REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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Pre-Effective Amendment No.
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Post-Effective Amendment No.
76
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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Amendment No.
76
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Elisa Mitchell, Esquire
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E. Carolan Berkley, Esquire | |
Invesco Advisers, Inc.
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Stradley Ronon Stevens & Young, LLP | |
1 Parkview Plaza
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2600 One Commerce Square | |
Oakbrook Terrace, IL 60181
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Philadelphia, Pennsylvania 19103 |
o | immediately upon filing pursuant to paragraph (b) | |
þ | on July 30, 2012 pursuant to paragraph (b) | |
o | 60 days after filing pursuant to paragraph (a)(1) | |
o | on (date)pursuant to paragraph (a)(1) | |
o | 75 days after filing pursuant to paragraph (a)(2) | |
o | on (date), pursuant to paragraph (a)(2) of rule 485 |
o | this post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
Prospectus | July 30, 2012 |
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3 | ||||
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5 | ||||
The Adviser(s)
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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 | |||
Dividends
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5 | |||
Capital Gains Distributions
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6 | |||
Limited Fund Offering
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6 | |||
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6 | ||||
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7 | ||||
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Shareholder Account Information
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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-3 | |||
Initial Sales Charges (Class A Shares Only)
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A-3 | |||
Contingent Deferred Sales Charges (CDSCs)
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A-4 | |||
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-9 | |||
Excessive Short-Term Trading Activity (Market Timing) Disclosures
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A-9 | |||
Pricing of Shares
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A-11 | |||
Taxes
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A-12 | |||
Payments to Financial Intermediaries
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A-14 | |||
Important Notice Regarding Delivery of Security Holder Documents
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A-14 | |||
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Obtaining Additional Information
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Back Cover |
Shareholder Fees
(fees paid directly from your
investment)
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Class: | A | B | C | Y | ||||||||||||||
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | 5.50 | % | None | None | None | |||||||||||||
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Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None | 5.00 | % | 1.00 | % | None | ||||||||||||
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1 Year | 3 Years | 5 Years | 10 Years | |||||||||||||||
Class A
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$ | 725 | $ | 1,091 | $ | 1,481 | $ | 2,570 | ||||||||||
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Class B
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760 | 1,099 | 1,565 | 2,722 | ||||||||||||||
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Class C
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358 | 793 | 1,355 | 2,885 | ||||||||||||||
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Class Y
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160 | 496 | 855 | 1,867 | ||||||||||||||
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1 Year | 3 Years | 5 Years | 10 Years | |||||||||||||||
Class A
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$ | 725 | $ | 1,091 | $ | 1,481 | $ | 2,570 | ||||||||||
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Class B
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260 | 799 | 1,365 | 2,722 | ||||||||||||||
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Class C
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258 | 793 | 1,355 | 2,885 | ||||||||||||||
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Class Y
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160 | 496 | 855 | 1,867 | ||||||||||||||
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Portfolio Managers | Title | Length of Service on the Fund | ||||
Warren Tennant | Portfolio Manager (lead) | 2010 | ||||
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Brian Nelson | Portfolio Manager | 2010 | ||||
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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 | Counterparty Risk. Counterparty risk is the risk that a counterparty to a derivative transaction will not fulfill its contractual obligations (including because of bankruptcy or insolvency) to make principal or interest payments to the Fund, when due, which may cause losses or additional costs to the Fund. |
n | Leverage Risk. Leverage exists when the Fund purchases or sells a derivative instrument or enters into a transaction without investing cash in an amount equal to the full economic exposure of the instrument or transaction and the Fund could lose more than it invested. The Fund mitigates leverage risk by segregating or earmarking liquid assets or otherwise covering transactions that may give rise to such risk. Leverage may cause the Fund to be more volatile because it may exaggerate the effect of any increase or decrease in the value of the Funds portfolio securities. The use of some derivative instruments may result in implicit leverage, which does not result in the possibility of the Fund incurring obligations beyond its investment, but that nonetheless permits the Fund to gain exposure that is greater than would be the case in an unlevered instrument. The Fund does not segregate assets or otherwise cover investments in derivatives with implicit leverage. |
n | Correlation Risk. To the extent that the Fund uses derivatives for hedging or reducing exposure, there is the risk of imperfect correlation between movements in the value of the derivative instrument and the value of an underlying asset, reference rate or index. To the extent that the Fund uses derivatives for hedging purposes, there is the risk during extreme market conditions that an instrument which would usually operate as a hedge provides no hedging benefits at all. |
n | Liquidity Risk. Liquidity risk is the risk that the Fund may be unable to close out a derivative position because the trading market becomes illiquid or the availability of counterparties becomes limited for a period of time. To the extent that the Fund is unable to close out a derivative position because of market illiquidity, the Fund may not be able to prevent further losses of value in its derivatives holdings and the liquidity of the Funds other assets may be impaired to the extent that it has a substantial portion of its otherwise liquid assets marked as segregated to cover its obligations under such derivative instruments. The Fund may also be required to take or make delivery of an underlying instrument that the Adviser would otherwise have attempted to avoid. |
n | Tax Risk. The use of certain derivatives may cause the Fund to realize higher amounts of ordinary income or short-term capital gain, distributions from which are taxable to individual shareholders at ordinary income tax rates rather than at the more favorable tax rates for long-term capital gain. The Funds use of derivatives may be limited by the requirements for taxation of the Fund as a regulated investment company. The tax treatment of derivatives may be affected by changes in legislation, regulations or other legal authority that could affect the character, timing and amount of the Funds taxable income or gains and distributions to shareholders. |
n | Market Risk. Derivatives are subject to the market risks associated with their underlying instruments, which may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations. Derivatives may be subject to heightened and evolving government regulations, which could increase the costs of owning certain derivatives. |
n | Interest Rate Risk. Some derivatives are particularly sensitive to interest rate risk, which is the risk that prices of fixed income instruments generally fall as interest rates rise; conversely, prices of fixed income instruments generally rise as interest rates fall. Specific fixed income instruments differ in their sensitivity to changes in interest rates depending on their individual characteristics. |
n | Management Risk. The investment techniques and risk analysis used by the Funds portfolio managers in connection with investing in derivatives may not produce the desired results. |
n | Warren Tennant, (lead manager), Portfolio Manager, who has been responsible for the Fund since 2010 and has been associated with Invesco and/or its affiliates since 2000. |
n | Brian Nelson, Portfolio Manager, who has been responsible for the Fund since 2010 and has been associated with Invesco and/or its affiliates since 2004. |
Ratio of
Ratio of
Net gains
expenses
expenses
(losses) on
to average
to average net
Ratio of net
Net asset
Net
securities
net assets
assets without
investment
value,
investment
(both
Total from
Net asset
Net assets,
with fee waivers
fee waivers
income (loss)
beginning
income
realized and
investment
value, end
Total
end of period
and/or
expenses
and/or
expenses
to average
Portfolio
of period
(loss)
(a)
unrealized)
operations
of period
return
(b)
(000s omitted)
absorbed
absorbed
net assets
turnover
(c)
Class A
One month ended
04/30/12
$
12.97
$
(0.01
)
$
(0.37
)
$
(0.38
)
$
12.59
(2.93
)%
$
99,453
1.71
%
(d)
1.71
%
(d)
(1.34
)%
(d)
4
%
Year ended
03/31/12
11.70
(0.15
)
1.42
(e)
1.27
12.97
10.85
(e)
103,068
1.81
(f)
1.82
(f)
(1.29
)
(f)
38
Year ended
03/31/11
10.27
(0.11
)
1.54
1.43
11.70
13.92
106,661
1.70
1.70
(1.08
)
214
Year ended
03/31/10
7.12
(0.11
)
3.26
3.15
10.27
44.24
106,337
1.92
(g)
1.92
(g)
(1.23
)
(g)
113
Year ended
03/31/09
10.32
(0.11
)
(3.09
)
(3.20
)
7.12
(31.01
)
78,705
2.00
(g)
2.00
(g)
(1.32
)
(g)
81
Year ended
03/31/08
10.42
(0.13
)
0.03
(0.10
)
10.32
(0.96
)
94,361
1.72
(g)
1.72
(g)
(1.18
)
(g)
122
Class B
One month ended
04/30/12
11.52
(0.02
)
(0.32
)
(0.34
)
11.18
(2.95
)
4,309
2.46
(d)
2.46
(d)
(2.09
)
(d)
4
Year ended
03/31/12
10.47
(0.20
)
1.25
(e)
1.05
11.52
10.03
(e)
4,626
2.56
(f)
2.57
(f)
(2.04
)
(f)
38
Year ended
03/31/11
9.26
(0.17
)
1.38
1.21
10.47
13.07
8,418
2.45
2.45
(1.83
)
214
Year ended
03/31/10
6.47
(0.16
)
2.95
2.79
9.26
43.12
14,261
2.67
(g)
2.67
(g)
(1.98
)
(g)
113
Year ended
03/31/09
9.45
(0.17
)
(2.81
)
(2.98
)
6.47
(31.53
)
19,556
2.75
(g)
2.75
(g)
(2.07
)
(g)
81
Year ended
03/31/08
9.61
(0.20
)
0.04
(0.16
)
9.45
(1.66
)
81,609
2.47
(g)
2.47
(g)
(1.93
)
(g)
122
Class C
One month ended
04/30/12
11.52
(0.02
)
(0.32
)
(0.34
)
11.18
(2.95
)
9,745
2.46
(d)
2.46
(d)
(2.09
)
(d)
4
Year ended
03/31/12
10.46
(0.20
)
1.26
(e)
1.06
11.52
10.13
(e)
10,152
2.54
(f)
2.55
(f)
(2.02
)
(f)
38
Year ended
03/31/11
9.25
(0.17
)
1.38
1.21
10.46
13.08
10,794
2.45
2.45
(1.83
)
214
Year ended
03/31/10
6.46
(0.16
)
2.95
2.79
9.25
43.19
10,981
2.67
(g)
2.67
(g)
(1.98
)
(g)
113
Year ended
03/31/09
9.44
(0.17
)
(2.81
)
(2.98
)
6.46
(31.57
)
8,927
2.75
(g)
2.75
(g)
(2.07
)
(g)
81
Year ended
03/31/08
9.60
(0.20
)
0.04
(0.16
)
9.44
(1.67
)
15,835
2.47
(g)
2.47
(g)
(1.93
)
(g)
122
Class Y
One month ended
04/30/12
13.45
(0.01
)
(0.38
)
(0.39
)
13.06
(2.90
)
560
1.46
(d)
1.46
(d)
(1.09
)
(d)
4
Year ended
03/31/12
12.10
(0.12
)
1.47
(e)
1.35
13.45
11.16
(e)
555
1.56
(f)
1.57
(f)
(1.04
)
(f)
38
Year ended
03/31/11
10.59
(0.09
)
1.60
1.51
12.10
14.26
369
1.45
1.45
(0.83
)
214
Year ended
03/31/10
7.33
(0.09
)
3.35
3.26
10.59
44.47
312
1.67
(g)
1.67
(g)
(0.98
)
(g)
113
Year ended
03/31/09
10.60
(0.09
)
(3.18
)
(3.27
)
7.33
(30.85
)
218
1.75
(g)
1.75
(g)
(1.07
)
(g)
81
Year ended
03/31/08
10.67
(0.11
)
0.04
(0.07
)
10.60
(0.66
)
860
1.47
(g)
1.47
(g)
(0.93
)
(g)
122
Calculated using average shares outstanding.
Includes adjustments in accordance with accounting principles
generally accepted in the United States of America and as such,
the net asset value for financial reporting purposes and the
returns based upon those net asset values may differ from the
net asset value and returns for shareholder transactions. Does
not include sales charges and is not annualized for periods less
than one year, if applicable.
Portfolio turnover is calculated at the fund level and is not
annualized for periods less than one year, if applicable.
Ratios are annualized and based on average daily net assets
(000s omitted) of $100,250, $4,501, $9,873 and $556 for
Class A, Class B, Class C and Class Y,
respectively.
Includes litigation proceeds received during the period. Had the
litigation proceeds not been received Net gains (losses) on
securities (both realized and unrealized) per share would have
been $1.29, $1.12, $1.13 and $1.34 for Class A,
Class B, Class C and Class Y, respectively and
total returns would have been lower.
Ratios are based on average daily net assets (000s
omitted) of $95,565, $5,872, $9,474 and $377 for Class A,
Class B, Class C and Class Y, respectively.
The ratios reflect the rebate of certain Fund expenses in
connection with investments in a Morgan Stanley affiliate during
the period. The effect of the rebate on the ratios was less than
0.005% for the years ended March 31, 2010, 2009 and 2008,
respectively.
i
ii
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
A-1
A-2
A-3
A-4
A-5
A-6
A-7
A-8
A-9
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
D-2
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
E-60
E-61
E-62
E-63
E-64
E-65
E-66
E-67
E-68
E-69
E-70
E-71
E-72
E-73
E-74
E-75
E-76
E-77
E-78
E-79
E-80
E-81
E-82
E-83
E-84
E-85
E-86
E-87
E-88
E-89
F-1
F-2
F-3
F-4
F-5
F-6
F-7
F-8
F-9
F-10
F-11
F-12
F-13
G-1
G-2
G-3
H-1
H-2
H-3
H-4
H-5
I-1
I-2
I-3
J-1
J-2
J-3
J-4
K-1
K-2
K-3
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
M-2
M-3
N-1
N-2
N-3
N-4
O-1
O-2
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
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,
and the Invesco Short Term Bond Fund Class A shares have a 12b-1
fee of 0.15%.
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
Short Term Bond Fund unless you received Class C shares of
Invesco Short Term Bond Fund through an exchange from Class C
shares from another Invesco Fund that is still subject to a CDSC.
The
12b-1
fee for Class C shares of certain Funds is less than 1.00%.
The Fees and Expenses of the FundAnnual Fund
Operating Expenses section of this prospectus reflects the
actual
12b-1
fees paid by a Fund.
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 (New or
additional investments in Class B5 shares are not
permitted);
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
have assets of at least $1 million; or
n
have at least 100 employees eligible to participate in the
Plan; or
n
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.
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 investment 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.
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 219078,
Kansas City, MO
64121-9078.
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*.
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 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, 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, 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, Y*
Class R
Class R
Class Y
You may exchange your Invesco Cash Reserve Shares, Class A
shares, Class C 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 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 C
shares or Investor Class shares of one Fund cannot 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
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
Purchase blocking.
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.
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 generally are 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 2012) 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 on sale or
redemption of your 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. Your gain or loss is
calculated by subtracting from the gross proceeds your cost
basis. Gross proceeds and, for shares acquired on or after
January 1, 2012 and disposed of after that date, cost basis
will be reported to you and the Internal Revenue Service (IRS).
Cost basis will be calculated using the Funds default
method of average cost, unless you instruct the Fund to use a
different calculation method. As a service to you, the Fund will
continue to provide to you (but not the IRS) cost basis
information for shares acquired before 2012, when available,
using the average cost method. Shareholders should carefully
review the cost basis information provided by a Fund and make
any additional basis, holding period or other adjustments that
are required when reporting these amounts on their federal
income tax returns. If you hold your Fund shares through a
broker (or other nominee), please contact that broker (nominee)
with respect to reporting of cost basis and available elections
for your account. For more information about the cost basis
methods offered by Invesco, please refer to the Tax Center
located under the Accounts & Services menu of our
website at www.Invesco.com/us.
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 (for distributions and proceeds
paid after December 31, 2012, the rate is scheduled to rise to
31% unless the 28% rate is extended or made permanent).
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
For taxable years beginning after December 31, 2012, an
additional 3.8% Medicare tax will be imposed on certain net
investment income (including ordinary dividends and capital gain
distributions received from a Fund and net gains from
redemptions or other taxable dispositions of Fund shares) of
U.S. individuals, estates and trusts to the extent that such
persons modified adjusted gross income (in the
case of an individual) or adjusted gross income (in
the case of an estate or trust) exceeds a threshold amount.
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, unless such
municipal securities were issued in 2009 or 2010.
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 IRS 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 generally will not 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. REIT. Please
see the SAI for a discussion of the risks and special tax
consequences to shareholders in the event the Fund realizes
excess inclusion income in excess of certain threshold amounts.
n
The Funds foreign shareholders should see the SAI for a
discussion of the risks and special tax consequences to them
from a sale of a U.S. real property interest by a REIT in which
the Fund invests.
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 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 Subsidiary as
qualifying income. If, contrary to a number of private letter
rulings (PLRs) issued by the IRS, the IRS were to determine such
income is non qualifying, a Fund might fail to satisfy the
income requirement. In lieu of disqualification, the Funds are
permitted to pay a tax for certain failures to satisfy the asset
diversification or income requirements, which, in general, are
limited to those due to reasonable cause and not willful neglect
for taxable years of the Fund with respect to which the extended
due date of the return is after December 22, 2010. The
Funds intend to limit their investments in their respective
Subsidiary to no more than 25% of the value of each Funds
total assets in order to satisfy the asset diversification
requirement.
n
The Invesco Balanced-Risk Allocation Fund and the Invesco
Balanced-Risk Commodity Strategy Fund each have received a PLR
from the IRS holding that income from a form of commodity-linked
note is qualifying income. The Invesco Balanced-Risk Allocation
Fund also has received a PLR from the IRS confirming that income
derived by the Fund from its Subsidiary is qualifying income.
The Invesco Balanced-Risk Commodity Strategy Fund has applied to
the IRS for a PLR relating to its Subsidiary. However, the IRS
has suspended issuance of any further PLRs pending a review of
its position.
n
The Fund 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 on whether the realization of
such foreign currency gains is qualified income for the Fund. If
such regulations are issued, the Fund may not qualify as a
regulated investment company and/or the Fund may change its
investment policy. 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 Fund,
resulting in the Funds failure to qualify as a regulated
investment company. In lieu of disqualification, the Fund is
permitted to pay a tax for certain failures to satisfy the asset
diversification or income requirements, which, in general, are
limited to those due to reasonable cause and not willful neglect
for taxable years of the Fund with respect to which the extended
due date of the return is after December 22, 2010.
By Mail:
Invesco Investment Services, Inc.
P.O. Box 219078
Kansas City, MO
64121-9078
By Telephone:
(800) 959-4246
On the Internet:
You can send us a request by
e-mail
or
download prospectuses, SAIs, annual or semi-annual reports via
our Web site:
www.invesco.com/us
Statement of Additional Information
July 30, 2012
AIM Sector Funds (Invesco Sector Funds)
Fund
Class A
Class B
Class C
Class R
Class Y
Institutional
IFOAX
IFOBX
IFOCX
N/A
IFODX
N/A
MSAVX
MGAVX
MSVCX
MSARX
MSAIX
MSAJX
ACSTX
ACSWX
ACSYX
ACSRX
ACSDX
ACSHX
VGRAX
VGRBX
VGRCX
VGRRX
VGRDX
VGRJX
VSCAX
VSMBX
VSMCX
N/A
VSMIX
N/A
VVOAX
VVOBX
VVOCX
VVORX
VVOIX
VVONX
Statement of Additional Information
July 30, 2012
AIM Sector Funds (Invesco Sector Funds)
P.O. Box 219078
Kansas City, MO 64121-9078
Fund
Retail Classes
Institutional Class
July 30, 2012
N/A
August 26, 2011
August 26, 2011
August 26, 2011
August 26, 2011
July 29, 2011
July 29, 2011
July 29, 2011
N/A
July 29, 2011
July 29, 2011
Page
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A-1
B-1
C-1
D-1
E-1
F-1
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H-1
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J-1
K-1
L-1
M-1
N-1
O-1
Fund
Predecessor Fund
Morgan Stanley Technology Fund
Van Kampen American Value Fund
Van Kampen Comstock Fund
Van Kampen Mid Cap Growth Fund
Van Kampen Small Cap Value Fund
Van Kampen Value Opportunities 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 and emerging countries;
v.
Many of the developing and emerging 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 and emerging 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.
March 31,
April 30,
March 31,
Fund
2012
2011
2011
2010
2009
38
%
N/A
214
%
113
%
81
%
N/A
28
%
2
N/A
50
%
60
%
N/A
10
%
3
N/A
18
%
14
%
N/A
21
%
5
162
%
25
%
29
%
N/A
5
%
5
67
%
28
%
63
%
N/A
2
%
5
80
%
13
%
34
%
1
In addition to the factors set forth above, the variation in portfolio turnover
rate of Invesco Technology Sector Fund was due to a change in portfolio management team.
2
The portfolio turnover rate is for the Funds fiscal period July 1, 2010 to April 30,
2011 and has not been annualized.
3
The portfolio turnover rate is for the Funds fiscal period January 1, 2011 to April
30, 2011 and has not been annualized.
4
In addition to the factors set forth above, the variation in portfolio turnover rate
of Invesco Van Kampen Mid Cap Growth Fund was due to a change in portfolio management team.
5
The portfolio turnover rate is for the fiscal period April 1, 2011 to April 30, 2011
and has not been annualized.
6
In addition to the factors set forth above, the variation in portfolio turnover rate
of Invesco Van Kampen Small Cap Value Fund and Invesco Van Kampen Value Opportunities Fund was
due to a change in portfolio management team.
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);
7
To locate the Funds portfolio holdings
go to
www.invesco.com/us
, click on the Products tab, then click on
the Mutual Funds link, then select the Fund from the drop down menu and click
on the Overview tab. A link to the Funds holdings is located under the
heading Top Ten Holdings in the middle of the Web page.
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
Invesco Aim a division of Invesco
Invesco Aim a division of Invesco
Invesco Aim a division of Invesco
Invesco Aim a division of Invesco
Invesco Aim a division of Invesco
Annual Rate/Net Assets
Fund Name
Per Advisory Agreement
First $500 million
0.670
%
Next $2.5 billion
0.645
%
Over $3 billion
0.620
%
First $500 million
0.720
%
Next $535 million
0.715
%
Next $31.965
0.650
%
Over $33 billion
0.640
%
First $1 billion
0.500
%
Next $1 billion
0.450
%
Next $1 billion
0.400
%
Over $3 billion
0.350
%
First $500 million
0.750
%
Next $500 million
0.700
%
Over $1 billion
0.650
%
Annual Rate/Net Assets
Fund Name
Per Advisory Agreement
First $500 million
0.670
%
Next $500 million
0.645
%
Over $1 billion
0.620
%
First $250 million
0.695
%
Next $250 million
0.67
%
Next$500 million
0.645
%
Next $1.5 billion
0.62
%
Next $2.5 billion
0.595
%
Next $2.5 billion
0.57
%
Next $2.5 billion
0.545
%
Over $10 billion
0.52
%
Fund
Expense Limitation
2.00
%
2.75
%
2.75
%
1.75
%
Fund
Expense Limitation
1.25
%
2.00
%
2.00
%
1.50
%
1.00
%
1.00
%
2.00
%
2.75
%
2.75
%
2.25
%
1.75
%
1.75
%
2.00
%
2.75
%
2.75
%
2.25
%
1.75
%
1.75
%
2.00
%
2.75
%
2.75
%
1.75
%
2.00
%
2.75
%
2.75
%
2.25
%
1.75
%
1.75
%
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 Canada Ltd. (Invesco Canada); (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.
Information regarding other accounts managed by the manager and potential
conflicts of interest that might arise from the management of multiple accounts.
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 an amount equal to
the sum of 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.
First-In First-Out shares acquired first in the account are the first shares depleted.
Last-In First-Out shares acquired last in the account are the first shares depleted.
High Cost shares acquired with the highest cost per share are the first shares depleted.
Low Cost shares acquired with the lowest cost per share are the first shares depleted.
Loss/Gain Utilization depletes shares with losses before gains, consistent
with the objective of minimizing taxes. For shares that yield a loss, shares owned one
year or less (short-term) will be depleted ahead of shares owned more than one year
(long-term). For gains, long-term shares will be depleted ahead of short-term gains.
Specific Lot Identification shareholder selects which lots to deplete at
time of each disposition. Transaction amount must be in shares. If insufficient shares
are identified at the time of disposition, then a secondary default method of first-in
first-out will be applied.
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, 2012 (unless such sunset date is extended, possibly retroactively to
January 1, 2012, 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. After such sunset date, short-term capital gains are taxable to
non-U.S. investors as ordinary dividends subject to U.S. withholding tax at a 30% or
lower treaty rate.
Fund
Class A
Class B
Class C
Class R
0.25
%
1.00
%
1.00
%
N/A
0.25
%
1.00
%
1.00
%
0.50
%
0.25
%
1.00
%
1.00
%
0.50
%
0.25
%
1.00
%
1.00
%
0.50
%
0.25
%
1.00
%
1.00
%
N/A
0.25
%
1.00
%
1.00
%
0.50
%
Invesco Balanced-Risk 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 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 Charter Fund
Invesco China Fund
Invesco Conservative Allocation Fund
Invesco Constellation Fund
Invesco Core Plus Bond Fund
Invesco Developing Markets Fund
Invesco Diversified Dividend Fund
Invesco Dynamics Fund
Invesco Endeavor Fund
Invesco Energy Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Core Equity Fund
Invesco Global Growth Fund
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Real Estate Income Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco Growth Allocation Fund
Invesco High Yield Fund
Invesco Income Allocation Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Leisure Fund
Invesco Limited Maturity Treasury Fund
Invesco Mid Cap Core Equity Fund
Invesco Moderate Allocation Fund
Invesco Municipal Bond Fund
Invesco Real Estate Fund
Invesco Short Term Bond Fund
Invesco Small Cap Equity Fund
Invesco Small Cap Growth Fund
Invesco Small Companies Fund
Invesco Summit Fund
Invesco Tax-Free Intermediate Fund
Invesco Technology Fund
Invesco U.S. Government Fund
Invesco U.S. Quantitative Core Fund
Invesco Utilities Fund
Invesco Convertible Securities Fund
Invesco Equally-Weighted S&P 500 Fund
Invesco High Yield Securities Fund
Invesco S&P 500 Index Fund
Invesco Technology Sector Fund
Invesco Van Kampen American Value Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Corporate Bond Fund
Invesco Van Kampen Equity and Income Fund
Invesco Van Kampen High Yield Municipal Fund
Invesco Van Kampen Intermediate Term Municipal Income Fund
Invesco Van Kampen Leaders Fund
Invesco Van Kampen Mid Cap Growth 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 Small Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen U.S. Mortgage Fund
Invesco Van Kampen Value Opportunities Fund
Aaa:
Aa:
A:
Baa:
Ba:
B:
Caa:
Ca:
C:
Likelihood of payment capacity and willingness of the obligor to meet its financial
commitment on an obligation in accordance with the terms of the obligation;
Nature of and provisions of the obligation;
Protection afforded by, and relative position of, the obligation in the event of
bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other
laws affecting creditors rights.
Amortization schedule the larger final maturity relative to other maturities, the
more likely it will be treated as a note; and
Source of payment the more dependent the issue is on the market for its refinancing,
the more likely it will be treated as a note.
a.
the issuer has entered into a grace or cure period following non-payment of a material financial obligation;
b.
the issuer has entered into a temporary negotiated waiver or standstill agreement following a payment default
on a material financial obligation; or
c.
Fitch Ratings otherwise believes a condition of RD or D to be imminent or inevitable, including through the formal
announcement of a coercive debt exchange.
a.
the selective payment default on a specific class or currency of debt;
b.
the uncured expiry of any applicable grace period, cure period or default forbearance
period following a payment default on a bank loan, capital markets security or other material
financial obligation;
c.
the extension of multiple waivers or forbearance periods upon a payment default on one or
more material financial obligations, either in series or in parallel; or
d.
execution of a coercive debt exchange on one or more material financial obligations.
The modifiers + or - may be appended to a rating to denote relative status within major rating
categories. Such suffixes are not added to the AAA Long-Term IDR category, or to Long-Term IDR
categories below B.
Non-Public Portfolio Holdings on an Ongoing Basis
(as of June 30, 2012)
Service Provider
Disclosure Category
Broker (for certain Invesco Funds)
Financial Printer
Analyst (for certain Invesco Funds)
Special Insurance Counsel
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Pricing Vendor (for certain Invesco Funds)
Broker (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
Trading System
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Analyst (for certain Invesco Funds)
Service Provider
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Legal Counsel
Broker (for certain Invesco Funds)
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)
Rating & Ranking Agency (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)
Analyst (for certain Invesco Funds)
Rating & Ranking Agency (for certain Invesco Funds)
Service Provider
Disclosure Category
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)
Broker (for certain Invesco Funds)
Sub-advisor (for certain sub-advised accounts)
Special Insurance Counsel
Broker (for certain Invesco Funds)
Legal Counsel
Broker (for certain Invesco Funds)
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)
Service Provider
Disclosure Category
Broker (for certain Invesco Funds)
Financial Printer
Financial Printer
Broker (for certain Invesco Funds)
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)
Broker (for certain Invesco Funds)
Financial Printer
Broker (for certain Invesco Funds)
Broker (for certain Invesco Funds)
Software Provider
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
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
133
None
Formerly: Chairman,
Invesco Advisers, Inc.
(registered investment
adviser); Director,
Chairman, Chief
Executive Officer and
President, IVZ Inc.
(holding company),
INVESCO Group
Services, Inc.
(service provider) and
Invesco North American
Holdings, Inc.
(holding company);
Director, Chief
Executive Officer and
President, Invesco
Holding Company
Limited (parent of
Invesco and a global
investment management
firm); Director,
Invesco Ltd.;
Chairman, Investment
Company Institute and
President, Co-Chief
Executive Officer,
Co-President, Chief
Operating Officer and
Chief Financial
Officer, Franklin
Resources, Inc.
(global investment
management
organization)
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.
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
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
adviser); 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);
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 Corporate
Class Inc. (corporate
mutual fund company)
and Invesco Canada
Fund Inc. (corporate
mutual fund company);
Director, Chairman and
Chief Executive
Officer, Invesco
Canada Ltd. (formerly
known as Invesco
Trimark Ltd./Invesco
Trimark Ltèe)
(registered investment
adviser and registered
transfer agent);
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); Director,
Invesco Investment
Advisers LLC (formerly
known as Van Kampen
Asset Management);
Director, Chief
Executive Officer and
President, Van Kampen
Exchange Corp.
133
None
Formerly: Director and
Chairman, Van Kampen
Investor Services
Inc.:
Director, Chief
Executive Officer and
President, 1371
Preferred Inc.
(holding company); and
Van Kampen Investments
Inc.; Director and
President, AIM GP
Canada Inc. (general
partner for limited
partnerships); and Van
Kampen Advisors, Inc.;
Director and Chief
Executive Officer,
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
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
Invesco Trimark Dealer
Inc. (registered
broker dealer);
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.
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
151
Director of the
Mutual Fund
Directors Forum, a
nonprofit
membership
organization for
investment
directors; Chairman
and Director of the
Abraham Lincoln
Presidential
Library Foundation;
and Director of the
Stevenson Center
for Democracy
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)
133
ACE Limited
(insurance
company); and
Investment Company
Institute
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
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
2010
Retired. Chairman and
Chief Executive
Officer of Blistex
Inc., a consumer
health care products
manufacturer
151
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
2003
Retired
Formerly: Director,
Badgley Funds, Inc.
(registered investment
company) (2
portfolios) and
Partner, law firm of
Baker & McKenzie
133
Director and
Chairman, C.D.
Stimson Company (a
real estate
investment company)
2000
Managing Member,
Grumman Hill Group LLC
(family office private
equity management)
Formerly: Founder,
Green, Manning & Bunch
Ltd. (investment
banking
firm)(1988-2010);
Executive Committee,
United States Golf
Association; and
Director, Policy
Studies, Inc. and Van
Gilder Insurance
Corporation
133
Chairman, Board of
Governors, Western
Golf Association,
Chairman-elect,
Evans Scholars
Foundation and
Director, Denver
Film Society
2010
Chairman 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, Vice
Chairman of Anixter
International. 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.
151
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.
2003
Director of a number
of public and private
business corporations,
including the Boss
Group, Ltd. (private
investment and
management); Reich &
Tang Funds (5
133
Board of Natures
Sunshine Products,
Inc.
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
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)
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
133
Insperity (formerly
known as
Administaff)
2003
Partner, law firm of
Kramer Levin Naftalis
and Frankel LLP
133
Director, Reich &
Tang Funds (6
portfolios)
2003
Retired
Formerly: Chief
Executive Officer,
YWCA of the U.S.A.
133
None
1997
Retired
Formerly, Chairman,
Chief Executive
Officer and President,
Synergen Corp. (a
biotechnology company)
133
None
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
2010
Distinguished Service
Professor and
President Emeritus 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
151
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
2005
Retired
Formerly: Director,
Mainstay VP Series
Funds, Inc. (25
portfolios) and
Partner, Deloitte &
Touche
133
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.) 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,
Invesco Investment
Advisers LLC (formerly
known as Van Kampen
Asset Management);
Secretary and General
Counsel, Van Kampen
Funds Inc. and Chief
Legal Officer,
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
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
and Secretary, Van
Kampen Advisors Inc.;
Director Vice
President, Secretary
and General Counsel
Van Kampen Investor
Services Inc.;
Director, Invesco
Distributors, Inc.
(formerly known as
Invesco Aim
Distributors, Inc.);
Director, Senior Vice
President, General
Counsel and Secretary,
Invesco Advisers,
Inc.; and Van Kampen
Investments 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 Assurance
Officer, Invesco Ltd.
and Vice President,
The Invesco Funds
Formerly: 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.; 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
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
2003
Vice President,
Treasurer and
Principal Financial
Officer, The Invesco
Funds; Vice President,
Invesco Advisers, Inc.
(formerly known as
Invesco Institutional
(N.A.), Inc.)
(registered investment
adviser); and
Treasurer, 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: 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.
2003
Head of Invescos
World Wide Fixed
Income and Cash
Management Group;
Senior Vice President,
Invesco Management
Group, Inc. (formerly
known as Invesco Aim
Management Group,
Inc.) and Invesco
Advisers, Inc.
(formerly known as
Invesco Institutional
(N.A.), Inc.)
(registered investment
adviser); Executive
Vice President,
Invesco Distributors,
Inc. (formerly known
as Invesco Aim
Distributors, Inc.);
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);
and 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: Senior Vice
President, Van Kampen
Investments Inc.; 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,
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
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)
2011
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.),
Invesco Management
Group, Inc., The
Invesco Funds, Invesco
Van Kampen Closed-End
Funds, Van Kampen
Exchange Corp., Van
Kampen Funds Inc.,
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: Regulatory
Analyst III, Financial
Industry Regulatory
Authority (FINRA).
2006
Senior Vice President,
Invesco Management
Group, Inc. (formerly
known as Invesco Aim
Management Group,
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;
Vice President,
Invesco Distributors,
Inc. (formerly known
as Invesco Aim
Distributors, Inc.)
and Invesco Investment
Services, Inc.
(formerly known as
Invesco Aim Investment
Services, Inc.)
N/A
N/A
Formerly: Senior Vice
President, Van Kampen
Investments Inc.;
Senior Vice President
and Chief Compliance
Officer, Invesco
Advisers, Inc. and
Invesco Aim Capital
Management, Inc.;
Chief Compliance
Officer, INVESCO
Private Capital
Investments, Inc.
(holding company),
Invesco Private
Capital, Inc.
(registered investment
adviser), Invesco
Global Asset
Management (N.A.),
Inc., Invesco Senior
Secured Management,
Inc. (registered
investment adviser)
and Van Kampen
Investor Services
Inc., PowerShares
Exchange-Traded Fund
Trust, PowerShares
Exchange-Traded Fund
Trust II, PowerShares
India Exchange-Traded
Fund Trust and
Other
Trustee
Number of Funds
Trusteeship(s)/
Name, Year of Birth
and/or
in Fund 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
PowerShares Actively
Managed
Exchange-Traded Fund
Trust; Vice President,
Invesco Aim Capital
Management, Inc. and
Fund Management
Company
Aggregate Dollar Range
of Equity Securities in
All Registered
Investment Companies
Overseen by Trustee in
Name of Trustee
Dollar Range of Equity Securities Per Fund
Invesco Funds
Martin L. Flanagan
Over $100,000
Philip A. Taylor
-0-
Wayne M. Whalen
$
10,001-$50,000
Over $100,000
Over $100,000
$
10,001-$50,000
$
1-$10,000
Over $100,000
David C. Arch
$
10,001-$50,000
Over $100,000
Bob R. Baker
4
Over $100,000
Frank S. Bayley
Over $100,000
James T. Bunch
$
1-$10,000
Over $100,000
5
Bruce L. Crockett
$
10,001-$50,000
Over $100,000
Over $100,000
5
Rodney Dammeyer
Over $100,000
Albert R. Dowden
Over $100,000
Jack M. Fields
Carl Frischling
Over $100,000
Over $100,000
5
Prema Mathai-Davis
Over $100,000
5
Lewis F. Pennock
4
N/A
Larry Soll
Over $100,000
4
Hugo F. Sonnenschein
Over $100,000
Raymond Stickel, Jr.
$
10,001-$50,000
$
50,001-$100,000
Over $100,000
4
Bob Bakers retirement from the Board was
effective December 31, 2011. Lewis Pennocks retirement from the Board was
effective March 31, 2011.
5
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.
Total
Retirement
Estimated
Compensation
Aggregate
Benefits
Annual
From All
Compensation
Accrued by
Benefits
Invesco Funds
from the
All Invesco
Upon
Paid to the
Trustee
Trust
(1)
Funds
(2)
Retirement
(3)
Trustees
(4)
$
1,103
$
304,730
$
195,000
$
399,000
1,161
164,973
195,000
412,250
823
233,415
248,337
320,050
1,326
236,053
195,000
420,000
1,213
302,877
195,693
385,000
2,318
227,797
195,000
693,500
1,151
290,404
195,000
412,250
1,302
296,156
195,000
415,000
1,113
313,488
195,000
307,250
1,281
233,415
195,000
356,000
1,185
302,911
195,000
330,000
229,833
173,250
73,000
1,332
342,675
216,742
375,750
1,180
290,404
195,000
412,200
1,401
230,451
195,000
399,250
(1)
Amounts shown are based on the fiscal year ended March 31, 2012. The total
amount of compensation deferred by all trustees of the Trust during the fiscal year ended
March 31, 2012, including earnings, was $4,298.
(2)
During the fiscal year ended March 31, 2012, the total amount of expenses
allocated to the Trust in respect of such retirement benefits was $2,948.
(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 28 registered investment companies advised by Invesco. Messrs. Arch, Dammeyer,
Sonnenschein and Whalen currently serve as trustee of 46 registered investment companies
advised by Invesco.
(5)
Bob Bakers retirement from the Board was effective December 31, 2011.
Lewis Pennocks retirement from the Board was effective March 31, 2011.
(6)
During the fiscal year ended March 31, 2012, the Trust paid $1,075 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.
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, revised August 2011
January 2010
I.1 - 1
January 2010
I.1 - 2
January 2010
I.1 - 3
(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.
January 2010
I.1 - 4
January 2010
I.1 - 5
§
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).
January 2010
I.1 - 6
January 2010
I.1 - 7
Print Name
Signature
Policy on Corporate Governance and Stewardship
Contents
Introduction
Scope
Responsible voting
Voting procedures
Dialogue with companies
Non-routine resolutions and other topics
Evaluation of companies environmental, social and governance arrangements (ESG)
Disclosure and reporting
UK Stewardship Code
Appendix 1 Voting on non-UK/European and blocked shares
Policy on Corporate Governance and Stewardship
1.
Introduction
Invesco Perpetual (IP), a business name of Invesco Asset Management Limited, has adopted a
clear and considered policy towards its responsibility as a shareholder on behalf of all
investors in portfolios managed by them. As part of this policy, IP will take steps to
satisfy itself about the extent to which the companies in which it invests look after
shareholders value in their companies and comply with local recommendations and practices,
such as the UK Corporate Governance Code issued by the Financial Reporting Council and the
U.S. Department of Labor Interpretive Bulletins.
IP has a responsibility to optimise returns to its investors. As a core part of the
investment process, IPs 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.
Being a major shareholder in a company is more than simply expecting to benefit in its
future earnings streams. In IPs view, it is about helping to provide the capital it needs
to grow, it is about being actively involved in its strategy and it is about helping to
ensure that shareholder interests are always at the forefront of managements thoughts.
IP considers that shareholder activism is fundamental to good Corporate Governance. Although
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, with a view to protecting and enhancing value for our
investors in our portfolios.
Engagement will also be proportionate and will reflect the size of holdings, length of
holding period and liquidity of the underlying company shares. This is because in most of
IPs investment jurisdictions, the only effective remedy of last resort available to
shareholders, other than liquidating their share ownership, is the removal of directors.
2.
Scope
The scope of this policy covers all portfolios that are managed by the IP investment teams
located in Henley on Thames, United Kingdom and specifically excludes portfolios that are
managed by other investment teams within the wider Invesco group that have their own voting,
corporate governance and stewardship policies. As an example, within IPs ICVC range the
following funds are excluded: IP UK Enhanced Index, IP US Equity Benchmark Plus, IP Hong
Kong & China, IP Japanese Smaller Companies, IP Global Balanced Index Fund, IP Global ex-UK
Core Equity and the IP Global ex-UK Enhanced Index.
3.
Responsible voting
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.
Policy on Corporate Governance and Stewardship
In voting for or against a proposal, IP will have in mind three objectives, as follows:
To protect the rights of its investors
To minimise the risk of financial or business impropriety within the companies in
which its clients are invested, and
To protect the long-term value of its clients investments.
It is important to note that, when exercising voting rights, the third option of abstention
can also be used as a means of expressing dissatisfaction, or lack of support, to a board on
any 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 actively exercise the voting rights represented by the shares it manages on behalf
of its investors where it is granted the discretion to do so. In certain circumstances the
discretion is retained by the client, where they wish to be responsible for applying their
own right to vote.
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 the time around a
shareholder meeting
.
4.
Voting procedures
IP will endeavour to keep under regular review with trustees, depositaries, custodians and
third party proxy voting services the practical arrangements for circulating company
resolutions and notices of meetings and for exercising votes in accordance with standing or
special instructions. Although IPs proxy voting service will provide research and
recommendations for each resolution, each fund manager will cast their vote independently
considering their own research and dialogue with company management.
Proxy voting research and services are currently provided by Institutional Shareholder
Services (ISS), part of the RiskMetrics Group.
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). However, IP does not currently
enter into any stock lending arrangements as it believes the facility does not support
active shareholder engagement.
5.
Dialogue with companies
IP will endeavour, where practicable in accordance with its investment approach, 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 of particular relevance to shareholder value.
Policy on Corporate Governance and Stewardship
Those people on the inside of a company, most obviously its executives, know their
businesses much more intimately. Therefore, it is usually appropriate to leave strategic
matters in their hands. However, if that strategy is not working, or alternatives need
exploring, IP will seek to influence the direction of that company where practicable. In
IPs view, this is part of its responsibility to investors, where possible, in shaping
strategy. Ultimately the business performance will have an impact on the returns generated
by IPs portfolios, whether it is in terms of share price performance or dividends, and IP
wants to seek to ensure that the capital IP has invested on behalf of its clients is being
used as effectively as possible. In the majority of cases IP is broadly in agreement with
the direction of a company that it has invested in, as its initial decision to invest will
have taken these factors into account. But these issues demand regular re-evaluation, which
can only be achieved through company meetings.
The building of this relationship facilitates frank and open discussion, and ongoing
interaction is an integral part of the fund managers role. The fact that IP has been a
major shareholder in a number of companies for a long time, in particular within its
domestic UK portfolios, reflects both the fact that IPs original investment was based on a
joint understanding of where the business was going and the ability of the management to
execute that plan. Inevitably there are times when IPs views diverge from those of the
companys executives but, where possible, it attempts to work with the company towards a
practical solution. However, IP believes that its status as part-owner of a company means
that it has both the right and the responsibility to make its views known. The option of
selling out of that business is always open, but normally IP prefers to push for change,
even if this can be a slow process.
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
Socially Responsible Investing policies
6.
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 proposals would be all political donations and any proposal made 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:
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
Peer group response to the issue in question
Whether implementation would achieve the objectives sought in the proposal
Whether the matter is best left to the Boards discretion.
Policy on Corporate Governance and Stewardship
7.
Evaluation of companies environmental, social and governance arrangements
At IP, each fund manager is individually responsible for environmental, social and
governance (ESG) matters, rather than utilising ESG professionals or an internal / external
discrete team independent from the fund management process. ESG issues are deemed as an
essential component of the fund managers overall investment responsibilities. Additionally,
fund managers may call on the support of the IP Operations team on any ESG matter.
As mentioned in Section 5, company meetings are an integral part of IPs investment research
approach and discussions at these meetings include all matters that might affect the share
price, including ESG issues.
IPs research is structured to give it a detailed understanding of a companys key
historical and future, long-term business drivers, such as demand for its products, pricing
power, market share trends, cash flow and management strategy. This enables IPs investment
teams to form a holistic opinion of management strategy, the quality of the management, an
opinion on a companys competitive position, its strategic advantages/ disadvantages, and
corporate governance arrangements, thus incorporating any inherent ESG issues.
IP will, when evaluating companies governance arrangements, particularly those
relating to board structure and composition, give due weight to all relevant factors brought
to its attention.
8.
Disclosure and reporting
Although IP acknowledges initiatives of transparency, it is also very aware of its fiduciary
duty and the interests of all investors in portfolios managed by them. As such, IP is very
cognisant that disclosure of any meeting specific information may have a detrimental affect
in its ability to manage its portfolios and ultimately would not be in the best interests of
all shareholders. Primarily, this is for investor protection and to allow IPs fund managers
to manage their portfolios in the interests of all its clients.
Although IP does not report specific findings of company meetings for external use, regular
illustrations will be provided to demonstrate that active engagement is at the heart of its
investment process.
For clients with individual mandates, (i.e. not invested in a fund), IP may discuss specific
issues where it can share details of a clients portfolio with that specific client.
Occasionally, where IP has expressed strong views to management over matters of governance,
those views have gained media attention, but IP will never seek to encourage such debates in
the media.
On request from investors, IP will in good faith provide records of voting instructions
given to third parties such as trustees, depositaries and custodians provided that:
In IPs view, it does not conflict with the best interests of other investors and
It is understood that IP will not be held accountable for the expression of views
within such voting instructions and
IP is not giving any assurance nor undertaking nor has any obligation to ensure
that such instructions resulted in any votes actually being cast. Records of voting
instructions within the immediate preceding three months will not normally be
provided for activities within the funds managed by IP.
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
Policy on Corporate Governance and Stewardship
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.
9.
The UK Stewardship Code
The UK Stewardship Code (the Code)issued by the Financial Reporting Council (FRC) aims to
enhance the quality of engagement between institutional investors and companies to help
improve long-term returns to shareholders and the efficient exercise of governance
responsibilities. The Code sets out seven principles, which support good practice on
engagement with UK investee companies and to which the FRC believes institutional investors
should aspire. The Code is applied on a comply or explain approach. IP sets out below how
it complies with each principle or details why it chooses not to.
Principle 1
Institutional investors should publicly disclose their policy on how they will discharge
their stewardship responsibilities
.
IP complies with Principle 1 and publishes the Invesco Perpetual Policy on Corporate
Governance and Stewardship on its website
http://investor.invescoperpetual.co.uk/portal/site/ipinvestor/aboutus/ukstewardshipcode/
Principle 2
Institutional investors should have a robust policy on managing conflicts of interest in
relation to stewardship and this policy should be publicly disclosed.
IP complies with Principle 2 by meeting its regulatory requirement of having an effective
Conflicts of Interest Policy. Any conflicts of interest arising through its stewardship of
investee companies will be handled in accordance with that policy.
In respect of stewardship, IP anticipates the opportunity for conflicts arising would be
limited, e.g. where it invests in a company that is also a broker (i.e. dealing) of, or
client of IP.
Principle 3
Institutional investors should monitor their investee companies.
As an active shareholder, IP complies with Principle 3. Through its investment process, fund
managers endeavour to establish on a proportionate basis ongoing dialogue with company
management and this is likely to include regular meetings. In discussions with company
boards and senior non-Executive Directors, IP will explore any concerns about corporate
governance where these may impact on the best interests of clients, together with any other
matters of particular value to shareholders.
Meeting company boards of investee companies is a core part of IPs investment process and
IP is committed to keeping records of all future key engagement activities.
When casting votes on behalf of investors, IP keeps detailed records of all instructions
given in good faith to third parties such as trustees, depositories and custodians. Although
the rationale for voting in a particular manner is not automatically captured through the
voting process, the individually responsible fund manager would be expected to be able to
clearly articulate their decision whenever required.
Policy on Corporate Governance and Stewardship
Principle 4
Institutional investors should establish clear guidelines on when and how they will escalate
their activities as a method of protecting and enhancing shareholder value.
IP complies with Principle 4 with its fund managers managing corporate governance matters
independently being a key part of their investment process to protect and add value on
behalf investors. Initially any issues / concerns would be raised by its fund managers
through IPs process of ongoing dialogue and company meetings. On occasions that a fund
manager believes an issue is significant enough to be escalated, this will be done through
IPs Chief Investment Officer (CIO) and the IP Operations team who will ensure the relevant
internal resources are made available to support the fund manager in securing the most
appropriate outcome for IPs clients.
Principle 5
Institutional investors should be willing to act collectively with other investors where
appropriate.
IP is supportive of collective engagement in cases where objectives between parties are
mutually agreeable and, as they pertain to the UK market, are not in breach of concert
party rules. Other shareholders can engage directly with the relevant fund manager or
through an investment adviser. Alternatively, enquiries can be directed to the members of
the IP Operations team detailed below:
Charles Henderson Head of IP Operations and Dealing
Dan Baker IP Operations Manager
Principle 6
Institutional investors should have a clear policy on voting and disclosure of voting
activity.
As detailed in Section 3, IP is committed to voting on all the UK stocks it holds for its
underlying investors and where it has the full discretion to do so. Whilst comprehensive
records of IPs voting instructions are maintained, IP does not report specifically on its
voting activity. Whilst being mindful of its fiduciary duty and the interest of all
investors, IP believes that automatic public disclosure of its voting records may have a
detrimental affect on its ability to manage its portfolios and ultimately would not be in
the best interest of all shareholders.
On specific requests from clients, IP will in good faith provide records of voting
instructions given to third parties such as trustees, depositaries and custodians subject to
limitations detailed in Section 8.
Principle 7
Institutional investors should report periodically on their stewardship and voting
activities.
IP complies with Principle 7 through a commitment to provide regular illustrations of
its engagement activities and to respond to voting record requests from investors in its
portfolios on an individual basis.
Although IP does not report specific findings of company meetings for external use, regular
illustrations will be provided to demonstrate that active engagement is at the heart of its
investment process. On request from investors, IP will in good faith provide records of
voting instructions given to third parties such as trustees, depositaries and custodians
subject to certain limitations outlined in Section 8. Although the rationale for its voting
decision is not captured through the voting process, individual fund managers would be
expected to articulate their decision whenever required.
Policy on Corporate Governance and Stewardship
Likely impact of voting on management activity, versus the cost to the client
Portfolio management restrictions (e.g. share blocking) that may result from voting
Preferences, where expressed, of clients
Oxfordshire, RG9 1HH
Telephone: Broker Services 0800 0282121
www.invescoperpetual.co.uk
Telephone: 020 7065 4000
www.invescoperpetual.co.uk/institutional
Registered Office: 30 Finsbury Square, London, EC2A 1AG
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:
Chief Executive Officer;
Head of Operations & Finance;
Head of either Legal or Compliance; and
Relevant Investment Manager(s).
1.6
Client 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.
Voting opportunities which exist in relation to securities within each individual
UCITS are monitored on an ongoing basis in order to ensure that advantage can be
taken of any opportunity that arises to benefit the individual UCITS.
the cost of participating in the vote relative to the potential benefit to the UCITS
the impact of participation in a vote on the liquidity of the securities creating
the voting opportunity due to the fact that some jurisdictions will require that the
securities are not sold for a period if they are the subject of a vote.
Other factors as deemed appropriate by the Investment Manager in relation to the
investment objectives and policy of the individual UCITS.
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.
E-48
E-49
E-50
E-52
E-54
E-56
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:
contentious issues (eg. issues of perceived national interest, or where there has been extensive press coverage or public comment);
approval of changes of substantial shareholdings;
mergers or schemes of arrangement; and
approval of major asset sales or purchases.
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
Corporate Action Team, located within the Client Administration section. The initial
role of the Corporate Action 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 Corporate Action
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 Corporate Action 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):
Policies for Deciding on the Exercise of Shareholder Voting Rights
Date
Content
Revision associated with review of proxy voting guideline
Policy Decision Making Criteria
(Japanese Equities)
1.
Procedural Proposal
In principle we will vote in favor of a proposal requesting approval of the
financial statements, business reports and auditor reports, except in the following
circumstances:
-
Concerns exist about the settlement or auditing procedures; or
-
The relevant company has not answered shareholders questions concerning
matters that should be disclosed.
A decision regarding a proposal requesting approval of the allocation of earned
surplus and dividends will be made in consideration of, inter alia, the financial condition
and the business performance of the relevant company as well as the economic interests of
shareholders.
(1)
Independence
In principle we will vote in favor of a proposal to elect an external
director, however, we will oppose a candidate for an external director who is perceived to
have an interest in the relevant company.
In principle we will oppose a candidate for an external director who does not
have independence in the case of a committees organized company, except where the majority
of the board are independent.
Listed parent and subsidiary
In principle we shall oppose a director candidate in the following case:
-
An attendance rate of less than 75 percent at meetings of the board of directors.
In the following circumstances we will consider opposing a candidate for
reelection as a director:
-
If the relevant company has a problematic system as set forth bellow and if
business performance of the relevant company during the term in office of the
candidate experienced a deficit in three consecutive periods and no dividends were
paid or they were inferior when compared to others in the same industry.
-
If a takeover defense strategy is introduced, that has not been approved by a
resolution of a general meeting of shareholders.
We will consider opposing a candidate for reelection as a director in the event
that business
performance of the relevant company during the term in office of the candidate experienced a
deficit in three consecutive periods and no dividends were paid.
We will consider opposing a candidate for reelection as a director in the
event that business performance of the relevant company during the term in office of the
candidate was inferior when compared to others in the same industry.
In principle we will oppose a candidate for reelection as a director in the
event that during the term in office of the candidate a corporate scandal occurred that
had a significant impact on society and caused or could cause damage to of shareholder
value.
In principle we will consider opposing a candidate for reelection as a
director in the event that during the term in office of the candidate window dressing or
inappropriate accounting practices occurred on the part of the relevant company.
In principle we will oppose a candidate for director in the event that
information concerning the relevant candidate has not been sufficiently disclosed.
A decision regarding a proposal concerning amendment of the number of
directors or the composition of the board of directors will be made by making a comparison
with the existing situation and considering, inter alia, the impact on the relevant
company and the economic interests of shareholders.
A decision regarding a proposal concerning amendment of the required
qualifications of directors, their terms of office or scope of liabilities will be made by
making a comparison with the existing situation and considering, inter alia, the impact on
the relevant company and the economic interests of shareholders.
In principle we will oppose a proposal requesting retention of a certain
number of a companys own shares as a condition of installation or continuation in office
of a director.
In principle we will oppose a proposal to restrict a term in office of a director.
In principle we will oppose a proposal to institute a normal retirement age of directors.
In principle we will oppose a proposal to reduce the liabilities of a director
from liability in connection with financial damage as a result of a violation of the
fiduciary duties.
A decision regarding a proposal concerning amendment of the procedural method
of electing directors will be made by making a comparison with the existing situation and
considering, inter alia, the reasonability of the amendment.
In principle we will oppose a candidate for an external statutory auditor if
the candidate does not have independence.
(2)
Suitability
In principle we shall oppose a statutory auditor candidate in the following
case:
-
An attendance rate of less than 75 percent at meetings of the board of
directors or meetings of the board of auditors
(3)
Accountability
In principle we will consider opposing a candidate for reelection as a
statutory auditor in the event that significant concerns exist in an audit report that has
been submitted or audit proceedings.
(4)
Antisocial Activities on the Part of the Company
In principle we will consider opposing a candidate for reelection as a
statutory auditor in the event that during the term in office of the candidate a corporate
scandal occurred that had a significant impact on society and caused or could cause damage
to shareholder value.
In principle we will consider opposing a candidate for reelection as a
statutory auditor in the event that during the term in office of the candidate window
dressing or inappropriate accounting practices occurred on the part of the relevant
company.
We will decide on proposals concerning the election of an accounting auditor by considering, inter
alia, the suitability of the candidate for accounting auditor, and the level of audit fees.
In principle we will oppose a candidate for accounting auditor in the event
that the accounting auditor can be determined to have expressed an opinion that is not
accurate concerning the financial condition of the relevant company.
In principle we will oppose in the event that a contract for non-auditing work
exists between the accounting auditor and the relevant company, and it is determined that
the non-auditing work can be found to present a conflict of interest with the auditing
work.
In principle we will oppose a candidate for accounting auditor in the event
that an excessive auditing fee is paid.
In principle we will oppose a proposal requesting a change of accounting
auditor in the event that the reason for the change can be determined to be a result of a
difference in interpretation between the accounting auditor and the relevant company
regarding accounting policy.
A decision regarding a proposal concerning compensation will be made in
consideration of, inter alia, the levels of compensation, the business performance of the
company, and the reasonability of the framework.
In principle we will vote in favor of a proposal to obtain approval of
compensation, except in the following cases:
-
A negative correlation appears to exist between the business performance of
the company and compensation
-
A compensation framework or practice exists which presents an issue
In principle we will oppose a proposal to pay compensation only by granting
shares.
(2)
Stock Option Plan
A proposal to introduce or amend a stock option plan will be decided in
consideration of, inter alia, the impact that introducing or amending the plan will have
on shareholder value and the rights of shareholders, as well as the level of compensation,
the scope of implementation, and the reasonability of the plan.
In principle we will oppose a proposal to reduce the exercise price of a stock
option plan.
In principle we will vote in favor of a proposal to request that an amendment
of the exercise price of a stock option plan be made a matter for approval by the
shareholders.
A decision regarding a proposal requesting the introduction or amendment of a
stock purchase plan will be made in consideration of, inter alia, the impact that
introducing or amending the plan will have on shareholder value and the rights of
shareholders, the scope of implementation, and the reasonability of the plan.
In principle we will vote in favor of a proposal to pay a retirement bonus of
a director or a statutory auditor if all of the following conditions are satisfied.
-
Retirement bonus amount is disclosed.
-
The prospective recipients do not include an external director or an external
statutory auditor.
-
None of the prospective recipients have committed a significant criminal
conduct.
-
The business performance of the relevant company has not experienced a
deficit for three consecutive periods and had no dividend or dividends or they were
inferior when compared to others in the same industry.
-
During the terms of office of the prospective recipients there has been no
corporate scandal that had a significant impact on society and caused or could cause
damage to shareholder value.
-
During their terms in office there has been no window dressing or
inappropriate accounting practices in the relevant company.
A decision regarding a proposal requesting an increase in the number of
authorized shares will be made by considering, inter alia, the impact that amending the
number of authorized shares will have on shareholder value and the rights of shareholders,
as well as the reasonability of the amendment of the number of authorized shares, and the
impact on the listing of shares as well as on the continuity of the company.
In principle we will vote in favor of a proposal requesting an increase in the
number of authorized shares if it can be determined that unless an increase is made to the
number of authorized shares the company will be delisted or that there is a risk of a
significant impact on the continuity of the company.
In principle we will oppose a proposal to increase the number of authorized
shares after the appearance of an acquirer.
A decision regarding a proposal for a company to acquire or reissue its own
shares shall be made by considering, inter alia, its reasonability.
In principle we will vote in favor of a proposal involving a stock split.
A decision regarding a proposal involving a consolidation of shares (reverse
split) shall be made by considering, inter alia, its reasonability.
In principle we will oppose a proposal requesting the creation of new
preferred shares or increasing the authorized number of preferred shares, by way of a
blank power of attorney that does not specify the voting rights, dividends, conversion or
other rights.
In principle we will vote in favor of a proposal to create new preferred
shares or to increase the number of authorized preferred shares if the voting rights,
dividends, conversion and other rights are stipulated and these rights can be determined
to be reasonable.
In principle we will vote in favor of a proposal to the effect that approval
of issuing preferred shares is so be obtained from shareholders.
A decision regarding a proposal to issue convertible bonds shall be made by
considering, inter alia, the number of shares into which the bonds are to be converted,
and the period to maturity of the bonds.
A decision regarding a proposal in connection with the issuing of
non-convertible bonds or increasing a borrowing limit shall be made by considering, inter
alia the financial condition of the relevant company.
A decision regarding a proposal requesting an amendment of the number of
authorized shares or issuing of shares of the company in relation to a debt restructuring
shall be made in consideration of, inter alia, the conditions of amending the number of
authorized shares or issuing shares of the company, the impact on shareholder value and on
the rights of shareholders, the reasonability thereof, and the impact on listing of the
shares as well as on the continuity of the company.
A decision regarding a proposal in connection with a capital reduction will be
made in consideration of, inter alia, the impact on shareholder value and on the rights of
shareholders, the reasonability of the capital reduction, as well as the impact on listing
of the shares and on the continuity of the company.
In principle we will approve a proposal requesting a capital reduction in the
form of a standard accounting processing.
A decision regarding a proposal in connection with a financing plan will be
made in consideration of, inter alia, the impact on shareholder value and the rights of
shareholders, as well as the reasonability thereof, and the impact on the listing of
shares as well as on the continuity of the company.
In principle we will vote in favor of a proposal requesting approval of a
financing plan.
In principle we will vote in favor of a proposal requesting a capitalization
of reserves.
In principle we will vote in favor of a proposal requesting an amendment of
the settlement period, except when it can be determined that the objective is to delay a
general meeting of shareholders.
In principle we will vote in favor of a proposal to amend the articles of
incorporation if amendment of the articles of incorporation is necessary by law.
In principle we will oppose a proposal to amend the articles of incorporation
if it can be determined that there is a risk that the rights of shareholders will be
infringed or a risk that a reduction in shareholder value will occur as a result of the
relevant amendment.
In principal we will vote in favor of a proposal submitted by the board in
connection with transition to a committees organized company.
In principal we will vote in favor of a proposal requesting mitigation or
abolishment of the requirements for special resolution.
A decision regarding a proposal in connection with an amendment of the quorum
of a general meeting of shareholders will be made in consideration of, inter alia, the
impact on shareholder value and the rights of shareholders as well as the customs of the
region or country.
A proposal in connection with amending the quorum of a special resolution of a
general meeting of shareholders will be made in consideration of, inter alia, the impact
on shareholder value and the rights of shareholders as well as the customs of the region
or country.
In principle we will oppose an omnibus proposal at a general meeting of
shareholders if the entire proposal will not be in the best interests of shareholders.
In principle we will vote in favor of a proposal requesting amendment of a
tradename.
In principle we will vote in favor of a proposal requesting amendment of a
location of corporate registration.
A decision regarding a proposal in connection with a corporate reorganization
as set forth below will be made in consideration of, inter alia, the impact on shareholder
value and the rights of shareholders, the respective impact on the financial condition and
business performance of the relevant company, as well as the reasonability thereof, and
the impact on the listing of shares as well as on the continuity of the company:
A decision regarding a proposal in connection with election of a director from
among opposing candidates will be made in consideration of the independence, suitability,
existence or absence of any antisocial activities in the past, actions in corporate
governance and accountability on the part of the candidates for director, the business
performance of the company, the existence or absence of antisocial activities of the
company, and the background to the proxy contest.
A person who is considered to be independent shall mean a person for whom
there is no relationship between the relevant company and the candidate for director other
than that of being selected as a candidate director of the relevant company.
Staggered Board
-
In principle we will oppose a proposal requesting the introduction of a
staggered board of directors.
-
In principle we will vote in favor of a proposal requesting that the terms in
office of directors be one year.
Authority to Dismiss Directors
In principle we will oppose a proposal requesting more stringent requirements for the
shareholders to be able to dismiss a director.
Cumulative Voting
-
In principle we will vote in favor of a proposal to introduce cumulative
voting in connection with the election of directors.
-
In principle we will oppose a proposal requesting the abolition of cumulative
voting in connection with the election of directors.
Introduction or Amendment of Takeover Defense Strategy
In principle we will oppose a proposal requesting to introduce or amend a takeover
defense strategy that will reduce shareholder value or infringe the rights of shareholders.
Rights Plan (Poison Pill)
A decision regarding a proposal to introduce a rights plan (poison pill) will be made
in consideration of, inter alia, the triggering conditions, the effective period, the
conditions of disclosure of content, the composition of directors of the relevant company,
and the status
of introducing other takeover defense strategies.
-
In principal we will oppose a proposal in which, a triggering condition of
the number of outstanding shares is less than 20%.
-
In principal we will oppose a proposal that the effective period is beyond 3 years.
-
In principal we will oppose a proposal that directors are not selected annually.
-
In principal we will oppose a proposal in the event that there are less than
2 directors or 20% of the board who are independent with no issue of the attendance
records of the board meeting.
-
We will vote in favor for a proposal that a rights plan is considered by an
independent committee before introducing such plan. We will vote in favor a proposal
only if all special committee members are independent with no issue of the attendance
records of the board meeting.
-
In principal we will oppose a proposal in the event that other takeover
defense strategies exist.
-
In principal we will oppose a proposal in the event that the issuing date of
invitation notice to shareholders is less than 3 weeks before the general shareholders
meeting.
-
In principal we will oppose a proposal unless the introduction of takeover
defense strategies is considered reasonably beneficial to interests of minority
shareholders.
Relaxation of Requirements to Amend the Articles of Incorporation or Company
Regulations
A decision regarding a proposal to relax the requirements to amend the articles of
incorporation or company regulations will be made in consideration of, inter alia, the
impact on shareholder value and the rights of shareholders.
Relaxation of Requirements for Approval of a Merger
A decision regarding a proposal to relax the requirements to approve a merger will be made
in consideration of, inter alia, the impact on shareholder value and the rights of
shareholders.
11.
Information Disclosure
In principle we will oppose a proposal for which sufficient information is not
disclosed for the purpose of making a voting decision.
In principle we will vote in favor of a proposal to increase information
disclosure, if all of the following standards are satisfied.
-
The information will be beneficial to shareholders.
-
The time and expense required for the information disclosure will be minimal.
-
Invesco Limited.
In principle we will vote in favor of a selection of the chairman of a general
meeting of shareholders, approval of the minutes, approval of the shareholders registry
and other proposals in connection with procedures to hold a general meeting of
shareholders.
In principle we will vote in favor of a procedural proposal such as the following:
-
Opening of a general meeting of shareholders
-
Closing of a general meeting of shareholders
-
Confirming the proper convening of a general meeting of shareholders
-
Satisfaction of the quorum for a general meeting of shareholders
-
Confirming the agenda items of a general meeting of shareholders
-
Election of a chairman of a general meeting of shareholders
-
Designation of shareholders who will sign the minutes of a general meeting of
shareholders
-
Preparing and approving a registry of shareholders
-
Filing of legally prescribed documents in connection with a general meeting
of shareholders
-
Designation of an inspector or shareholder to inspect the minutes of a
general meeting of shareholders
-
Permission to ask questions
-
Approval of the issuing of minutes of a general meeting of shareholders
-
Approval of matters of resolution and granting to the board of directors the
authority to execute matters that have been approved
In principle we will vote in favor of a proposal requesting approval of the
financial statements, business reports and auditor reports, except in the following
circumstances:
-
Concerns exist about the settlement or auditing procedures; or
-
The relevant company has not answered shareholders questions concerning
matters that should be disclosed.
A decision regarding a proposal requesting approval of the allocation of
earned surplus and dividends will be made in consideration of, inter alia, the financial
condition and the business performance of the relevant company as well as the economic
interests of shareholders.
In the following circumstances we will in principle oppose or withhold
approval of a
candidate for an internal director, or a candidate for an external director who cannot be
found to have a relationship of independence from the relevant company:
-
If the internal director or the external director who cannot be found to have
a relationship of independence from the relevant company is a member of the
compensation committee or the nominating committee;
-
If the audit committee, compensation committee, or nominating committee has
not been established and the director functions as a committee member;
-
If the nominating committee has not been established;
-
If external directors who are independent from the relevant company do not
constitute a majority of the board of directors;
-
A person who is independent shall mean a person for whom there is no
relationship between the relevant company and the candidate for director other than
that of being selected as a director.
In principle we shall oppose or withhold approval of a director candidate in
the following circumstances:
-
An attendance rate of less than 75 percent at meetings of any of the board of
directors, the audit committee, the compensation committee, or the nominating
committee;
-
Serving as a director of six or more companies; or
-
Serving as a CEO of another company and also serving as an external director
of at least two other companies.
In principle we will oppose or withhold approval of all candidates for
reelection in the event that the board of directors employs a system of staggered terms of
office and a problem of governance has occurred in the board of directors or committee but
the responsible director is not made a subject of the current proposal to reelect
directors.
In the following circumstances we will in principle oppose or withhold
approval of a candidate for reelection of a director who is a member of the audit
committee:
-
If an excessive auditing fee is being paid to the accounting auditor;
-
If the accounting auditor has expressed an opinion of non-compliance
concerning the
financial statements of the relevant company; or
-
If the audit committee has agreed with the accounting auditor to reduce or
waive the liability of accounting auditor, such as by limiting the right of the
company or the shareholders to take legal action against the accounting auditor.
In the following circumstances we will in principle oppose or withhold
approval of a candidate for reelection as a director who is a member of the compensation
committee:
-
If there appears to be a negative correlation between the business
performance of the company and the compensation of the CEO;
-
If in the case of an option for which the stock price of the relevant company
is less than the exercise price, an amendment of the exercise price or an exchange for
cash or the like has been made without the approval of a general meeting of
shareholders;
-
If an exchange (sale) of stock options which is limited to a single exercise
has been made without obtaining the approval of a general meeting of shareholders;
-
If the burn rate has exceeded the level promised in advance to shareholders
(the burn rate is the annual rate of dilution measured by the stock options or rights
to shares with restriction on assignment that have been actually granted (otherwise
known as the run rate)); or
-
If a compensation system or practice exists that presents a problem.
In the following circumstances we will in principle oppose or withhold
approval of all candidates for reelection as directors:
-
If the board of directors has not taken appropriate action regarding a
shareholders proposal even if there was a shareholders proposal which was approved
by a majority of the overall votes in the previous period at a general meeting of
shareholders.
-
If the board of directors has not taken appropriate action regarding a
shareholders proposal even if a shareholders proposal has been approved by a
majority of the valid votes in two consecutive periods at a general meeting of
shareholders;
-
If the board of directors has not taken appropriate action such as
withdrawing a takeover defense strategy, despite a majority of shareholders having
accepted a public tender offer; or
-
If the board of directors has not taken appropriate action regarding the
cause of opposition or withholding of approval even though at the general meeting of
shareholders for the previous period there was a candidate for director who was
opposed or for whom approval was withheld by a majority of the valid votes.
In the following cases we will consider opposing or withholding approval from
a candidate for reelection as a director:
-
If a notice of convening states that there is a director with an attendance
rate of less than 75% at meetings of the board of directors or committee meetings, but
the name of the individual is not specifically stated.
-
If the relevant company has a problematic system as set forth below, and
business performance of the relevant company during the term in office of candidate
has been in a deficit and with no dividend or is inferior when compared to those in
the same industry in three consecutive periods :
-
A system of staggered terms of office;
-
A system of special resolution that is not by simple majority;
-
Shares of stock with multiple votes;
-
A takeover defense strategy that has not been approved by a resolution of a
general meeting of shares;
-
No clause for exceptions exists in the event that there are competing
candidates, even though a system of majority resolution has been introduced for the
election of directors;
-
An unreasonable restriction is imposed on the authority of shareholders to
convene an extraordinary general meeting of shareholders; or
-
An unreasonable restriction is imposed on the shareholders right to seek
approval or disapproval on the part of shareholders by means of a letter of consent by
shareholders;
-
In principle we will oppose or withhold approval of all candidates for
reelection as directors in the event that a dead hand or similar provision is included
in a poison pill, until this provision is abolished.
-
In principle we will oppose or withhold approval of all candidates for
reelection as directors in the event of introducing a new poison pill with an
effective duration of 12 months or more (a long-term pill), or any renewal of a poison
pill including a short-term pill with an effective period of less than 12 months, by
the board of directors without the approval of a general meeting of shareholders.
Nevertheless we will in principle vote in favor of all candidates for reelection as
directors in the event of a new introduction if a commitment is made by binding
resolution to seek approval of the new introduction at a general meeting of
shareholders.
-
In principle we will oppose or withhold approval of all candidates for
reelection as directors in the event that a significant amendment to the disadvantage
of shareholders is added to a poison pill, by the board of directors without the
approval of a general meeting of shareholders.
We will consider opposing or withholding a candidate for reelection as a
director in the event that business performance of the relevant company during the term in
office of the candidate experienced a deficit in three consecutive periods and no
dividends were paid.
We will consider opposing or withholding candidate for reelection as a
director in the event that business performance of the relevant company during the term in
office of the candidate was inferior when compared to others in the same industry.
In principle we will oppose or withhold a candidate for reelection as a
director in the event that during the term in office of the candidate a corporate scandal
occurred that had a significant impact on society and caused or could cause damage to of
shareholder value.
In principle we will oppose or withhold approval of a candidate for reelection
as a director who was a member of the audit committee, if inappropriate accounting
practices occurred at the relevant company such as window dressing, accounting treatment
that deviates from GAAP (generally accepted accounting principles), or a significant
omission in disclosure pursuant to Article 404 of the Sox Law.
In principle we will oppose or withhold a candidate for director in the event
that information concerning the relevant candidate has not been sufficiently disclosed.
(8)
Amendment of the Number and Composition of Directors
A decision regarding a proposal concerning amendment of the number of
directors or the composition of the board of directors will be made by making a comparison
with the existing situation and considering, inter alia, the impact on the relevant
company and the economic interests of shareholders.
-
In principle we will vote in favor of a proposal to diversify the composition
of a board of directors.
-
In principle we will vote in favor of a proposal to fix the number of members
of a board of directors, except when it is determined that this is a takeover defense
strategy.
-
In principle we will oppose a proposal to make shareholder approval
unnecessary in connection with an amendment of the number of members or composition of
the board of directors.
A decision regarding a proposal concerning amendment of the required
qualifications of directors, their terms of office or scope of liabilities will be made by
making a comparison
with the existing situation and considering, inter alia, the impact on the relevant company
and the economic interests of shareholders
-
In principle we will oppose a proposal requesting retention of a certain
number of a companys own shares as a condition of installation or continuation in
office of a director.
-
In principle we will oppose a proposal to restrict a term in office of a
director.
-
In principle we will oppose a proposal to institute normal retirement age of
directors.
-
In principle we will oppose a proposal to reduce the liabilities of a
director from liability in connection with financial damage as a result of a violation
of the fiduciary duties.
We will decide on proposal concerning amendment of the procedural method of
electing directors will be made by making a comparison with the existing situation and
considering, inter alia, the reasonability of the amendment.
In principle we will vote in favor of a proposal to require the approval of
the majority of the valid votes for an election of a director.
In principle we will vote in favor of a proposal to prohibit the US style
voting system.
A decision regarding a proposal in connection with electing a statutory
auditor shall be made by considering, inter alia, the independence and suitability of the
statutory auditor candidate.
In principle we will oppose a candidate for reelection as a statutory auditor
in the event that significant concerns exist in an audit report that has been submitted or
audit proceedings.
A person who is independent shall mean a person for whom there is no
relationship between the relevant company and the candidate for statutory auditor other
than that of being selected as a statutory auditor.
In principle we will oppose a candidate for accounting auditor in the event
that the accounting auditor can be determined to have expressed an opinion that is not
accurate concerning the financial condition of the relevant company.
In principle we will oppose in the event that a contract for non-auditing work
exists
between the accounting auditor and the relevant company, and it is determined that the
non-auditing work can be found to present a conflict of interest with the auditing work.
In principle we will oppose a candidate for accounting auditor in the event
that an excessive auditing fee is paid.
In principle we will oppose a proposal requesting a change of accounting
auditor in the event that the reason for the change can be determined to be a result of a
difference in interpretation between the accounting auditor and the relevant company
regarding accounting policy.
Proposals concerning compensation will be decided in consideration of, inter
alia, levels of compensation, business performance of the company, and the reasonability
of the framework.
In principle we will vote in favor of a proposal to obtain approval of
compensation reports, except in the following cases:
-
A negative correlation appears to exist between the business performance of
the company and compensation.
-
A compensation framework or practice exists which presents an issue.
In principle we will oppose a proposal to set an absolute level or maximum
compensation.
In principle we will oppose a proposal to pay compensation only by granting
shares.
A proposal to introduce or amend a stock option plan will be decided in
consideration of, inter alia, the impact that introducing or amending the plan will have
on shareholder value and the rights of shareholders, as well as the level of compensation,
the scope of implementation and the reasonability of the plan.
In principle we will oppose a proposal to reduce the exercise price of a stock
option plan.
In principle we will vote in favor of a proposal to request that an amendment
of the exercise price of a stock option plan be made a matter for approval by the
shareholders.
A decision regarding a proposal requesting the introduction or amendment of a
stock purchase plan will be made in consideration of, inter alia, the impact that
introducing or amending the plan will have on shareholder value and the rights of
shareholders, the scope of implementation and the reasonability of the plan.
A decision regarding a proposal in connection with awarding a retirement bonus
to a
director or a statutory auditor will be made in consideration of, inter alia, the extent of
the persons who are to be recipients, the existence or absence of antisocial activities in
the past on the part of the prospective recipients, the business performance of the
company, and the existence or absence of antisocial activities on the part of the company.
In principle we will oppose awarding a retirement bonus in the event that a significant
criminal act has been committed by the recipient during his or her term in office. Moreover
we will also consider opposing the awarding of a retirement bonus in the event that the
business performance of the relevant company during the term in office of the candidate
experienced a deficit in three consecutive periods and no dividends were paid or they were
inferior when compared to others in the same industry. In principle we will oppose awarding
a retirement bonus in the event that during the term in office of the recipient
inappropriate accounting practices occurred such as window dressing or accounting treatment
that deviates from generally accepted accounting principles or a significant omission in
disclosure, or a corporate scandal occurred, which had a significant impact on society and
caused or could cause damage to shareholder value.
A decision regarding a proposal requesting an increase in the number of
authorized shares of stock shall be made by considering, inter alia, the impact that
amending the number of authorized shares will have on shareholder value and the rights of
shareholders, as well as the reasonability of the amendment of the number of authorized
shares, and the impact on the listing of shares as well as on the continuity of the
company.
In principle we will vote in favor of a proposal requesting an increase in the
number of authorized shares if it can be determined that unless an increase is made to the
number of authorized shares the company will be delisted or that there is a risk of a
significant impact on the continuity of the company.
In principle we will oppose a proposal to increase the number of authorized
shares after the appearance of an acquirer.
In principle if the existing shareholders will be granted new share
subscription rights (pre-emptive purchase rights) we will vote in favor of a proposal to
issue new shares up to 100 percent of the number of shares issued and outstanding.
If the existing shareholders will not be granted new share subscription rights
(pre-emptive purchase rights) we will in principle vote in favor of a proposal to issue
new shares up to 20 percent of the number of shares issued and outstanding.
In principle we will oppose a proposal to issue new shares after an acquirer
has appeared.
A decision regarding a proposal for a company to acquire or reissue its own
shares shall be made by considering, inter alia, its reasonability.
In principle we will vote in favor of a proposal involving a stock split.
A decision regarding a proposal involving a consolidation of shares (reverse
split) shall be made by considering, inter alia, its reasonability.
In principle we will vote in favor of a proposal reducing the par value of
shares.
A decision regarding a proposal in connection with creating new preferred
shares or amending the number of authorized preferred shares shall be made by considering,
inter alia, the existence or absence of voting rights, dividends, conversion or other
rights to be granted to the preferred shares as well as the reasonability of those rights.
-
In principle we will oppose a proposal requesting the creation of new
preferred shares or increasing the authorized number of preferred shares, by way of a
blank power of attorney that does not specify the voting rights, dividends, conversion
or other rights.
-
In principle we will vote in favor of a proposal to create new preferred
shares or to increase the number of authorized preferred shares if the voting rights,
dividends, conversion and other rights are stipulated and these rights can be
determined to be reasonable.
-
In principle we will vote in favor of a proposal to make the issuing of
preferred shares a matter for approval by the shareholders.
In principle we will oppose a proposal requesting the creation of new shares
with differing voting rights or increasing the authorized number of shares with differing
voting rights.
In principle we will vote in favor of a proposal to convert to a capital
structure in which there is one vote per share.
A decision regarding a proposal to issue convertible bonds shall be made by
considering, inter alia, the number of shares into which the bonds are to be converted,
and the period to maturity of the bonds.
A decision regarding a proposal to issue non-convertible bonds will be made by
considering, inter alia, the financial condition of the relevant company.
A decision regarding a proposal to increase a borrowing limit shall be made by
considering, inter alia, the financial condition of the relevant company.
A decision regarding a proposal requesting an amendment of the number of
authorized shares or issuing of shares of the company in relation to a debt restructuring
shall be made in consideration of, inter alia, the conditions of amending the number of
authorized shares or issuing shares of the company, the impact on shareholder value and on
the rights of shareholders, the reasonability thereof, as well as the impact on listing of
the shares and on the continuity of the company.
A decision regarding a proposal in connection with a capital reduction will be
made in consideration of, inter alia, the impact on shareholder value and on the rights of
shareholders, the reasonability of the capital reduction, as well as the impact on listing
of the shares and on the continuity of the company.
In principle we will approve a proposal requesting a capital reduction in the
form of a standard accounting processing.
A decision regarding a proposal in connection with a financing plan will be
made in consideration of, inter alia, the impact on shareholder value and on the rights of
shareholders, as well as the reasonability thereof, and the impact on the listing of
shares as well as on the continuity of the company.
In principle we will vote in favor of a proposal requesting approval of a
financing plan.
In principle we will vote in favor of a proposal requesting a capitalization
of reserves.
In principle we will vote in favor of a proposal requesting an amendment of
the settlement period, except when it can be determined that the objective is to delay a
general meeting of shareholders.
A decision regarding a proposal in connection with an amendment of the
articles of incorporation will be made in consideration of, inter alia, the impact on
shareholder value and the rights of shareholders as well as the necessity and the
reasonability of amending the articles of incorporation.
-
In principle we will vote in favor of a proposal to amend the articles of
incorporation if amendment of the articles of incorporation is necessary by law.
-
In principle we will oppose a proposal to amend the articles of incorporation
if it can be determined that there is a risk that the rights of shareholders will be
infringed or a risk that a reduction in shareholder value will occur as a result of
the relevant amendment.
A decision regarding a proposal in connection with amending the quorum of a
general meeting of shareholders and a special resolution of a general shareholders meeting
will be made in consideration of, inter alia, the impact on shareholder value and on the
rights of shareholders as well as the customs of the region or country.
-
In principle we will oppose a proposal to reduce the quorum of a general
meeting of shareholders.
-
In principle we will oppose a proposal to reduce the quorum of a special
resolution.
In principle we will oppose an omnibus proposal at a general meeting of
shareholders if the entire proposal will not be in the best interests of shareholders.
In principle we will vote in favor of a proposal requesting anonymous voting,
an independent vote counter, an independent inspector, and separate disclosure of the
results of voting on a resolution of a general meeting of shareholders.
In principle we will oppose a proposal requesting to grant to a company the
authority to postpone a general meeting of shareholders.
In principle we will vote in favor of a proposal requesting a relaxation or
abolishment of the requirement for a super majority.
In principle we will vote in favor of a proposal requesting amendment of a
tradename.
In principle we will vote in favor of a proposal requesting amendment of a
location of corporate registration.
A decision regarding a proposal in connection with a corporate reorganization
as set forth below will be made in consideration of, inter alia, the respective impact on
shareholder value and on the rights of shareholders, the impact on the financial condition
and on the business performance of the relevant company, as well as the reasonability
thereof, and the impact on the listing of shares as well as on the continuity of the
company:
A decision regarding a proposal in connection with election of a director from
among opposing candidates will be made in consideration of the independence, suitability,
existence or absence of any antisocial activities in the past on the part of a candidate
for director, the actions in corporate governance, accountability the business performance
of the company, the existence or absence of antisocial activities of the company, and the
background to the proxy contest.
A person who is considered to be independent shall mean a person for whom
there is no relationship between the relevant company and the candidate for director other
than that of being selected as a candidate director of the relevant company.
Staggered Board
In principle we will oppose a proposal requesting the introduction of staggered board of
directors:
-
In principle we will oppose a proposal requesting the introduction of a
staggered board of directors.
-
In principle we will vote in favor of a proposal requesting that the terms in
office of directors be one year.
Authority to Dismiss Directors
In principle we will oppose a proposal requesting more stringent requirements for the
shareholders to be able to dismiss a director.
Cumulative Voting
-
In principle we will vote in favor of a proposal to introduce cumulative
voting in connection with the election of directors. However, in principle we will
oppose a proposal which a majority of valid votes is required to elect a director
except in the event that shareholders are able to write-in their own candidate in the
convening notice or ballot of the company and the number of candidates exceeds a
prescribed number.
-
In principle we will oppose a proposal requesting the abolition of cumulative
voting in connection with the election of directors.
Authority to Call an Extraordinary General Meeting of Shareholders
-
In principle we will vote in favor of a proposal requesting a right of
shareholders to call an extraordinary general meeting of shareholders.
-
In principle we will vote in favor of a proposal to abolish restrictions on
the right of shareholders to call an extraordinary general meeting of shareholders.
-
In principle we will oppose a proposal to restrict or prohibit the right of
shareholders to call an extraordinary general meeting of shareholders.
Letter of Consent Seeking Approval or Disapproval from Shareholders
-
In principle we will vote in favor of a proposal requesting that shareholders
have the right to seek approval or disapproval on the part of shareholders by means of
a letter of consent.
-
In principle we will vote in favor of a proposal to abolish restrictions on
the right of shareholders to seek approval or disapproval on the part of shareholders
by means of a letter of consent.
-
In principle we will oppose a proposal to restrict or prohibit the right of
shareholders to seek approval or disapproval on the part of shareholders by means of a
letter of consent.
Rights Plan (Poison Pill)
A decision regarding a proposal in connection with introducing a rights plan (poison pill)
will be made in consideration of, inter alia, the triggering conditions, the effective
period, the conditions of disclosure of content, the composition of directors of the
relevant company, and the status of introducing other takeover defense strategies.
Fair Price Conditions
A decision regarding a proposal in connection with introducing fair price conditions will
be made in consideration of, inter alia, the triggering conditions, the decision-making
process for triggering, and the reasonability of the plan.
-
In principle we will vote in favor of a proposal requesting the introduction
of fair price conditions, provided that the following is satisfied.
-
At the time of triggering the fair price provision, the approval of a
majority or not more than a majority of shareholders without a direct interest in the
acquisition is to be sought
-
In principle we will vote in favor of a proposal to reduce the number of
approvals by shareholders that is necessary to trigger fair price provision.
Anti-Greenmail Provision
A decision regarding a proposal in connection with introducing an anti-greenmail provision
will be made in consideration of, inter alia, the triggering conditions, the
decision-making process for triggering, and the reasonability of the plan.
-
In principle we will vote in favor of a proposal requesting the introduction
of anti-greenmail provisions, provided that all of the following standards are
satisfied:
-
The definition of greenmail is clear
-
If a buyback offer is to be made to a person who holds a large number of
shares, that the buy-back offer will be made to all shareholders, or confirmation will
be made that shareholders who do not have a direct interest in the takeover do not
oppose the buyback offer to the person who holds a large number of shares.
-
No clause is included which would restrict the rights of shareholders, such
as measures to deter being bought out.
Golden Parachute and Tin Parachute Conditions
A decision regarding a proposal in connection with introducing a golden parachute or a tin
parachute will be made in consideration of, inter alia, the triggering conditions, the
decision-making process for triggering, the level of compensation to be provided and the
reasonability of the plan.
-
In principle we will vote in favor of a proposal to introduce or amend
a golden parachute or a tin parachute if all of the following criteria are
satisfied:
-
The triggering of the golden parachute or the tin parachute will be
determined by an independent committee.
-
The payable compensation shall be no more than three times the
employment compensation payable for a year.
-
Payment of compensation shall be made after the transfer of control.
Classified Shares
In principle we will oppose a proposal in connection with creating new classified shares
with multiple voting rights.
A decision regarding a proposal in connection with creating new classified shares with no
voting rights or less voting rights will be made in consideration of, inter alia, the terms
of the classified shares.
-
In principle we will oppose a proposal to create classified shares with
multiple voting rights.
-
In principle we will vote in favor of a proposal to create new classified
shares with no voting rights or less voting rights if all of the following conditions
are satisfied.
-
The objective of creating the new classified shares is to obtain
financing while minimizing the dilution of the existing shareholders.
-
The creation of the new classified shares does not have an
objective of protecting the voting rights of shareholders that have a direct
interest in a takeover or of major shareholders.
Issuing New Shares to a White Squire or a White Knight
A decision regarding a proposal in connection with issuing shares to a white squire or a
white knight will be made in consideration of, inter alia, the conditions of issuing the
shares.
Relaxation of Requirements to Amend the Articles of Incorporation or Company
Regulations
A decision regarding a proposal to relax the requirements to amend the articles of
incorporation or company regulations will be made in consideration of, inter alia, the
impact on shareholder value and the rights of shareholders.
Relaxation of Requirements for Approval of a Merger
A decision regarding a proposal to relax the requirements to approve a merger will be made
in consideration of, inter alia, the impact on shareholder value and on the rights of
shareholders.
Introduction or Amendment of Takeover Defense Strategy
In principle we will oppose a proposal in connection with introducing or amending a
takeover defense strategy that will reduce shareholder value or infringe the rights of
shareholders.
In principle we will oppose a proposal for which sufficient information is not
disclosed for the purpose of making a voting decision.
In principle we will vote in favor of a proposal to increase information
disclosure, if all of the following criteria are satisfied.
-
The information will be beneficial to shareholders.
-
The time and expense required for the information disclosure will be minimal.
Ex Post Facto Approval of Actions by Directors and Executive Officers
In principle we will vote in favor of a proposal requesting ex post facto approval of an
action taken by the directors or executive officers as long as there are no material
concerns such as having committed an act in violation of fiduciary duties.
Separation of Chairman of the Board of Directors and CEO
-
In principle we will vote in favor of a proposal to have a director who is
independent from the relevant company serve as the chairman of the board of directors
as long as there are not sufficient reasons to oppose the proposal, such as the
existence of a corporate governance organization that will counter a CEO who is also
serving as chairman.
-
A person considered to be independent shall mean a person for whom there is
no relationship between the relevant company and the director other than that of being
selected as a director.
Independence of Board of Directors
-
In principle we will vote in favor of a proposal to have directors who are
independent from the relevant company account for at least a majority or more than
two-thirds of the members of the board of directors.
-
In principle we will vote in favor of a proposal that the audit committee,
compensation committee and nominating committee of the board of directors shall be
composed solely of independent directors.
-
A person considered to be independent shall mean a person for whom there is
no relationship between the relevant company and the director other than that of being
selected as a director.
Ex Post Facto Approval of Actions by Statutory Auditors
In principle we will vote in favor of a proposal requesting ex post facto approval of an
action taken by a statutory auditor as long as there are no material concerns such as
having committed an act in violation of fiduciary duties.
Attendance by a Statutory Auditor at a General Meeting of Shareholders
In principle we will vote in favor of a proposal requesting that a statutory auditor attend
a general meeting of shareholders.
Fees of an accounting auditor
-
In principle we will vote in favor of a proposal requesting that the decision
on the fees of an accounting auditor is left up to the discretion of the board of
directors.
-
In principle we will oppose a proposal to reduce or waive the liability of an
accounting auditor.
Selection of the Accounting Auditor by a General Meeting of Shareholders
-
In principle we will vote in favor of a proposal to make the selection of an
accounting auditor a matter for resolution by a general meeting of shareholders.
-
Invesco Limited.
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Special Custody Acct For the
Exclusive Benefit of Customer
2801 Market Street
St. Louis, MO 63103-2523
6.66
%
26.12
%
& Smith Inc for the Sole
Benefit of Its Customers
4800 Deer Lake Drive E
Jacksonville, FL 32246-6484
11.59
%
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07361
71.67
%
54.39
%
71.90
%
61.86
%
FBO ADP/Morgan Stanley Alliance
105 Rosemont Rd
Westwood, MA 02090-2318
6.92
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Primerica Financial Services
760 Moore Rd
Kng of Prussa, PA 19406-1212
14.73
%
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
30.79
%
22.54
%
15.76
%
FBO Operations FIIOC as Agent for
100 Magellan Way KW1C
Convington, KY 41015-1999
5.50
%
Special Custody Acct for the
Exclusive Benefit of Customer
2801 Market Street
Saint Louis, MO 63103-2523
5.38
%
7.04
%
Omaha Public Power District 457 PLA
PO Box 10758
Fargo, ND 58106-0758
17.29
%
Omaha Public Power District 401K
PO Box 10758
Fargo, ND 58106-0758
13.70
%
c/o Fascore LLC
8515 E Orchard Rd #2T2
Greenwood Village, CO 80111-5002
44.96
%
c/o Fascore LLC
8515 E Orchard Rd #2T2
Greenwood Village, CO 80111-5002
18.32
%
Separate Account 401K
Attn: UIT Operation
PO Box 2999
Hartford, CT 06104-2999
9.56
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Cambridge Information Group
401(K)Retirement Plan
11500 Outlook Street
Overland, KS 66211-1804
9.50
%
Mutual Fund Operations
PO Box 3198
525 William Penn Pl
Pittsburgh, PA 15230-3198
17.00
%
Its Customers
Attn: Fund Administration 97CS8
4800 Deer Lake Dr E 2nd Floor
Jacksonville, FL 32246-6484
10.24
%
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07508
7.45
%
5.49
%
15.43
%
24.23
%
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street 5th Fl
Attn: Kate Recon
New York, NY 10281-5503
6.67
%
50.43
%
1 Pershing Plaza
Jersey City, NJ 07399-0002
6.96
%
7.18
%
Omnibus For Mutual Funds
Attn: Courtney Waller
800 Carillon Parkway
St. Petersburg, FL 33716-1102
12.19
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
FBO Primerica Financial Services
760 Moore Rd
Kng of Prussa, PA 19406-1212
8.08
%
25.98
%
Special Custody Account for the
Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4151
7.62
%
FBO Principal Financial Group Qualified
FIA Omnibus
Attn: NPIO Trade Desk
711 High St
Des Moines, IA 50392-0001
5.67
%
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
23.44
%
16.51
%
46.25
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
FBO Certain Employee Benefit Plans
100 Magellan Way KWIC
Covington, KY 41015-1999
6.57
%
Special Custody Acct for the
Exclusive Benefit of Customer
2801 Market Street
Saint Louis, MO 63103-2523
6.25
%
8.05
%
5.89
%
Insurance Company
c/o Fascorp
8515 Orchard RD 2T2
Greenwood Village, CO 80111-5002
7.53
%
Separate Account 401K
Attn: UIT Operation
PO Box 2999
Hartford, CT 06104-2999
18.56
%
Fund Omnibus Account
c/o Invesco Advisers
11 Greenway Plz, Ste 2500
Houston, TX 77046-1188
11.98
%
Fund Omnibus Account
c/o Invesco Advisers
11 Greenway Plz, Ste 2500
Houston, TX 77046-1188
7.87
%
Omnibus Account
c/o Invesco Advisers
11 Greenway Plz Ste 2500
Houston, TX 77046-1134
14.15
%
400 Robert Street N Ste A
Saint Paul, MN 55101-2099
22.50
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Its Customers
Attn: Fund Administration 97P53
4800 Deer Lake Dr E 2nd Floor
Jacksonville, FL 32246-6484
15.17
%
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NY 07311
5.02
%
9.47
%
22.79
%
16.96
%
FEBO Customers
Mutual Funds
200 Liberty St, 1WFC
New York, NY 10281-1003
6.53
%
1 Pershing Plaza
Jersey City, NJ 07399-0002
5.22
%
7.52
%
As Nominee for the TTEE/CUST PL 006
Scottsdale Healthcare Corp.
9201 E Mountain View Rd, Ste 100
Scottsdale, AZ 85258-5140
10.89
%
Omni Account M/F
Attn: Department Manager
499 Washington Blvd 9th Floor
Jersey City, NJ 07310-2055
5.30
%
Various Retirement Plans
1525 West WT Harris Blvd
Charlotte, NC 28262-8522
17.54
%
FHS Retirement Savgs 403B Pl ERISA
c/o Mutual Funds
PO Box 8880
Wilmington, DE 19899-8880
5.46
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
FBO Primerica Financial Services
760 Moore Rd
Kng of Prussa, PA 19406-1212
12.83
34.82
%
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
10.06
%
6.32
%
Employee Benefit Plans
100 Magellan Way # KW1C
Covington, KY 41015-1987
11.28
%
Special Custody Acct for the
Exclusive Benefit of Customer
2801 Market Street
St Louis, MO 63103-2523
8.35
%
16.42
%
Separate Account 401K
Attn: UIT Operation
PO Box 2999
Hartford, CT 06104-2999
28.59
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Company Inc as Agent for
Reliance Trust Company FBO
Agents Plan Customers
PO Box 2999
Hartford, CT 06104-2999
6.16
%
Trustee: Reliance Trust Company
400 Atrium Drive
Somerset, NJ 08873-4162
6.26
%
FBO the Sole Benefit of Customers
Attn: Fund Administration
4800 Deer Lake Drive East 2nd Floor
Jacksonville, FL 32246-6484
14.21
%
5.48
%
12.45
%
6.81
%
Its Customers
Attn Fund Administration
4800 Deer Lake Dr E Fl 2
Jacksonville, FL 32246-6484
7.47
%
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
10.91
%
12.09
%
FEBO Customers
Mutual Funds
200 Liberty St, 1WFC
New York, NY 10281-1003
5.95
%
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street 5th Flr
Attn: Kate Recon
New York, NY 10281-5503
12.18
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Nominee Trustee Custodian
107 Astrotech 401K Employee
401 Congress Ave., Ste 1650
Austin, TX 78701-3703
7.18
%
1 Pershing Plaza
Jersey City, NJ 07399-0002
6.22
%
5.15
%
8.46
%
FBO Our Customers
PO Box 2226
Omaha, NE 68103-2226
7.88
%
FBO AIGFSB Custodian Trustee FBO
Ret Plans
2929 Allen Parkway A6-20
Houston, TX 77019-7117
66.14
%
Various Retirement Plans
1525 West WT Harris Blvd
Charlotte, NC 28262-8522
5.60
%
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Primerica Financial Services
760 Moore Rd
King of Prussia, PA 19406-1212
15.60
%
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts, MO 63043-3009
8.73
%
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
FBO Certain Employee Benefit Plans
100 Magellan Way KWIC
Covington, KY 41015-1999
22.46
%
Special Custody Acct for the
Exclusive Benefit of Customer
2801 Market St
Saint Louis, MO 63103-2523
5.25
%
6.86
%
Its Customers
Attn: Fund Administration 97FW6
4800 Deer Lake Dr E 2nd Fl
Jacksonville, FL 32246-6484
12.17
%
17.66
%
6.13
%
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NY 07311
14.73
%
15.03
%
22.99
%
26.01
%
FEBO Customers
Mutual Funds
200 Liberty St, 1WFC
New York, NY 10281-1003
8.90
%
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street 5th Floor
Attn: Kate Recon
New York, NY 10281-5503
8.35
%
1 Pershing Plaza
Jersey City, NJ 07399-0002
6.93
%
11.13
%
Omnibus for Mutual Funds
Attn: Courtney Waller
880 Carillon Pkwy
St. Petersburg, FL 33716-1102
8.89
%
FBO ADP/MSDW Alliance
105 Rosemont Road
Westwood, MA 02090-2318
5.06
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Partnership
Attn: Gary Crum
11 E Greenway Plz Ste 1919
Houston, TX 77046-1103
17.46
%
Special Custody FBO Customers (SIM)
Attn: Mutual Funds
101 Montgomery St
San Francisco, CA 94104-4151
5.73
%
Special Custody Acct for the
Exclusive Benefit of Customer
2801 Market Street
St Louis, MO 63103-2523
6.31
%
5.19
%
7.23
%
24.86
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Separate Account 401k
Attn: UIT Operation
P.O. Box 2999
Hartford, CT 06104-2999
15.73
%
Company Inc as Agent for
Reliance Trust Company FBO
Agents Plan Customers
PO Box 2999
Hartford, CT 06104-2999
15.60
%
1555 Peachtree St NE
4th Floor General Ledger Accounting
Atlanta, GA 30309-2460
41.35
%
1555 Peachtree St NE
Atlanta, GA 30309-2460
29.99
%
Its Customers
Attn: Fund Administration
4800 Deer Lake Dr E 2nd FL
Jacksonville, FL 32246-6484
5.49
%
12.57
%
14.64
%
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NY 07311
6.82
%
10.58
%
FEBO Customers
Mutual Funds
200 Liberty St, 1WFC
New York, NY 10281-1003
9.65
%
6.31
%
Institutional Class
Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Shares
Percentage
Percentage
Percentage
Percentage
Percentage
Percentage
Name and Address of Principal Holder
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
Owned of Record
The Exclusive Benefit of Cust
One World Financial Center
200 Liberty Street 5th Floor
Attn: Kate Recon
New York, NY 10281-5503
9.11
%
1 Pershing Plaza
Jersey City, NJ 07399-0002
9.52
%
6.50
%
7.46
%
of New York
One Orange Way B3N
Windsor, CT 06095-4773
12.85
%
Omni Account M/F
499 Washington Blvd 9th FL
Jersey City, NJ 07310-2055
5.79
%
2012
Management
Management
Net Management
Fund Name
Fee Payable
Fee Waivers
Fee Paid
$
745,627
$
(5,796
)
$
739,831
Compensation Accrued for the
Fiscal Year ended
Fund Name
2010
2011
$
855,804
$
802,845
Reduction of Advisory Fee Paid for the Fiscal Year ended
Fund Name
2010
2011
N/A
$
4,260
Advisory Fee Paid ($000) for the Fiscal Year ended
April 30,
Fund Name
2009
2010
2011
2011
$
3,841
$
4,187
N/A
$
3,673
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
$
29,777
$
31,568
N/A
$
11,252
(net of fee waivers)
(net of fee waivers)
$
7,686
$
10,425
$
12,136
$
1,039
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
$
2,806
$
4,161
$
7,471
$
718
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
$
1,099
$
866
$
567
$
9
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
(net of fee waivers)
Advisory Fee Waived ($000) for the Fiscal Year ended
March 31,
April 30,
Fund Name
2009
2010
2011
2011
$
3,305
$
1,265
$
101
$
8
N/A
N/A
$
59
$
35
N/A
N/A
$
38
$
30
N/A
$
36
N/A
$
86
Other Pooled
Other Registered Investment
Investment Vehicles
Other Accounts
Dollar
Companies Managed (assets
Managed (assets in
Managed
Range of
in millions)
millions)
(assets in millions)
Investments
Portfolio
in Each
Number of
Number of
Number of
Manager
Fund
1
Accounts
Assets
Accounts
Assets
Accounts
Assets
Invesco Technology Sector Fund (March 31, 2012)
None
6
$
10,900.2
1
$
162.0
3,626
2
$
890.7
2
None
2
$
945.6
1
$
162.0
None
None
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
These are accounts of individual
investors for which Invesco provides investment advice. Invesco offers
separately managed accounts that are managed according to the investment models
developed by its portfolio managers and used in connection with the management
of certain Invesco Funds. These accounts may be invested in accordance with
one or more of those investment models and investments held in those accounts
are traded in accordance with the applicable models.
Other Pooled
Other Registered Investment
Investment Vehicles
Other Accounts
Dollar
Companies Managed (assets
Managed (assets in
Managed
Range of
in millions)
millions)
(assets in millions)
Investments
Number
Number
Portfolio
in Each
Number of
of
of
Manager
Fund
1
Accounts
Assets
Accounts
Assets
Accounts
Assets
Invesco Van Kampen American Value Fund (April 30, 2011)
Over $1,000,000
6
$
1,398.3
None
None
None
None
$
10,001-$50,000
18
$
27,186.3
None
None
None
None
$
100,001-$500,000
6
$
1,398.3
None
None
None
None
Invesco Van Kampen Comstock Fund (April 30, 2011)
$
50,001-$100,000
15
$
9,695.6
1
$
60.8
4,100
2
537.0
2
$
500,001-$1,000,000
15
$
9,695.6
1
$
60.8
4,100
2
537.0
2
$
100,001-$500,000
15
$
9,695.6
1
$
60.8
4,100
2
537.0
2
$
100,001-$500,000
15
$
9,695.6
1
$
60.8
4,100
2
537.0
2
$
50,001-$100,000
15
$
9,695.6
1
$
60.8
4,100
2
537.0
2
Invesco Van Kampen Mid Cap Growth Fund (April 30, 2011)
None
5
$
3047.7
None
None
1
$
34.4
Invesco Van Kampen Small Cap Value Fund (April 30, 2011)
Over $1,000,000
4
$
1,401.9
None
None
512
2
$
57.0
2
Over $1,000,000
4
$
1,401.9
None
None
512
2
$
57.0
2
$
500,001-$1,000,000
4
$
1,401.9
1
$
38.6
512
2
$
57.0
2
Invesco Van Kampen Value Opportunities Fund (April 30, 2011)
$
1-$10,000
15
$
18,917.2
1
$
60.8
4,100
2
537.0
2
None
15
$
18,917.2
1
$
60.8
4,100
2
537.0
2
3
Mr. Leach began serving as portfolio
manager of Invesco Van Kampen Mid Cap Growth Fund on March 22, 2011.
Other Pooled
Other Registered Investment
Investment Vehicles
Other Accounts
Dollar
Companies Managed (assets
Managed (assets in
Managed
Range of
in millions)
millions)
(assets in millions)
Investments
Portfolio
in Each
Number of
Number of
Number of
Manager
Fund
1
Accounts
Assets
Accounts
Assets
Accounts
Assets
$
100,001-$500,000
2
$
1,429.7
None
None
None
None
Over $1,000,000
15
$
18,917.2
1
$
60.8
4,100
2
537.0
2
None
15
$
18,917.2
1
$
60.8
4,100
2
537.0
2
None
15
$
18,917.2
1
$
60.8
4,100
2
537.0
2
Ø
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.
Ø
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.
Ø
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.
Ø
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 U.S. Mid
Cap Value Fund, Invesco Value Fund, Invesco V.I. Basic Value 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 and Invesco Van Kampen V.I. Mid Cap 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 7, 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.
Fund
March 31, 2012
$
50,000
Compensation Accrued for the
Fiscal Year ended
Fund Name
2010
2011
$
102,185
$
59,057
Administration Fee Paid ($000) for the Fiscal Year ended
March 31,
April 30,
Fund Name
2009
2010
2011
2011
N/A
N/A
N/A
$
160
N/A
N/A
N/A
$
253
N/A
N/A
$
378
$
36
N/A
N/A
$
250
$
29
N/A
N/A
$
47
$
4
1
The predecessor fund of Invesco Van Kampen Comstock Fund did not enter into a legal service agreement with Van Kampen Investments.
Fiscal Year ended
Fund Name
2009
2010
2011
$
88,800
$
50,426
N/A
2
Excluding the predecessor fund of
Invesco Van Kampen Comstock Fund since it did not enter into a legal services
agreement with Van Kampen Investment.
Fiscal Year ended
Fund Name
2009
2010
2011
498,000
641,177
N/A
184,600
171,100
$
36,005
3
84,500
83,300
14,784
3
62,100
40,200
10,111
3
3
The amounts are for the fiscal period
April 1, 2011 to April 30, 2011.
March 31,
April 30,
March 31,
Fund Name
2009
2010
2011
2011
2012
$
263,186
$
263,642
$
562,736
N/A
$
124,932
1,759,229
645,364
N/A
396,556
N/A
5,371,745
4,587,959
N/A
1,902,597
N/A
1,178,431
1,146,175
5,523,660
549,445
N/A
1,082,713
1,004,524
2,549,878
215,883
N/A
463,692
59,283
107,476
3,656
N/A
Brokerage
Brokerage
commissions
commissions
paid to
paid to
Morgan
Morgan
Stanley &
Stanley &
Co. for fiscal
Co. for fiscal
year ended
year ended
Fund Name:
2009
2010
$
56,720
$
0
80,030
N/A
21,144
$
34,810
Percentage of
aggregate
dollar amount
of executed
trades on
Brokerage
Percentage
which
Commissions
of aggregate
brokerage
paid to Morgan
brokerage
commissions
Stanley & Co.
commissions
were paid for
for fiscal year
for fiscal
fiscal year
ended
year ended
ended
Fund Name
2010
2010
2010
$
47,344
7.34
%
0.99
%
$
112,799
Percentage of
aggregate
dollar amount
of executed
trades on
Brokerage
Percentage
which
Commissions
of aggregate
brokerage
paid to Morgan
brokerage
commissions
Stanley & Co.
commissions
were paid for
for fiscal year
for fiscal
fiscal year
ended
year ended
ended
Fund Name
2011
2011
2011
$
0
0
%
0
%
$
101,073
19.87
%
0.01
%
$
2,034
0.74
%
0.09
%
$
71
0.72
%
0.01
%
Brokerage commissions paid to Morgan
Stanley & Co for fiscal year ended
Fund Name:
06/30/09
$
119,277
Percentage of
Percentage of
aggregate dollar
Brokerage
aggregate
amount of executed
Commissions paid
brokerage
trades on which
to Morgan Stanley
commissions
brokerage
Smith Barney for
for fiscal year
commissions were paid
fiscal year ended
ended
for fiscal year ended
Fund Name
06/30/10
06/30/10
06/30/10
$
47,344
7.34
%
0.99
%
Brokerage commissions paid to Morgan Stanley
DW Inc. for fiscal year ended
Fund Name:
03/31/09
$
7,570
166,369
Percentage of
aggregate dollar
Brokerage
Percentage of
amount of
Commissions
aggregate
executed trades on
paid to Morgan
brokerage
which brokerage
Stanley DW
commissions
commissions were
Inc. for fiscal
for fiscal year
paid for fiscal year
year ended
ended
ended
Fund Name
03/31/10
03/31/10
03/31/10
$
23,526
2.34
%
0.22
%
5,397
9.10
%
0.16
%
SECURITIES OF REGULAR BROKERS OR DEALERS
Transactions for fiscal year ended
Related Brokerage commissions
March 31,
April 30,
March 31,
March 31,
April 30,
March 31,
Fund Name:
2010
2011
2011
2012
2010
2011
2011
2012
$
0
$
524,532,683
N/A
$
90,955,875
$
0
$
289,106
N/A
$
119,217
524,497,040
N/A
1,431,009,536
N/A
371,196
N/A
1,670,088
N/A
2,046,432,281
N/A
N/A
N/A
2,986,736
N/A
N/A
N/A
911,487,443
3,681,990,338
697,208,896
N/A
1,024,059
4,384,726
487,521
N/A
545,581,503
889,090,700
107,088,791
N/A
901,992
1,582,122
194,005
N/A
38,230,085
106,476,095
3,954,466
N/A
55,262
93,043
3,478
N/A
Name of Portfolio
Issuer
Goldman Sachs Group, Inc.
Morgan Stanley
Fund/Issuer
Market Value
As of March 31, 2011
$
933,230
$
1,015,348
As of April 30, 2011
$
889,298
$
971,865
Name of Portfolio
Issuer
Goldman Sachs Group, Inc.
Morgan Stanley
Market Value
Fund/Issuer
(as of April 30, 2011)
$
98,670,538
$
101,076,601
Invesco Balanced-Risk Allocation Fund
Invesco Balanced-Risk Commodity Strategy 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 Charter Fund
Invesco China Fund
Invesco Conservative Allocation Fund
Invesco Constellation Fund
Invesco Convertible Securities Fund
Invesco Developing Markets Fund
Invesco Diversified Dividend Fund
Invesco Dynamics Fund
Invesco Emerging Markets Equity Fund
Invesco Endeavor Fund
Invesco Energy Fund
Invesco Equally-Weighted S&P 500 Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Global Core Equity Fund
Invesco Global Quantitative Core Fund
Invesco Global Growth Fund
Invesco Global Health Care Fund
Invesco Global Opportunities Fund
Invesco Global Real Estate Fund
Invesco Global Real Estate Income Fund
Invesco Global Select Companies Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Growth Allocation Fund
Invesco Income Allocation Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco Leisure Fund
Invesco Mid Cap Core Equity Fund
Invesco Moderate Allocation Fund
Invesco Pacific Growth Fund
Invesco Premium Income Fund
Invesco Real Estate Fund
Invesco S&P 500 Index Fund
Invesco Small Cap Equity Fund
Invesco Small Cap Growth Fund
Invesco Select Companies Fund
Invesco Summit Fund
Invesco Technology Fund
Invesco Technology Sector Fund
Invesco U.S. Quantitative Core Fund
Invesco Utilities Fund
Invesco Van Kampen American Franchise 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 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 Value Opportunities Fund
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
of the Net
of the Net
Amount of Investment in
of the Public
Amount
Amount
Single Transaction
Offering Price
Invested
Invested
50,000
5.50
%
5.82
%
5.00
%
100,000
4.50
4.71
4.00
250,000
3.50
3.63
3.00
500,000
2.75
2.83
2.25
1,000,000
2.00
2.04
1.75
Invesco Core Plus Bond Fund
Invesco Emerging Market Local Currency Debt Fund
Invesco High Yield Fund
Invesco High Yield Securities Fund
Invesco International Total Return Fund
Invesco Municipal Bond Fund
Invesco U.S. Government Fund
Invesco Van Kampen Corporate Bond 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
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
of the Net
of the Net
Amount of Investment in
of the Public
Amount
Amount
Single Transaction
Offering Price
Invested
Invested
$ 50,000
4.75
%
4.99
%
4.25
%
$ 100,000
4.25
4.44
4.00
$ 250,000
3.50
3.63
3.25
$ 500,000
2.50
2.56
2.25
$1,000,000
2.00
2.04
1.75
Invesco Tax-Free Intermediate Fund (Class A2 shares)
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
of the Net
of the Net
Amount of Investment in
of the Public
Amount
Amount
Single Transaction
Offering Price
Invested
Invested
$ 100,000
1.00
%
1.01
%
0.75
%
$ 250,000
0.75
0.76
0.50
$1,000,000
0.50
0.50
0.40
Invesco Limited Maturity Treasury Fund (Class A shares)
Invesco Short Term Bond Fund
Invesco Tax-Free Intermediate Fund (Class A shares)
Dealer
Investors Sales Charge
Concession
As a
As a
As a
Percentage
Percentage
Percentage
of the Net
of the Net
Amount of Investment in
of the Public
Amount
Amount
Single Transaction
Offering Price
Invested
Invested
100,000
2.50
%
2.56
%
2.00
%
250,000
1.75
1.78
1.50
500,000
1.25
1.27
1.00
1,000,000
1.00
1.01
1.00
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), money purchase plan, profit sharing plan, or a tax-sheltered
403(b)(7) custodial account; and
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 any time 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 generally 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, and additional
purchases will be subject to the appropriate breakpoint sales charge based on the
accounts current Right of Accumulation value.
If the intended investment is not completed, the purchaser generally 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;
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;
j.
Shareholders of record of Class B shares of Invesco Global Dividend
Growth Securities Fund on May 20, 2011, who have continuously owned shares and who
purchase additional Class A shares of Invesco Global Core Equity Fund,
respectively; and
k.
Shareholders of record of Class B shares of Invesco Van Kampen Global
Equity Allocation Fund on May 20, 2011, who have continuously owned shares and who
purchase additional Class A shares of Invesco Global Core Equity Fund,
respectively.
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);
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), money purchase plan, profit sharting 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.
ACS HR Solutions
1
st
Partners, Inc.
401k Exchange, Inc.
401k Producer Services
A G Edwards & Sons, Inc.
ADP Broker Dealer, Inc.
AIG Retirement
Advantage Capital Corporation
Advest Inc.
Allianz Life
Allstate
Alliance Benefit Group
American Enterprise Investment
American Portfolios Financial Services Inc.
American Skandia Life Assurance Corporation
Ameriprise Financial Services Inc.
Ameritrade
Ascensus
Associated Securities Corporation
AXA Advisors, LLC
AXA Equitable
Baden Retirement Plan Services
The Bank of New York
Bank of America
Bank of Oklahoma
Barclays Capital Inc.
BCG Securities
Bear Stearns Securities Corp.
Bear Stearns and Co. Inc.
Benefit Plans Administrators
Benefit Trust Company
BNP Paribas
BOSC, Inc.
Branch Banking & Trust Company
Brinker Capital
Brown Brothers Harriman & Co.
Buck Kwasha Securities LLC
Cadaret Grant & Company, Inc.
Cambridge Investment Research, Inc.
Cantella & Co., Inc.
Capital One Investment Services LLC
Center for Due Diligence
Cantor Fitzgerald & Co.
Centennial Bank
Charles Schwab & Company, Inc.
Chase Insurance Life Annuity
Citigroup Global Markets Inc.
Citi Smith Barney
Citibank NA
Citistreet
City National
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
Crowell Weedon & Co.
CUNA Brokerage Services, Inc.
CUSO Financial Services, Inc.
D.A. Davidson & Company
Daily Access Corporation
Davenport & Company LLC
David Lerner & Associates
Deutsche Bank Securities, Inc.
Digital Retirement Solutions
Dorsey & Company Inc.
Dyatech LLC
E*Trade Securities Inc
Edward Jones & Co.
Equitable Life
Equity Services, Inc.
ERISA Administrative 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
First Clearing Corp.
First Command Financial Planning, Inc.
First Financial Equity Corp.
First National Bank
First Southwest Company
Fringe Benefits Administrators Limited
Fringe Benefits Design
Frost Brokerage Services, Inc.
Frost National Bank
FSC Securities Corporation
Fund Services Advisors, Inc.
Gardner Michael Capital, Inc.
GE Capital Life Insurance
GE Life & Annuity Company
Genworth
Genworth Financial Securities Corp.
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 Associates Inc
Hewitt Financial Services
Hightower Securities, LLC
Hilliard Lyons Inc
Hornor, Townsend & Kent, Inc.
Huntington Capital
Huntington National Bank
Huntington Investment Co
ICMA Retirement Corporation
ING
Ingham Group
Insured Retirement Institute
Intersecurities, Inc.
INVEST Financial Corporation, Inc.
Investacorp, Inc.
Investment Centers of America, Inc.
Jackson National Life
Janney Montgomery Scott Inc
Jefferson National Life Insurance Company
Jefferson Pilot Securities Corporation
J.M. Lummis Securities
John Hancock
JP Morgan
Kanaly Trust Company
Kaufmann and Goble Associates
Kemper
LaSalle Bank, N.A.
Legend Equities Corp
Legend Clearing Corp
Lincoln Financial
Lincoln Investment Planning
Lincoln National Life Insurance
Liquid Assets
Loop Capital Markets, LLC
LPL Financial Corp.
M & T Securities, Inc.
M M L Investors Services, Inc.
Marshall & Ilsley Trust Co., N.A.
Matrix
Mellon Bank N.A.
Mellon Financial
Mellon Financial Markets
Mercer Trust Company
Merrill Lynch
Metlife
Metropolitan Life
Meyer Financial Group, Inc.
Mid Atlantic Capital Corporation
Milliman Inc
Minnesota Lfe Insurance Co.
MMC Securities Corp
Money Concepts
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 Services Corporation
National Integrity Life Insurance Co
National Planning Corporation
National Planning Holdings
National Retirement Partners Inc.
Nationwide
New York Life
Newport Retirement Services Inc
Next Financial Group, Inc.
NFP Securities Inc.
NRP Financial
Northeast Securities, Inc.
Northwest Plan Services Inc
Northwestern Mutual Investment Services
OFI Private Investments Inc
Ohio National
OneAmerica Financial Partners Inc.
Oppenheimer & Company, Inc.
Oppenheimer Securities
Oppenheimer Trust Company
Pacific Life
Penn Mutual Life
Pen-Cal
Penson Financial Services
Peoples Securities Inc
Pershing LLC
PFS Investments, Inc.
Phoenix Life Insurance Company
PJ Robb
Plains Capital Bank
Plan Administrators
Plan Member
Planco
PNC Bank, N.A.
PNC Capital Markets LLC
PNC Investments, LLC
Primevest Financial Services, Inc.
Princeton Retirement Group, Inc.
Principal Financial
Principal Life Insurance Company
Proequities, Inc.
Prudential
Qualified Benefit Consultants Inc
R B C Dain Rauscher, Inc.
Randall & Hurley Inc
Raymond James
Reassure America Life Insurance Co
Reliance Trust Company
Retirement Plan Company LLC
Ridge Clearing
Robert W. Baird & Co.
Ross Sinclair & Associates LLC
Royal Alliance Associates
Riversource (Ameriprise)
RSBCO
RSM McGladrey Inc
S I I Investments, Inc.
Safekeeping/Money Center Clearing
SagePoint Financial, Inc.
Salomon Smith Barney
Sanders Morris Harris
SCF Securities, Inc.
Scott & Stringfellow, Inc.
Securities America, Inc.
Security Benefit Life
Security Distributors Inc
Securian Financial Services, Inc.
Security Distributors, Inc.
Sentra Securities
Signator Investors, Inc.
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
Sterne Agee & Leach
Stifel Nicolaus & Company
Summit Brokerage Servcies, Inc.
Summit Equities, Inc.
SunAmerica Retirement Markets, Inc
SunAmerica Securities, Inc.
SunGard
Sun Life
SunTrust
SunTrust Robinson Humphrey, Inc.
SWS Financial Services, Inc.
Symetra Investment Services Inc.
TD Ameritrade
TIAA-Cref
The (Wilson) William Financial Group
TFS Securities, Inc.
Tradetec Skyline
Transamerica Financial Advisors, Inc.
Transamerica Life
Transamerica Capital Inc.
Transamerica Treasury Curve, LLC
Trautmann Maher and Associates
Treasury Strategies
T Rowe Price
Trust Management Network, LLC
U.S. Bancorp
UBS Financial Services Inc.
UMB Financial Services, Inc.
Unified Fund Services Inc
Union Bank
Union Bank of California, N.A.
Union Central
United Planners Financial
USAA Investment Mgmt Co
USB Financial Services, Inc.
US Bank
U.S. Bank, N.A.
UVEST
USI Consulting Group
USI Securities, Inc.
The Vanguard Group
Vanguard Marketing Corp.
V S R Financial Services, Inc.
VALIC Financial Advisors, Inc.
VALIC Retirement Services Company
VLP Corporate Services
Vining Sparks IBG, LP
Wachovia Capital Markets, LLC
Wachovia
Waddell & Reed, Inc.
Wadsworth Investment Co., Inc.
Wall Street Financial Group, Inc.
Waterstone Financial Group, Inc.
Wedbush Morgan Securities Inc
Wells Fargo
Wilmington Trust Company
Woodbury Financial Services, Inc.
Woodstock Financial Group 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, money purchase plan,
profit sharing plan, Solo 401(k) or custodial account under Section 403(b) of the Code
or other retirement plan following attainment of age 70
1
/
2
, or older, and only with
respect to that portion of such distribution that does not exceed 12% annually of the
participants beneficiary account value in a particular Fund;
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 Short Term Bond Fund if
you received such Class C shares by exchanging Class C shares of 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
$
237,535
$
58,598
$
93,160
N/A
1,039,399
114,741
346,443
$
63,836
4,861,969
449,475
1,698,222
318,202
2,076,367
256,736
1,234,800
N/A
214,855
8,374
119,919
N/A
114,345
63,673
73,680
N/A
8,984
1,900
6,062
N/A
Percentage of
Commissions
Servicing and
Aggregate
Average Daily
& Transaction
Administering
Fund Name
Fees
Net Assets
Fees
Plans
Class A
$
1,200,416
0.25
%
$
0
$
1,200,416
$
180,393
0.49
%
$
88,375
$
92,018
$
405,413
1.00
%
$
303,856
$
101,557
$
43,137
0.50
%
$
21,569
$
21,568
Class A
$
13,784,348
0.25
%
$
0
$
13,784,348
$
1,531,304
0.25
%
$
0
$
1,531,304
$
5,036,908
1.00
%
$
3,777,681
$
1,259,227
$
845,506
0.50
%
$
422,753
$
422,753
Class A
$
3,420,680
0.25
%
$
0
$
3,420,680
$
991,531
0.50
%
$
497,899
$
493,632
$
1,158,272
1.00
%
$
868,704
$
289,568
$
35,365
0.50
%
$
17,682
$
17,683
Class A
$
306,755
0.25
%
$
0
$
306,755
$
44,110
0.50
%
$
33,083
$
11,028
$
106,222
1.00
%
$
79,667
$
26,556
$
4,909
0.50
%
$
2,454
$
2,455
Unreimbursed
Distribution-
Fund Name
Related Expenses
Class A
$
0
$
112,792,618
$
0
Class B
$
0
$
0
Unreimbursed
Distribution-
Fund Name
Related Expenses
Class B
$
0
$
0
Class B
$
0
$
146,850
Class B
$
0
$
146,550
Class B
$
0
$
29,632
Class B
$
0
$
32,067
Class B
$
0
$
103,458
Class B
$
0
$
98,589
Class B
$
0
$
0
Class B
$
0
$
0
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco
Kampen
Kampen
Kampen
Kampen
Technology
American
American
Comstock
Comstock
Sector Fund
Value Fund
Value Fund
Fund
Fund
(03/31/12)
(06/30/10)
(04/30/11)
(12/31/10)
(04/30/11)
$
0
$
0
$
0
$
0
$
0
0
0
0
0
$
0
0
0
0
0
$
0
0
0
0
0
$
0
237,535
97,929
1,039,399
7,872,355
4,861,969
0
0
0
0
$
0
0
0
0
0
$
0
$
237,535
$
97,929
$
1,039,399
$
7,872,355
$
4,861,969
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Kampen Mid Cap
Kampen Mid Cap
Kampen Small Cap
Kampen Small Cap
Kampen Value
Kampen Value
Growth Fund
Growth Fund
Value Fund
Value Fund
Opportunities Fund
Opportunities Fund
(03/31/11)
(04/30/11)
(03/31/11)
(04/30/11)
(03/31/11)
(04/30/11)
$
0
$
0
$
0
$
0
$
0
$
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
2,824,657
306,755
1,765,496
214,855
92,598
8,984
0
0
0
0
0
0
0
0
0
0
0
0
$
2,824,657
$
306,755
$
1,765,496
$
214,855
$
92,598
$
8,984
Invesco Van
Invesco Van
Invesco Van
Invesco
Kampen
Kampen
Kampen
Invesco Van
Technology
American
American
Comstock
Kampen
Sector Fund
Value Fund
Value Fund
Fund
Comstock
(03/31/12)
(06/30/10)
(04/30/11)
(12/31/10)
Fund (4/30/11)
$
345
$
0
$
95
$
212
$
200
76
0
0
46
7
0
0
0
602
56
43,949
9,158
38,118
114,630
3,339
14,228
7,352
76,239
687,624
444,952
0
0
289
4,128
846
0
0
0
344
75
$
58,598
$
16,510
$
114,741
$
807,586
$
449,475
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Kampen Mid Cap
Kampen Mid Cap
Kampen Small Cap
Kampen Small Cap
Kampen Value
Kampen Value
Growth Fund
Growth Fund
Value Fund
Value Fund
Opportunities Fund
Opportunities Fund
(03/31/11)
(04/30/11)
(03/31/11)
(04/30/11)
(03/31/11)
(04/30/11)
$
413
$
42
$
114
$
15
$
0
$
0
0
0
0
0
0
0
138
14
0
0
0
0
338,562
9,969
114,190
132
36,998
387
334,366
33,875
65,529
8,184
12,585
1,502
1,929
195
344
43
88
11
138
14
0
0
0
0
$
675,546
$
44,109
$
180,177
$
8,374
$
49,671
$
1,900
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco
Kampen
Kampen
Kampen
Kampen
Technology
American
American
Comstock
Comstock
Sector Fund
Value Fund
Value Fund
Fund
Fund
(03/31/12)
(06/30/10)
(04/30/11)
(12/31/10)
(04/30/11)
$
0
$
0
$
1,120
$
2,521
$
5,908
0
0
0
553
168
0
0
0
6,147
1,869
16,472
3,787
40,581
319,662
190,742
73,880
29,285
299,144
2,466,145
1,471,027
2,808
631
5,598
46,105
26,171
0
0
0
4,098
2,337
$
93,160
$
33,703
$
346,443
$
2,845,231
$
1,698,222
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Kampen Mid Cap
Kampen Mid Cap
Kampen Small Cap
Kampen Small Cap
Kampen Value
Kampen Value
Growth Fund
Growth Fund
Value Fund
Value Fund
Opportunities Fund
Opportunities Fund
(03/31/11)
(04/30/11)
(03/31/11)
(04/30/11)
(03/31/11)
(04/30/11)
$
2,866
$
313
$
3,042
$
351
$
0
$
0
0
0
0
0
0
0
955
105
1,217
140
0
0
214,632
11,934
235,731
13,473
6,751
662
734,643
92,090
782,194
103,920
51,606
5,277
15,285
1,675
16,429
1,895
1,190
123
955
105
1,217
140
0
0
$
969,336
$
106,222
$
1,039,830
$
119,919
$
59,547
$
6,062
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Invesco Van
Kampen American
Kampen American
Kampen Comstock
Kampen Comstock
Kampen Mid Cap
Kampen Mid Cap
Value Fund
Value Fund
Fund
Fund
Growth Fund
Growth Fund
(06/30/10)
(04/30/11)
(12/31/10)
(04/30/11)
(03/31/11)
(04/30/11)
$
1
$
130
$
393
$
608
$
108
$
23
0
9
52
38
6
1
1
92
497
390
60
13
57
2,478
14,089
10,916
2,184
454
5,150
59,979
475,152
301,205
28,668
4,257
25
1,062
5,349
4,665
718
149
2
86
419
380
59
12
$
5,236
$
63,836
$
495,951
$
318,202
$
31,803
$
4,909
March 31, 2011
April 30, 2011
March 31, 2012
Sales
Amount
Sales
Amount
Sales
Amount
Fund
Charges
Retained
Charges
Retained
Charges
Retained
$
15,112
$
1,610
N/A
N/A
$
7,902
$
884
N/A
N/A
$
791,735
$
95,075
N/A
N/A
N/A
N/A
$
1,859,960
$
216,187
N/A
N/A
726,096
131,915
$
30,946
$
4,658
N/A
N/A
49,159
8,102
10,965
1,384
N/A
N/A
Fund
March 31, 2011
April 30, 2011
March 31, 2012
$
10,139
N/A
$
6,940
N/A
$
40,876
N/A
N/A
$
152,715
N/A
91,764
$
5,789
N/A
10,907
768
N/A
Fund Name
2009
2010
Front End
$
12,412
$
8,758
CDSCs
$
372
$
250
CDSCs
$
55,397
$
18,029
CDSCs
$
592
$
288
Total
Amounts
Underwriting
Retained by
Fund Name
Commissions
Distributor
2010
$
837,881
$
138,399
$
1,035,200
$
171,400
2010
$
4,316,489
$
572,786
$
4,953,400
$
796,400
April 30, 2011
$
207,674
$
26,428
$
1,514,897
$
176,139
$
1,681,100
$
306,600
$
2,259,700
$
377,200
2010
$
1,396,800
$
188,700
$
787,500
$
113,900
2010
$
73,800
$
11,900
$
98,200
$
16,100
Item 28.
Exhibits
(a) Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective
September 14, 2005.
(4)
(b) Amendment No. 1, dated May 24, 2006, to the Amended and Restated Agreement and Declaration of
Trust of Registrant, adopted effective September 14, 2005.
(5)
(c) Amendment No. 2, dated July 5, 2006, to the Amended and Restated Agreement and Declaration of
Trust of Registrant, dated September 14, 2005.
(5)
(d) Amendment No. 3, dated May 1, 2008, to the Amended and Restated Agreement and Declaration of
Trust of Registrant, adopted effective September 14, 2005.
(8)
(e) Amendment No. 4, dated June 19, 2008, to the Amended and Restated Agreement and Declaration
of Trust of Registrant, adopted effective September 14, 2005.
(8)
(f) Amendment No. 5, dated November 12, 2009, to the Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14, 2005.
(11)
(g) Amendment No. 6, dated February 12, 2010, to the Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14, 2005.
(13)
(h) Amendment No. 7, dated February 26, 2010, to the Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14, 2005.
(13)
(i) Amendment No. 8, dated June 15, 2010, to the Amended and Restated Agreement and Declaration
of Trust of Registrant, adopted effective September 14, 2005.
(15)
(j) Amendment No. 9, dated October 14, 2010, to the Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14, 2005.
(17)
(k) Amendment No. 10, dated April 1, 2011, to the Amended and Restated Agreement and Declaration
of Trust of Registrant, adopted effective September 14, 2005.
(19)
(l) Amendment No. 11, dated December 19, 2011, to the Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14, 2005.
(22)
(a) Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005.
(4)
(b) Amendment dated, August 1, 2006, to the Amended and Restated Bylaws of Registrant, adopted
effective September 14, 2005.
(6)
(c) Amendment No. 2, dated March 23, 2007, to the Amended and Restated Bylaws of Registrant,
adopted effective September 14, 2005.
(6)
(d) Amendment No. 3, dated January 1, 2008, to the Amended and Restated Bylaws of Registrant,
adopted effective September 14, 2005.
(7)
(e) Amendment No. 4, dated April 30, 2010, to the Amended and Restated Bylaws of Registrant,
adopted effective September 14, 2005.
(13)
Articles II, VI, VII, VIII and IX of the Amended and Restated Agreement and Declaration of Trust
and Articles IV, V and VI of the Amended and Restated Bylaws, as amended, both as previously
filed define rights of holders of shares.
(a) Master Investment Advisory Agreement, dated November 25, 2003 between Registrant and
A I M Advisors, Inc.
(1)
(b) Amendment No. 1, dated October 15, 2004, to Master Investment Advisory Agreement between
Registrant and A I M Advisors, Inc.
(2)
(c) Amendment No. 2, dated July 18, 2005, to Master Investment Advisory Agreement between
Registrant and A I M Advisors, Inc.
(3)
(d) Amendment No. 3, dated January 1, 2010, to Master Investment Advisory Agreement between
Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc.,
formerly A I M Advisors, Inc.
(12)
(e) Amendment No. 4, dated February 12, 2010, to Master Investment Advisory Agreement between
Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors,
Inc.
(13)
(f) Amendment No. 5, dated April 30, 2010, to Master Investment Advisory Agreement between
Registrant and Invesco Advisers, Inc.
(13)
(g) Amendment No. 6, dated May 23, 2011, to Master Investment Advisory Agreement between
Registrant and Invesco Advisers, Inc.
(20)
(h) Amendment No. 7, dated December 19, 2011, to Master Investment Advisory Agreement between
Registrant and Invesco Advisers, Inc.
(22)
(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.
(8)
(b) Amendment No. 1, dated January 1, 2010, to Master Intergroup Sub-Advisory Contract for Mutual
Funds, between Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc. on
behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset
Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco
Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd.
(12)
(h) Amendment No. 7, dated December 20, 2007, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc.
(7)
(i) Amendment No. 8, dated April 28, 2008, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc. (formerly, A I M Distributors, Inc.)
(8)
(j) Amendment No. 9, dated April 30, 2008, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(8)
(k) Amendment No. 10, dated May 1, 2008, to the First Restated Master Distribution Agreement made
as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between
Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc.
(8)
(l) Amendment No. 11, dated July 24, 2008, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(9)
(m) Amendment No. 12, dated October 3, 2008, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(10)
(n) Amendment No. 13, dated May 29, 2009, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(10)
(o) Amendment No. 14, dated June 2, 2009, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(10)
(p) Amendment No. 15, dated July 14, 2009, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors,
Inc.
(10)
(q) Amendment No. 16, dated September 25, 2009, to the First Restated Master Distribution
Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006,
by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(13)
(r) Amendment No. 17, dated November 4, 2009, to the First Restated Master Distribution
Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006,
by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim
Distributors, Inc.
(13)
(s) Amendment No. 18, dated February 1, 2010, to the First Restated Master Distribution
Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006,
by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim
Distributors, Inc.
(13)
(t) Amendment No. 19, dated February 12, 2010, to the First Restated Master Distribution
Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006,
by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(13)
(u) Amendment No. 20, dated February 12, 2010, to the First Restated Master Distribution
Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006,
by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim
Distributors, Inc.
(13)
(v) Amendment No. 21, dated April 30, 2010, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Distributors,
Inc., formerly Invesco Aim Distributors, Inc.
(13)
(w) Amendment No. 22, dated June 14, 2010, to the First Restated Master Distribution Agreement
made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and
between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Distributors,
Inc.
(14)
(x) Amendment No. 23, dated October 29, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares)
(17)
(y) Amendment No. 24, dated November 29, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares)
(17)
(z) Amendment No. 25, dated December 22, 2010, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares)
(18)
(aa) Amendment No. 26, dated May 23, 2011, to the First Restated Master Distribution Agreement,
(all Classes of Shares except Class B shares and Class B5 shares)
(20)
(bb) Amendment No. 27, dated May 31, 2011, to the First Restated Master Distribution Agreement,
(all Classes of Shares except Class B shares and Class B5 shares)
(20)
(cc) Amendment No. 28, dated June 6, 2011, to the First Restated Master Distribution Agreement,
(all Classes of Shares except Class B shares and Class B5 shares)
(20)
(dd) Amendment No. 29, dated December 14, 2011, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares).
(22)
(ee) Amendment No. 30, dated December 19, 2011, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares).
(22)
(ff) Amendment No. 31, dated December 27, 2011, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares).
(22)
(a) First Restated Master Distribution Plan (Compensation) (Investor Class Shares) effective July
1, 2004, as subsequently amended, with respect to AIM Energy Fund, AIM Financial Services Fund,
AIM Gold & Precious Metals Fund, AIM Leisure Fund and AIM Utilities Fund.
(6)
(b) Amendment No. 1, dated December 20, 2007, to the First Restated Master Distribution Plan
(Compensation) (Investor Class Shares) effective July 1, 2004, as subsequently amended, with
respect to AIM Energy Fund, AIM Financial Services Fund, AIM Gold & Precious Metals Fund, AIM
Leisure Fund and AIM Utilities Fund.
(7)
(c) Amendment No. 2, dated April 28, 2008, to the First Restated Master Distribution Plan
(Compensation) (Investor Class shares), with respect to AIM Energy Fund, AIM Financial Services
Fund, AIM Gold & Precious Metals Fund, AIM Leisure Fund, and AIM Utilities Fund.
(8)
(d) Amendment No. 3, dated April 30, 2010, to the First Restated Master Distribution Plan
(Compensation)(Investor Class shares), with respect to Invesco Energy Fund, Invesco Financial
Services Fund, Invesco Gold & Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities
Fund.
(13)
(e) Amendment No. 4, dated December 1, 2011, to the First Restated Master Distribution Plan
(Compensation)(Investor Class shares), with respect to Invesco Energy Fund, Invesco Gold &
Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund.
(22)
(a) First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as
subsequently amended September 20, 2006.
(6)
(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan
(Class A shares), effective as of August 18, 2003, as subsequently amended , and as restated
September 20, 2006.
(6)
(c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan
(Class A shares), effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(6)
(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(6)
(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan (Class
A shares), effective as of August 18, 2003, as subsequently amended, and as restated September
20, 2006.
(6)
(f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan (Class
A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(8)
(g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(8)
(h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(9)
(i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(10)
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan (Class A
Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(10)
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(10)
(l) Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution Plan
(Class A shares) , effective as of August 18, 2003, as subsequently amended and as restated
September 20, 2006.
(13)
(m) Amendment No. 12, dated February 1, 2010, to First Restated Master Distribution Plan (Class
A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(13)
(n) Amendment No. 13, dated February 12, 2010, to First Restated Master Distribution Plan
(Class A shares), effective as of August 18, 2003, as subsequently amended and as restated
September 20, 2006.
(13)
(o) Amendment No. 14, dated April 30, 2010, to First Restated Master Distribution Plan (Class
A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(13)
(p) Amendment No. 15, dated May 4, 2010, to First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(13)
(q) Amendment No. 16, dated June 14, 2010, to First Restated Master Distribution Plan (Class A
shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(14)
(r) Amendment No. 17, dated October 29, 2010, to the First Restated Master Distribution Plan
(Class A shares)
(17)
(s) Amendment No. 18, dated November 29, 2010, to the First Restated Master Distribution Plan
(Class A shares)
(17)
(t) Amendment No. 19, dated May 23, 2011, to the First Restated Master Distribution Plan
(Class A shares)
(20)
(u) Amendment No. 20, dated June 6, 2011, to the First Restated Master Distribution Plan
(Class A shares)
(20)
(v) Amendment No. 21, dated
December 14, 2011, to the First Restated Master Distribution Plan (Class A shares).
(22)
(a) Master Distribution Plan (Class A, Class B and Class C shares) (Reimbursement).
(13)
(b) Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class A, Class B and
Class C shares) (Reimbursement).
(13)
(c) Amendment No. 2, dated May 4, 2010, to Master Distribution Plan (Class A, Class B and Class C
shares) (Reimbursement).
(13)
(d) Amendment No. 3, October 29, 2010, to Master Distribution Plan (Class A, Class B and Class
C Shares) (Reimbursement)
(17)
(e) Amendment No. 4, December 1, 2011, to Master Distribution Plan (Class A, Class B and Class
C Shares) (Reimbursement).
(22)
(a) Amended and Restated Plan of Distribution Pursuant to Rule 12b-1 effective February 12, 2010,
as amended February 12, 2010 (Class A, A5, B, B5, C, C5, R and R5 shares) (Reimbursement).
(13)
(b) Amendment No. 1, dated April 30, 2010, to Amended and Restated Plan of Distribution Pursuant
to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5 shares) (Reimbursement).
(13)
(c) Amendment No. 2, dated October 29, 2010, to Amended and Restated Plan of Distribution
Pursuant to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5 Shares)
(Reimbursement)
(17)
(d) Amendment No. 3, dated May 23, 2011, to Amended and Restated Plan of Distribution Pursuant
to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement).
(22)
(e) Amendment No. 4, dated December 19, 2011, to Amended and Restated Plan of Distribution
Pursuant to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5 Shares)
(Reimbursement).
(22)
(a) Service Plan (Class A, A5, B, B5, C, C5, R and R5 shares) (Reimbursement).
(13)
(b) Amendment No. 1, dated April 30, 2010, to Service Plan (Class A, A5, B, B5, C, C5, R and R5
Shares) (Reimbursement)
(17)
(c) Amendment No. 2, dated October 29, 2010, to Service Plan (Class A, A5, B, B5, C, C5, R and
R5 Shares) (Reimbursement)
(17)
(d) Amendment No. 3, dated December 19, 2011, to Service Plan (Class A, A5, B, B5, C, C5, R and
R5 Shares) (Reimbursement).
(22)
(a) First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective
as of August 18, 2003, as subsequently amended, and as restated September 20, 2006.
(6)
(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently
amended, and as restated September 20, 2006.
(6)
(c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently
amended, and as restated September 20, 2006.
(6)
(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan (Class B
shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(6)
(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan (Class
B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(6)
(f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan (Class
B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(8)
(g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan (Class B
shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(8)
(h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan (Class B
shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(9)
(i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan (Class B
shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(10)
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan (Class B
shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(10)
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan (Class B
shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and
as restated September 20, 2006.
(10)
(l) Amendment No. 11, dated November 4, 2010, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently
amended, and as restated September 20, 2006.
(13)
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently
amended and as restated September 20, 2006.
(13)
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently
amended and as restated September 20, 2006.
(13)
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan (Class
B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and
as restated September 20, 2006.
(13)
(p) Amendment No. 15, dated June 14, 2010, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently
amended and as restated September 20, 2006.
(14)
(q) Amendment No. 16, dated October 29, 2010, to the First Restated Master Distribution Plan
(Class B share) (Securitization Feature)
(17)
(r) Amendment No. 17, dated November 29, 2010, to the First Restated Master Distribution Plan
(Class B share) (Securitization Feature)
(17)
(s) Amendment No. 18, dated
November 29, 2010, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature).
(22)
(a) First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as
subsequently amended, and as restated September 20, 2006.
(6)
(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan
(Class C shares), effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(6)
(c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan
(Class C shares), effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(6)
(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan (Class
C shares), effective as of August 18, 2003, as subsequently amended, and as restated September
20, 2006.
(6)
(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan (Class
C shares)
, effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(6)
(f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan (Class
C shares), effective as of August 18, 2003, as subsequently amended, and as restated September
20, 2006.
(8)
(g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan (Class C
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(8)
(h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan (Class C
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(9)
(i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan (Class C
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(10)
(j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan (Class C
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(10)
(k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan (Class C
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(10)
(l) Amendment No. 11, dated November 4, 2010, to the First Restated Master Distribution Plan
(Class C shares), effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(13)
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution
Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated
September 20, 2006.
(13)
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution Plan
(Class C shares), effective as of August 18, 2003, as subsequently amended and as restated
September 20, 2006.
(13)
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan (Class
C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20,
2006.
(13)
(p) Amendment No. 15, dated June 14, 2010, to the First Restated Master Distribution Plan
(Class C shares), effective as of August 18, 2003, as subsequently amended and as restated
September 20, 2006.
(14)
(q) Amendment No. 16, dated October 29, 2010, to the First Restated Master Distribution Plan
(Class C shares).
(17)
(r) Amendment No. 17, dated November 29, 2010, to the First Restated Master Distribution Plan
(Class C shares).
(17)
(s) Amendment No. 18, dated May 31, 2011, to the First Restated Master Distribution Plan (Class C
shares).
(20)
(t) Amendment No. 19, dated June 6, 2011, to the First Restated Master Distribution Plan (Class C
shares).
(20)
(u) Amendment No. 20, dated December 14, 2011, to the First Restated Master Distribution Plan
(Class C shares).
(22)
(a) First Restated Master Distribution Plan (Class R shares), effective as of August 18, 2003, as
subsequently amended, and as restated September 20, 2006.
(6)
(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan
(Class R shares), effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(6)
(c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan
(Class R shares), effective as of August 18, 2003, as subsequently amended, and as restated
September 20, 2006.
(6)
(d) Amendment No. 3, dated April 30, 2008, to the First Restated Master Distribution Plan (Class
R shares), effective as of August 18, 2003, as subsequently amended, and as restated September
20, 2006.
(8)
(e) Amendment No. 4, dated May 29, 2009, to the First Restated Master Distribution Plan (Class R
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(10)
(f) Amendment No. 5, dated June 2, 2009, to the First Restated Master Distribution Plan (Class R
shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20,
2006.
(10)
(1)
Previously filed with PEA No. 42 to the Registration Statement on July 28, 2004 and incorporated by reference herein.
(2)
Previously filed with PEA No. 43 to the Registration Statement on May 27, 2005 and incorporated by reference herein.
(3)
Previously filed with PEA No. 45 to the Registration Statement on August 22, 2005 and incorporated by reference herein.
(4)
Previously filed with PEA No. 46 to the Registration Statement on December 1, 2005 and incorporated by reference herein.
(5)
Previously filed with PEA No. 48 to the Registration Statement on July 25, 2006 and incorporated by reference herein.
(6)
Previously filed with PEA No. 49 to the Registration Statement on July 18, 2007 and incorporated by reference herein.
(7)
Previously filed with PEA No. 50 to The Registration Statement on February 14, 2008_and incorporated by reference herein.
(8)
Previously filed with PEA No. 51 to the Registration Statement on July 23, 2008 and incorporated by reference herein.
(9)
Previously filed with PEA No. 52 to the Registration Statement on September 23, 2008 and incorporated by reference herein.
(10)
Previously filed with PEA No. 53 to the Registration Statement on July 23, 2009 and incorporated by reference herein.
(11)
Previously filed with PEA No. 54 to the Registration Statement on July 23, 2009 and incorporated by reference herein.
(12)
Previously filed with PEA No. 56 to the Registration Statement on February 11, 2010 and incorporated by reference herein.
(13)
Previously filed with PEA No. 57 to the Registration Statement on May 21, 2010 and incorporated by reference herein.
(14)
Previously filed with PEA No. 59 to the Registration Statement on July 23, 2010 and incorporated by reference herein.
(15)
Previously filed with PEA No. 61 to the Registration Statement on August 26, 2010 and incorporated by reference herein.
(16)
Previously filed with PEA No. 62 to the Registration Statement on October 21, 2010 and incorporated by reference herein.
(17)
Previously filed with PEA No. 65 to the Registration Statement on December 21, 2010 and incorporated by reference herein.
(18)
Previously filed with PEA No. 67 to the Registration Statement on December 23, 2010 and incorporated by reference herein.
(19)
Previously filed with PEA No. 70 to the Registration Statement on April 29, 2011 and incorporated by reference herein.
(20)
Previously filed with PEA No. 72 to the Registration Statement on July 27, 2011 and incorporated by reference herein.
(21)
Previously filed with PEA No. 74 to the Registration Statement on August 25, 2011 and incorporated by reference herein.
(22)
Filed herewith electronically.
(a)
Invesco Distributors, Inc., the Registrants principal underwriter,
also act as principal underwriter to the following investment companies:
(b)
The following table sets forth information with respect to
each director, officer or partner of Invesco
Distributors, Inc.
Name and Principal
Position and Offices with
Positions and Offices
Business Address*
Underwriter
with Registrant
Director
None
Director & President
Assistant Vice President
Director
Assistant Vice President
Executive Vice President
None
Executive Vice President
Vice President
Executive Vice President
None
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
Name and Principal
Position and Offices with
Positions and Offices
Business Address*
Underwriter
with Registrant
Senior Vice President
None
Senior Vice President
None
Senior Vice President
Assistant Vice President
Senior Vice President &
Secretary
Senior Vice President, Chief
Legal Officer and Secretary
Senior Vice President
None
Treasurer & Chief Financial
Officer
None
Chief Compliance Officer
None
Anti-Money Laundering
Compliance Officer
Anti-Money Laundering Compliance
Officer
*
11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173
(c)
Not applicable.
An der Welle 5
1st Floor
Frankfurt, Germany 60322
30 Finsbury Square
London, United Kingdom
EC2A 1AG
25
th
Floor, Shiroyama Trust Tower
3-1, Toranoman 4-chome, Minato-Ku
Tokyo, Japan 105-6025
333 Collins Street, Level 26
Melbourne Vic 3000, Australia
41/F, Citibank Tower
3 Garden Road, Central
Hong Kong
1166 Avenue of the Americas
New York, NY 10036
5140 Yonge Street, Suite 900
Toronto, Ontario
Canada M2N 6X7
Registrant:
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
By:
/s/ Philip A. Taylor
SIGNATURES
TITLE
DATE
/s/ Philip A. Taylor
Trustee & President
(Principal
Executive Officer)
July 27, 2012
/s/ David C. Arch*
Trustee
July 27, 2012
/s/ Frank S. Bayley*
Trustee
July 27, 2012
/s/ James T. Bunch*
Trustee
July 27, 2012
/s/ Bruce L. Crockett*
Chair & Trustee
July 27, 2012
/s/ Rod Dammeyer*
Trustee
July 27, 2012
/s/ Albert R. Dowden*
Trustee
July 27, 2012
/s/ Martin L. Flanagan*
Trustee
July 27, 2012
/s/ Jack M. Fields*
Trustee
July 27, 2012
/s/ Carl Frischling*
Trustee
July 27, 2012
/s/ Prema Mathai-Davis*
Trustee
July 27, 2012
/s/ Larry Soll*
Trustee
July 27, 2012
SIGNATURES
TITLE
DATE
/s/ Hugo F. Sonnenschein*
Trustee
July 27, 2012
/s/ Raymond Stickel, Jr.*
Trustee
July 27, 2012
/s/ Wayne W. Whalen*
Trustee
July 27, 2012
/s/ Sheri Morris
Vice President & Treasurer
(Principal Financial and
Accounting Officer)
July 27, 2012
/s/ Philip A. Taylor
Attorney-in-Fact
*
Philip A. Taylor, pursuant to powers of attorney dated November 30, 2010, filed in Registrants
Post-Effective Amendment No. 65 on December 21, 2010.
Exhibit
Number
Description
Amendment No. 11, dated December 19, 2011, to the Amended and Restated Agreement and
Declaration of Trust of Registrant, adopted effective September 14, 2005.
Amendment No. 7, dated December 19, 2011, to Master Investment Advisory Agreement between
Registrant and Invesco Advisers, Inc.
Amendment No. 4, dated December 19, 2011, to Master Intergroup Sub-Advisory Contract for
Mutual Funds, between Invesco Advisers, Inc., 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 Canada Ltd.
Amendment No. 29, dated December 14, 2011, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares).
Amendment No. 30, dated December 19, 2011, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares).
Amendment No. 31, dated December 27, 2011, to the First Restated Master Distribution
Agreement, (all Classes of Shares except Class B shares and Class B5 shares).
Amendment No. 5, dated December 19, 2011, to the Second Restated Master Distribution
Agreement (Class B and Class B5 shares).
Amendment No. 4, dated December 19, 2011, to the Second Amended and Restated Master
Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco
Advisers, Inc.
Memorandum of Agreement regarding advisory fee waivers, dated as of July 1, 2012, between
Registrant and Invesco Advisers, Inc.
Memorandum of Agreement regarding expense limitations, dated as of July 1, 2012, between
Registrant and Invesco Advisers, Inc.
Memorandum of Agreement regarding 12b-1 Fee Waivers/limits, dated as of July 1, 2012
between Registrant and Invesco Distributors, Inc.
Consent of Stradley Ronon Stevens & Young, LLP.
Consent of PricewaterhouseCoopers LLP.
Amendment No. 3, dated December 1, 2011, to the First Restated Master Distribution Plan
(Reimbursement) (Investor Class Shares), effective July 1, 2004, as subsequently amended,
with respect to Invesco Technology Fund.
Amendment No. 4, dated December 1, 2011, to the First Restated Master Distribution Plan
(Compensation)(Investor Class shares), with respect to Invesco Energy Fund, Invesco Gold
& Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund.
Amendment No. 21, dated December 14, 2011, to the First Restated Master Distribution Plan
(Class A shares).
Exhibit
Number
Description
Amendment No. 4, December 1, 2011, to Master Distribution Plan (Class A, Class B and
Class C Shares) (Reimbursement).
Amendment No. 3, dated May 23, 2011, to Amended and Restated Plan of Distribution
Pursuant to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement).
Amendment No. 4, dated December 19, 2011, to Amended and Restated Plan of Distribution
Pursuant to Rule 12b-1 (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement).
Amendment No. 3, dated December 19, 2011, to Service Plan (Class A, A5, B, B5, C, C5, R
and R5 Shares) (Reimbursement).
Amendment No. 18, dated December 14, 2011, to the First Restated Master Distribution Plan
(Class B shares) (Securitization Feature).
Amendment No. 20, dated December 14, 2011, to the First Restated Master Distribution Plan
(Class C shares).
Amendment No. 15, dated December 14, 2011, to the First Restated Master Distribution Plan
(Class R shares).
Master Related Agreement to Applicable Distribution Plans (Class A shares and Class A5
shares).
Master Related Agreement to Applicable Distribution Plans (Class C shares and Class C5
shares).
Master Related Agreement to Applicable Distribution Plans (Class R shares and Class R5
shares).
Master Related Agreement to First Restated Master Distribution Plan (Reimbursement)
(Investor Class shares), with respect to Invesco Technology Fund.
Master Related Agreement to First Restated Master Distribution Plan (Compensation)
(Investor Class shares), with respect to Invesco Energy Fund, Invesco Gold & Precious
Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund.
Invesco Asset Management Limited Code of Ethics dated 2011, relating to Invesco UK.
Invesco Ltd. Code of Conduct, dated October 2011, relating to Invesco Asset Management
(Japan) Limited Code of Ethics.
Invesco Staff Ethics and Personal Share Dealing dated January 2012, relating to Invesco
Hong Kong Limited.
Invesco Ltd. Code of Conduct, revised October 2011, relating to Invesco Canada Ltd.;
Invesco Canada Ltd., Policy No. D-6 Gifts and Entertainment, revised November 2011, and
Policy No. D-7 Invesco Canada Personal Trading Policy, revised November 2010, together
the Code of Ethics relating to Invesco Canada Ltd.
Invesco Ltd. Code of Conduct, revised October 2011, relating to Invesco Australia Limited.
By: | /s/ John M. Zerr | |||
Name: | John M. Zerr | |||
Title: | Senior Vice President |
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
PORTFOLIOS AND CLASSES THEREOF
PORTFOLIO
CLASSES OF EACH PORTFOLIO
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
Investor Class Shares
Class A Shares
Class B Shares
Class C 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
Investor Class Shares
Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
Investor 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
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
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
1. | Appendix A and Appendix B to the Agreement are hereby deleted in their entirety and replaced with the following: |
Name of Fund | Effective Date of Advisory Agreement | |
Invesco Energy Fund
|
November 25, 2003 | |
Invesco Gold & Precious Metals Fund
|
November 25, 2003 | |
Invesco Leisure Fund
|
November 25, 2003 | |
Invesco Technology Fund
|
November 25, 2003 | |
Invesco Utilities Fund
|
November 25, 2003 | |
Invesco Technology Sector Fund
|
February 12, 2010 | |
Invesco U.S. Mid Cap Value Fund
|
February 12, 2010 | |
Invesco Van Kampen American Value Fund
|
February 12, 2010 | |
Invesco Van Kampen Comstock Fund
|
February 12, 2010 | |
Invesco Van Kampen Mid Cap Growth Fund
|
February 12, 2010 | |
Invesco Van Kampen Small Cap Value Fund
|
February 12, 2010 | |
Invesco Van Kampen Value Opportunities Fund
|
February 12, 2010 |
Net Assets | Annual Rate | |||
First $350 million
|
0.75 | % | ||
Next $350 million
|
0.65 | % | ||
Next $1.3 billion
|
0.55 | % | ||
Next $2 billion
|
0.45 | % | ||
Next $2 billion
|
0.40 | % | ||
Next $2 billion
|
0.375 | % | ||
Over $8 billion
|
0.35 | % |
Net Assets | Annual Rate | |||
First $500 million
|
0.67 | % | ||
Next $500 million
|
0.645 | % | ||
Over $1 billion
|
0.62 | % |
Net Assets | Annual Rate | |||
First $500 million
|
0.67 | % | ||
Next $2.5 billion
|
0.645 | % | ||
Over $3 billion
|
0.62 | % |
Net Assets | Annual Rate | |||
First $1 billion
|
0.72 | % | ||
Over $1 billion
|
0.65 | % |
2
Net Assets | Annual Rate | |||
First $500 million
|
0.72 | % | ||
Next $535 million
|
0.715 | % | ||
Next $31.965 billion
|
0.65 | % | ||
Over $33 billion
|
0.64 | % |
Net Assets | Annual Rate | |||
First $1 billion
|
0.50 | % | ||
Next $1 billion
|
0.45 | % | ||
Next $1 billion
|
0.40 | % | ||
Over $3 billion
|
0.35 | % |
Net Assets | Annual Rate | |||
First $500 million
|
0.75 | % | ||
Next $500 million
|
0.70 | % | ||
Over $1 billion
|
0.65 | % |
Net Assets | Annual Rate | |||
First $250 million
|
0.695 | % | ||
Next $250 million
|
0.67 | % | ||
Next $500 million
|
0.645 | % | ||
Next $1.5 billion
|
0.62 | % | ||
Next $2.5 billion
|
0.595 | % | ||
Next $2.5 billion
|
0.57 | % | ||
Next $2.5 billion
|
0.545 | % | ||
Over $10 billion
|
0.52 | % |
2. | In all other respects, the Agreement is hereby confirmed and remains in full force and effect. |
3
Attest:
|
/s/ Peter Davidson | By: | /s/ John M. Zerr | |||
|
Assistant Secretary | John M. Zerr | ||||
|
Senior Vice President | |||||
|
||||||
(SEAL)
|
||||||
|
||||||
|
INVESCO ADVISERS, INC. | |||||
|
||||||
Attest:
|
/s/ Peter Davidson | By: | /s/ John M. Zerr | |||
|
Assistant Secretary | John M. Zerr | ||||
|
Senior Vice President | |||||
(SEAL)
|
4
1. | Exhibit A to the Contract is hereby deleted in its entirety and replaced with the following: |
2. | All other terms and provisions of the Contract not amended shall remain in full force and effect. |
INVESCO ADVISERS, INC.
Adviser |
||||
By: | /s/ John M. Zerr | |||
Name: | John M. Zerr | |||
Title: | Senior Vice President | |||
2
INVESCO CANADA LTD.
Sub-Adviser |
||||
By: | /s/ Eric J. Adelson | |||
Name: | Eric J. Adelson | |||
Title: | Senior Vice President and Secretary | |||
By: | /s/ Wayne Botton | |||
Name: | Wayne Botton | |||
Title: | Vice President, Compliance & Chief Compliance Officer | |||
3
INVESCO ASSET MANAGEMENT DEUTSCHLAND GMBH
Sub-Adviser |
||||
By: | /s/ Jens Langewand | /s/ Alexander Lehmann | ||
Name: | Jens Langewand | Alexander Lehmann | ||
Title: | Managing Director | |||
4
INVESCO ASSET MANAGEMENT LIMITED
Sub-Adviser |
||||
By: | /s/ Graeme Proudfoot | |||
Name: | Graeme Proudfoot | |||
Title: | Director | |||
5
INVESCO ASSET MANAGEMENT (JAPAN) LTD.
Sub-Adviser |
||||
By: | /s/ Masakazu Hasegawa | |||
Name: | Masakazu Hasegawa | |||
Title: | Managing Director | |||
6
INVESCO AUSTRALIA LIMITED
Sub-Adviser |
||||
By: | /s/ Nick Burrell | /s/ Mark Yesberg | ||
Name: | Nick Burrell | Mark Yesberg | ||
Title: | Company Secretary | Director | ||
7
INVESCO HONG KONG LIMITED
Sub-Adviser |
||||
By: | /s/ Anna Tong | /s/ Fanny Lee | ||
Name: | Anna Tong | Fanny Lee | ||
Title: | Director | Director | ||
8
INVESCO SENIOR SECURED MANAGEMENT, INC.
Sub-Adviser |
||||
By: | /s/ Jeffrey H. Kupor | |||
Name: | Jeffrey H. Kupor | |||
Title: | Secretary & General Counsel | |||
9
Invesco Core Plus Bond Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Floating Rate Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Global Real Estate Income Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Structured Core Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco California Tax-Free Income Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Equally-Weighted S&P 500 Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
||
Invesco S&P 500 Index Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen American Franchise Fund
|
Class A | |
|
Class C | |
|
Class R |
2
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen Equity and Income Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen Growth and Income Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen Pennsylvania Tax Free
Income Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen Small Cap Growth Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Invesco Capital Development Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Charter Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class S | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Constellation Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Disciplined Equity Fund
|
Class Y | |
|
||
Invesco Diversified Dividend Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y |
3
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Summit Fund
|
Class A | |
|
Class C | |
|
Class P | |
|
Class S | |
|
Class Y | |
|
Institutional Class | |
|
Invesco European Small Company Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Global Core Equity Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco International Small Company Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Small Cap Equity Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Invesco Balanced-Risk Retirement Now Fund
|
Class A | |
|
Class A5 | |
|
Class C | |
|
Class C5 | |
|
Class R | |
|
Class R5 | |
|
Class Y | |
|
Institutional Class |
4
Invesco Balanced-Risk Retirement 2020 Fund
|
Class A | |
|
Class A5 | |
|
Class C | |
|
Class C5 | |
|
Class R | |
|
Class R5 | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Balanced-Risk Retirement 2030 Fund
|
Class A | |
|
Class A5 | |
|
Class C | |
|
Class C5 | |
|
Class R | |
|
Class R5 | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Balanced-Risk Retirement 2040 Fund
|
Class A | |
|
Class A5 | |
|
Class C | |
|
Class C5 | |
|
Class R | |
|
Class R5 | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Balanced-Risk Retirement 2050 Fund
|
Class A | |
|
Class A5 | |
|
Class C | |
|
Class C5 | |
|
Class R | |
|
Class R5 | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Convertible Securities Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Global Equity Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Growth Allocation Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class S |
5
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Income Allocation Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco International Allocation Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Mid Cap Core Equity Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Moderate Allocation Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class S | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Moderately Conservative Allocation
Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class S | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Small Cap Growth Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Van Kampen Leaders Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen U.S. Mortgage Fund
|
Class A | |
|
Class C |
6
|
Class Y | |
|
Institutional Class | |
|
Invesco Asia Pacific Growth Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco European Growth Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Investor Class | |
|
||
Invesco Global Growth Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Global Small & Mid Cap Growth Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco International Core Equity Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco International Growth Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Invesco Balanced-Risk Allocation Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Balanced-Risk Commodity Strategy
Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y |
7
|
Institutional Class | |
|
||
Invesco China Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Developing Markets Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Emerging Market Local Currency Debt Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Emerging Markets Equity Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Global Health Care Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Investor Class | |
|
||
Invesco International Total Return Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Endeavor Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Small Companies Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Commodities Strategy Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class |
8
Invesco Global Advantage Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Pacific Growth Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Premium Income Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Invesco Dynamics Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Global Real Estate Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco High Yield Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Limited Maturity Treasury Fund
|
Class A | |
|
Class A2 | |
|
Class Y | |
|
Institutional Class |
9
Invesco Money Market Fund
|
AIM Cash Reserve Shares | |
|
Class A5 | |
|
Class C | |
|
Class C5 | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Municipal Bond Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Investor Class | |
Invesco Real Estate Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Short Term Bond Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco U.S. Government Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco High Yield Securities Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen Corporate Bond Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
|
||
Invesco Energy Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class |
10
|
Investor Class | |
|
||
Invesco Gold & Precious Metals Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Investor Class | |
|
||
Invesco Leisure Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Investor Class | |
|
||
Invesco Technology Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Utilities Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
Investor Class | |
|
||
Invesco Technology Sector Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco U.S. Mid Cap Value Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Value Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen American Value Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen Comstock Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen Mid Cap Growth Fund
|
Class A | |
|
Class C |
11
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen Small Cap Value Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen Value Opportunities Fund
|
Class A | |
|
Class C | |
|
Class R | |
|
Class Y | |
|
Institutional Class | |
|
Invesco High Income Municipal Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Tax-Exempt Cash Fund
|
Class A | |
|
Class Y | |
|
Investor Class | |
|
||
Invesco Tax-Free Intermediate Fund
|
Class A | |
|
Class A2 | |
|
Class Y | |
|
Institutional Class | |
|
||
Invesco Van Kampen High Yield Municipal
Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen Intermediate Term Municipal
Income Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen Municipal Income Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
Invesco Van Kampen New York Tax Free Income
Fund
|
Class A | |
|
Class C | |
|
Class Y | |
|
||
AIM TREASURERS SERIES TRUST (INVESCO TREASURERS SERIES TRUST) | ||
|
||
Premier Portfolio
|
Investor Class |
12
Premier Tax-Exempt Portfolio
|
Investor Class | |
|
||
Premier U.S. Government Money Portfolio
|
Investor Class |
13
on behalf of the Shares of each Portfolio
listed on Schedule A |
||||
By: | /s/ John M. Zerr | |||
John M. Zerr | ||||
Senior Vice President | ||||
INVESCO DISTRIBUTORS, INC.
|
||||
By: | /s/ John S. Cooper | |||
John S. Cooper | ||||
President | ||||
14
1. | Schedule A to the Agreement is hereby deleted in its entirety and replaced with Schedule A attached to this amendment. |
|
Invesco Core Plus Bond Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Floating Rate Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Real Estate Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Structured Core Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco California Tax-Free Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Equally-Weighted S&P 500 Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
||||
|
Invesco S&P 500 Index Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen American Franchise Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Equity and Income Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Growth and Income Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Pennsylvania Tax Free | |||
|
Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Small Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class Y |
|
Invesco Capital Development Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
2
|
Invesco Charter Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Constellation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Disciplined Equity Fund | Class Y | ||
|
||||
|
Invesco Diversified Dividend Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Summit Fund | Class A | ||
|
Class C | |||
|
Class P | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco European Small Company Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Global Core Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco International Small Company Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
3
|
Invesco Small Cap Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Balanced-Risk Retirement Now Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2020 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2030 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2040 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2050 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class |
4
|
Invesco Convertible Securities Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Growth Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Income Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco International Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Mid Cap Core Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Moderate Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Conservative Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class |
5
|
Invesco Small Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Van Kampen Leaders Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen U.S. Mortgage Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Asia Pacific Growth Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco European Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Global Growth Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Small & Mid Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco International Core Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class |
6
|
Invesco International Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Balanced-Risk Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Commodity Strategy Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco China Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Developing Markets Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Emerging Market Local Currency Debt Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Emerging Markets Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Health Care Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco International Total Return Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
7
|
Invesco Endeavor Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Small Companies Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Commodities Strategy Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Pacific Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Premium Income Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Dynamics Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Global Real Estate Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco High Yield Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class |
8
|
Invesco Limited Maturity Treasury Fund | Class A | ||
|
Class A2 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Money Market Fund | AIM Cash Reserve Shares | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Municipal Bond Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Real Estate Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Short Term Bond Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco U.S. Government Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco High Yield Securities Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Corporate Bond Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
9
|
Invesco Energy Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Gold & Precious Metals Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Leisure Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Technology Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Utilities Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Technology Sector Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco U.S. Mid Cap Value Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen American Value Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Comstock Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
10
|
Invesco Van Kampen Mid Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Small Cap Value Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Value Opportunities Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco High Income Municipal Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Tax-Exempt Cash Fund | Class A | ||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Tax-Free Intermediate Fund | Class A | ||
|
Class A2 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen High Yield Municipal Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Intermediate Term Municipal | |||
|
Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Municipal Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen New York Tax Free Income Fund | Class A | ||
|
Class C | |||
|
Class Y |
11
|
Premier Portfolio | Investor Class | ||
|
Premier Tax-Exempt Portfolio | Investor Class | ||
|
Premier U.S. Government Money Portfolio | Investor Class |
12
on behalf of the Shares of each Portfolio listed on Schedule A
|
||||
By: | /s/ John M. Zerr | |||
John M. Zerr | ||||
Senior Vice President | ||||
INVESCO DISTRIBUTORS, INC.
|
||||
By: | /s/ John S. Cooper | |||
John S. Cooper | ||||
President | ||||
13
|
Invesco Core Plus Bond Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Floating Rate Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Real Estate Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Structured Core Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
|
Invesco California Tax-Free Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Equally-Weighted S&P 500 Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
||||
|
Invesco S&P 500 Index Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen American Franchise Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Equity and Income Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Growth and Income Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Pennsylvania Tax Free | |||
|
Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Small Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class Y |
|
Invesco Capital Development Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class |
2
|
Invesco Charter Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Constellation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Disciplined Equity Fund | Class Y | ||
|
||||
|
Invesco Diversified Dividend Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Summit Fund | Class A | ||
|
Class C | |||
|
Class P | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco European Small Company Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Global Core Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco International Small Company Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
3
|
Invesco Small Cap Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Balanced-Risk Retirement Now Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2020 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2030 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2040 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Retirement 2050 Fund | Class A | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class R5 | |||
|
Class Y | |||
|
Institutional Class |
4
|
Invesco Convertible Securities Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Growth Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Income Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco International Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Mid Cap Core Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Moderate Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Moderately Conservative Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class S | |||
|
Class Y | |||
|
Institutional Class |
5
|
Invesco Small Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
|
Invesco Van Kampen Leaders Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen U.S. Mortgage Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
|
||||
|
Invesco Asia Pacific Growth Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco European Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Global Growth Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Small & Mid Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco International Core Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class |
6
|
Invesco International Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Balanced-Risk Allocation Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Balanced-Risk Commodity Strategy Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco China Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Developing Markets Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Emerging Market Local Currency Debt Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Emerging Markets Equity Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Global Health Care Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco International Total Return Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class |
7
|
Invesco Endeavor Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Small Companies Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Commodities Strategy Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
||||
|
Invesco Global Advantage Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Pacific Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Premium Income Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco Dynamics Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Global Real Estate Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
8
|
Invesco High Yield Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Limited Maturity Treasury Fund | Class A | ||
|
Class A2 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Money Market Fund | AIM Cash Reserve Shares | ||
|
Class A5 | |||
|
Class C | |||
|
Class C5 | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class |
|
Invesco Municipal Bond Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Real Estate Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Short Term Bond Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco U.S. Government Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco High Yield Securities Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Corporate Bond Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
9
|
Invesco Energy Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Gold & Precious Metals Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Leisure Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Technology Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Utilities Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
Investor Class | |||
|
||||
|
Invesco Technology Sector Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco U.S. Mid Cap Value Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Value Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen American Value Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
10
|
Invesco Van Kampen Comstock Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Mid Cap Growth Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Small Cap Value Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen Value Opportunities Fund | Class A | ||
|
Class C | |||
|
Class R | |||
|
Class Y | |||
|
Institutional Class |
|
Invesco High Income Municipal Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Tax-Exempt Cash Fund | Class A | ||
|
Class Y | |||
|
Investor Class | |||
|
||||
|
Invesco Tax-Free Intermediate Fund | Class A | ||
|
Class A2 | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen High Yield Municipal | |||
|
Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
Institutional Class | |||
|
||||
|
Invesco Van Kampen Intermediate Term Municipal | |||
|
Income Fund | Class A | ||
|
Class C | |||
|
Class Y |
11
|
Invesco Van Kampen Municipal Income Fund | Class A | ||
|
Class C | |||
|
Class Y | |||
|
||||
|
Invesco Van Kampen New York Tax Free Income Fund | Class A | ||
|
Class C | |||
|
Class Y |
|
Premier Portfolio | Investor Class | ||
|
||||
|
Premier Tax-Exempt Portfolio | Investor Class | ||
|
||||
|
Premier U.S. Government Money Portfolio | Investor Class |
12
on behalf of the Shares of each Portfolio listed on Schedule A
|
||||
By: | /s/ John M. Zerr | |||
John M. Zerr | ||||
Senior Vice President | ||||
INVESCO DISTRIBUTORS, INC.
|
||||
By: | /s/ John S. Cooper | |||
John S. Cooper | ||||
President | ||||
13
Each FUND listed on Schedule A on behalf of the Shares of each Portfolio listed on Schedule A | ||||||
|
||||||
|
By: /s/ John M. Zerr | |||||
|
Name: John M. Zerr | |||||
|
Title: Senior Vice President | |||||
|
||||||
INVESCO DISTRIBUTORS, INC. | ||||||
|
||||||
|
By: /s/ John S. Cooper | |||||
|
Name: John S. Cooper | |||||
|
Title: President |
2. | Appendix A of the Agreement is hereby deleted in its entirety and replaced with the following: |
Portfolios | Effective Date of Agreement | |||
Invesco Energy Fund
|
July 1, 2006 | |||
Invesco Gold & Precious Metals Fund
|
July 1, 2006 | |||
Invesco Leisure Fund
|
July 1, 2006 | |||
Invesco Technology Fund
|
July 1, 2006 | |||
Invesco Utilities Fund
|
July 1, 2006 | |||
Invesco Technology Sector Fund
|
February 12, 2010 | |||
Invesco U.S. Mid Cap Value Fund
|
February 12, 2010 | |||
Invesco Van Kampen American Value Fund
|
February 12, 2010 | |||
Invesco Van Kampen Comstock Fund
|
February 12, 2010 | |||
Invesco Van Kampen Mid Cap Growth Fund
|
February 12, 2010 |
Portfolios | Effective Date of Agreement | |||
Invesco Van Kampen Small Cap Value Fund
|
February 12, 2010 | |||
Invesco Van Kampen Value Opportunities Fund
|
February 12, 2010 |
Rate* | Net Assets | |||
0.023%
|
First $1.5 billion | |||
0.013%
|
Next $1.5 billion | |||
0.003%
|
Over $3 billion |
* | Annual minimum fee is $50,000. An additional $10,000 per class of shares is charged for each class other than the initial class. The $10,000 class fee is waived for any of the above Portfolios with insufficient assets to result in the payment of more than the minimum fee of $50,000. |
2
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect. |
|
INVESCO ADVISERS, INC. | |||||
Attest:
|
/s/ Peter Davidson | By: | /s/ John M. Zerr | |||
|
||||||
|
Assistant Secretary | John M. Zerr | ||||
|
Senior Vice President | |||||
|
||||||
(SEAL)
|
||||||
|
||||||
|
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) |
|||||
|
||||||
Attest:
|
/s/ Peter Davidson | By: | /s/ John M. Zerr | |||
|
||||||
|
Assistant Secretary | John M. Zerr | ||||
|
Senior Vice President | |||||
|
||||||
(SEAL)
|
3
1. | Invesco agrees that until the expiration date, if any, of the commitment set forth on the attached Exhibit B occurs, as such Exhibit B is amended from time to time, Invesco will waive advisory fees payable by an Investing Fund (defined below) in an amount equal to 100% of the net advisory fee Invesco receives on the Uninvested Cash (defined below) from the Affiliated Money Market Fund (defined below) in which the Investing Fund invests (the Waiver). |
i. | Invescos Fund Accounting Group will calculate, and apply, the Waiver monthly, based upon the average investment of Uninvested Cash made by the Investing Fund during the previous month in an Affiliated Money Market Fund. | ||
ii. | The Waiver will not apply to those Investing Funds that do not charge an advisory fee, either due to the terms of their advisory agreement, or as a result of contractual or voluntary fee waivers. | ||
iii. | The Waiver will not apply to cash collateral for securities lending. |
(a) | Affiliated Money Market Fund any existing or future Trust that holds itself out as a money market fund and complies with Rule 2a-7 under the Investment Company Act of 1940, as amended; | ||
(b) | Investing Fund any Fund investing Cash Balances and/or Cash Collateral in an Affiliated Money Market Fund; and |
(c) | Uninvested Cash cash available and uninvested by a Trust that may result from a variety of sources, including dividends or interest received on portfolio securities, |
unsettled securities transactions, strategic reserves, matured investments, proceeds from liquidation of investment securities, dividend payments, or new investor capital. | |||
2. | Neither a Trust nor Invesco may remove or amend the Waiver to a Trusts detriment prior to requesting and receiving the approval of the Board of Trustee of the applicable Funds Trust to remove or amend such Waiver. Invesco will not have any right to reimbursement of any amount so waived. |
|
By: |
/s/ John M. Zerr
|
||||
|
Title: | Senior Vice President | ||||
|
||||||
INVESCO ADVISERS, INC. | ||||||
|
||||||
|
By: |
/s/ John M. Zerr
|
||||
|
Title: | Senior Vice President |
AIM Equity Funds
(Invesco Equity
Funds)
Waiver Description
Effective Date
Expiration Date
Invesco will waive advisory fees to the
extent necessary so that advisory fees
Invesco receives do not exceed the
annualized rates listed below.
3/27/2006
12/31/2012
0.695% of the first $250M
0.615% of the next $4B
0.595% of the next $750M
0.57% of the next $2.5B
0.545% of the next $2.5B
0.52% of the excess over $10B
Series Trust
(Invesco
Treasurers
Series Trust)
Waiver Description
Effective Date
Expiration Date
Invesco will waive
advisory fees in
the amount of 0.07%
of the Funds
average daily net
assets
2/1/2011
12/31/2012
Invesco will waive
advisory fees in
the amount of 0.07%
of the Funds
average daily net
assets
2/1/2011
12/31/2012
PORTFOLIO | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco California Tax-Free Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Core Plus Bond Fund
|
June 2, 2009 | June 30, 2013 | ||
Invesco Equally-Weighted S&P 500 Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Floating Rate Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco S&P 500 Index Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Global Real Estate Income Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco U.S. Quantitative Core Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Van Kampen American Franchise Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Equity and Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Growth and Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Pennsylvania Tax Free Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Small Cap Growth Fund
|
February 12, 2010 | June 30, 2013 |
PORTFOLIO | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Charter Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Constellation Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Disciplined Equity Fund
|
July 14, 2009 | June 30, 2013 | ||
Invesco Diversified Dividend Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Summit Fund
|
July 1, 2007 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco European Small Company Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Global Core Equity Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco International Small Company Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Small Cap Equity Fund
|
July 1, 2007 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Convertible Securities Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Global Quantitative Core Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Mid Cap Core Equity Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Small Cap Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Van Kampen Leaders Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen U.S. Mortgage Fund
|
February 12, 2010 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Asia Pacific Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco European Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Global Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Global Opportunities Fund
|
August 1, 2012 | June 30, 2013 | ||
Invesco
Select Opportunities Fund
|
August 1, 2012 | June 30, 2013 | ||
Invesco Global Small & Mid Cap Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco International Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco International Core Equity Fund
|
July 1, 2007 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Balanced-Risk Allocation Fund
*
|
May 29, 2009 | June 30, 2013 | ||
Invesco Balanced-Risk Commodity Strategy Fund
**
|
November 29, 2010 | June 30, 2013 | ||
Invesco China Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Commodities Strategy Fund
***
|
February 12, 2010 | June 30, 2013 | ||
Invesco Developing Markets Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Emerging Markets Equity Fund
|
May 11, 2011 | June 30, 2013 | ||
Invesco Emerging Market Local Currency Debt Fund
|
June 14, 2010 | June 30, 2013 | ||
Invesco Endeavor Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Global Advantage Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Global Health Care Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco International Total Return Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Pacific Growth Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Premium Income Fund
|
December 13, 2011 | June 30, 2013 | ||
Invesco Small Companies Fund
|
July 1, 2007 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Dynamics Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Global Real Estate Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco High Yield Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco High Yield Securities Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Limited Maturity Treasury Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Money Market Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Municipal Bond Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Real Estate Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Short Term Bond Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco U.S. Government Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Van Kampen Corporate Bond Fund
|
February 12, 2010 | June 30, 2013 |
* | Advisory fees to be waived by Invesco for Invesco Balanced-Risk Allocation Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund I, Ltd. invests. | |
** | Advisory fees to be waived by Invesco for Invesco Balanced-Risk Commodity Strategy Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund III, Ltd. invests. | |
*** | Advisory fees to be waived by Invesco for Invesco Commodities Strategy Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund II, Ltd. Invests. |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Energy Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Gold & Precious Metals Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Leisure Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Technology Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Technology Sector Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Utilities Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Value Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen American Value Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Comstock Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Mid Cap Growth Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Small Cap Value Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Value Opportunities Fund
|
February 12, 2010 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Tax-Exempt Cash Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Tax-Free Intermediate Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Van Kampen High Yield Municipal Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Intermediate Term Municipal Income
Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen Municipal Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen New York Tax Free Income Fund
|
February 12, 2010 | June 30, 2013 |
FUND | EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco V.I. Balanced-Risk Allocation Fund
****
|
December 22, 2010 | June 30, 2013 | ||
Invesco V.I. Core Equity Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Diversified Income Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Diversified Dividend Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco V.I. Equally-Weighted S&P 500 Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco V.I. Global Core Equity Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco V.I. Global Health Care Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Global Real Estate Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Government Securities Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. High Yield Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. High Yield Securities Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco V.I. International Growth Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Mid Cap Core Equity Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Money Market Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. S&P 500 Index Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco V.I. Small Cap Equity Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Technology Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco V.I. Utilities Fund
|
July 1, 2007 | June 30, 2013 | ||
Invesco Van Kampen V.I. American FranchiseFund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen V.I. Comstock Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen V.I. Equity and Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen V.I. Growth and Income Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen V.I. Mid Cap Growth Fund
|
February 12, 2010 | June 30, 2013 | ||
Invesco Van Kampen V.I. American Value Fund
|
February 12, 2010 | June 30, 2013 |
**** | Advisory fees to be waived by Invesco for Invesco V.I. Balanced-Risk Allocation Fund also include an amount equal to advisory fees that Invesco receives from any money market fund or similarly pooled cash equivalent investment vehicle advised by Invesco and/or Invescos affiliates in which Invesco Cayman Commodity Fund IV, Ltd. invests. |
FUND
EFFECTIVE DATE
COMMITTED UNTIL
July 1, 2007
June 30, 2013
FUND
EFFECTIVE DATE
COMMITTED UNTIL
July 1, 2007
June 30, 2013
July 1, 2007
June 30, 2013
July 1, 2007
June 30, 2013
FUND
EFFECTIVE DATE
COMMITTED UNTIL
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
June 1, 2010
June 30, 2013
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) AIM FUNDS GROUP (INVESCO FUNDS GROUP) AIM GROWTH SERIES (INVESCO GROWTH SERIES) AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) AIM INVESTMENT 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 VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) SHORT-TERM INVESTMENTS TRUST on behalf of the Funds listed in the Exhibits to this Memorandum of Agreement |
||||||
|
||||||
|
By:
Title: |
/s/ John M. Zerr
|
||||
|
||||||
INVESCO ADVISERS, INC. | ||||||
|
||||||
|
By:
Title: |
/s/ John M. Zerr
|
2
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco California Tax-Free Income
Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Core Plus Bond Fund
Class A Shares |
Contractual | 0.75 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.00 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Equally-Weighted S&P 500 Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Floating Rate Fund
Class A Shares |
Contractual | 1.50 | % | April 14, 2006 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.00 | % | April 14, 2006 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.75 | % | April 14, 2006 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | October 3, 2008 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | April 14, 2006 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Global Real Estate Income Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco S&P 500 Index Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco U.S. Quantitative Core Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen American Franchise
Fund
Class A Shares |
Contractual | 1.05 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.22 | % 2 | May 23, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.80 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.30 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.80 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.80 | % | May 23, 2011 | June 30, 2013 |
3
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Van Kampen Equity and Income
Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Growth and Income
Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Pennsylvania Tax
Free Income Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Small Cap Growth
Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Charter Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class S Shares
|
Contractual | 1.90 | % | September 25, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Constellation Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Disciplined Equity Fund
Class Y Shares |
Contractual | 1.75 | % | July 14, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Diversified Dividend Fund
Class A Shares |
Contractual | 0.95 | % | July 18, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.70 | % | July 18, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.70 | % | July 18, 2011 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.20 | % | July 18, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.70 | % | July 18, 2011 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 0.95 | % | July 18, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.70 | % | July 18, 2011 | June 30, 2013 |
4
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Summit Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class P Shares
|
Contractual | 1.85 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class S Shares
|
Contractual | 1.90 | % | September 25, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco European Small Company Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Global Core Equity Fund
Class A Shares |
Contractual | 1.25 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.52 | % 2 | May 23, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.00 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.50 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.00 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.00 | % | May 23, 2011 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco International Small Company
Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Small Cap Equity Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Balanced-Risk Retirement 2020
Fund
Class A Shares |
Contractual | 0.25 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class A5 Shares
|
Contractual | 0.25 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C5 Shares
|
Contractual | 1.00 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.50 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class R5 Shares
|
Contractual | 0.50 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 |
5
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Balanced-Risk Retirement 2030
Fund
Class A Shares |
Contractual | 0.25 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class A5 Shares
|
Contractual | 0.25 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C5 Shares
|
Contractual | 1.00 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.50 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class R5 Shares
|
Contractual | 0.50 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Balanced-Risk Retirement 2040
Fund
Class A Shares |
Contractual | 0.25 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class A5 Shares
|
Contractual | 0.25 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C5 Shares
|
Contractual | 1.00 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.50 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class R5 Shares
|
Contractual | 0.50 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Balanced-Risk Retirement 2050
Fund
Class A Shares |
Contractual | 0.25 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class A5 Shares
|
Contractual | 0.25 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C5 Shares
|
Contractual | 1.00 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.50 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class R5 Shares
|
Contractual | 0.50 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Balanced-Risk Retirement Now
Fund
Class A Shares |
Contractual | 0.25 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class A5 Shares
|
Contractual | 0.25 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class C5 Shares
|
Contractual | 1.00 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.50 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Class R5 Shares
|
Contractual | 0.50 | % | February 12, 2010 | April 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.00 | % | November 4, 2009 | April 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Conservative Allocation Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class S Shares
|
Contractual | 1.40 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Convertible Securities Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
6
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Global Quantitative Core Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.50 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Growth Allocation Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class S Shares
|
Contractual | 1.90 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Income Allocation Fund
Class A Shares |
Contractual | 0.25 | % | May 1, 2012 | April 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.00 | % | May 1, 2012 | April 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.00 | % | May 1, 2012 | April 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.50 | % | May 1, 2012 | April 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.00 | % | May 1, 2012 | April 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.00 | % | May 1, 2012 | April 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco International Allocation Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Mid Cap Core Equity Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Moderate Allocation Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class S Shares
|
Contractual | 1.40 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Small Cap Growth Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Leaders Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
7
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Van Kampen U.S. Mortgage Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Asia Pacific Growth Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco European Growth Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30. 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.50 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Global Growth Fund
Class A Shares |
Contractual | 1.32 | % | December 19, 2011 | December 31, 2012 | |||||||||||
Class B Shares
|
Contractual | 2.07 | % | December 19, 2011 | December 31, 2012 | |||||||||||
Class C Shares
|
Contractual | 2.07 | % | December 19, 2011 | December 31, 2012 | |||||||||||
Class Y Shares
|
Contractual | 1.07 | % | December 19, 2011 | December 31, 2012 | |||||||||||
Institutional Class Shares
|
Contractual | 1.07 | % | December 19, 2011 | December 31, 2012 | |||||||||||
|
||||||||||||||||
Invesco Global Opportunities Fund
Class A Shares |
Contractual | 1.36 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.11 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.61 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.11 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.11 | % | August 1, 2012 | July 31, 2013 | |||||||||||
|
||||||||||||||||
Invesco
Select Opportunities Fund
Class A Shares |
Contractual | 1.51 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.26 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.76 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.26 | % | August 1, 2012 | July 31, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.26 | % | August 1, 2012 | July 31, 2013 | |||||||||||
|
||||||||||||||||
Invesco Global Small & Mid Cap Growth
Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco International Core Equity Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.50 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
See page 14 for footnotes to Exhibit A.
|
8
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco International Growth Fund
Class A Shares |
Contractual | 1.40 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.15 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.15 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.65 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.15 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.15 | % | May 23, 2011 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco
Balanced-Risk Allocation Fund
3
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Balanced-Risk Commodity
Strategy Fund
4
Class A Shares |
Contractual | 1.22 | % | November 29, 2010 | June 30. 2014 | |||||||||||
Class B Shares
|
Contractual | 1.97 | % | November 29, 2010 | June 30, 2014 | |||||||||||
Class C Shares
|
Contractual | 1.97 | % | November 29, 2010 | June 30, 2014 | |||||||||||
Class R Shares
|
Contractual | 1.47 | % | November 29, 2010 | June 30, 2014 | |||||||||||
Class Y Shares
|
Contractual | 0.97 | % | November 29, 2010 | June 30, 2014 | |||||||||||
Institutional Class Shares
|
Contractual | 0.97 | % | November 29, 2010 | June 30, 2014 | |||||||||||
|
||||||||||||||||
Invesco China Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Developing Markets Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2012 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Emerging Markets Equity Fund
Class A Shares |
Contractual | 1.85 | % | May 11, 2011 | February 28, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.60 | % | May 11, 2011 | February 28, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.10 | % | May 11, 2011 | February 28, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.60 | % | May 11, 2011 | February 28, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.60 | % | May 11, 2011 | February 28, 2013 | |||||||||||
|
||||||||||||||||
Invesco Emerging Market Local
Currency Debt Fund
Class A Shares |
Contractual | 1.24 | % | June 14, 2010 | February 28, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.99 | % | June 14, 2010 | February 28, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.99 | % | June 14, 2010 | February 28, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.49 | % | June 14, 2010 | February 28, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.99 | % | June 14, 2010 | February 28, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.99 | % | June 14, 2010 | February 28, 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
9
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Endeavor Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Global Health Care Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco International Total Return
Fund
Class A Shares |
Contractual | 1.10 | % | March 31, 2006 | February 28, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.85 | % | March 31, 2006 | February 28, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.85 | % | March 31, 2006 | February 28, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.85 | % | October 3, 2008 | February 28, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.85 | % | March 31, 2006 | February 28, 2013 | |||||||||||
|
||||||||||||||||
Invesco Pacific Growth Fund
Class A Shares |
Contractual | 2.25 | % | July 1, 2012 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 3.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Premium Income Fund
Class A Shares |
Contractual | 0.89 | % | December 13, 2011 | February 28, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.64 | % | December 13, 2011 | February 28, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.14 | % | December 13, 2011 | February 28, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.64 | % | December 13, 2011 | February 28, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.64 | % | December 13, 2011 | February 28, 2013 | |||||||||||
|
||||||||||||||||
Invesco Select Companies Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Dynamics Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30. 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30. 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
10
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Global Real Estate Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco High Yield Fund
Class A Shares |
Contractual | 0.89 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.64 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.64 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.64 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 0.89 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.64 | % | June 6, 2011 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco High Yield Securities Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.10 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Limited Maturity
Treasury Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class A2 Shares
|
Contractual | 1.40 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Municipal Bond Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Real Estate Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Short Term Bond Fund
Class A Shares |
Contractual | 0.56 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 0.91 | % 8 | March 4, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 0.91 | % | March 4, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.41 | % | March 4, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 0.41 | % | March 4, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco U.S. Government Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
11
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Van Kampen Corporate Bond Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Energy Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Gold & Precious Metals Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Leisure Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2009 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2009 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Technology Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Technology Sector Fund
Class A Shares |
Contractual | 2.00 | % | February 12, 2010 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | February 12, 2010 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | February 12, 2010 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | February 12, 2010 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Utilities Fund
Class A Shares |
Contractual | 1.32 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.07 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.07 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.07 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Investor Class Shares
|
Contractual | 1.32 | % | May 23, 2011 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.07 | % | May 23, 2011 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen American Value Fund
Class A Shares |
Contractual | 1.25 | % | April 30, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.00 | % | April 30, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.00 | % | April 30, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 1.50 | % | April 30, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.00 | % | April 30, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.00 | % | April 30, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
||||||||||||||||
|
12
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Van Kampen Comstock Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Mid Cap
Growth Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Small Cap Value
Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Van Kampen Value Opportunities
Fund
Class A Shares |
Contractual | 2.00 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class R Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.75 | % | July 1, 2012 | June 30, 2013 |
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Tax-Free Intermediate
Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class A2 Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen High Yield
Municipal Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Institutional Class
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen Intermediate
Term Municipal Income Fund
Class A Shares |
Contractual | 0.75 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.50 | % | June 6, 2011 | June 30, 2013 | |||||||||||
|
||||||||||||||||
See page 14 for footnotes to Exhibit A.
|
||||||||||||||||
|
13
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Invesco Van Kampen Municipal Income
Fund
Class A Shares |
Contractual | 0.83 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 1.58 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 1.58 | % | June 6, 2011 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 0.58 | % | June 6, 2011 | June 30, 2013 | |||||||||||
|
||||||||||||||||
Invesco Van Kampen New York Tax Free
Income Fund
Class A Shares |
Contractual | 1.50 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class B Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class C Shares
|
Contractual | 2.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
Class Y Shares
|
Contractual | 1.25 | % | July 1, 2012 | June 30, 2013 | |||||||||||
|
1 | The total operating expenses of any class of shares established after the date of this Memorandum of Agreement will be limited to the amount established for Class A Shares plus the difference between the new class 12b-1 rate and the Class A 12b-1 rate. | |
2 | The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc. | |
3 | Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund I, Ltd. | |
4 | Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund III, Ltd. |
14
Contractual/ | Expense | Effective Date of | Expiration | |||||||||||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||||||||||
Government & Agency Portfolio
Cash Management Class |
Contractual | 0.22 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Corporate Class
|
Contractual | 0.17 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Institutional Class
|
Contractual | 0.14 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Personal Investment Class
|
Contractual | 0.69 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Private Investment Class
|
Contractual | 0.44 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Reserve Class
|
Contractual | 1.01 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Resource Class
|
Contractual | 0.30 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
|
||||||||||||||||
Government TaxAdvantage Portfolio
Cash Management Class |
Contractual | 0.22 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Corporate Class
|
Contractual | 0.17 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Institutional Class
|
Contractual | 0.14 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Personal Investment Class
|
Contractual | 0.69 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Private Investment Class
|
Contractual | 0.39 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Reserve Class
|
Contractual | 1.01 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Resource Class
|
Contractual | 0.30 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
|
||||||||||||||||
Liquid Assets Portfolio
Cash Management Class |
Contractual | 0.22 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Corporate Class
|
Contractual | 0.17 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Institutional Class
|
Contractual | 0.14 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Personal Investment Class
|
Contractual | 0.69 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Private Investment Class
|
Contractual | 0.44 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Reserve Class
|
Contractual | 1.01 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Resource Class
|
Contractual | 0.34 | % | July 1, 2009 | December 31, 2012 | |||||||||||
|
||||||||||||||||
STIC Prime Portfolio
Cash Management Class |
Contractual | 0.22 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Corporate Class
|
Contractual | 0.17 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Institutional Class
|
Contractual | 0.14 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Personal Investment Class
|
Contractual | 0.69 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Private Investment Class
|
Contractual | 0.44 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Reserve Class
|
Contractual | 1.01 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Resource Class
|
Contractual | 0.30 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
|
||||||||||||||||
Tax-Free Cash Reserve
Portfolio
3
Cash Management Class |
Contractual | 0.33 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Corporate Class
|
Contractual | 0.28 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Institutional Class
|
Contractual | 0.25 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Personal Investment Class
|
Contractual | 0.80 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Private Investment Class
|
Contractual | 0.50 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Reserve Class
|
Contractual | 1.12 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Resource Class
|
Contractual | 0.41 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
|
||||||||||||||||
Treasury Portfolio
Cash Management Class |
Contractual | 0.22 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Corporate Class
|
Contractual | 0.17 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Institutional Class
|
Contractual | 0.14 | % | July 1, 2009 | December 31, 2012 | |||||||||||
Personal Investment Class
|
Contractual | 0.69 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Private Investment Class
|
Contractual | 0.44 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Reserve Class
|
Contractual | 1.01 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
Resource Class
|
Contractual | 0.30 | % 2 | July 1, 2009 | December 31, 2012 | |||||||||||
|
1 | The expense rate excluding 12b-1 fees of any class of shares established after the date of this Memorandum of Agreement will be the same as existing classes. | |
2 | The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc. | |
3 | The expense limitation also excludes Trustees fees and federal registration expenses. |
15
Contractual/ | Expense | Effective Date of | Expiration | |||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||
Invesco V.I. Balanced-Risk
Allocation Fund
1
Series I Shares |
Contractual | 0.72% | May 15, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 0.97% | May 15, 2012 | June 30, 2013 | ||||
Invesco V.I. Core Equity Fund
Series I Shares |
Contractual | 1.30% | January 1, 2005 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | January 1, 2005 | April 30, 2013 | ||||
Invesco V.I. Diversified Dividend
Fund
Series I Shares |
Contractual | 0.77% | July 1, 2012 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.02% | July 1, 2012 | April 30, 2013 | ||||
Invesco V.I. Diversified Income
Fund
Series I Shares |
Contractual | 0.75% | July 1, 2005 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.00% | July 1, 2005 | April 30, 2013 | ||||
Invesco V.I. Equally-Weighted S&P
500 Fund
Series I Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 2.25% | July 1, 2012 | June 30, 2013 | ||||
Invesco V.I. Global Core Equity
Fund
Series I Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 2.50% | July 1, 2012 | June 30, 2013 | ||||
Invesco V.I. Global Health Care
Fund
Series I Shares |
Contractual | 1.30% | April 30, 2004 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | April 30, 2004 | April 30, 2013 | ||||
Invesco V.I. Global Real Estate
Fund
Series I Shares |
Contractual | 1.30% | April 30, 2004 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | April 30, 2004 | April 30, 2013 | ||||
Invesco V.I. Government
Securities Fund
Series I Shares |
Contractual | 0.70% | July 1, 2012 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 0.95% | July 1, 2012 | April 30, 2013 | ||||
Invesco V.I. High Yield Fund
Series I Shares |
Contractual | 0.80% | May 2, 2011 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 1.05% | May 2, 2011 | June 30, 2013 |
1 | Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund IV, Ltd. |
16
Contractual/ | Expense | Effective Date of | Expiration | |||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||
Invesco V.I. High Yield
Securities Fund
Series I Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 1.75% | July 1, 2012 | June 30, 2013 | ||||
Invesco V.I. International Growth
Fund
Series I Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 2.50% | July 1, 2012 | June 30, 2013 | ||||
Invesco V.I. Mid Cap Core Equity
Fund
Series I Shares |
Contractual | 1.30% | September 10, 2001 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | September 10, 2001 | April 30, 2013 | ||||
Invesco V.I. Money Market Fund
Series I Shares |
Contractual | 1.30% | January 1, 2005 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | January 1, 2005 | April 30, 2013 | ||||
Invesco V.I. S&P 500 Index Fund
|
||||||||
Series I Shares
|
Contractual | 2.00% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 2.25% | July 1, 2012 | June 30, 2013 | ||||
Invesco V.I. Small Cap Equity Fund
Series I Shares |
Contractual | 1.15% | July 1, 2005 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.40% | July 1, 2005 | April 30, 2013 | ||||
Invesco V.I. Technology Fund
Series I Shares |
Contractual | 1.30% | April 30, 2004 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | April 30, 2004 | April 30, 2013 | ||||
Invesco V.I. Utilities Fund
Series I Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 2.25% | July 1, 2012 | June 30, 2013 | ||||
Invesco Van Kampen V.I. American
Franchise Fund
Series I Shares |
Contractual | 0.90% | April 30, 2012 | April 30, 2014 | ||||
Series II Shares
|
Contractual | 1.15% | April 30, 2012 | April 30, 2014 | ||||
Invesco Van Kampen V.I. Comstock
Fund
Series I Shares |
Contractual | 0.72% | July 1, 2012 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 0.97% | July 1, 2012 | April 30, 2013 | ||||
Invesco Van Kampen V.I. Equity
and Income Fund
Series I Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 1.75% | July 1, 2012 | June 30, 2013 |
17
Contractual/ | Expense | Effective Date of | Expiration | |||||
Fund | Voluntary | Limitation | Current Limit | Date | ||||
Invesco Van Kampen V.I. Growth
and Income Fund
Series I Shares |
Contractual | 0.72% | July 1, 2012 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 0.97% | July 1, 2012 | April 30, 2013 | ||||
Invesco Van Kampen V.I. Mid Cap
Growth Fund
Series I Shares |
Contractual | 1.09% | April 30, 2012 | June 30, 2014 | ||||
Series II Shares
|
Contractual | 1.34% | April 30, 2012 | June 30, 2014 | ||||
Invesco Van Kampen V.I. Mid Cap
Value Fund
Series I Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2013 | ||||
Series II Shares
|
Contractual | 2.25% | July 1, 2012 | June 30, 2013 | ||||
Invesco Van Kampen V.I. Value
Opportunities Fund
Series I Shares |
Contractual | 1.30% | January 1, 2005 | April 30, 2013 | ||||
Series II Shares
|
Contractual | 1.45% | January 1, 2005 | April 30, 2013 |
18
By:
|
/s/ John M. Zerr
|
|||
Title:
|
Senior Vice President | |||
|
||||
INVESCO DISTRIBUTORS, INC. | ||||
|
||||
By:
|
/s/ John M. Zerr
|
|||
Title:
|
Senior Vice President |
2
CONTRACTUAL/ | EFFECTIVE | EXPIRATION | ||||||||||||||
FUND | VOLUNTARY | LIMIT/WAIVER | DATE | DATE | ||||||||||||
Invesco Van
Kampen American
Franchise Fund
Class B Shares
|
Contractual | 0.42% limit | May 23, 2011 | June 30, 2013 |
CONTRACTUAL/ | EFFECTIVE | EXPIRATION | ||||||||||||||
FUND | VOLUNTARY | LIMIT/WAIVER | DATE | DATE | ||||||||||||
Invesco Global
Core Equity Fund
Class B Shares |
Contractual | 0.52% limit | May 23, 2011 | June 30, 2013 |
CONTRACTUAL/ | EFFECTIVE | EXPIRATION | ||||||||||||||
FUND | VOLUNTARY | LIMIT/WAIVER | DATE | DATE | ||||||||||||
Invesco Short Term Bond Fund
|
||||||||||||||||
Class C Shares
|
Contractual | 0.50% limit | February 1, 2006 | June 30, 2013 |
CONTRACTUAL/ | EFFECTIVE | EXPIRATION | ||||||||||||||
FUND | VOLUNTARY | LIMIT/WAIVER | DATE | DATE | ||||||||||||
Invesco Van Kampen Comstock Fund
|
||||||||||||||||
Class B Shares
|
Contractual | 0.25% limit | December 31, 2011 | December 31, 2012 |
CONTRACTUAL | EFFECTIVE | |||||||||||||||
FUND | / VOLUNTARY | LIMIT/WAIVER | DATE | EXPIRATION DATE | ||||||||||||
Government & Agency Portfolio
|
||||||||||||||||
Cash Management Class
|
Contractual | 0.02% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Personal Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Private Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Reserve Class
|
Contractual | 0.13% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Resource Class
|
Contractual | 0.04% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
|
||||||||||||||||
Government TaxAdvantage Portfolio
|
||||||||||||||||
Cash Management Class
|
Contractual | 0.02% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Personal Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Private Investment Class
|
Contractual | 0.25% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Reserve Class
|
Contractual | 0.13% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Resource Class
|
Contractual | 0.04% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
|
||||||||||||||||
Liquid Assets Portfolio
|
||||||||||||||||
Cash Management Class
|
Contractual | 0.02% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Personal Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Private Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Reserve Class
|
Contractual | 0.13% waiver | June 30, 2005 | December 31, 2012 |
3
CONTRACTUAL | EFFECTIVE | |||||||||||||||
FUND | / VOLUNTARY | LIMIT/WAIVER | DATE | EXPIRATION DATE | ||||||||||||
STIC Prime Portfolio
|
||||||||||||||||
Cash Management Class
|
Contractual | 0.02% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Personal Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Private Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Reserve Class
|
Contractual | 0.13% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Resource Class
|
Contractual | 0.04% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
|
||||||||||||||||
Tax-Free Cash Reserve Portfolio
|
||||||||||||||||
Cash Management Class
|
Contractual | 0.02% waiver | April 30, 2008 1 | December 31, 2012 | ||||||||||||
Personal Investment Class
|
Contractual | 0.20% waiver | April 30, 2008 1 | December 31, 2012 | ||||||||||||
Private Investment Class
|
Contractual | 0.25% waiver | April 30, 2008 1 | December 31, 2012 | ||||||||||||
Reserve Class
|
Contractual | 0.13% waiver | April 30, 2008 1 | December 31, 2012 | ||||||||||||
Resource Class
|
Contractual | 0.04% waiver | April 30, 2008 1 | December 31, 2012 | ||||||||||||
|
||||||||||||||||
Treasury Portfolio
|
||||||||||||||||
Cash Management Class
|
Contractual | 0.02% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Personal Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Private Investment Class
|
Contractual | 0.20% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Reserve Class
|
Contractual | 0.13% waiver | June 30, 2005 | December 31, 2012 | ||||||||||||
Resource Class
|
Contractual | 0.04% waiver | June 30, 2005 | December 31, 2012 |
1 | Effective April 30, 2008, Tax-Free Cash Reserve Portfolio was reorganized as a portfolio of Tax-Free Investments Trust (TFIT) to Short-Term Investments Trust following shareholder approval at a meeting held on February 29, 2008. As a portfolio of TFIT, this limitation has been in effect since June 30, 2005. |
4
|
/s/ Stradley Ronon Stevens & Young, LLP
|
Minimum | ||||||||||||
Asset | ||||||||||||
Based | Maximum | Maximum | ||||||||||
AIM COUNSELOR SERIES TRUST | Sales | Service | Aggregate | |||||||||
(INVESCO COUNSELOR SERIES TRUST) | Charge | Fee | Fee | |||||||||
Portfolio Investor Class Shares
|
||||||||||||
|
||||||||||||
Invesco Structured Core Fund
|
0.00% | 0.25% | 0.25% |
Minimum | ||||||||||||
Asset | ||||||||||||
Based | Maximum | Maximum | ||||||||||
AIM EQUITY FUNDS | Sales | Service | Aggregate | |||||||||
(INVESCO EQUITY FUNDS) | Charge | Fee | Fee | |||||||||
Portfolio Investor Class Shares
|
||||||||||||
|
||||||||||||
Invesco Capital Development Fund
|
0.00% | 0.25% | 0.25% |
Minimum | ||||||||||||
Asset | ||||||||||||
Based | Maximum | Maximum | ||||||||||
AIM INTERNATIONAL MUTUAL FUNDS | Sales | Service | Aggregate | |||||||||
(INVESCO INTERNATIONAL MUTUAL FUNDS) | Charge | Fee | Fee | |||||||||
Portfolio Investor Class Shares
|
||||||||||||
|
||||||||||||
Invesco International Core Equity Fund
|
0.00% | 0.25% | 0.25% |
Minimum | ||||||||||||
Asset | ||||||||||||
Based | Maximum | Maximum | ||||||||||
AIM INVESTMENT FUNDS | Sales | Service | Aggregate | |||||||||
(INVESCO INVESTMENTS FUNDS) | Charge | Fee | Fee | |||||||||
Portfolio Investor Class Shares
|
||||||||||||
|
||||||||||||
Invesco Global Health Care Fund
|
0.00% | 0.25% | 0.25% |
Minimum | ||||||||||||
Asset | ||||||||||||
Based | Maximum | Maximum | ||||||||||
AIM SECTOR FUNDS | Sales | Service | Aggregate | |||||||||
(INVESCO SECTOR FUNDS) | Charge | Fee | Fee | |||||||||
Portfolio Investor Class Shares
|
||||||||||||
|
||||||||||||
Invesco Energy Fund
|
0.00% | 0.25% | 0.25% | |||||||||
Invesco Gold & Precious Metals Fund
|
0.00% | 0.25% | 0.25% | |||||||||
Invesco Leisure Fund
|
0.00% | 0.25% | 0.25% | |||||||||
Invesco Utilities Fund
|
0.00% | 0.25% | 0.25% |
2
Minimum | ||||||||||||
Asset | ||||||||||||
AIM COUNSELOR SERIES TRUST | Based | Maximum | Maximum | |||||||||
(INVESCO COUNSELOR SERIES TRUST) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Core Plus Bond Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Floating Rate Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Real Estate Income Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Structured Core Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM EQUITY FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO EQUITY FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Capital Development Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Charter Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Constellation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Diversified Dividend Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Summit Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM FUNDS GROUP | Based | Maximum | Maximum | |||||||||
(INVESCO FUNDS GROUP) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco European Small Company Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Core Equity Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco International Small Company Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Small Cap Equity Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM GROWTH SERIES | Based | Maximum | Maximum | |||||||||
(INVESCO GROWTH SERIES) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Retirement Now Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Balanced-Risk Retirement 2020 Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Balanced-Risk Retirement 2030 Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Balanced-Risk Retirement 2040 Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Balanced-Risk Retirement 2050 Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Equity Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Growth Allocation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Income Allocation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco International Allocation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Mid Cap Core Equity Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Moderate Allocation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Moderately Conservative Allocation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Small Cap Growth Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INTERNATIONAL MUTUAL FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INTERNATIONAL MUTUAL FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Asia Pacific Growth Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco European Growth Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Growth Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Small & Mid Cap Growth Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco International Core Equity Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco International Growth Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Allocation Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Balanced-Risk Commodity Strategy Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco China Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Developing Markets Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Emerging Market Local Currency Debt Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Emerging Markets Equity Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Endeavor Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Health Care Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
2
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco International Total Return Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Premium Income Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Small Companies Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT SECURITIES FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT SECURITIES FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Dynamics Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Global Real Estate Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco High Yield Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Municipal Bond Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Real Estate Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Short Term Bond Fund
|
0.00 | % | 0.15 | % | 0.15 | % | ||||||
Invesco U.S. Government Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
|
||||||||||||
Portfolio Class A2 Shares
|
||||||||||||
|
||||||||||||
Invesco Limited Maturity Treasury Fund
|
0.00 | % | 0.15 | % | 0.15 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM SECTOR FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO SECTOR FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco Energy Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Gold & Precious Metals Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Leisure Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Technology Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Utilities Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco U.S. Mid Cap Value Fund
|
0.00 | % | 0.25 | % | 0.25 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM TAX-EXEMPT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO TAX-EXEMPT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class A Shares | Charge | Fee | Fee | |||||||||
Invesco High Income Municipal Fund
|
0.00 | % | 0.25 | % | 0.25 | % | ||||||
Invesco Tax-Exempt Cash Fund
|
0.00 | % | 0.10 | % | 0.10 | % |
* | The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof). |
3
Portfolio | Shares | |
Invesco California Tax-Free Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Equally-Weighted S&P 500 Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco S&P 500 Index Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Portfolio | Shares | |
Invesco Convertible Securities
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Portfolio | Shares | |
Invesco Commodities Strategy Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Portfolio | Shares | |
Invesco Pacific Growth Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Portfolio | Shares | |
Invesco High Yield Securities Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Portfolio | Shares | |
Invesco Technology Sector Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
2
1. | Schedule A to the Plan is hereby deleted and replaced in its entirety with the following: |
Funds | Shares | |||
Invesco Van Kampen American Franchise Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen Core Equity Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
1
Funds | Shares | |||
Invesco Van Kampen Equity and Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen Equity Premium Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Growth and Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen Pennsylvania Tax Free Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Small Cap Growth Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares |
Funds | Shares | |||
Invesco Balanced-Risk Retirement Now Fund
|
Class A5 Shares | |||
|
Class C5 Shares | |||
|
Class R5 Shares | |||
|
||||
Invesco Balanced-Risk Retirement 2010 Fund
|
Class A5 Shares | |||
|
Class C5 Shares | |||
|
Class R5 Shares | |||
|
||||
Invesco Balanced-Risk Retirement 2020 Fund
|
Class A5 Shares | |||
|
Class C5 Shares | |||
|
Class R5 Shares | |||
|
||||
Invesco Balanced-Risk Retirement 2030 Fund
|
Class A5 Shares | |||
|
Class C5 Shares | |||
|
Class R5 Shares | |||
|
||||
Invesco Balanced-Risk Retirement 2040 Fund
|
Class A5 Shares | |||
|
Class C5 Shares | |||
|
Class R5 Shares | |||
|
||||
Invesco Balanced-Risk Retirement 2050 Fund
|
Class A5 Shares | |||
|
Class C5 Shares | |||
|
Class R5 Shares | |||
|
2
Funds | Shares | |||
Invesco Van Kampen Asset Allocation Conservative Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Asset Allocation Growth Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Asset Allocation Moderate Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Harbor Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Leaders Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Real Estate Securities Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen U.S. Mortgage Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares |
Funds | Shares | |||
Invesco Van Kampen Emerging Markets Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Global Equity Allocation Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
3
Funds | Shares | |||
Invesco Van Kampen Global Franchise Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Global Tactical Asset Allocation Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen International Advantage Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen International Growth Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
Funds | Shares | |||
Invesco Money Market Fund
|
Class A5 Shares | |||
|
Class B5 Shares | |||
|
Class C5 Shares | |||
|
||||
Invesco Van Kampen Core Plus Fixed Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Corporate Bond Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Government Securities Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen High Yield Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares |
4
Funds | Shares | |||
Invesco Van Kampen Limited Duration Fund
|
Class A Shares* | |||
|
Class B Shares | |||
|
Class C Shares |
* | the distribution fee authorized hereby and the service fee authorized pursuant to the Service Plan, in the aggregate, shall not exceed on an annual basis 0.15% of the Funds average daily net assets attributable to (i) Class A Shares sold on or after the date on which this Distribution Plan is first implemented with respect to Class A Shares; (ii) Class A shares sold by Van Kampen Funds Inc. pursuant to distribution plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) Class A Shares that are issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The Fund may pay a distribution fee as determined from time to time by its Board of Trustees in an annual amount not to exceed the lesser of (i) (A) 0.15% of the Funds average daily net asset value during such year attributable to Class A Shares minus (B) the amount of the service fee with respect to the Class A Shares actually expended during such year by the Fund pursuant to the Service Plan and (ii) the actual amount of distribution related expenses incurred by the Distributor with respect to Class A Shares. |
Funds | Shares | |||
Invesco Van Kampen American Value Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen Capital Growth Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen Comstock Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen Enterprise Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Mid Cap Growth Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares |
5
Funds | Shares | |||
Invesco Van Kampen Small Cap Value Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Technology Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Utility Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Value Opportunities Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
Funds | Shares | |||
Invesco Van Kampen California Insured Tax Free Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
Class R Shares | |||
|
||||
Invesco Van Kampen High Yield Municipal Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Insured Tax Free Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Intermediate Term Municipal Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen Municipal Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
||||
Invesco Van Kampen New York Tax Free Income Fund
|
Class A Shares | |||
|
Class B Shares | |||
|
Class C Shares | |||
|
6
1. | Schedule A to the Plan is hereby deleted and replaced in its entirety with the following: |
Funds | Shares | |
Invesco Van Kampen American Franchise Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
1
Funds | Shares | |
Invesco Van Kampen Equity and Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Growth and Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Pennsylvania Tax Free Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Small Cap Growth Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Balanced-Risk Retirement Now Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2020 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2030 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2040 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2050 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Van Kampen Leaders Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen U.S. Mortgage Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
2
Funds | Shares | |
Invesco Money Market Fund
|
Class A5 Shares | |
|
Class B5 Shares | |
|
Class C5 Shares | |
|
||
Invesco Van Kampen Corporate Bond Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Van Kampen American Value Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Comstock Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Mid Cap Growth Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Small Cap Value Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Value Opportunities Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Van Kampen High Yield Municipal Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Intermediate Term Municipal Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
3
Funds | Shares | |
Invesco Van Kampen American Franchise Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Equity and Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Growth and Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
1
|
Class R Shares | |
|
||
Invesco Van Kampen Pennsylvania Tax Free Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Small Cap Growth Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Balanced-Risk Retirement Now Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2020 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2030 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2040 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Balanced-Risk Retirement 2050 Fund
|
Class A5 Shares | |
|
Class C5 Shares | |
|
Class R5 Shares | |
|
||
Invesco Van Kampen Leaders Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen U.S. Mortgage Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Money Market Fund
|
Class A5 Shares | |
|
Class B5 Shares | |
|
Class C5 Shares |
2
Funds | Shares | |
Invesco Van Kampen Corporate Bond Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Van Kampen American Value Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Comstock Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Mid Cap Growth Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
Class R Shares | |
|
||
Invesco Van Kampen Small Cap Value Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Value Opportunities Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
Funds | Shares | |
Invesco Van Kampen High Yield Municipal Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Intermediate Term Municipal Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen Municipal Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares | |
|
||
Invesco Van Kampen New York Tax Free Income Fund
|
Class A Shares | |
|
Class B Shares | |
|
Class C Shares |
3
Maximum | ||||||||||||
Asset | ||||||||||||
AIM COUNSELOR SERIES TRUST | Based | Maximum | Maximum | |||||||||
(INVESCO COUNSELOR SERIES TRUST) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Core Plus Bond Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Real Estate Income Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Structured Core Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM EQUITY FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO EQUITY FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Capital Development Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Charter Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Constellation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Diversified Dividend Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Summit Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM FUNDS GROUP | Based | Maximum | Maximum | |||||||||
(INVESCO FUNDS GROUP) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco European Small Company Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Core Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Small Company Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Small Cap Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM GROWTH SERIES | Based | Maximum | Maximum | |||||||||
(INVESCO GROWTH SERIES) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Retirement Now Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2020 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2030 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2040 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2050 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Growth Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Income Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Mid Cap Core Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Moderate Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Conservative Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Small Cap Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM INTERNATIONAL MUTUAL FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INTERNATIONAL MUTUAL FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Asia Pacific Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco European Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Small & Mid Cap Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Core Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
2
Maximum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Commodity Strategy Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco China Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Developing Markets Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Emerging Market Local Currency
Debt Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Health Care Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Total Return Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Endeavor Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Small Companies Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Maximum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT SECURITIES FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT SECURITIES FUND) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Dynamics Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Real Estate Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco High Yield Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Money Market Fund
|
0.65 | % | 0.25 | % | 0.90 | % | ||||||
Invesco Municipal Bond Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Real Estate Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco U.S. Government Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Maximum | ||||||||||||
Asset | ||||||||||||
AIM SECTOR FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO SECTOR FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco Energy Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Gold & Precious Metals Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Leisure Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Technology Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Utilities Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco U.S. Mid Cap Value Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Maximum | ||||||||||||
Asset | ||||||||||||
AIM TAX-EXEMPT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO TAX-EXEMPT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class B Shares | Charge | Fee | Fee | |||||||||
Invesco High Income Municipal Fund
|
0.75 | % | 0.25 | % | 1.00% |
3
Maximum | ||||||||||||
Asset | ||||||||||||
AIM COUNSELOR SERIES TRUST | Based | Maximum | Maximum | |||||||||
(INVESCO COUNSELOR SERIES TRUST) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Core Plus Bond Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Floating Rate Fund
|
0.50 | % | 0.25 | % | 0.75 | % | ||||||
Invesco Global Real Estate Income Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Structured Core Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM EQUITY FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO EQUITY FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Capital Development Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Charter Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Constellation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Diversified Dividend Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Summit Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM FUNDS GROUP | Based | Maximum | Maximum | |||||||||
(INVESCO FUNDS GROUP) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco European Small Company Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Core Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Small Company Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Small Cap Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM GROWTH SERIES | Based | Maximum | Maximum | |||||||||
(INVESCO GROWTH SERIES) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Retirement Now Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2020 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2030 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2040 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Retirement 2050 Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Growth Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Income Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Mid Cap Core Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Moderate Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Moderately Conservative Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Small Cap Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INTERNATIONAL MUTUAL FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INTERNATIONAL MUTUAL FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Asia Pacific Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco European Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Small & Mid Cap Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Core Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco International Growth Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Allocation Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Balanced-Risk Commodity Strategy Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco China Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Developing Markets Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Emerging Market Local Currency Debt Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Emerging Markets Equity Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Health Care Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
2
Maximum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco International Total Return Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Endeavor Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Small Companies Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Premium Income Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT SECURITIES FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT SECURITIES FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Dynamics Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Global Real Estate Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco High Yield Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Money Market Fund
|
0.65 | % | 0.25 | % | 0.90 | % | ||||||
Invesco Municipal Bond Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Real Estate Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Short Term Bond Fund
|
0.40 | % | 0.25 | % | 0.65 | % | ||||||
Invesco U.S. Government Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | Asset | |||||||||||
AIM SECTOR FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO SECTOR FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco Energy Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Gold & Precious Metals Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Leisure Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Technology Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco Utilities Fund
|
0.75 | % | 0.25 | % | 1.00 | % | ||||||
Invesco U.S. Mid Cap Value Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
Maximum | ||||||||||||
Asset | ||||||||||||
AIM TAX-EXEMPT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO TAX-EXEMPT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio - Class C Shares | Charge | Fee | Fee | |||||||||
Invesco High Income Municipal Fund
|
0.75 | % | 0.25 | % | 1.00 | % |
* | The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof). |
3
Minimum | ||||||||||||
Asset | ||||||||||||
AIM COUNSELOR SERIES TRUST | Based | Maximum | Maximum | |||||||||
(INVESCO COUNSELOR SERIES TRUST) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Core Plus Bond Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Floating Rate Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Structured Core Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Van Kampen American Franchise Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM EQUITY FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO EQUITY FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Capital Development Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Charter Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Constellation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Diversified Dividend Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
AIM FUNDS GROUP | Based | Maximum | Maximum | |||||||||
(INVESCO FUNDS GROUP) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Global Core Equity Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Small Cap Equity Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM GROWTH SERIES | Based | Maximum | Maximum | |||||||||
(INVESCO GROWTH SERIES) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Retirement Now Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Balanced-Risk Retirement 2020 Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Balanced-Risk Retirement 2030 Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Balanced-Risk Retirement 2040 Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Balanced-Risk Retirement 2050 Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Global Equity Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Growth Allocation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Income Allocation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco International Allocation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Mid Cap Core Equity Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Moderate Allocation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Moderately Conservative Allocation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Small Cap Growth Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INTERNATIONAL MUTUAL FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INTERNATIONAL MUTUAL FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco European Growth Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco International Core Equity Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco International Growth Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
2
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Balanced-Risk Allocation Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Balanced-Risk Commodity Strategy Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Emerging Market Local Currency Debt Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Emerging Markets Equity Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Endeavor Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Premium Income Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Small Companies Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM INVESTMENT SECURITIES FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO INVESTMENT SECURITIES FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Dynamics Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Global Real Estate Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Money Market Fund
|
0.15 | % | 0.25 | % | 0.40 | % | ||||||
Invesco Real Estate Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Short Term Bond Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco U.S. Government Fund
|
0.25 | % | 0.25 | % | 0.50 | % |
Minimum | ||||||||||||
Asset | ||||||||||||
AIM SECTOR FUNDS | Based | Maximum | Maximum | |||||||||
(INVESCO SECTOR FUNDS) | Sales | Service | Aggregate | |||||||||
Portfolio Class R Shares | Charge | Fee | Fee | |||||||||
Invesco Leisure Fund
|
0.25 | % | 0.25 | % | 0.50 | % | ||||||
Invesco Van Kampen Value Opportunities Fund
|
0.25 | % | 0.25 | % | 0.50% |
3
|
MASTER RELATED AGREEMENT TO
APPLICABLE DISTRIBUTION PLANS (CLASS A SHARES AND CLASS A5 SHARES) |
1. | a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio. |
|
1 | 04/30/2010 |
2. | For the services provided by Distributors or its designees pursuant to this Agreement, each Fund shall pay Distributors a fee, calculated at the end of each month at the annual rate set forth in Schedule A, or such lesser rate as shall be agreed to by Distributors, as applied to the average net asset value of the shares of such Fund purchased or acquired through exchange on or after the Plan Calculation Date shown for such Fund on Schedule A. | |
3. | The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within 10 days after the close of each month. | |
4. | Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement. | |
5. | Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. | |
6. | Distributors may enter into other similar Master Related Agreements with any other investment company without a Funds consent. | |
7. | This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-Interested Trustees, by votes cast in person at a meeting called for the purpose of voting on the Plans and this Agreement. | |
8. | This Agreement shall continue in full force and effect as long as the continuance of the Plans and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon. | |
9. | This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Funds outstanding shares, on sixty (60) days written notice. It will be terminated by any act which terminates the Funds Plan(s), and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act. | |
10. | This Agreement may be amended by mutual written agreement of the parties. | |
11. | All communications should be sent to the address of each signor as shown at the bottom of this Agreement. | |
12. | This Agreement shall be construed in accordance with the laws of the State of Texas. |
|
2 | 04/30/2010 |
INVESCO DISTRIBUTORS, INC. | ||||||
|
||||||
|
By: | /s/ John S. Cooper | ||||
|
Name: |
|
||||
|
Title: | President | ||||
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173 Attn: President |
||||||
|
||||||
Effective April 30, 2010
|
||||||
|
||||||
FUND (listed in Schedule A)
on behalf of the Class A Shares and Class A5 Shares of each Portfolio listed on Schedule A |
||||||
|
||||||
|
By: | /s/ John M. Zerr | ||||
|
Name: |
|
||||
|
Title: | Senior Vice President |
|
3 | 04/30/2010 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
AIM COUNSELOR SERIES TRUST
(INVESCO COUNSELOR SERIES TRUST) |
||||||
Invesco California Tax-Free Income Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Core Plus Bond Fund A Shares
|
0.25 | June 2, 2009 | ||||
Invesco Equally-Weighted S&P 500 Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Floating Rate Fund A Shares
|
0.25 | April 14, 2006 | ||||
Invesco Global Real Estate Income Fund A Shares
|
0.25 | March 12, 2007 | ||||
Invesco S&P 500 Index Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Structured Core Fund A Shares
|
0.25 | March 31, 2006 | ||||
Invesco Van Kampen American Franchise Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Equity and Income Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Growth and Income Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Pennsylvania Tax Free Income
Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Small Cap Growth Fund A Shares
|
0.25 | February 12, 2010 | ||||
|
||||||
AIM EQUITY FUNDS
(INVESCO EQUITY FUNDS) |
||||||
Invesco Capital Development Fund A Shares
|
0.25 | June 17, 1996 | ||||
Invesco Charter Fund A Shares
|
0.25 | November 18, 1986 | ||||
Invesco Constellation Fund A Shares
|
0.25 | September 9, 1986 | ||||
Invesco Diversified Dividend Fund A Shares
|
0.25 | December 31, 2001 | ||||
Invesco Summit Fund A Shares
|
0.25 | October 31, 2005 | ||||
|
||||||
AIM FUNDS GROUP
(INVESCO FUNDS GROUP) |
||||||
Invesco European Small Company Fund A Shares
|
0.25 | August 31, 2000 | ||||
Invesco Global Core Equity Fund A Shares
|
0.25 | December 29, 2000 | ||||
Invesco International Small Company Fund A
Shares
1
|
0.25 | August 31, 2000 | ||||
Invesco Small Cap Equity Fund A Shares
|
0.25 | August 31, 2000 | ||||
|
||||||
AIM GROWTH SERIES
(INVESCO GROWTH SERIES) |
||||||
Invesco Balanced-Risk Retirement Now Fund A Shares
|
0.25 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement Now Fund A5 Shares
|
0.25 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2020 Fund A Shares
|
0.25 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2020 Fund A5 Shares
|
0.25 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2030 Fund A Shares
|
0.25 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2030 Fund A5 Shares
|
0.25 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2040 Fund A Shares
|
0.25 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2040 Fund A5 Shares
|
0.25 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2050 Fund A Shares
|
0.25 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2050 Fund A5 Shares
|
0.25 | February 12, 2010 | ||||
Invesco Convertible Securities Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Global Equity Fund A Shares
|
0.25 | May 29, 1998 |
|
4 | 12/19/11 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
Invesco Growth Allocation Fund A Shares
|
0.25 | April 30, 2004 | ||||
Invesco Income Allocation Fund A Shares
|
0.25 | October 31, 2005 | ||||
Invesco International Allocation Fund A Shares
|
0.25 | October 31, 2005 | ||||
Invesco Mid Cap Core Equity Fund A Shares
|
0.25 | May 29, 1998 | ||||
Invesco Moderate Allocation Fund A Shares
|
0.25 | April 30, 2004 | ||||
Invesco Conservative Allocation Fund A Shares
|
0.25 | April 29, 2005 | ||||
Invesco Small Cap Growth Fund A Shares
1
|
0.25 | May 29, 1998 | ||||
Invesco Van Kampen Leaders Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen U.S. Mortgage Fund A Shares
|
0.25 | February 12, 2010 | ||||
|
||||||
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS) |
||||||
Invesco Asia Pacific Growth Fund A Shares
|
0.25 | November 1, 1997 | ||||
Invesco European Growth Fund A Shares
|
0.25 | November 1, 1997 | ||||
Invesco Global Growth Fund A Shares
|
0.25 | September 15, 1994 | ||||
Invesco Global Small & Mid Cap Growth Fund A Shares
|
0.25 | September 15, 1994 | ||||
Invesco International Core Equity Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco International Growth Fund A Shares
|
0.25 | May 21, 1992 | ||||
|
||||||
AIM INVESTMENT FUNDS
(INVESCO INVESTMENT FUNDS) |
||||||
Invesco Balanced-Risk Allocation Fund A Shares
|
0.25 | May 29, 2009 | ||||
Invesco Balanced-Risk Commodity Strategy Fund A Shares
|
0.25 | November 30, 2010 | ||||
Invesco China Fund A Shares
|
0.25 | March 31, 2006 | ||||
Invesco Commodities Strategy Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Developing Markets Fund A Shares
|
0.25 | May 29, 1998 | ||||
Invesco Emerging Market Local Currency Debt Fund A
Shares
|
0.25 | June 14, 2010 | ||||
Invesco Emerging Markets Equity Fund A Shares
|
0.25 | May 31, 2011 | ||||
Invesco Endeavor Fund A Shares
|
0.25 | November 4, 2003 | ||||
Invesco Global Health Care Fund A Shares
|
0.25 | May 29, 1998 | ||||
Invesco International Total Return Fund A Shares
|
0.25 | March 31, 2006 | ||||
Invesco Pacific Growth Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Premium Income Fund A Shares
|
0.25 | December 14, 2011 | ||||
Invesco Small Companies Fund A Shares
|
0.25 | November 4, 2003 | ||||
|
||||||
AIM INVESTMENT SECURITIES FUNDS
(INVESCO INVESTMENT SECURITIES FUNDS) |
||||||
Invesco Dynamics Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco Global Real Estate Fund A Shares
|
0.25 | April 29, 2005 | ||||
Invesco High Yield Fund A Shares
|
0.25 | July 1, 1992 | ||||
Invesco High Yield Securities Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Limited Maturity Treasury Fund A2
Shares
2
|
0.15 | December 2, 1987 | ||||
Invesco Money Market Fund A5 Shares
|
0.25 | February 12, 2010 | ||||
Invesco Municipal Bond Fund A Shares
|
0.25 | July 1, 1992 | ||||
Invesco Real Estate Fund A Shares
1
|
0.25 | August 4, 1997 | ||||
Invesco Short Term Bond Fund A Shares
|
0.15 | April 30, 2004 | ||||
Invesco U.S. Government Fund A Shares
|
0.25 | July 1, 1992 | ||||
Invesco Van Kampen Corporate Bond Fund A Shares
|
0.25 | February 12, 2010 |
|
5 | 12/19/11 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) |
||||||
Invesco Energy Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco Gold & Precious Metals Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco Leisure Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco Technology Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco Technology Sector Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco U.S. Mid Cap Value Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Utilities Fund A Shares
|
0.25 | March 29, 2002 | ||||
Invesco Van Kampen American Value Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Comstock Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Mid Cap Growth Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Small Cap Value Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Value Opportunities Fund A Shares
|
0.25 | February 12, 2010 | ||||
|
||||||
AIM TAX-EXEMPT FUNDS
(INVESCO TAX-EXEMPT FUNDS) |
||||||
Invesco High Income Municipal Fund A Shares
|
0.25 | December 22, 1997 | ||||
Invesco Tax-Exempt Cash Fund A Shares
3
|
0.10 | July 1, 1992 | ||||
Invesco Van Kampen High Yield Municipal Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Intermediate Term Municipal Income
Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen Municipal Income Fund A Shares
|
0.25 | February 12, 2010 | ||||
Invesco Van Kampen New York Tax Free Income
Fund A Shares
|
0.25 | February 12, 2010 |
* | Of this amount, 0.25% is paid as a shareholder servicing fee and the remainder is paid as an asset based sales charge, as these terms are defined under the rules of the FINRA. | |
1 | The fund is closed to new investors. | |
2 | With respect to AIM Limited Maturity Treasury Fund, Class A Shares are renamed Class A2 Shares effective February 1, 2010. | |
3 | Effective July 1, 2009, this fee rate was reduced from 0.25% to 0.10%. |
|
6 | 12/19/11 |
1. | a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio. |
|
1 | 04/30/2010 |
2. | For the services provided by Distributors or its designees pursuant to this Agreement, each Fund shall pay Distributors a fee, calculated at the end of each month at the annual rate set forth in Schedule A, or such lesser rate as shall be agreed to by Distributors, as applied to the average net asset value of the shares of such Fund purchased or acquired through exchange on or after the Plan Calculation Date shown for such Fund on Schedule A. | |
3. | The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within 10 days after the close of each month. | |
4. | Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement. | |
5. | Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. | |
6. | Distributors may enter into other similar Master Related Agreements with any other investment company without a Funds consent. | |
7. | This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-Interested Trustees, by votes cast in person at a meeting called for the purpose of voting on the Plans and this Agreement. | |
8. | This Agreement shall continue in full force and effect as long as the continuance of the Plans and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon. | |
9. | This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Funds outstanding shares, on sixty (60) days written notice. It will be terminated by any act which terminates the Funds Plan, and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act. | |
10. | This Agreement may be amended by mutual written agreement of the parties. | |
11. | All communications should be sent to the address of each signor as shown at the bottom of this Agreement. | |
12. | This Agreement shall be construed in accordance with the laws of the State of Texas. |
|
2 | 04/30/2010 |
INVESCO DISTRIBUTORS, INC. | ||||||
|
||||||
|
By: |
/s/ John S. Cooper
|
||||
|
Name: | John S. Cooper | ||||
|
Title: | President | ||||
|
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173 |
|||||
|
Attn: President | |||||
|
||||||
Effective April 30, 2010
|
||||||
FUND (listed in Schedule A) | ||||||
on behalf of the Class C Shares of each Portfolio
listed on Schedule A |
||||||
|
||||||
|
By: |
/s/ John M. Zerr
|
||||
|
Name: | John M. Zerr | ||||
|
Title: | Senior Vice President |
|
3 | 04/30/2010 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
AIM COUNSELOR SERIES TRUST
(INVESCO COUNSELOR SERIES TRUST) |
||||||
Invesco Core Plus Bond Fund C Shares
|
1.00 | June 2, 2009 | ||||
Invesco Floating Rate Fund C Shares
|
0.75 | April 14, 2006 | ||||
Invesco Global Real Estate Income Fund C Shares
|
1.00 | March 12, 2007 | ||||
Invesco Structured Core Fund C Shares
|
1.00 | March 31, 2006 | ||||
Invesco California Tax-Free Income Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Equally-Weighted S&P 500 Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco S&P 500 Index Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen American Franchise
Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Equity and Income Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Growth and Income Fund C Share
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Pennsylvania Tax Free Income
Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Small Cap Growth Fund C Shares
|
1.00 | February 12, 2010 | ||||
|
||||||
AIM EQUITY FUNDS
(INVESCO EQUITY FUNDS) |
||||||
Invesco Capital Development Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco Charter Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco Constellation Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco Diversified Dividend Fund C Shares
|
1.00 | December 31, 2001 | ||||
Invesco Summit Fund C Shares
|
1.00 | October 31, 2005 | ||||
|
||||||
AIM FUNDS GROUP
(INVESCO FUNDS GROUP) |
||||||
Invesco European Small Company Fund C Shares
|
1.00 | August 31, 2000 | ||||
Invesco Global Core Equity Fund C Shares
|
1.00 | December 29, 2000 | ||||
Invesco International Small Company Fund C Shares
1
|
1.00 | August 31, 2000 | ||||
Invesco Small Cap Equity Fund C Shares
|
1.00 | August 31, 2000 | ||||
|
||||||
AIM GROWTH SERIES
(INVESCO GROWTH SERIES) |
||||||
Invesco Balanced-Risk Retirement Now Fund C Shares
|
1.00 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement Now Fund C5 Shares
|
1.00 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2020 Fund C Shares
|
1.00 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2020 Fund C5 Shares
|
1.00 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2030 Fund C Shares
|
1.00 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2030 Fund C5 Share
|
1.00 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2040 Fund C Shares
|
1.00 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2040 Fund C5 Shares
|
1.00 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2050 Fund C Shares
|
1.00 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2050 Fund C5 Shares
|
1.00 | February 12, 2010 |
1 | The fund is closed to new investors. |
|
4 | 12/19/2011 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
Invesco Global Equity Fund C Shares
|
1.00 | May 29, 1998 | ||||
Invesco Growth Allocation Fund C Shares
|
1.00 | April 30, 2004 | ||||
Invesco Income Allocation Fund C Shares
|
1.00 | October 31, 2005 | ||||
Invesco International Allocation Fund C Shares
|
1.00 | October 31, 2005 | ||||
Invesco Mid Cap Core Equity Fund C Shares
|
1.00 | May 3, 1999 | ||||
Invesco Moderate Allocation Fund C Shares
|
1.00 | April 30, 2004 | ||||
Invesco Conservative Allocation Fund C Shares
|
1.00 | April 29, 2005 | ||||
Invesco Small Cap Growth Fund C Shares
1
|
1.00 | May 3, 1999 | ||||
Invesco Convertible Securities Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Leaders Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen U.S. Mortgage Fund C Shares
|
1.00 | February 12, 2010 | ||||
|
||||||
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS) |
||||||
Invesco Asia Pacific Growth Fund C Shares
|
1.00 | November 1, 1997 | ||||
Invesco European Growth Fund C Shares
|
1.00 | November 1, 1997 | ||||
Invesco Global Growth Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco Global Small & Mid Cap Growth Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco International Core Equity Fund C Shares
|
1.00 | June 1, 2000 | ||||
Invesco International Growth Fund C Shares
|
1.00 | August 4, 1997 | ||||
|
||||||
AIM INVESTMENT FUNDS
(INVESCO INVESTMENT FUNDS) |
||||||
Invesco Balanced-Risk Allocation Fund C Shares
|
1.00 | May 29, 2009 | ||||
Invesco Balanced-Risk Commodity Strategy Fund C Shares
|
1.00 | November 29, 2010 | ||||
Invesco China Fund C Shares
|
1.00 | March 31, 2006 | ||||
Invesco Developing Markets Fund C Shares
|
1.00 | March 1, 1999 | ||||
Invesco Emerging Market Local Currency Debt Fund C Shares
|
1.00 | June 14, 2010 | ||||
Invesco Emerging Markets Equity Fund C Shares
|
1.00 | May 31, 2011 | ||||
Invesco Global Health Care Fund C Shares
|
1.00 | March 1, 1999 | ||||
Invesco International Total Return Fund C Shares
|
1.00 | March 31, 2006 | ||||
Invesco Endeavor Fund C Shares
|
1.00 | November 4, 2003 | ||||
Invesco Small Companies Fund C Shares
|
1.00 | November 4, 2003 | ||||
Invesco Commodities Strategy Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Pacific Growth Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Premium Income Fund C Shares
|
1.00 | December 14, 2011 | ||||
Invesco Small Companies Fund C Shares
|
1.00 | November 4, 2003 | ||||
|
||||||
AIM INVESTMENT SECURITIES FUNDS
(INVESCO INVESTMENT SECURITIES FUNDS) |
||||||
Invesco Dynamics Fund C Shares
|
1.00 | June 1, 2000 | ||||
Invesco Global Real Estate Fund C Shares
|
1.00 | April 29, 2005 | ||||
Invesco High Yield Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco Money Market Fund C Shares
2
|
0.65 | August 4, 1997 |
1 | The fund is closed to new investors. | |
2 | Effective July 1, 2009, this fee rate was reduced from 0.75% to 0.65%. |
|
5 | 12/19/2011 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
Invesco Money Market Fund C5 Shares
|
1.00 | February 12, 2010 | ||||
Invesco Municipal Bond Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco Real Estate Fund C Shares
1
|
1.00 | August 4, 1997 | ||||
Invesco Short Term Bond Fund C Shares
|
0.65 | August 30, 2002 | ||||
Invesco U.S. Government Fund C Shares
|
1.00 | August 4, 1997 | ||||
Invesco High Yield Securities Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Corporate Bond Fund C Shares
|
1.00 | February 12, 2010 | ||||
|
||||||
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) |
||||||
Invesco Energy Fund C Shares
|
1.00 | June 1, 2000 | ||||
Invesco Gold & Precious Metals Fund C Shares
|
1.00 | June 1, 2000 | ||||
Invesco Leisure Fund C Shares
|
1.00 | June 1, 2000 | ||||
Invesco Technology Fund C Shares
|
1.00 | June 1, 2000 | ||||
Invesco Utilities Fund C Shares
|
1.00 | September 28, 2001 | ||||
Invesco Technology Sector Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco U.S. Mid Cap Value Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen American Value Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Comstock Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Mid Cap Growth Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Small Cap Value Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Value Opportunities Fund C Share
|
1.00 | February 12, 2010 | ||||
|
||||||
AIM TAX-EXEMPT FUNDS
(INVESCO TAX-EXEMPT FUNDS) |
||||||
Invesco High Income Municipal Fund C Shares
|
1.00 | December 22, 1997 | ||||
Invesco Van Kampen High Yield Municipal Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Intermediate Term Municipal Income Fund
C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen Municipal Income Fund C Shares
|
1.00 | February 12, 2010 | ||||
Invesco Van Kampen New York Tax Free Income Fund
C Shares
|
1.00 | February 12, 2010 |
* | Of this amount, 0.25% is paid as a shareholder servicing fee and the remainder is paid as an asset based sales charge, as these terms are defined under the rules of the FINRA. |
|
6 | 12/19/2011 |
|
MASTER RELATED AGREEMENT TO
APPLICABLE MASTER DISTRIBUTION PLANS (CLASS R SHARES AND CLASS R5 SHARES) |
1. | a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio. |
|
1 | 04/30/2010 |
2. | For the services provided by Distributors or its designees pursuant to this Agreement, each Fund shall pay Distributors a fee, calculated at the end of each month at the annual rate set forth in Schedule A, or such lesser rate as shall be agreed to by Distributors, as applied to the average net asset value of the shares of such Fund purchased or acquired through exchange on or after the Plan Calculation Date shown for such Fund on Schedule A. | |
3. | The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within 10 days after the close of each month. | |
4. | Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement. | |
5. | Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. | |
6. | Distributors may enter into other similar Master Related Agreements with any other investment company without a Funds consent. | |
7. | This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-Interested Trustees, by votes cast in person at a meeting called for the purpose of voting on the Plans and this Agreement. | |
8. | This Agreement shall continue in full force and effect as long as the continuance of the Plans and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon. | |
9. | This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Funds outstanding shares, on sixty (60) days written notice. It will be terminated by any act which terminates the Funds Plan, and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act. | |
10. | This Agreement may be amended by mutual written agreement of the parties. | |
11. | All communications should be sent to the address of each signor as shown at the bottom of this Agreement. | |
12. | This Agreement shall be construed in accordance with the laws of the State of Texas. |
|
2 | 04/30/2010 |
INVESCO DISTRIBUTORS, INC. | ||||||
|
||||||
|
By: | /s/ John S. Cooper | ||||
|
Name: |
|
||||
|
Title: | President | ||||
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173 Attn: President |
||||||
|
||||||
Effective April 30, 2010
|
||||||
|
||||||
FUND (listed in Schedule A)
on behalf of the Class R Shares of each Portfolio listed on Schedule A |
||||||
|
||||||
|
By: | /s/ John M. Zerr | ||||
|
Name: |
|
||||
|
Title: | Senior Vice President |
|
3 | 04/30/2010 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
AIM COUNSELOR SERIES TRUST
(INVESCO COUNSELOR SERIES TRUST) |
||||||
Invesco Core Plus Bond Fund R Shares
|
0.50 | June 2, 2009 | ||||
Invesco Floating Rate Fund R Shares
|
0.50 | April 14, 2006 | ||||
Invesco Structured Core Fund R Shares
|
0.50 | March 31, 2006 | ||||
Invesco Van Kampen American Franchise Fund R Shares
|
0.50 | May 23, 2011 | ||||
Invesco Equally-Weighted S&P 500 Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Van Kampen Equity and Income Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Van Kampen Growth and Income Fund
R Shares
|
0.50 | February 12, 2010 | ||||
|
||||||
AIM EQUITY FUNDS
(INVESCO EQUITY FUNDS) |
||||||
Invesco Capital Development Fund R Shares
|
0.50 | June 3, 2002 | ||||
Invesco Charter Fund R Shares
|
0.50 | June 3, 2002 | ||||
Invesco Constellation Fund R Shares
|
0.50 | June 3, 2002 | ||||
Invesco Diversified Dividend Fund R Shares
|
0.50 | October 25, 2005 | ||||
|
||||||
AIM FUNDS GROUP
(INVESCO FUNDS GROUP) |
||||||
Invesco Global Core Equity Fund R Shares
|
0.50 | May 23, 2011 | ||||
Invesco Small Cap Equity Fund R Shares
|
0.50 | June 3, 2002 | ||||
|
||||||
AIM GROWTH SERIES
(INVESCO GROWTH SERIES) |
||||||
Invesco Global Equity Fund R Shares
|
0.50 | October 28, 2005 | ||||
Invesco Growth Allocation Fund R Shares
|
0.50 | April 30, 2004 | ||||
Invesco Income Allocation Fund R Shares
|
0.50 | October 31, 2005 | ||||
Invesco Balanced-Risk Retirement Now Fund R Shares
|
0.50 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement Now Fund R5 Shares
|
0.50 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2020 Fund R Shares
|
0.50 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2020 Fund R5 Shares
|
0.50 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2030 Fund R Shares
|
0.50 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2030 Fund R5 Shares
|
0.50 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2040 Fund R Shares
|
0.50 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2040 Fund R5 Shares
|
0.50 | February 12, 2010 | ||||
Invesco Balanced-Risk Retirement 2050 Fund R Shares
|
0.50 | January 31, 2007 | ||||
Invesco Balanced-Risk Retirement 2050 Fund R5 Shares
|
0.50 | February 12, 2010 | ||||
Invesco International Allocation Fund R Shares
|
0.50 | October 31, 2005 | ||||
Invesco Mid Cap Core Equity Fund R Shares
|
0.50 | June 3, 2002 | ||||
Invesco Moderate Allocation Fund R Shares
|
0.50 | April 30, 2004 | ||||
Invesco Conservative Allocation Fund R Shares
|
0.50 | April 29, 2005 | ||||
Invesco Small Cap Growth Fund R Shares
1
|
0.50 | June 3, 2002 |
1 | The Fund is closed to new investors. |
|
4 | 12/19/2011 |
Maximum Aggregate | ||||||
Fund | Fee Rate* | Plan Calculation Date | ||||
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS) |
||||||
Invesco European Growth Fund R Shares
|
0.50 | June 3, 2002 | ||||
Invesco International Core Equity Fund R Shares
|
0.50 | November 24, 2003 | ||||
Invesco International Growth Fund R Shares
|
0.50 | June 3, 2002 | ||||
|
||||||
AIM INVESTMENT FUNDS
(INVESCO INVESTMENT FUNDS) |
||||||
Invesco Balanced-Risk Allocation Fund R Shares
|
0.50 | May 29, 2009 | ||||
Invesco Balanced-Risk Commodity Strategy Fund
R Shares
|
0.50 | November 29, 2010 | ||||
Invesco Emerging Market Local Currency Debt Fund
R Shares
|
0.50 | June 14, 2010 | ||||
Invesco Emerging Markets Equity Fund R Shares
|
0.50 | May 31, 2011 | ||||
Invesco Endeavor Fund R Shares
|
0.50 | April 30, 2004 | ||||
Invesco Small Companies Fund R Shares
|
0.50 | April 30, 2004 | ||||
Invesco Commodities Strategy Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Pacific Growth Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Premium Income Fund R Shares
|
0.50 | December 14, 2011 | ||||
|
||||||
AIM INVESTMENT SECURITIES FUNDS
(INVESCO INVESTMENT SECURITIES FUNDS) |
||||||
Invesco Dynamics Fund R Shares
|
0.50 | April 30, 2008 | ||||
Invesco Global Real Estate Fund R Shares
|
0.50 | April 29, 2005 | ||||
Invesco Money Market Fund R Shares
2
|
0.40 | June 3, 2002 | ||||
Invesco Real Estate Fund R Shares
1
|
0.50 | April 30, 2004 | ||||
Invesco Short Term Bond Fund R Shares
|
0.50 | April 30, 2004 | ||||
Invesco U.S. Government Fund R Shares
|
0.50 | June 3, 2002 | ||||
Invesco Van Kampen Corporate Bond Fund R Shares
|
0.50 | June 6, 2011 | ||||
|
||||||
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) |
||||||
Invesco Leisure Fund R Shares
|
0.50 | October 25, 2005 | ||||
Invesco Van Kampen American Value Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Van Kampen Comstock Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Van Kampen Mid Cap Growth Fund R Shares
|
0.50 | February 12, 2010 | ||||
Invesco Van Kampen Value Opportunities Fund
R Shares
|
0.50 | May 23, 2011 |
* | The Distribution Fee is paid apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof). | |
1 | The Fund is closed to new investors. | |
2 | Effective July 1, 2009, this fee rate was reduced from 0.50% to 0.40%. |
|
5 | 12/19/2011 |
|
MASTER RELATED AGREEMENT TO
FIRST RESTATED MASTER DISTRIBUTION PLAN (REIMBURSEMENT) (INVESTOR CLASS SHARES) |
1. | a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio. | |
b. Distributors may also use the payments received pursuant to Paragraph 2 of this Agreement for distribution-related services. As used in this Agreement, distribution-related services shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering the Plan. |
1
c. Distributors may provide the services described in paragraphs a. and b. above either directly or through third parties (its designees). | ||
2. | For the services provided by Distributors or its designees pursuant to this Agreement, each Fund, on behalf of a Portfolio, shall expend, on a monthly basis, and shall reimburse Distributors to such extent, for Distributors actual direct expenditures incurred over a rolling twelve-month period (or the rolling twenty-four month period specified below) in engaging in the activities and providing the services specified in Sections 3 and 4 of the Plan, an amount computed at an annual rate of 0.25% of the average daily net assets of such Portfolio during the month as applied to the average net asset value of the shares of such Portfolio purchased or acquired through exchange on or after the Plan Calculation Date shown for such Portfolio on Schedule A. Distributors shall not be entitled hereunder to reimbursement for overhead expenses (overhead expenses defined as customary overhead not including the costs of Distributors personnel whose primary responsibilities involve marketing of the Funds). Payments by a Fund on behalf of a Portfolio hereunder, for any month, may be made only with respect to: (a) expenditures incurred by Distributors during the rolling twelve-month period in which that month falls, or (b) to the extent permitted by applicable law, for any month during the first twenty-four months following a Portfolios commencement of operations, expenditures incurred by Distributors during the rolling twenty-four month period in which that month falls, and any expenditures incurred in excess of the limitations described above are not reimbursable. No Fund on behalf of a Portfolio shall be authorized to expend, for any month, a greater amount out of its assets to reimburse Distributors for expenditures incurred during the rolling twenty-four month period referred to above than it would otherwise be authorized to expend out of its assets to reimburse Distributors for expenditures incurred during the rolling twelve-month period referred to above. | |
3. | The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within10 days after the close of each month. | |
4. | Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement. | |
5. | Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plan and the purposes for which such expenditures were made. | |
6. | Distributors may enter into other similar Master Related Agreements with any other investment company without a Funds consent. | |
7. | This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-Interested Trustees, by votes cast in person at a meeting called for the purpose of voting on the Plan and this Agreement. | |
8. | This Agreement shall continue in full force and effect as long as the continuance of the Plan and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon. |
2
9. | This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Funds outstanding shares, on sixty (60) days written notice. It will be terminated by any act which terminates the Funds Plan, and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act. | |
10. | This Agreement may be amended by mutual written agreement of the parties. | |
11. | All communications should be sent to the address of each signor as shown at the bottom of this Agreement. | |
12. | This Agreement shall be construed in accordance with the laws of the State of Texas. |
INVESCO DISTRIBUTORS, INC.
|
||||
By: | /s/ John S. Cooper | |||
Name: | John S. Cooper | |||
Title: |
President
11 Greenway Plaza, Suite 100 Houston, Texas 77046-1173 Attn: President |
|||
FUND (listed in Schedule A)
on behalf of the Investor Class Shares of each Portfolio listed on Schedule A |
||||
By: | /s/ John M. Zerr | |||
Name: | John M. Zerr | |||
Title: | Senior Vice President |
3
Fund | Plan Calculation Date | ||||
AIM EQUITY FUNDS
(INVESCO EQUITY FUNDS) Invesco Diversified Dividend Fund Investor Shares |
July 18, 2005 | ||||
|
|||||
AIM GROWTH SERIES
(INVESCO GROWTH SERIES) Invesco Small Cap Growth Fund Investor Shares |
April 10, 2006 | ||||
|
|||||
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS) Invesco European Growth Fund Investor Shares |
November 24, 2003 | ||||
|
|||||
AIM INVESTMENT SECURITIES FUNDS
(INVESCO INVESTMENT SECURITIES FUNDS) |
|||||
Invesco Dynamics Fund Investor Shares
|
June 1, 2000 | ||||
Invesco High Yield Fund Investor Shares
|
November 3, 2003 | ||||
Invesco U.S. Government Fund Investor Shares
|
November 24, 2003 | ||||
Invesco Municipal Bond Fund Investor Shares
|
November 24, 2003 | ||||
Invesco Real Estate Fund Investor Shares
|
November 3, 2003 | ||||
|
|||||
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) Invesco Technology Fund Investor Shares |
November 24, 2003 |
4
|
||
MASTER RELATED AGREEMENT TO | ||
FIRST RESTATED | ||
MASTER DISTRIBUTION PLAN | ||
(COMPENSATION) | ||
(INVESTOR CLASS SHARES) | ||
1. | a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio. |
b. Distributors may also use the payments received pursuant to Paragraph 2 of this Agreement for distribution-related services. As used in this Agreement, distribution-related services shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering the Plan. |
c. Distributors may provide the services described in paragraphs a. and b. above either directly or through third parties (its designees). |
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1 | 04/30/10 |
2. | For the services provided by Distributors or its designees pursuant to this Agreement, each Fund shall pay Distributors a fee, calculated at the end of each month at the annual rate set forth in Schedule A, or such lesser rate as shall be agreed to by Distributors, as applied to the average net asset value of the shares of such Fund purchased or acquired through exchange on or after the Plan Calculation Date shown for such Fund on Schedule A. | |
3. | The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within 10 days after the close of each month. | |
4. | Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement. | |
5. | Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plan and the purposes for which such expenditures were made. | |
6. | Distributors may enter into other similar Master Related Agreements with any other investment company without a Funds consent. | |
7. | This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-Interested Trustees, by votes cast in person at a meeting called for the purpose of voting on the Plan and this Agreement. | |
8. | This Agreement shall continue in full force and effect as long as the continuance of the Plan and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon. | |
9. | This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Funds outstanding shares, on sixty (60) days written notice. It will be terminated by any act which terminates the Funds Plan, and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act. | |
10. | This Agreement may be amended by mutual written agreement of the parties. | |
11. | All communications should be sent to the address of each signor as shown at the bottom of this Agreement. | |
12. | This Agreement shall be construed in accordance with the laws of the State of Texas. |
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2 | 04/30/10 |
INVESCO DISTRIBUTORS, INC. | ||||||
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By:
Name: |
/s/ John S. Cooper
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Title: | President | ||||
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11 Greenway Plaza, Suite 100 | |||||
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Houston, Texas 77046-1173 | |||||
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Attn: President | |||||
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Effective April 30, 2010
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FUND (listed in Schedule A) | ||||||
on behalf of the Investor Class Shares of each | ||||||
Portfolio listed on Schedule A | ||||||
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By:
Name: |
/s/ John M. Zerr
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Title: | Senior Vice President |
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3 | 04/30/10 |
Maximum Aggregate | ||||
Fund | Fee Rate | Plan Calculation Date | ||
AIM COUNSELOR SERIES TRUST
(INVESCO COUNSELOR SERIES TRUST) |
||||
Invesco Structured Core Fund Investor Shares
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0.25 | April 28, 2008 | ||
AIM EQUITY FUNDS
(INVESCO EQUITY FUNDS) |
||||
Invesco Capital Development Fund Investor Shares
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0.25 | November 30, 2004 | ||
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS) |
||||
Invesco International Core Equity Fund Investor Shares
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0.25 | June 1, 2000 | ||
AIM INVESTMENT FUNDS
(INVESCO INVESTMENT FUNDS) |
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Invesco Global Health Care Fund Investor Shares
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0.25 | July 18, 2005 | ||
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) |
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Invesco Energy Fund Investor Shares
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0.25 | June 1, 2000 | ||
Invesco Gold & Precious Metals Fund Investor Shares
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0.25 | June 1, 2000 | ||
Invesco Leisure Fund Investor Shares
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0.25 | June 1, 2000 | ||
Invesco Utilities Fund Investor Shares
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0.25 | June 1, 2000 |
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4 | 12/01/2011 |
Page 1 of 26
SECTION | PAGE | |||
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3 | ||||
4 | ||||
6 | ||||
8 | ||||
11 | ||||
12 | ||||
13 | ||||
14 | ||||
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APPENDICIES
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15 | ||||
17 | ||||
19 | ||||
22 | ||||
23 | ||||
26 |
Page 2 of 26
| Prohibitions related to material, non-public information; | |
| Personal securities investing; and | |
| Service as a director and other business opportunities. |
| Gifts, Benefits and Entertainment (Inducements) Policy; | |
| Conflicts of Interest Policy; | |
| Treating Customers Fairly Policy; and | |
| Whilstleblowing Policy |
1 | STATEMENT OF GENERAL PRINCIPLES |
1.1 | As a fiduciary, Invesco owes an undivided duty of loyalty to its clients. It is Invescos policy that all employees conduct themselves so as to avoid not only actual conflicts of interest with Invesco clients, but also that they refrain from conduct which could give rise to the appearance of a conflict of interest that may compromise the trust our clients have placed in us. | ||
1.2 | The Code is designed to ensure, among other things, that the personal securities transactions of all employees are conducted in accordance with the following general principles: |
1.2.1 | A duty at all times to place the interests of Invescos clients first and foremost; | ||
1.2.2 | The requirement that all personal securities transactions be conducted in a manner consistent with this Code and in such a manner as to avoid any actual, potential or appearance of a conflict of interest or any abuse of an employees position of trust and responsibility; and | ||
1.2.3 | The requirement that employees should not take inappropriate advantage of their positions. |
1.3 | Invescos policy is to avoid actual or apparent conflicts of interest but, where they unavoidably occur, to record, manage, and disclose them to prevent abuse and protect our clients, employees and other counterparties. | ||
1.4 | Invesco does not make political contributions with corporate funds. No employees may, under any circumstances, use company funds to make political contributions, nor may you represent your personal political views as being those of the company. | ||
1.5 | Invesco seeks to do business with clients and suppliers on a fair and equitable basis. Employees may not accept or provide gifts, entertainment or other non-monetary benefits of an unreasonable value which could create a conflict with the duty owed to clients. Any limits imposed by our business units policies, local laws, or |
Page 3 of 26
regulations with respect to the acceptance or provision of gifts, entertainment and non-monetary benefits must be complied with. | |||
1.6 | Legislation exists to protect employees who blow the whistle about wrongdoing within the Firm. This legislation encourages employees to raise concerns internally in the first instance. Invesco employees should feel able to raise any such concerns internally, confident that it will be dealt with properly and that all reasonable steps will be taken to prevent victimisation. If employees wish to report concerns anonymously they can call the Invesco Compliance Reporting Line. The telephone number is 1-704-943-1136 | ||
1.7 | It is Invesco UK policy, in the context of being an Asset Manager, to treat its customers fairly. | ||
1.8 | No employee should have ownership in or other interest in or employment by any outside concern which does business with Invesco Ltd. This does not apply to stock or other investments in a publicly held company, provided that the stock and other investments do not, in the aggregate, exceed 5% of the outstanding ownership interests of such company. Invesco Ltd may, following a review of the relevant facts, permit ownership interests which exceed these amounts if management or the Board of Directors, as appropriate, concludes that such ownership interests will not adversely affect Invescos business interests or the judgment of the affected staff. | ||
1.9 | Employees are prohibited from using personal hedging strategies or remuneration or liability related contracts of insurance to undermine any risk alignment effects embedded in their remuneration arrangements. This includes, for instance, entering into an arrangement with a third party under which that third party will make payments directly, or indirectly, to the employee that are linked to, or commensurate with, the amounts by which the employees remuneration is subject to reductions arising from the implementation of the Capital Requirements Directive (CRD3) and the FSAs Remuneration Code. |
2 | MATERIAL, NON-PUBLIC INFORMATION |
2.1 | Restriction on Trading or Recommending Trading Each employee is reminded that it constitutes a violation of law and/or Market Abuse regulations for any person to trade in or recommend trading in the securities of a company while in possession of material, non-public information concerning that company, or to disclose such information to any person not entitled to receive it if there is reason to believe that such information will be used in connection with a trade in the securities of that company. Violations of law and regulations may give rise to civil as well as criminal liability, including the imposition of monetary penalties or prison sentences upon the individuals involved. Tippees (i.e, persons who receive material, non-public information) also may be held liable if they trade or if they do not trade but pass along such information to others. | ||
2.2 | What is material, non-public information? Material information is any information about a company which, if disclosed, is likely to affect the market price of the companys securities or to be considered important by an average investor in deciding whether to purchase or sell those securities. Examples of information which should be presumed to be material are matters such as dividend increases or decreases, earnings estimates by the company, changes in the companys previously released earnings estimates, significant new products or discoveries, major litigation by or against the company, liquidity or solvency problems, extraordinary management developments, significant merger or acquisition proposals, or similar major events which would be viewed as having materially altered the total mix of information available regarding the company or the market for any of its securities. Further examples can be found in the FSA Market Abuse Handbook. |
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2.3 | Non-public information, often referred to as inside information, is information that has not yet been publicly disclosed. Information about a company is considered to be non-public information if it is received under circumstances which indicate that it is not yet in general circulation and that such information may be attributable, directly or indirectly, to the company or its insiders, or that the recipient knows to have been furnished by someone in breach of a fiduciary obligation. Courts have held that fiduciary relationships exist between a company and another party in a broad variety of situations involving a relationship between a company and its lawyers, investment bankers, financial printers, employees, technical advisors and others. | ||
2.4 | Information should not be considered to have been publicly disclosed until a reasonable time after it has been made public (for example, by a press release). Someone with access to inside information may not beat the market by trading simultaneously with, or immediately after, the official release of material information. | ||
2.5 | The responsibility of ensuring that the proposed transaction does not constitute insider dealing or a conflict with the interests of a client remains with the relevant employee and obtaining pre-clearance to enter into a transaction under Section 3.3 below does not absolve that responsibility. | ||
2.6 | Invesco is in a unique position, being privy to market research and rumours and being privy also to information about its clients which may be public companies. Invesco employees must be aware and vigilant to ensure that they cannot be accused of being a party of any insider dealing or market abuse situations. | ||
2.7 | In particular, the following investment activities must not be entered into without carefully ensuring that there are no implications of insider trading: |
2.7.1 | Trading in shares for a client in any other client of Invesco which is quoted on a recognised stock exchange. | ||
2.7.2 | Trading in shares for a client in a quoted company where Invesco: |
i) | obtains information in any official capacity which may be price sensitive and has not been made available to the general public. | ||
ii) | obtains any other information which can be substantiated in connection with a quoted company which is also both price sensitive and has not been made available to the general public. |
2.7.3 | Manipulation of the market through the release of information to regular market users which is false or misleading about a company. | ||
2.7.4 | Release of information about a company that would have the effect of distorting the market in such a way to be considered market abuse. |
2.8 | Reporting Requirement. Whenever an employee believes that he or she may have come into possession of material, non-public information about a public company, he or she personally must immediately notify the Compliance Department and should not discuss such information with anyone else including Invesco employees and should not engage in transactions for himself or others, including Invesco clients. | ||
2.9 | Upon receipt of such information the Compliance Department will include the company name on the IVZ Restricted list in respect of which no transactions may be entered into. This list will be advised to the Equity dealing desk and no discussion will be entered into. Whenever an employee is aware of the reason why a company has been included on the IVZ Restricted list but nevertheless wishes to deal in a fund which contains the stock of that company, this must be |
Page 5 of 26
notified to the European Director of Compliance to decide whether the deal will be permitted, | |||
2.10 | Confidentiality. No information regarding the affairs of any client of Invesco may be passed to anyone outside Invesco unless specifically requested by law, regulation or court order. In any event, the Compliance and Legal Department must be consulted prior to furnishing such information. | ||
2.11 | Employees should maintain the confidentiality of information entrusted to them by the Company and their fellow employees. External publication or distribution of internal company information, policies or procedures is prohibited except when disclosure is properly authorised by the functional owner of the information or legally mandated. Employees should make all reasonable efforts to safeguard such information that is in their possession against inadvertent disclosure and shall comply with any non-disclosure obligations imposed on Invesco in its agreements with third parties | ||
2.12 | Sanctions. Any employee who knowingly trades or recommends trading while in possession of material, non-public information may be subject to civil and criminal penalties, as well as to immediate suspension and/or dismissal from Invesco. |
3 | PERSONAL INVESTING ACTIVITIES, PRE-CLEARANCE AND PRE-NOTIFICATION REQUIREMENTS |
3.1 | Transactions covered by this Code All transactions in investments made for Covered Accounts are subject to the pre-clearance procedures, trading restrictions, pre-notification and reporting requirements described below, unless otherwise indicated. For a list of the types of employee and other accounts which are Covered Accounts, please see the definition in Appendix A. | ||
3.2 | Transactions in the following investments (Exempt Investments) are not subject to the trading restrictions or other requirements of this Code and need not be pre-cleared, pre-notified or reported: |
3.2.1 | Registered unaffiliated (e.g. Schroders) open ended Collective Investment Schemes [CIS] including; mutual funds, open-ended investment companies/ICVCs or unit trusts but not closed-end funds, e.g. Investment Trusts; and | ||
3.2.2 | Securities which are direct obligations of an OECD country (e.g. US Treasurys). |
3.3.1 | Prior to entering an order for a Securities Transaction in a Covered Account, the employee must complete a Trade Authorisation Form set forth in Appendix C (also found on the Compliance Europe intranet site) and submit the completed form electronically to the UK Equity Dealers by e-mail to *UK- Invest. Dealers. | ||
The Trade Authorisation Form requires employees to provide certain information and to make certain representations in connection with the specific securities transaction(s). |
Page 6 of 26
3.3.2 | After receiving the completed Trade Authorisation Form, UK Equity Dealers will review the information set forth in the form and, as soon as practicable, will determine whether to clear the proposed Securities Transaction, subject to local requirements. | ||
3.3.3 | Once UK Equity Dealers have authorised the transaction, it is passed electronically to Compliance to complete the authorisation process again this is conducted electronically by e-mail. UK Equity Dealers will forward the authorised Form to *UK- Compliance Personal Share Dealing , who will then check the proposed transaction against the significant holdings/block list to ascertain whether or not the security in question has been blocked. | ||
3.3.4 | If satisfactory, then the Form will be authorised by Compliance and confirmation returned by e-mail to the individual, who will then be at liberty to deal through his or her broker within the designated timescales. | ||
3.3.5 | No order for a Securities Transaction for which pre-clearance authorisation is sought may be placed prior to the receipt of authorisation of the transaction by both the UK Equity Dealers and Compliance. The authorisation and date and time of the authorisation must be reflected on the Trade Authorisation Form (see Appendix C). The original of the completed form will be kept as part of Invescos books and records, and matched to the copy contract note (or equivalent) that the member of staff must ensure is sent by their broker to Invesco. | ||
3.3.6 | If an employee receives permission to trade a security or instrument, the trade must be executed by the close of business on the next business day, unless the local European Director of Compliances authorisation to extend this period has been obtained. | ||
3.3.7 | Where an employee receives permission to buy or sell Invesco Limited ordinary shares on the basis of a limit or stop loss order, the pre-clearance remains valid for up to two weeks or until the trade takes place if this is sooner; if the trade does not take place within two weeks, employees must notify Compliance again and seek further pre-clearance to trade. If, during this period, employees gain non-public price sensitive information, they must notify compliance immediately and cancel the trade. For those employees who are members of the Blackout Group, normal Blackout restrictions continue to apply; therefore, any such limit or stop loss order which remains outstanding when a closed period starts must be cancelled by the employee. Where trades involving limit or stop loss orders are approved, further pre-clearance is required before these orders can be changed. | ||
3.3.8 | For any transaction to buy or sell Invesco Limited ordinary shares pre clearance needs only to be sought from Compliance. The trade authorisation form which should be completed in the way detailed above and sent to *UK- Compliance Personal Share Dealing . |
3.4 | Pre-Notification |
3.4.1 | Transactions to buy or sell Venture Capital Trust ordinary securities or to buy, sell, switch or transfer holdings in UK ICVCs, GPR Funds or other affiliated schemes are subject to pre-notification directly to the Compliance Department regardless of whether the order is placed directly or through a broker/adviser. The employee must complete the relevant sections of the Trade Authorisation Form which can be found in Appendix C (and on the Compliance Europe intranet site) and send it by e-mail to *UK- Compliance Personal Share Dealing . Transactions are subject to the 60 day holding period requirements. |
Page 7 of 26
3.4.2 | It will be necessary to send copies of contract notes (or equivalent) to the Compliance Department. This must be done within 14 days of the transaction. |
3.5 | Transactions that do not need to be pre-cleared but must be reported . The pre-clearance requirements (and the trading restrictions on personal investing described below) do not apply to the following transactions: |
3.5.1 | Discretionary Accounts. Transactions effected in any Covered Account over which the employee has no direct or indirect influence or control (a Discretionary Account). An employee shall be deemed to have no direct or indirect influence or control over an account only if all of the following conditions are met: |
i) | investment discretion for such account has been delegated in writing to an independent fiduciary and such investment discretion is not shared with the employee, or decisions for the account are made by a family member or significant other and not by, or in connection with, the employee; | ||
ii) | the employee (and, where applicable, the family member or significant other) certifies in writing that he or she has not and will not discuss any potential investment decisions with such independent fiduciary or household member; and | ||
iii) | the Compliance Department has determined that the account satisfies the foregoing requirements. |
3.5.2 | Governmental Issues Investments in the debt obligations of Federal agencies or of state and municipal governments or agencies, (e.g. Essex Council Electricity Bond). | ||
3.5.3 | Non-Volitional Trades Transactions which are non-volitional on the part of the employee (such as the receipt of securities pursuant to a stock dividend or merger). | ||
3.5.4 | Automatic Transactions Purchases of the stock of a company pursuant to an automatic dividend reinvestment plan or an employee stock purchase plan sponsored by such company. | ||
3.5.5 | Rights Offerings Receipt or exercise of rights issued by a company on a pro rata basis to all holders of a class of security. Employees must, however, pre-clear transactions for the acquisition of such rights from a third party or the disposition of such rights. | ||
3.5.6 | Interests in Securities comprising part of a broad-based, publicly traded market basket or index of stocks , e.g. S & P 500 Index, FTSE 100, DAX. | ||
3.5.7 | Non-Executive Directors transactions Transactions in securities, except for Invesco Ltd shares and/or UK Investment Trusts and GPR Funds managed by Invesco, by non-executive Directors. | ||
3.5.8 | Note that all of the transactions described in paragraphs 3.5.1. to 3.5.7 while not subject to pre-clearance are nevertheless subject to all of the reporting requirements set forth below in paragraph 7.3. |
4 | TRADE RESTRICTIONS ON PERSONAL INVESTING |
4.1 | All transactions in Covered Accounts which are subject to the preclearance requirements specified in this Code are also subject to the following trading restrictions: |
Page 8 of 26
4.1.1 | Blackout Restrictions Transactions in Covered Accounts generally will not be permitted during a specific period before and after a client account trades in the same security or instrument. | ||
4.1.2 | Blackout Periods An employee may not buy or sell, or permit any Covered Account to buy or sell, a security or any instrument: |
i) | within three business days before or after the day on which any client account trades in the same security or instrument or in a security convertible into or exchangeable for such security or instrument (including options) on transactions other than those covered under the paragraph below, or | ||
ii) | within two business days before or after the day on which a pro rata strip trade, which includes such security, is made for the purpose of rebalancing client accounts. |
4.1.3 | Blackout periods will no longer apply to equity and corporate bond transactions in main index constituents, i.e. FTSE 100, Dow Jones, etc, subject to a cost and proceeds limit of £25,000 per transaction for equities and £50,000 nominal per transaction for corporate bonds. Normal blackout conditions will apply to transactions outside of these criteria. If in any doubt please consult the European Director of Compliance. On a case by case basis and at the discretion of the European Director of Compliance in consultation with the Chief Investment Officer, this limit may be relaxed. | ||
4.1.4 | Trades effected by Invesco for the account of an index fund it manages in the ordinary course of such funds investment activity will not trigger the blackout period. However, the addition or removal of a security from an index, thereby triggering an index fund trade, would cause employee trades in such security to be blacked-out for the seven prior and subsequent calendar days, as described above. | ||
4.1.5 | In the event there is a trade in a client account in the same security or instrument within a blackout period, the employee may be required to close out the position and to disgorge any profit to a charitable organisation chosen by the local Board of Directors; provided, however, that if an employee has obtained preclearance for a transaction and a subsequent client trade occurs within the blackout period, the Chief Executive Officer in consultation with the European Director of Compliance, upon a demonstration of hardship or extraordinary circumstances, may determine to review the application of the disgorgement policy to such transaction and may select to impose alternative restrictions on the employees position. The disgorgement of profits will only apply if the total profit exceeds £100 within the blackout period. | ||
4.1.6 | Invesco Ltd Shares Pre-clearance is required to buy or sell Invesco Ltd Shares. For staff who have been advised that they are part of the Blackout Group, permission will not be given during a closed period. | ||
Persons within the Blackout Group are determined on a quarterly basis and will be notified that they have been added to or removed from the list. | |||
In line with the Invesco Insider Trading Policy, the closed periods for each quarter commence on 15 March, 15 June, 15 September and 15 December respectively and end on the second business day following the Companys issue of the relevant earnings release. | |||
Full details of the Invesco stock transaction Pre-Clearance Guide and restrictions for all employees of Invesco can be found in Appendix F. |
Page 9 of 26
4.1.7 | Invesco Investment Trusts Staff dealing in Invesco Investment Trusts will also be subject to closed periods as dictated by each of the Trusts. | ||
4.1.8 | UK ICVCs and other affiliated schemes will be subject to the Short Term Trading restrictions (60 day rule see 4.1.9). The preferential rate of sales charge allowed to staff will be withdrawn in circumstances where it is apparent that the employee has traded on a short term basis in those shares i.e. where previous transactions by that person have resulted in the short term holding of those investments. Shares of UK ICVCs and affiliated schemes will not be accepted for redemption if the funds themselves are closed for redemption due to the effects of subsequent market or currency movements. | ||
4.1.9 | Short Term Trading Profits It is Invescos policy to restrict the ability of employees to benefit from short-term trading in securities and instruments. Employees must disgorge profits made on the sale by an employee of any security or instrument held less than 60 days and will not be permitted to purchase any security or instrument that has been sold by such employee within the prior 60 days. Employees are required to disgorge profits made on the sale in a Covered Account within the 60 days period. Exceptions may be granted by the Compliance Department on a case by case basis. This policy applies to trading in all types of securities and instruments, except where in a particular case the European Director of Compliance in consultation with the Chief Executive Officer has made a specific finding of hardship and it can be demonstrated that no potential abuse or conflict is presented (for example, when an employees request to sell a security purchased within 60 days prior to the request is prompted by a major corporate or market event, such as a tender offer, and the security was not held in client accounts). This section (4.1.9) will not apply to Financial Spread Betting transactions which have been approved under the Exceptions section (4.1.16) of this Policy. | ||
4.1.10 | Initial Public Offerings No employee may purchase or permit any Covered Account to purchase a security offered pursuant to an initial public offering, except in a Venture Capital Trust, wherever such offering is made. However where the public offering is made by a Government of where the employee is resident and different amounts of the offering are specified for different investor types e.g. private and institutional, the European Director of Compliance may allow such purchases after consultation with the local Chief Executive Officer or his designee. | ||
4.1.11 | Privately-Issued Securities Employees may not purchase or permit a Covered Account to purchase or acquire any privately-issued securities, other than in exceptional cases specifically approved by the local Chief Executive Officer (e.g. where such investment is part of a family-owned and operated business venture that would not be expected to involve an investment opportunity of interest to any Invesco client). Requests for exceptions should be made in the first instance to the European Director of Compliance. | ||
4.1.12 | Employees, however, may invest in interests in private investment funds (i.e. hedge funds) that are established to invest predominantly in public securities and instruments, subject to the pre-clearance procedures, trading restrictions and reporting requirements contained in this Code. Employees may also invest in residential co-operatives and private recreational clubs (such as sports clubs, country clubs, luncheon clubs and the like) for their personal use; such investments are not subject to the pre-clearance procedures, trading restrictions |
Page 10 of 26
and reporting requirements unless the employees investing is part of a business conducted by the employee. Such ownership should be reported to the European Director of Compliance. |
4.1.13 | Short Sales An employee may not sell short a security unless this is specifically related to personal taxation issues. Requests for exceptions should be made to the European Director of Compliance. | ||
4.1.14 | Financial Spread Betting Employees may not enter into Financial Spread betting arrangements unless they have applied in writing to do so under the Exceptions section of this Policy (4.1.16) and have received written confirmation that this is permitted. Exceptions will not be granted for Financial Spread Betting on single stocks but, depending on the circumstances, spread betting on Exchange Rates, Main Indices and Government Bonds may be allowed on an exceptions basis. | ||
4.1.15 | Futures Employees may not write, sell or buy exchange-traded futures, synthetic futures, swaps and similar non-exchange traded instruments. | ||
4.1.16 | Exceptions The Chief Executive Officer or his designee in consultation with the European Director of Compliance may, on a case by case basis, grant exceptions from these trading restrictions upon written request. Any exceptions granted will be reported to the local Board of Directors at least annually. |
5 | ECONOMIC OPPORTUNITIES, CONFIDENTIALITY AND OUTSIDE DIRECTORSHIPS |
5.1 | In order to reduce potential conflicts of interest arising from the participation of employees on the boards of directors of public, private, non-profit and other enterprises, all employees are subject to the following restrictions and guidelines: |
5.1.1 | An employee may not serve as a director of a public company without the approval of the European Director of Compliance. | ||
5.1.2 | An employee may serve on the board of directors or participate as an adviser or otherwise, or advisers of a private company only if: |
(i) | client assets have been invested in such company and having a seat on the board would be considered beneficial to our clients interest; and | ||
(ii) | service on such board has been approved in writing by the European Director of Compliance. The employee must resign from such board of directors as soon as the company contemplates going public, except where the European Director of Compliance has determined that an employee may remain on a board. In any event, an employee shall not accept any compensation for serving as a director (or in a similar capacity) of such company; any compensation offered shall either be refused or, if unable to be refused, distributed pro rata to the relevant client accounts. |
5.1.3 | An employee must receive prior written permission from the European Director of Compliance or his designee before serving as a director, trustee or member of an advisory board of either: |
(i) | any non-profit or charitable institution; or |
Page 11 of 26
(ii) | a private family-owned and operated business. |
5.1.4 | An employee may serve as an officer or director of a residential co-operative, but must receive prior written permission from the European Director of Compliance before serving as a director if, in the course of such service, he or she gives advice with respect to the management of the co-operatives funds. | ||
5.1.5 | If an employee serving on the board of directors or advisers of any entity comes into possession of material, non-public information through such service, he or she must immediately notify the European Director of Compliance. | ||
5.1.6 | An Invesco employee shall not take personal advantage of any economic opportunity properly belonging to an Invesco Client or to Invesco itself. Such opportunities could arise, for example, from confidential information belonging to a client or the offer of a directorship. Employees must not disclose information relating to a clients intentions, activities or portfolios except: |
i) | to fellow employees, or other agents of the client, who need to know it to discharge their duties; or | ||
ii) | to the client itself. |
5.1.7 | Employees may not cause or attempt to cause any Client to purchase, sell or hold any Security in a manner calculated to create any personal benefit to the employee or Invesco. | ||
5.1.8 | If an employee or immediate family member stands to materially benefit from an investment decision for an Advisory Client that the employee is recommending or participating in, the employee must disclose that interest to persons with authority to make investment decisions and to the European Director of Compliance. Based on the information given, a decision will be made on whether or not to restrict the employees participation in causing a client to purchase or sell a Security in which the employee has an interest. | ||
5.1.9 | An employee must disclose to those persons with authority to make investment decisions for a Client (or to the European Director of Compliance if the employee in question is a person with authority to make investment decisions for the Client), any Beneficial Interest that the employee (or immediate family) has in that Security or an Equivalent Security, or in the issuer thereof, where the decision could create a material benefit to the employee (or immediate family) or the appearance of impropriety. The person to whom the employee reports the interest, in consultation with the European Director of Compliance, must determine whether or not the employee will be restricted in making investment decisions. |
6 | CLIENT INVESTMENTS IN SECURITIES OWNED BY INVESCO EMPLOYEES |
6.1 | General principles In addition to the specific prohibitions on certain personal securities transactions as set forth herein, all employees are prohibited from: |
6.1.1 | Employing any device, scheme or artifice to defraud any prospect or client; | ||
6.1.2 | Making any untrue statement of a material fact or omitting to state to a client or a prospective client, a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading; |
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6.1.3 | Engaging in any act, practice or course of business which operates or would operate as a fraud or deceit upon any prospect or client; | ||
6.1.4 | Engaging in any manipulative practice with respect to any prospect or client; or | ||
6.1.5 | Revealing to any other person (except in the normal course of his or her duties on behalf of a client) any information regarding securities transactions by any client or by Invesco, | ||
6.1.6 | Revealing to any other person (except in the normal course of his or her duties on behalf of a client) the consideration of any securities transactions by any client or by Invesco. |
7 | REPORTS |
7.1 | In order to implement the general principles, restrictions and prohibitions contained in this Code, each Employee is required to provide the following: | ||
7.2 | Initial Certification and Schedules . This Code forms part of an employees contract of employment and any breach may be grounds for disciplinary action up to and including summary dismissal. |
7.2.1 | On commencing employment at Invesco, each new employee shall receive a copy of the Code via electronic means and will be expected to confirm that they understand and accept this Code within their first month of employment.(See Appendix D). | ||
7.2.2 | New employees are also required on commencement of employment to provide the following to the Compliance Department: |
(i) | a list of all Covered Accounts; and | ||
(ii) | details of any directorships (or similar positions) of for-profit, non-profit and other enterprises. |
7.3 | Confirmations Each employee shall cause to be provided to the Compliance Department, where an outside broker undertakes the transaction, duplicate copies of confirmations of all transactions in each Covered Account. | ||
7.4 | Annual Certification All employees are required to confirm their understanding of and adherence to the Code of Ethics on an annual basis. (See Appendix E). |
7.4.1 | Annual acceptance of the Code is normally submitted electronically and requires the employee to provide an up-to-date list of: |
i) | all Covered Accounts/securities; | ||
ii) | directorships (or similar positions) of for-profit, non-profit and other enterprises; | ||
iii) | trades undertaken for which contract notes/confirmations have not been provided to the Compliance Department; | ||
iv) | potential conflicts of interest identified which have not yet been reported to the Compliance Department; and | ||
v) | potential Treating Customers Fairly issues identified which have not yet been reported to the Compliance Department. |
7.4.2 | With respect to Discretionary Accounts, if any, certifications that such employee does not discuss any investment decisions with the person making investment decisions; and |
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7.4.3 | With respect to any non-public security owned by such employee, a statement indicating whether the issuer has changed its name or publicly issued securities during such calendar year. |
7.5 | Exempt Investments Confirmations and periodic reports need not be provided with respect to Exempt Investments, (see 3.2). | ||
7.6 | Disclaimer of Beneficial Ownership Any report required under this Code may contain a statement that such report is not to be construed as an admission by the person making the report that he or she has any direct and indirect beneficial ownership of the security to which the report relates. | ||
7.7 | Annual Review The European Director of Compliance will review the Code as necessary, in light of legal and business developments and experience in implementing the Code, and will prepare a report to the relevant Executive Committee that: |
7.7.1 | summarizes existing procedures concerning personal investing and any changes in the procedures made during the past year, | ||
7.7.2 | identifies any violations requiring significant remedial action during the past year, and | ||
7.7.3 | identifies any recommended changes in existing restrictions or procedures based on the experience under the Code, evolving industry practices, or developments in applicable laws or regulations |
8 | MISCELLANEOUS |
8.1 | Interpretation The provisions of this Code will be interpreted by the European Director of Compliance. Questions of interpretation should be directed in the first instance to the European Director of Compliance or his/her designee or, if necessary, with the Compliance Officer of another Invesco entity. The interpretation of the European Director of Compliance is final. | ||
8.2 | Sanctions If advised of a violation of this Code by an employee, the local Chief Executive Officer (or, in the case of the local Chief Executive Officer, the local Board of Directors) may impose such sanctions as are deemed appropriate. Any violations of this Code and sanctions therefore will be reported to the local Board of Directors at least annually. | ||
8.3 | Effective Date This revised Code shall become effective as of 1 March 2011. |
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1. | Advisory Client means any client (including both investment companies and managed accounts) for which Invesco serves as an investment adviser, renders investment advice, or makes investment decisions. | |
2 | Beneficial Interest means the opportunity to share, directly or indirectly, in any profit or loss on a transaction in Securities, including but not limited to all joint accounts, partnerships and trusts. | |
3 | Covered Accounts means: |
3.1 | any account/securities held by you, or your family, while an employee; | ||
3.2 | accounts/securities held by you for the benefit of your spouse, significant other, or any children or relatives who share your home; | ||
3.3 | accounts/securities for which you have or share, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise: |
(i) | voting power (which includes power to vote, or to direct the voting of, a security), or | ||
(ii) | investment power (which includes the power to dispose, or to direct the disposition) of a security; or |
3.4 | accounts/securities held by any other person to whose support you materially contribute or in which, by reason of any agreement or arrangement, you have or share benefits substantially equivalent to ownership, including, for example: |
(i) | arrangements (which may be informal) under which you have agreed to share the profits from an investment, and | ||
(ii) | accounts maintained or administered by you for a relative (such as children or parents) who do not share your home. |
3.5 | Families include husbands and wives, significant other, sons and daughters and other immediate family only where any of those persons take part in discussion or passing on of investment information. |
4. | Employee means a person who has a contract of employment with, or employed by, Invesco UK or any associated Invesco Company within Europe; including consultants, contractors or temporary employees. | |
5. | Equivalent Security means any Security issued by the same entity as the issuer of a security, including options, rights, warrants, preferred stock, restricted stock, bonds and other obligations of that company. | |
6. | Fund means an investment company for which Invesco serves as an adviser or subadviser. | |
7. | High quality short-term debt instruments means any instrument having a maturity at issuance of less than 366 days and which is treated in one of the highest two rating categories by a Nationally Recognised Statistical Rating Organisation, or which is unrated but is of comparable quality. |
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8. | Independent Fund Director means an independent director of an investment company advised by Invesco. | |
9. | Initial Public Offering means any security which is being offered for the first time on a Recognised Stock Exchange. | |
10. | Open-Ended Collective Investment Scheme means any Open-ended Investment Company, US Mutual Fund, UK ICVC or Irish Unit Trust, Luxembourg SICAV, French SICAV or Bermuda Fund. | |
11. | Securities Transaction means a purchase of or sale of Securities. | |
12. | Security includes stock, notes, bonds, debentures and other evidences of indebtedness (including loan participations and assignments), limited partnership interests, investment contracts, and all derivative instruments, such as options and warrants. | |
13. | UK ICVC and affiliate schemes defined as all UK domiciled retail Invesco ICVCs, all Invesco Continental European domestic ranges and all Invesco Ireland and Luxembourg SICAVs and Unit Trusts. | |
14. | Main Index defined as a member of the FTSE 100 or equivalent. The equivalency will be determined by the European Director of Compliance on a case by case basis. |
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1 | The procedures to deal are as follows: |
A: | Obtain the UK Pre-Clearance Trade Authorisation Form from the Compliance Europe Intranet site homepage. | ||
B: | Complete Trade Authorisation Form noting: |
i) | permission sought to either buy or sell; | ||
ii) | the amount in shares or currency; | ||
iii) | is the transaction an Invesco ICVC/ISA/GPR or affiliated scheme yes or no if yes, then you will have to submit your pre-clearance form to *UK- Compliance Personal Share Dealing e-mail group if no, then pre-clearance is not required; | ||
iv) | type of security; | ||
v) | name of company or other; | ||
vi) | date of request to deal; | ||
vii) | name of beneficial owner; and | ||
viii) | address of beneficial owner. |
Then complete each of the questions in connection with the transaction you require completed yes or no answers will be required. |
C: | For Venture Capital Trust ordinary securities or for Invesco ICVC/ISA/GPR Trades, you should now only complete section Two. Once you have answered both questions, the pre-clearance form must be submitted to the e-mail *UK-Compliance Personal Share Dealing Compliance will review the prospective transaction and revert to you by e-mail. Once you have received this confirmation e-mail you are free to deal. However, the trade must be completed by the end of the next business day from the date of confirmation. | ||
If you wish to sell/buy Invesco shares you should complete Section two as noted above. | |||
D: | For Equity, Bond or Warrant deals, obtain pre-clearance to deal from the UK Investment Dealers by submitting the completed pre-clearance form by e-mail to *UK- Invest. Dealers . | ||
E: | Once the UK Investment Dealers have authorised the pre-clearance form, they will send the form on by e-mail to *UK- Compliance Personal Share Dealing for additional authorisation. | ||
Once Compliance have completed their checks, they will authorise the pre-clearance form and send back to the originator. The originator then has until close of business the day after pre-clearance is granted to deal. If dealing is not completed in this time frame, then additional pre-clearance MUST be sought via the same process. |
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F: | Once authority has been granted from the UK Investment Dealers and Compliance, the originator must also send a copy of the completed form to Elaine Coleman in Henley Compliance, who will enter the authority in the Personal Share Dealing Register. | ||
G: | A copy of the contract note (or equivalent) must also be sent to Compliance. | ||
NB | Permission to deal will not be granted retrospectively. Deals undertaken without permission will be brought to the European Director of Compliances attention, by a review of the personal share dealing register, for discussion with the person concerned. |
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1. | In accordance with Section 7 of the Code of Ethics, I will fully disclose the Securities holdings in Covered Accounts* | |
2. | In accordance with Section 3 of the Code of Ethics, I will obtain prior authorisation for all Securities Transactions in each of my Covered Accounts except for transactions exempt from pre-clearance under Section 3 of the Code of Ethics* | |
3. | In accordance with section 7 of the Code of Ethics, I will report all Securities Transactions in each of my Covered Accounts except for transactions exempt from reporting under Section 3 of the Code of Ethics. | |
4. | I will comply with the Code of Ethics in all other respects. |
Signature | ||||
Print Name | ||||
Date: |
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a) | Sections A & B contain a complete list of Covered Account(s) as well as a complete list of my directorships, advisory board memberships and similar positions; | |
b) | Section C contains a complete list of trades, other than Exempt Investments, in my Covered Account(s) during the Calendar Year for which contract notes/confirmations have not been forwarded; | |
c) | Sections D & E contain details of any potential Conflicts of Interest and Treating Customers Fairly issues identified during the year but not yet reported. |
a) | For any of my Covered Accounts which have been approved by the Compliance Department as a Discretionary Account(s) (which have been identified on Section A with an E prefix), that I have not exercised investment discretion or influenced any investment decisions and that I will not exercise investment discretion or influence any potential investment decisions with such Discretionary Account(s); | |
b) | As appropriate, I have identified on Section A hereto those Covered Accounts which contain open-ended Collective Investment Schemes/Investment Companies shares only but for which account statements and confirms are not and have not been provided and hereby confirm that all securities transactions in these accounts are and will be limited exclusively to transactions in shares of open-ended Collective Investment Schemes; | |
c) | For any privately-issued security held by me or my Covered Account(s), I will inform the Compliance Department upon learning that any issuer has either changed its name or has issued or proposed to issue any class of security to the public; | |
d) | I have complied with the requirements of the Conflicts of Interest Policy, the Gifts, Benefits and Entertainment (Inducements) Policy; and the Treating Customers Fairly Policy; | |
e) | I have not used personal hedging strategies or remuneration or liability related insurance contracts to undermine any risk alignment effects embedded in my remuneration arrangements; and | |
f) | I have received a copy of and understand the Code in its entirety and acknowledge that I am subject to its provisions. I also certify that I have complied and will comply with its requirements; |
Signature | ||||
Print Name | ||||
Date: |
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Pre | Quarterly Reporting | Annual Report of | ||||||
Type of Transaction in IVZ | Clearance | Basis for Approval | of Transactions | Holdings | ||||
Open market purchases & sales
Transactions in 401(k) plan |
Yes | Not permitted in blackout periods. | Yes | Yes | ||||
|
European Director of Compliance | European Director of Compliance | European Director of Compliance | |||||
|
||||||||
Exercise of Employee Stock Options when same
day sale
Recd when merged w/ Invesco Options for Stock Grants Options for Global Stock Plans Options for Restricted StkAwards |
Yes
IVZ Company Secretarial |
Not permitted in
closed periods for
those in the
Blackout Group.
Option holding period must be satisfied. |
Yes
European Director of Compliance |
n/a | ||||
|
||||||||
Sale of Stocks Exercised and held until later date.
Options Exercised will have been received as
follows:
Recd when merged w/ Invesco Options for Stock Grants Options for Global Stock Plans Options for Restricted StkAwards |
Yes
European Director of Compliance |
Not permitted in
closed periods for
those in the
Blackout Group.
Stock holding period must be satisfied. |
Yes
European Director of Compliance |
Yes
European Director of Compliance |
||||
|
||||||||
Sale of Stock Purchased through Sharesave
|
Yes
European Director of Compliance |
Not permitted in closed periods for those in the Blackout Group. |
Yes
European Director of Compliance |
Yes
European Director of Compliance |
||||
|
||||||||
Sale of Stock Purchased through UK SIP
|
Yes
European Director of Compliance |
Not permitted in closed periods for those in the Blackout Group. |
Yes
European Director of Compliance |
Yes
European Director of Compliance |
1) Open market purchases/sales Pre-clearance to deal is required from Compliance, no dealing is permitted during close periods for those in the Blackout Group. Details of closed periods are posted to the intranet site by Company Secretarial. | ||
2) Employee Stock Options (a) exercise/same day sale authorisation of the Option is granted by Company Secretarial Department and signed by Trustees of the Scheme. | ||
3) Employee Stock Options (b) exercise/take possession/subsequent day sale same as above, except that individual would pay for the shares and pay tax. The stock would then be lodged in the employee share service arrangement then if subsequent disposal was sought the normal pre-clearance process would apply (pre-clearance from Compliance no dealing during closed periods for Blackout Group members). | ||
4) Stock Grants (Global Stock Plans) Awards made yearly, stock would be purchased through Company Secretarial and held for three years. After three years elect to keep the shares or distribute stock would be transferred to employee share service arrangement with normal pre-clearance/closed period requirements. | ||
5) Employees who receive IVZ stock when their company is purchased by IVZ stock distribution as part of the transaction to buy the Company concerned. Stock would be issued to the individual concerned and, depending on the terms of the deal, may be required to be held for a period. Stock would be transferred into the employee share service, and subject to terms of the Company deal would then follow normal pre-clearance/close period guidelines. | ||
6) Restricted Stock Awards similar to stock grants as above except tax not paid initially pre-clearance from Compliance and closed period restrictions apply. | ||
7) Transactions in IVZ stock via 401(k) plan Transaction no different to open market purchases pre-clearance required, dealing in closed periods no allowed. | ||
8) Sharesave If share save is exercised then stock would be placed into employee share service arrangement. Then if individual sells they go through normal pre-clearance and closed period process. Special rules may be brought in at share save anniversary dates. These will be communicated as appropriate. | ||
9) UK SIP A UK SIP is open to UK employees which is a tax efficient way of purchasing shares on a monthly basis. The shares must be held for 5 years from initial purchase date sell before and then tax would be paid. If you sell after the five year period, then normal pre-clearance and closed period restrictions would apply. |
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§ | We are passionate about our clients success | ||
§ | We earn trust by acting with integrity | ||
§ | People are the foundation of our success | ||
§ | Working together, we achieve more | ||
§ | We believe in the continuous pursuit of performance excellence |
Ø | Best interests of clients As fiduciaries, we have a duty to act with reasonable care, skill and caution in the best interests of our clients, and to avoid conflicts of interest. |
Ø | Global fiduciary standards Invesco seeks to maintain the same high fiduciary standards throughout the world, even though those standards may not be legally required, or even recognized, in some countries. |
Ø | Client confidentiality We must maintain the confidentiality of information relating to the client, and comply with the data protection requirements imposed by many jurisdictions. |
Ø | Information Clients must be provided with timely and accurate information regarding their accounts. |
Ø | Segregation and protection of assets Processes must be established for the proper maintenance, control and protection of client assets. Fiduciary assets must be segregated from Invesco assets and property. |
Ø | Delegation of duties Fiduciary duties should be delegated only when the client consents and where permitted by applicable law. Reasonable care, skill and caution must be exercised in the selection of agents and review of their performance. |
Ø | Client guidelines Invesco is responsible for making investment decisions on behalf of clients that are consistent with the prospectus, contract, or other controlling document relating to the clients account. |
Ø | Relations with regulators We seek relationships with regulators that are open and responsive in nature. |
| influence a specific decision or action or | ||
| enhance future relationships or | ||
| maintain existing relationships |
Ø | Violations of any laws or regulations generally involving Invesco; | ||
Ø | Questionable accounting matters, internal accounting controls, auditing matters, breaches of fiduciary duty or violations of United States or foreign securities laws or rules (collectively, Accounting Matters) including, but not limited to: |
| fraud or deliberate error in the preparation, evaluation, review or audit of any financial statement of Invesco; | ||
| fraud or deliberate error in the recording and maintaining of financial records of Invesco; | ||
| deficiencies in or non-compliance with Invescos internal accounting controls; | ||
| misrepresentation or false statements to or by a senior officer or accountant regarding a matter contained in the financial records, financial reports or audit reports of Invesco; | ||
| deviation from full and fair reporting of Invescos financial condition; or | ||
| fraudulent or criminal activities engaged in by officers, directors or employees of Invesco; |
| is necessary to alleviate undue hardship or in view of unforeseen circumstances or is otherwise appropriate under all the relevant facts and circumstances; | ||
| will not be inconsistent with the purposes and objectives of the Code; | ||
| will not adversely affect the interests of clients of the company or the interests of the company; and | ||
| will not result in a transaction or conduct that would violate provisions of applicable laws or regulations. |
10.1 | Fiduciary Duty | |
10.1.1 | As a fiduciary, Invesco owes an undivided duty of loyalty to its clients. It is Invescos policy that all employees conduct themselves so as to avoid not only actual conflicts of interest with Invesco clients, but also that they refrain from conduct which could give rise to the appearance of a conflict of interest that may compromise the trust that clients have placed in Invesco. | |
10.1.2 | The personal securities transactions of all employees must be conducted in accordance with the following general principles: |
(a) | There is duty at all times to place the interests of Invesco clients first and foremost; | ||
(b) | All personal securities transactions be conducted in a manner consistent with these rules and in such a manner as to avoid any actual, potential or appearance of a conflict of interest or any abuse of an employees position of trust and responsibility; and | ||
(c) | Employees should not take inappropriate advantage of their positions. |
10.1.3 | Invescos policy is to avoid conflicts and, where they unavoidably occur, to resolve them in a manner that clearly places our clients interests first. | |
10.1.4 | A copy of the INVESCO LTD. Insider Dealing Policy & Social Media Policy are attached as Appendix 10.8 & 10.9 respectively. | |
10.1.5 | The policy on personal securities transactions is set out under the following headings: |
(i) | Definitions | ||
(ii) | Prohibited Personal Transactions | ||
(iii) | Transactions Exempt from Personal Share Dealing Rules | ||
(iv) | Transactions Exempt from Authorisation | ||
(v) | Permitted Transactions Requiring Authorisation and Reporting | ||
(vi) | Procedures for Authorisation and Placing Orders | ||
(vii) | Procedures for Reporting | ||
(viii) | Restrictions on Investing | ||
(ix) | Dealing in Invesco Ltd | ||
(x) | Dealing in Invesco Funds/non Invesco Funds |
10.2 | Definitions | |
10.2.1 | Business Associate shall mean any person or organisation that provides services to Invesco, that may do business or is being solicited to do business with Invesco or that is associated with an organisation that does or seeks to do business with Invesco. | |
10.2.2 | High Quality Short-Term Debt Instrument means, but is not limited to, bankers acceptances, bank certificates of deposit, commercial paper and repurchase agreements; and means any instrument having a maturity at issuance of less than 366 days.. | |
10.2.3 | Security includes stock, notes, bonds, debentures and other evidences of indebtedness (including loan participations and assignments), limited partnership interests, investment contracts, and all derivative instruments, such as options and warrants. | |
10.2.4 | Related Accounts means: |
(a) | accounts held by (or for the benefit of) an employees spouse, significant other, or any minor children; | ||
(b) | accounts for which the employee has or shares, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise; |
(i) | voting power (which includes power to vote, or to direct the voting of, a security), or |
Jan 2012 | 1 |
(ii) | investment power (which includes the power to dispose, or to direct the disposition) of a security; or |
(c) | accounts held by any other person to whose support the employee materially contributes or in which, by reason of any agreement or arrangement, the employee has or shares benefits substantially equivalent to ownership, including, for example: |
(i) | arrangements (which may be informal) under which the employee has agreed to share the profits from an investment, and | ||
(ii) | accounts maintained or administered by the employee for a relative (such as children or parents) who do not share his/her home. |
(d) | accounts in which the employees hold beneficial interest | ||
(e) | Families include husbands and wives, significant other, sons and daughters and other immediate family only where those persons take part in discussion or passing on of investment information. | ||
(f) | All Invesco employees or members of his family only insofar as the Invesco employee controls or influences the investment decision are subject to the Invesco Code |
10.2.5 | Non-Discretionary Account shall mean an account where an employee is deemed to have no direct or indirect influence or control over an account i.e.: |
(a) | investment discretion for such account has been delegated in writing to an independent fiduciary and such investment discretion is not shared with the employee, or decisions for the account are made by a family member or significant other and not by, or in connection with, the employee; | ||
(b) | the employee (and, where applicable, the family member or significant other) certifies in writing that he or she has not and will not discuss any potential investment decisions with such independent fiduciary or household member; and | ||
(c) | the Compliance Department has determined that the account satisfies the foregoing requirements. |
10.2.6 | Pre-Clearance Officer is the Head of Compliance or his deputy. |
Jan 2012 | 2 |
10.3 | Prohibited Personal Transactions | |
10.3.1 | Privately Issued Securities |
(a) | Employees may not purchase or permit a Related Account to purchase or acquire any privately-issued securities, other than in exceptional cases where such investment is part of a family-owned and operated business venture that would not be expected to involve an investment opportunity of interest to any Invesco client. |
10.3.2 | Short Selling . An employee may not, sell short a security unless this is specifically related to personal taxation issues. Requests for exceptions should be made to the local Head of Compliance. | |
10.3.3 | Futures . Employees may not write, sell or buy exchange-traded futures, synthetic futures, swaps and similar non-exchange traded instruments. | |
10.3.4 | Deminimus transactions . An employee may request permission to buy or sell a security which would otherwise be the subject of the Blackout restrictions (10.10.1) if that security is so liquid that the transaction would not affect the price per share so that there is no disadvantage to any Invesco client transaction. Transaction unit size or cost should be considered by the local Head of Dealing and Chief Investment Officer. | |
10.3.5 | The local Head of Compliance may in rare instances grant exceptions from these trading restrictions upon written request. Employees must demonstrate hardship or extraordinary circumstances. . | |
10.4 | Transactions Exempt From Personal Dealing Rules | |
The following types of share dealing transactions do not need to be approved or reported. | ||
Non Invesco Funds |
(a) | authorised non- Invesco managed investment schemes excluding REITs & ETFs. |
Direct Government Obligations |
(b) | Securities which are direct obligations of the country in which the employee is a resident (e.g., US treasuries for US residents/UK treasuries for UK residents); |
Short Term Debt |
(c) | High quality short-term debt instruments; |
Retirement Fund |
(d) | member choice pension scheme; |
10.5 | Transactions Exempt From Authorisation & Short Term Trading Rules | |
10.5.1 | The following types of personal share dealing transactions are exempt from approval & Short Term Trading Rules as stated in S. 10.10.4 |
(a) | Investments in the debt obligations of Federal agencies or of state and municipal governments or agencies. | ||
(b) | Transactions which are non-intentional on the part of the employee (e.g., receipt of securities pursuant to a stock dividend or merger bonus issues). |
Jan 2012 | 3 |
(c) | Purchases of the stock of a company pursuant to an automatic dividend reinvestment plan or an employee stock purchase plan sponsored by such company. | ||
(d) | Receipt or exercise of rights issued by a company on a pro rata basis to all holders of a class of security. Employees must, however, pre-clear transactions for the acquisition of such rights from a third party or the disposition of such rights. | ||
(e) | Exchange Traded Funds and/or similar products which are publicly traded. |
10.6 | Permitted Transactions Requiring Authorisation and Reporting | |
10.6.1 | Transactions in any other Security not dealt with above for either an employee a Related Account are subject to the authorisation and reporting rules set out below. | |
10.6.2 | IPOs . Where there are different amounts of an IPO specified for different investor types (e.g. private and institutional) investment is permitted with the consent of the local Head of Compliance after consultation with the local Chief Investment Officer or his designee. | |
10.6.3 | Clubs . Employees may also invest in residential co-operatives and private recreational clubs (such as sports clubs, country clubs, luncheon clubs and the like) for their personal use; such investments are not subject to the pre-clearance procedures, trading restrictions and reporting requirements unless the employees investing is part of a business conducted by the employee. | |
10.7 | Procedures for Authorisations | |
10.7.1 | Prior to entering an order for a securities transaction either for the employee or in a Related Account, the employee must complete a Pre-Clearance of Personal Trade Authorisation Form (attached as Appendix 10.2) have it signed by the Head of Investment-Asia Pacific or local Chief Investment Officer or his deputy in his absence and submit the completed form to the local Head of Compliance or his deputy in his absence (see Appendix 10.2). |
10.7.2 | (a) | The employee must ensure that he answers all the questions on the Pre-Clearance of Personal Trade Authorisation Form honestly; |
(b) | In particular, he must check with the relevant dealing desk as to whether there are any client trades ongoing or outstanding in the same stock; | ||
(c) | If there are no such client orders he should note the time he checked this with the dealing desk and who reported back to him in writing on the form; | ||
(d) | If there are client orders in place or if the transaction would fall in one of the blackout periods specified in Section 10.10.1, he should not submit the form until the blackout period has ended as the authorisation may expire in accordance with Section 10.7.9. |
10.7.3 | After receiving the completed Pre-Clearance of Personal Trade Authorisation Form, the local Head of Compliance or his deputy in his absence will review the information in the form and, as soon as practicable, will decide whether to clear the proposed Personal Transaction, subject to local requirements. | |
10.7.4 | No order for a Personal Transaction for which pre-clearance authorisation is sought may be placed prior to the receipt of approval of the transaction by the Head of Compliance or his deputy in his absence. | |
10.7.5 | The authorisation and date and time of the authorisation must be stated on the Pre-Clearance of Personal Trade Authorisation Form. | |
10.7.6 | The original of the completed form will be kept as part of Invescos books and records. |
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10.7.7 | (a) | If an employee receives permission to trade a security or instrument, the trade must be executed by the close of business on the next business day after the day on which authorisation is given. |
(b) | The Head of Compliance has the discretion to extend this period. |
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10.8 | Placing Personal Share Dealing Orders | |
10.8.1 | Once a Pre-Clearance of Personal Trade Authorisation Form has been duly signed the original form will be maintained by the local Head of Compliance. | |
10.8.2 | The employee may then place his order to deal with an outside broker. | |
10.8.3 | The employee must ensure that a copy of or duplicate contract note is provided to the Head of Compliance either directly from the broker or by the employee if the broker fail to provide such. | |
10.9 | Procedures for Reporting | |
10.9.1 | Initial certification and Schedules . Within 10 days of commencing employment at Invesco, each employee shall submit to the Compliance Department: |
(a) | a signed Initial Certification of Compliance with the Invesco Code (attached as Appendix 10.3); and | ||
(b) | a signed Initial Declaration of Personal Holding (attached as Appendix 10.4) listing |
(i) | all Related Accounts; | ||
(ii) | all public and private securities and instruments directly or indirectly held by any Related Account of such employee (other than exempt investments as set out in Section 10.4), with nonpublic securities plainly indicated; and | ||
(iii) | directorships (or similar positions) of for-profit, non-profit and other enterprises. |
The Compliance Department will give these documents to each employee during the compliance briefing when commencing employment. |
10.9.2 | (a) | Disclosure of Outside Brokerage Account . All employees must receive approval from the Head of Compliance prior to setting up personal share dealing accounts with brokers. |
(b) | New employees must disclose existing broker accounts on joining Invesco in Appendix 10.4. | ||
(c) | Disciplinary action may be taken against employees who deal through a non-disclosed broker account. |
10.9.3 | Confirmation . Each employee must provide to the Compliance Department: |
(a) | Duplicate copies of contract notes or confirmations of all transactions for his own and each Related Account; |
10.9.4 | Annual Certification . Each employee shall provide to the Compliance Department, not later than 10 days after the end of each calendar year, a signed Annual Certification of Compliance with the Invesco Code of Ethics (Note: any material changes to the Compliance Manual will be summarized under the Annual Certification)(attached as Appendix 10.5) containing: |
(i) | all Related Accounts; | ||
(ii) | directorships/advisory board memberships or similar positions of profit-making, non-profit and other enterprises. | ||
(iii) | if the employee is responsible for making investment decisions or obtaining the information/making any recommendations prior to buying or selling investments on behalf of the clients, the employee should disclose all public and private securities and instruments directly or |
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indirectly held by him or any Related Account of such employee (other than exempt investment as set out in Section 10.4); | ||
10.10 | Restrictions on Personal Investing | |
10.10.1 | Blackout Periods . An employee may not buy or sell for himself or permit any Related Account to buy or sell, a security or any instrument: |
(a) | on the same day as any client is trading in the stock; | ||
(b) | where he knows that the sale or purchase of the securities are being considered for a client account; | ||
(c) | if the employee is a portfolio manager, within 7 calendar days before or after the day on which any client account trades in the same security or instrument or in a security convertible into or exchangeable for such security or instrument (including options) on transactions |
10.10.2 | (a) | In the event there is a trade in a personal and a client account in the same security or instrument within a blackout period, the employee may be required to close out his personal position and to disgorge any profit to a charitable organisation; |
10.10.3 | Trades effected by Invesco for the account of an index fund it manages in the ordinary course of such funds investment activity will not trigger the blackout period restrictions except where client activity occurs on the same day as the personal transaction pre-clearance request. However, the addition or removal of a security from an index, thereby triggering an index fund trade, would cause employee trades in such security to be blacked-out for the seven prior and subsequent calendar days, as described above. | |
10.10.4 | Short Term Trading Profits . |
(a) | It is Invescos policy to restrict the ability of employees to benefit from short-term trading in securities and instruments. | ||
(b) | Employees must disgorge profits made on the sale by an employee of any security or instrument held less than 60 days. | ||
(c) | Employees will not be permitted to purchase any security or instrument that has been sold by such employee within the prior 60 days. | ||
(d) | Employees may be required to disgorge profits made on the sale for his own account or in a Related Account within the 60 days period. | ||
(d) | This policy applies to trading in all types of securities and instruments, except where in a particular case the Head of Compliance has made a specific finding of hardship and it can be demonstrated that no potential abuse or conflict is present (for example, when an employees request to sell a security purchased within 60 days prior to the request is prompted by a major corporate or market event, such as a tender offer, and the security was not held in client accounts). |
10.11 | Dealing in Invesco Ltd | |
10.11.1 | The Groups Insider Trading Policy states that no employees who is aware of the material nonpublic information regarding Invesco may buy or sell securities of Invesco or engage in any other action to take personal advantage of that information. The Policy also governs certain transactions under Company-sponsored plans, including: |
§ | Stock Option Exercises . The Policys trading restrictions generally do not apply to the exercise of a stock option. The restrictions do apply, however, to any sale of the underlying stock or to a cashless exercise of the option through a broker, as this entails selling a portion of the underlying stock to cover the costs of exercise and/or taxes. |
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§ | Invesco Stock Plans . this Policys trading restrictions apply to any elections you may make to transfer funds out of Company shares or borrow money against your Invesco stock plan if the loan will result in a liquidation of some or all of your Company stock fund balance. | ||
§ | Dividend Reinvestment Plan . This Policys trading restrictions do not apply to purchases of Company shares resulting from your reinvestment of dividends paid on Company securities under any Company dividend reinvestment plan. The trading restrictions do apply, however, to voluntary purchases of Company shares resulting from additional contributions you choose to make to any such plan, and to your election to participate in the plan or increase your level of participation in the plan. This Policy also applies to your sale of any Company shares purchased pursuant to the reinvestment plan. |
| Short Sales. You may not engage in short sales of the Invescos securities (sales of securities that are not then owned), including a sale against the box (a sale with delayed delivery). | ||
| Publicly Traded Options. You may not engage in transactions in publicly traded options, such as puts, calls and other derivative securities relating to the Invescos securities, whether on an exchange or in any other organized market. | ||
| Standing Orders. Standing orders (other than pursuant to a pre-approved trading plan that complies with SEC Rule 10b5-1) should be used only for a very brief period of time (not longer than one business day). A standing order placed with a broker to sell or purchase stock at a specified price leaves you with no control over the timing of the transaction. A standing order transaction executed by the broker when you are aware of material nonpublic information may result in unlawful insider trading. | ||
| Margin Accounts and Pledges. Securities held in a margin account or pledged as collateral for a loan may be sold without your consent by the broker if you fail to meet a margin call or by the lender in foreclosure if you default on the loan. Because a margin or foreclosure sale may occur at a time when you are aware of material nonpublic information or otherwise are not permitted to trade in Invesco securities, you are prohibited from holding Invesco securities in a margin account or pledging Invesco securities as collateral for a loan. An exception to this prohibition may be granted where you wish to pledge Invesco securities as collateral for a loan (not including margin debt) and clearly demonstrate |
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the financial capacity to repay the loan without resort to the pledged securities. If you wish to pledge Invesco securities as collateral for a loan, you must submit a request for approval to the Legal and Compliance Department at least two weeks prior to the proposed execution of documents evidencing the proposed pledge. | |||
| Hedging Transactions. Hedging or monetization transactions, such as zero-cost collars and forward sale contracts, involve the establishment of a short position in the Invescos securities and limit or eliminate your ability to profit from an increase in the value of the Invescos securities. Therefore, you are prohibited from engaging in any hedging or monetization transactions involving Invesco securities. |
10.12 | Dealing in Invesco Funds | |
10.12.1 | All Staff and/or their related accounts who wish to deal in Invesco Funds must complete a Pre-Clearance Form (Appendix 10.2a). The Pre-Clearance Form is available on the Intranet. This from must be signed off by members of Compliance Department. All completed Pre-Clearance Forms together with the relevant signed deal instruction should be forwarded to the Retil Fund Administration Department.(Note-Pre-clearance is required for initial participation of the Regular Saving Plan. There is no need to go through pre-clearnce for subsequent investment of the plan) | |
10.12.2 | Retil Fund Administration Department will review the deal instruction and ensure the documents are sufficient to place the deal. The Retil Fund Administration Department will also ensure that the Pre Clearance Form is completed and signed off by the relevant parties. | |
10.12.3 | In the event a deal of a deal being rejected, the member of staff must be contacted immediately and be given the reason for the rejection. | |
10.12.4 | The personal dealing form is only valid until the next trading days after the sign off by compliance. |
10.12.5 | (a) Staff will be exempt from paying front end load |
(b) | Employees will not be permitted to purchase any units/shares that has been sold by such employee within the prior 60 days | ||
(c) | Employees will not permitted to sell any units/shares that has been purchased by such employee within the prior 60 days. | ||
(note- the 60 days holding period does not apply to the dividend payouts/dividend re-investments & Money Market Funds); | |||
(d) | Full subscription payment must be made on application; no credit will be given in any circumstances; and | ||
(e) | Staff should follow the relevant procedures for dealing in Invesco Funds (including the placement of deals between the hours of 9:00am to 5:00pm (Hong Kong time)). |
10.12.4 | After the 60 day holding period, shares/units purchased may be transferred but only to family members previously nominated on the Relationship Declaration Formon commencement of employment, after marriage or on other notified changes of family relationships. Transfers to people not nominated on the Relationship Declaration Form will not be allowed. | |
10.12.6 | Staff will be allocated C shares in Invesco Funds wherever C shares are offered. However, transfers will be switched into A shares, if the value of the switch is below the normal C share threshold (normally USD1,000,000 or as stated in the prospectus). | |
10.12.7 | Subscribing for shares on behalf of other people to take advantage of staff front end load concessions is strictly against company policy and offender may be subject to disciplinary action. |
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10.13 | Dealing in Non Invesco Funds | |
10.13.1 | Employees are not required to seek permission to deal in units/shares of open-ended funds managed by other fund managers. | |
10.13.2 | Employees are not required to report deals in non- Invesco managed open-ended funds. | |
10.14 | Hong Kong Employee Referrals | |
10.14.1 | Invesco employees may invite friends or family to subscribe for units in Invesco Funds. Investors referred in this manner may, at the discretion of the Head of Investor Services, Pooled Products or his/her deputy, be offered a discount on the FEL. | |
10.14.2 | For any subscriptions into Invesco Funds referred by an employee, the employee should put his/her name in the Agents Stamp Box on the application form and sign the form. | |
10.14.3 | The completed application form should be given to the Head of Investor Services, Pooled Products or his/her deputy who will decide how much discount on the FEL fee should be given to the referred investor and countersigned by the local Head of Compliance or his/her deputy. | |
10.14.4 | The Head of Investor Services, Pooled Products or his/her deputy should write the FEL to be charged on the application form and sign to indicate his approval. | |
10.14.5 | The approved application form should be given to the Retail Administration Department to complete the subscription. | |
10.15 | Gifts and Entertainment | |
10.15.1 | It is required that all Invesco personnel adhere to the highest standards of ethical conduct, including sensitivity to actual or apparent conflicts of interest. The provision or receipt of gifts or entertainment can create, or can have the appearance of creating, conflicts of interest. In addition, Invescos clients and their personnel may be subject to similar restrictions regarding the receipt of gifts or entertainment. | |
10.15.2 | This Policy establishes minimum standards to protect our Company. If the laws or regulations establish higher standards, we must adhere to those standards. | |
10.15.3 | For purposes of this Policy, a Gift is anything of value given (1) by the Company or its personnel to a Business Associate (as defined in 10.2.1), or to a member of such a persons immediate family, or (2) by a Business Associate to any Invesco personnel, or to a member of such a persons immediate family. Gifts may include, but are not limited to, personal items, office accessories and sporting equipment (e.g., golf clubs, tennis rackets, etc.). For purposes of this Policy, Gifts also include charitable contributions made to or at the request of a Business Associate. For purposes of this Policy, Gifts do not include promotional items of nominal value (e.g., golf balls, pens, etc.) that display the logo of Invesco, or of the Business Associate. | |
10.15.4 | Entertainment involves attendance at activities, including but not limited to meals, sporting events, the theatre, parties or receptions, and similar functions. Entertainment requires the presence of both Invesco personnel and the Business Associate; unless personnel from both entities attend, the activity constitutes a Gift. The value of Entertainment includes the cost of the activity itself (for example, the cost of tickets or a meal), as well as the cost of any related activities or services provided (such as prizes, transportation, and lodging in connection with the event). Entertainment does not include research or analysts meetings provided by issuers and attended by investment personnel or industry educational events sponsored by industry groups, so long as such events are for educational or research purposes. All Invesco personnel also should keep in mind that regulators may attempt to treat entertainment as gifts for compliance purposes, particularly where the entertainment appears excessive in value or frequency. |
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10.15.5 | The providing or receiving of any Gift or Entertainment that is conditioned upon the Company doing business or not doing business with the Business Associate or any other person are strictly prohibited . | |
10.15.6 | Gifts . An employee may not retain a gift received from a Business Associate without the approval of the Head of Department and the local Head of Compliance (see Approval Form in Appendix 10.6). Reporting and approval are required for gifts received during festive seasons, including Christmas dinner sponsor, mooncakes, hampers, and flower and fruit baskets | |
10.15.7 | Under no circumstances, the value of gift given or received should exceed USD 200 or HKD 1,600 per individual annually . If the value of the gift received is not able to be determined, professional judgment should be used to determine the value of the gift. Should the value exceed USD 200 or HKD 1,600, it should be returned to the donor, passed to the Human Resources or donates to the charity. Approval from Head of Department is required for providing and receiving gift, however prior approval from local Head of Compliance is not necessary. Post approval from local Head of Compliance is required. If the gift is not giving to any particular person, the gift shall be passed to Human Resources Department and distributed to the staff on a raffle basis. The gift limit is applied to each individual office. | |
10.15.8 | Employees may not give, and must tactfully refuse, any gift of cash, a gift certificate or a gift that is substantially the same as cash. Notwithstanding this requirement, employees may give or receive Lai-See (red envelopes) at Lunar New Year of an amount not more than HK$200 each. In case the amount is more than HK$200, the case must be reported to the Head of Department and the local Head of Compliance. Due to Chinese custom, it may be difficult to return the Lai-See. Therefore, the full amount should be donated to a charitable organization in Hong Kong, and the Business Associate be informed of the donation. | |
10.15.9 | Gifts should not be given to an employee of any securities firm which is making a public offering of a fund advised by Invesco nor given in connection with the acquisition of a new client by Invesco. | |
10.15.10 | Each employee is required to report annually to his/her Department Head all gifts received and made each year. The Department Head is required to report annually to the Compliance Department all gifts received and made by the Department for the whole year. The relevant forms are attached as Appendix 10.7. | |
10.15.11 | Entertainment . Each employee is expected to use professional judgment, subject to review by his or her supervisor, in entertaining and in being entertained by a Business Associate. | |
10.15.12 | Provided that the employee and Business Associate both attend, an employee may accept from a single business partner, or provide to a single person or a Business Partner for Entertainment of value up to USD 1,200 or HKD 9,300 in a calendar year . Under no circumstances, the value of the entertainment should exceed USD 400 or HKD 3,100 per individual per event . Approval from Head of Department is required for providing and receiving entertainment, however prior approval from local Head of Compliance is not necessary. Post approval from local Head of Compliance is required. If the event of the entertainment such as movie tickets is not giving to any particular employee, the event of the entertainment shall be passed to the Human Resources Department and distributed to the staff on a raffle basis. The entertainment limit is applied to each individual office. | |
10.16 | Outside Activities | |
10.16.1 | In order to reduce potential conflicts of interest arising from the participation of employees on the boards of directors of public, private, non-profit and other enterprises, all employees are subject to the following restrictions and guidelines. | |
10.16.2 | An employee may not serve as a director of a public company without the approval of the Head of Asia Pacific after consultation with the local Head of Compliance. | |
10.16.3 | An employee may serve on the board of directors or participate as an adviser or otherwise, or advisers of a private company only if: |
(a) | client assets have been invested in such company; and |
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(b) | service on a such board has been approved in writing by the Head of Asia Pacific. The employee must resign from such board of directors as soon as the company contemplates going public, except where the Head of Asia Pacifichas determined that an employee may remain on a board. (In any event, an employee shall not accept any compensation for serving as a director (or in a similar capacity) of such company; except with the prior written approval of the Head of Asia Pacific. | ||
(c) | service on such a board is directly as a result of the employee position or status at Invesco. In this case any fees received for being a director must be reimbursed to Invesco. |
10.16.5 | If an employee serving on the board of directors or advisers of any entity comes into possession of material, nonpublic information through such service, he or she must immediately notify his or her local Head of Compliance. The local Head of Compliance will then consider the totality of facts and decide if there is conflict of interest. If such conflict of interest do exist, employee must resign from the board of directors or advisers immediately. | |
10.17 | Economic Opportunities | |
10.17.1 | An Invesco employee shall not take personal advantage of any economic opportunity properly belonging to a Invesco client or to Invesco itself. Such opportunities could arise, for example, from confidential information belonging to a client or the offer of a directorship. Employees must not disclose information relating to a clients intentions, activities or portfolios except: |
(a) | to fellow employees, or other agents of the client, who need to know it to discharge their duties; or |
10.17.2 | Employees may not cause or attempt to cause any client to purchase, sell or hold any Security in a manner calculated to create any personal benefit to the employee or Invesco. | |
10.17.3 | If an employee or immediate family member stands to materially benefit from an investment decision for a Client that the employee is recommending or participating in, the employee must disclose that interest to persons with authority to make investment decisions or to the Head of Compliance. Based on the information given, a decision will be made on whether or not to restrict the employees participation in causing a client to purchase or sell a Security in which the employee has an interest. | |
10.17.4 | Employees must disclose to those persons with authority to make investment decisions for a client (or to the Head of Compliance if the employee in question is a person with authority to make investment decisions for the client), any beneficial interest that the employee (or immediate family member) has in that Security, or in the issuer thereof, where the decision could create a material benefit to the employee (or immediate family member) or the appearance of impropriety. The person to whom the employee reports the interest, in consultation with the Head of Compliance, must determine whether or not the employee will be restricted in making investment decisions. | |
10.18 | Sanctions | |
10.18.1 | These rules will be interpreted by the local Head of Compliance, as applicable. Questions of interpretation should be directed in the first instance to the local Head of Compliance or his/her designee or, if necessary, with the Head of Compliance of another Invesco entity. | |
10.18.2 | If advised of a material violation of these rules by an employee, the Head of Compliance will report to the Head of Asia Pacific and discuss the appropriate action with him. | |
10.19 | Annual Review | |
Compliance Depart performs a review at least once a year. |
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10.20 | Company Assistance | |
Any person who has a question about the above Policies or its application to any proposed transaction may obtain additional guidance from the Local Compliance Department. Do not try to resolve uncertainties on your own because the rule are often complex, not always intuitive and carry severe consequences. |
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§ | We are passionate about our clients success | ||
§ | We earn trust by acting with integrity | ||
§ | People are the foundation of our success | ||
§ | Working together, we achieve more | ||
§ | We believe in the continuous pursuit of performance excellence |
Ø | Best interests of clients As fiduciaries, we have a duty to act with reasonable care, skill and caution in the best interests of our clients, and to avoid conflicts of interest. |
Ø | Global fiduciary standards Invesco seeks to maintain the same high fiduciary standards throughout the world, even though those standards may not be legally required, or even recognized, in some countries. |
Ø | Client confidentiality We must maintain the confidentiality of information relating to the client, and comply with the data protection requirements imposed by many jurisdictions. |
Ø | Information Clients must be provided with timely and accurate information regarding their accounts. |
Ø | Segregation and protection of assets Processes must be established for the proper maintenance, control and protection of client assets. Fiduciary assets must be segregated from Invesco assets and property. |
Ø | Delegation of duties Fiduciary duties should be delegated only when the client consents and where permitted by applicable law. Reasonable care, skill and caution must be exercised in the selection of agents and review of their performance. |
Ø | Client guidelines Invesco is responsible for making investment decisions on behalf of clients that are consistent with the prospectus, contract, or other controlling document relating to the clients account. |
Ø | Relations with regulators We seek relationships with regulators that are open and responsive in nature. |
| influence a specific decision or action or | ||
| enhance future relationships or | ||
| maintain existing relationships |
Ø | Violations of any laws or regulations generally involving Invesco; | ||
Ø | Questionable accounting matters, internal accounting controls, auditing matters, breaches of fiduciary duty or violations of United States or foreign securities laws or rules (collectively, Accounting Matters) including, but not limited to: |
| fraud or deliberate error in the preparation, evaluation, review or audit of any financial statement of Invesco; | ||
| fraud or deliberate error in the recording and maintaining of financial records of Invesco; | ||
| deficiencies in or non-compliance with Invescos internal accounting controls; | ||
| misrepresentation or false statements to or by a senior officer or accountant regarding a matter contained in the financial records, financial reports or audit reports of Invesco; | ||
| deviation from full and fair reporting of Invescos financial condition; or | ||
| fraudulent or criminal activities engaged in by officers, directors or employees of Invesco; |
| is necessary to alleviate undue hardship or in view of unforeseen circumstances or is otherwise appropriate under all the relevant facts and circumstances; | ||
| will not be inconsistent with the purposes and objectives of the Code; | ||
| will not adversely affect the interests of clients of the company or the interests of the company; and | ||
| will not result in a transaction or conduct that would violate provisions of applicable laws or regulations. |
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1. | Purpose and Application |
| A duty at all times to place the interests of client accounts first. | ||
| That Employees should not take inappropriate advantage of their positions. | ||
| That Employees must not use any non-public information about client accounts for their direct or indirect personal benefit. |
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2. | Definitions | |
2.1 | Covered Accounts |
| In which an Employee has a direct or indirect financial interest; | ||
| Over which such Employee has direct or indirect control over the purchase or sale of securities; or | ||
| In which securities are held for an Employees direct or indirect benefit. |
2.2 | Reportable Securities |
| Stocks, bonds, options, rights, warrants, Exchange Traded Funds (ETFs), Exchange-Traded Notes (ETNs), and any closed-end mutual funds. | ||
| Any mutual funds managed by Invesco Trimark. |
2.3 | Non-Reportable Securities |
| Unit investment trusts (i.e., variable insurance contracts funded by insurance company separate accounts organized as unit investment trusts) invested exclusively in open-end mutual funds that are not managed or distributed by Invesco Trimark. | ||
| Open-end U.S. and Canadian mutual funds that are not managed or distributed by Invesco Trimark. | ||
| Securities held in Invesco Trimark Employee accounts administered by Group Retirement Services (GRS). | ||
| Securities issued or guaranteed by (i.e., securities that are the direct obligations of) the government of Canada or the government of the United States. |
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| Principal protected or Linked note investment products. | ||
| Money market instruments, money market mutual funds, guaranteed investment certificates, bankers acceptances, bank certificates of deposit, commercial paper and repurchase agreements. |
3. | Pre-Clearance Requirements | |
3.1 | Submitting the Request to Trade |
| The proposed trade must be entered into the Star Compliance system. | ||
| The Star Compliance system will confirm if there is any activity currently on the trading desk and check the portfolio accounting system to verify if there have been any transactions in the same or equivalent security within the corresponding Blackout Rule period. | ||
| The Star Compliance system will check to see if the security is on the restricted list (refer to section 8.1). | ||
| The Star Compliance system will provide an automated response on a timely basis for all pre-approval requests indicating whether the transaction has been approved or denied. |
3.2 | Executing Approved Transactions |
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3.3 | De Minimis Exemption |
3.4 | Exceptions to Pre-clearance Requirements |
| Open-end mutual funds (including Invesco Trimark managed mutual funds), open-end unit investment trusts and pooled trust funds. | ||
| Variable annuities, variable life products, segregated funds, and other similar unit-based insurance products issued by insurance companies and insurance company separate accounts. |
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| Securities issued or guaranteed by the Government of Canada, or the government of any province or territory in Canada. | ||
| Securities issued or guaranteed by the Governments of the United States, United Kingdom, Germany, Japan, France and Italy. | ||
| Physical commodities or securities relating to those commodities. | ||
| Other securities or classes of securities as the Invesco Trimark Compliance department or the Code of Ethics (North America) team may from time to time designate. |
| Employee share purchase plans, except for the sale of the securities. | ||
| Invesco employee stock option purchase plans, except for the sale of the securities. |
4. | Reporting Requirements |
4.1 | Initial Holdings Reports |
| a complete list of all Covered Accounts (including the name of the financial institution with which the Employee maintains the account); | ||
| a list of each Reportable Security including the number of shares (equities) or principal amount (debt securities) held in each Covered Account. |
4.2 | Quarterly Transaction Reports |
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4.3 | Annual Holdings Reports |
| all Covered Accounts of such Employee (including the name of the financial institution with which the Employee maintained the account) | ||
| a list of each Reportable Security including the number of shares (equities) or principal amount (debt securities) in each Covered Account |
4.4 | Reports of Trade Confirmations |
4.5 | New Covered Accounts Opened Subsequently Joining Invesco Trimark |
5. | Discretionary Managed Accounts |
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| The account is subject to a written contract and all investment discretion has been delegated to another party. | ||
| The Employee has provided the Invesco Trimark Chief Compliance Officer or the Code of Ethics (North America) team with a copy of such written agreement. | ||
| The Employee certifies in writing that he or she has not discussed, and will not discuss, potential investment decisions with the party to whom investment discretion has been delegated. | ||
| Discretionary managed accounts for which this exemption is available would not include ones where the accountholder has given a power of attorney (POA) to another person such as a broker for temporary discretionary trading. |
6. | Options Trading |
7. | Short Sales |
| No short sales on shares of Invesco Ltd. |
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| No short sales on securities where there has been a trade in the same security where the corresponding Blackout Rule period applies in one of the client accounts. | ||
| Employees are prohibited from short-term trading (refer to section 8.2); therefore, the Employee is restricted from buying back the position within 60 days. | ||
| Portfolio managers are prohibited from short selling a security if the client account the Portfolio Manager manages are long the security. | ||
| If a Portfolio Manager is selling a stock there should generally be no short selling allowed until that position is completely sold. This provision includes the situation where the Portfolio Manager stops selling the security for a short period, for example to let the market absorb what has been sold, and then resumes selling the position. |
8. | Restrictions on Certain Activities |
8.1 | Prohibition against Trading in Securities on Restricted Lists |
8.2 | Prohibition against Short-Term Trading Activities |
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8.3 | Prohibition against Purchases in Initial Public Offerings (IPOs) |
8.4 | Restricted Securities Issued by Public Companies |
8.5 | Restrictions on Private Placements |
8.6 | Investment Clubs |
8.7 | Trading in Securities of Invesco Ltd. |
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| Short term trading in Invesco shares is prohibited. | |
| Pledging Invesco securities as collateral for a loan is generally prohibited. Exceptions must be approved by the Invesco Trimark Chief Compliance Officer or the Code of Ethics (North America) team. |
9. | Independent Directors |
9.1 | For purposes of this exception the term independent director means |
a) | any director of Invesco Trimarks corporate funds or members of the Invesco Trimark Fund Advisory Board |
i) | who is neither an officer nor Employee of Invesco or of any Invesco Company. |
b) | any director of Invesco Trimark who |
i) | is neither an officer nor Employee of Invesco or of any Invesco Company, |
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ii) | is not an interested person of a US Fund under Section 2(a)(19) of the Investment Company Act (1940) and would otherwise be required to submit a pre-clearance request or make a report solely by reason of being an Invesco Aim director and |
iii) | does not regularly obtain information concerning the investment recommendations or decisions made by Invesco Trimark on behalf of the US Funds. |
10. | Certification of Compliance |
11. | Oversight |
11.1 | Code of Ethics Committee |
11.2 | Invesco Trimark Chief Compliance Officer |
| Compliance with the Policy for the period under review. |
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| Violations of the Policy for the period under review. | ||
| Sanctions imposed under the Policy by Invesco Trimark during the period under review. | ||
| Changes in procedures recommended for the Policy. | ||
| Any other information requested by the Committee. |
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§ | We are passionate about our clients success | ||
§ | We earn trust by acting with integrity | ||
§ | People are the foundation of our success | ||
§ | Working together, we achieve more | ||
§ | We believe in the continuous pursuit of performance excellence |
Ø | Best interests of clients As fiduciaries, we have a duty to act with reasonable care, skill and caution in the best interests of our clients, and to avoid conflicts of interest. |
Ø | Global fiduciary standards Invesco seeks to maintain the same high fiduciary standards throughout the world, even though those standards may not be legally required, or even recognized, in some countries. |
Ø | Client confidentiality We must maintain the confidentiality of information relating to the client, and comply with the data protection requirements imposed by many jurisdictions. |
Ø | Information Clients must be provided with timely and accurate information regarding their accounts. |
Ø | Segregation and protection of assets Processes must be established for the proper maintenance, control and protection of client assets. Fiduciary assets must be segregated from Invesco assets and property. |
Ø | Delegation of duties Fiduciary duties should be delegated only when the client consents and where permitted by applicable law. Reasonable care, skill and caution must be exercised in the selection of agents and review of their performance. |
Ø | Client guidelines Invesco is responsible for making investment decisions on behalf of clients that are consistent with the prospectus, contract, or other controlling document relating to the clients account. |
Ø | Relations with regulators We seek relationships with regulators that are open and responsive in nature. |
| influence a specific decision or action or | ||
| enhance future relationships or | ||
| maintain existing relationships |
Ø | Violations of any laws or regulations generally involving Invesco; | ||
Ø | Questionable accounting matters, internal accounting controls, auditing matters, breaches of fiduciary duty or violations of United States or foreign securities laws or rules (collectively, Accounting Matters) including, but not limited to: |
| fraud or deliberate error in the preparation, evaluation, review or audit of any financial statement of Invesco; | ||
| fraud or deliberate error in the recording and maintaining of financial records of Invesco; | ||
| deficiencies in or non-compliance with Invescos internal accounting controls; | ||
| misrepresentation or false statements to or by a senior officer or accountant regarding a matter contained in the financial records, financial reports or audit reports of Invesco; | ||
| deviation from full and fair reporting of Invescos financial condition; or | ||
| fraudulent or criminal activities engaged in by officers, directors or employees of Invesco; |
| is necessary to alleviate undue hardship or in view of unforeseen circumstances or is otherwise appropriate under all the relevant facts and circumstances; | ||
| will not be inconsistent with the purposes and objectives of the Code; | ||
| will not adversely affect the interests of clients of the company or the interests of the company; and | ||
| will not result in a transaction or conduct that would violate provisions of applicable laws or regulations. |