSelect TM , a reporting database that the Transfer Agent can query to produce reports derived from Shareholder account data residing on the TA2000 and TRAC2000 systems; and | ||
(vi) | Client specific system enhancements. |
(b) | Computer and data processing and storage equipment, communication lines and equipment, printers and other equipment used in connection with the provision of services hereunder, and any expenses incurred in connection with the installation and use of such equipment and lines. |
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(c) | Microfiche, microfilm and electronic image scanning equipment. | ||
(d) | Electronic data and image storage media and related storage costs. | ||
(e) | Record retention, retrieval and destruction costs, including, but not limited to exit fees charged by third party record keeping vendors. | ||
(f) | Telephone and telecommunication costs, including all lease, maintenance and line costs. | ||
(g) | Programming costs, system access and usage fees, electronic presentment service fees, data and document delivery fees, and other related fees and costs which relate to the printing and delivery of the following documents to Shareholders and to each Shareholders broker of record: |
(i) | Investment confirmations; | ||
(ii) | Periodic account statements; | ||
(iii) | Tax forms; and | ||
(iv) | Redemption checks. |
(h) | Printing costs, including, without limitation, the costs associated with printing stationery, envelopes, share certificates, checks, investment confirmations, periodic account statements, and tax forms. | ||
(i) | Postage (bulk, pre-sort, ZIP+4, bar coding, first class), certified and overnight mail and private delivery services, courier services and related insurance. | ||
(j) | Certificate insurance. | ||
(k) | Banking charges, including without limitation, incoming and outgoing wire charges and charges associated with the receipt and processing of government allotments. | ||
(l) | Check writing fees. | ||
(m) | Federal Reserve charges for check clearance. | ||
(n) | Rendering fees. | ||
(o) | Audit, consulting and legal fees which relate to the provision of service hereunder. | ||
(p) | Shareholder information and education mailings, including, but not limited to, periodic shareholder newsletters and tax guides. | ||
(q) | Duplicate services. | ||
(r) | Such other miscellaneous expenses reasonably incurred by the Transfer Agent in performing its duties and responsibilities. | ||
(s) | Due diligence mailings. | ||
(t) | Ad hoc reports. | ||
(u) | Fees and expenses assessed by third-party service providers in connection with the compilation and delivery of shareholder transaction data requested by the Transfer Agent in connection with its administration of the Funds Rule 22c-2 compliance program. |
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/s/ Stradley Ronon Stevens & Young, LLP | ||||
Stradley Ronon Stevens & Young, LLP | ||||
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Attest: | On behalf of each Fund as set forth | |||||||
on Schedule A | ||||||||
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/s/ Melanie Ringold
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By:
Name: |
/s/ John M. Zerr
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Title: | Senior Vice President | ||||||
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Attest: | INVESCO AIM DISTRIBUTORS, INC. | |||||||
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/s/ Melanie Ringold
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By:
Name: |
/s/ John S. Cooper
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Title: | President |
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Portfolio | Shares | |||||||
Invesco Balanced Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco California Tax-Free Income Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Dividend Growth Securities Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Equally-Weighted S&P 500 Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Fundamental Value Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
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Invesco New York Tax-Free Income Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco S&P 500 Index Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
Portfolio | Shares | |||||||
Invesco Convertible Securities
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
Portfolio | Shares | |||||||
Invesco Alternative Opportunities Fund
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Class A Shares | |||||||
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Class C Shares | |||||||
Invesco Commodities Strategy Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco FX Alpha Plus Strategy Fund
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Class A Shares | |||||||
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Class C Shares | |||||||
Invesco FX Alpha Strategy Fund
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Class A Shares | |||||||
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Class C Shares | |||||||
Invesco Global Advantage Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
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Portfolio | Shares | |||||||
Invesco Global Dividend Growth Securities Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Health Sciences Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Pacific Growth Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
Portfolio | Shares | |||||||
Invesco High Yield Securities Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
Portfolio | Shares | |||||||
Invesco Mid-Cap Value Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Small-Mid Special Value Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Special Value Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Technology Sector Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares | |||||||
Invesco Vaue Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
Portfolio | Shares | |||||||
Invesco Tax-Exempt Securities Fund
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Class A Shares | |||||||
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Class B Shares | |||||||
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Class C Shares |
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